Sale of Membership Interests and Assets. The Borrower shall not sell, transfer, convey, assign or otherwise dispose of, or assign any right to receive income in respect of, any of its properties or other assets or any of its membership interests (whether in a public or a private offering or otherwise), any Transferred Receivable or Contract therefor or any of its rights with respect to any Lockbox or any Collection Account, the Agent Account or any other deposit account in which any Collections of any Transferred Receivable are deposited except as otherwise expressly permitted by this Agreement or any of the other Related Documents.
Sale of Membership Interests and Assets. The Borrower shall not sell, transfer, convey, assign or otherwise dispose of, or assign any right to receive income in respect of, any of its properties or other assets or any of its membership interests (whether in a public or a private offering or otherwise) (other than any security interest in the Borrower’s membership interests provided for under the Security Agreement (as defined in the Senior Credit Agreement)), any Transferred Receivable or Contract therefor or any of its rights with respect to any Lockbox or any Collection Account, the Agent Account or any other deposit account in which any Collections of any Transferred Receivable are deposited except as otherwise expressly permitted by this Agreement or any of the other Transaction Documents.
Sale of Membership Interests and Assets. Borrower shall not sell, transfer, convey, assign or otherwise dispose of any of its properties or other assets, including any membership interest (whether in a public or a private offering or otherwise), other than the sale of Retail Inventory or Other Assets in Liquidation Sales pursuant to the Liquidation Sales Agreements. With respect to any disposition of assets or other properties in connection with any Liquidation Sale pursuant to the respective Liquidation Sales Agreements, Lender agrees to release its Lien on such assets or other properties in order to permit Borrower to effect such disposition and shall execute and deliver to Borrower, at Borrower’s expense, appropriate UCC-3 termination statements and other releases as reasonably requested by Borrower.
Sale of Membership Interests and Assets. The Borrower shall not sell, transfer, convey, assign, pledge, or otherwise dispose of, or assign any of its properties or other assets or any of its membership interests, or any right to receive income in respect of any of the foregoing, (whether in a public or a private offering or otherwise), any Receivable or Contract therefor or any of its rights with respect to any Lockbox, Account, Agent Account or any other deposit account in which any Collections of any Receivable are deposited except as expressly permitted by this Agreement or any of the other Transaction Documents; provided for the avoidance of doubt that the Borrower may make distributions on its membership interest and take all other similar corporate actions as it may deem necessary or appropriate, in each case solely to the extent permitted by this Agreement, the Operating Agreement and applicable law.
