Common use of Sale of Stock and Assets Clause in Contracts

Sale of Stock and Assets. No Credit Party shall, or shall permit any of its Subsidiaries to, sell, transfer, convey, assign or otherwise dispose of any of its properties or other assets, including the capital Stock of any of its Subsidiaries (whether in a public or a private offering or otherwise) or any of their Accounts, other than (a) the sale of Inventory in the ordinary course of business, and (b) the sale, transfer, conveyance or other disposition by a Credit Party of Equipment, Fixtures or Real Estate that are obsolete or no longer used or useful in such Credit Party's business and having a value not exceeding $250,000 in any single transaction or $500,000 in the aggregate in any Fiscal Year and (c) other Equipment and Fixtures having a value not exceeding $100,000 in any single transaction or $250,000 in the aggregate in any Fiscal Year; provided that the consideration received in any such sale under clause (b) or clause (c) above, shall be in an amount equal to at least the fair market value thereof, shall be paid solely in cash and shall be deposited directly into the Concentration Account upon receipt to be applied to the Obligations in accordance with Annex C. With respect to any disposition of assets or other properties permitted pursuant to clause (b) and clause (c) above, Agent agrees on reasonable prior written notice to release its Lien on such assets or other properties in order to permit the applicable Credit Party 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 Stock and Assets. No Credit Party shall, or shall permit any of its Subsidiaries to, sell, transfer, convey, assign or otherwise dispose of any of its properties or other assets, including its capital Stock or the capital Stock of any of its Subsidiaries (whether in a public or a private offering or otherwiseotherwise but subject, in the case of Holdings, to the provisions of Section 6.5(b)) or any of their Accounts, other than (a) the sale of Inventory in the ordinary course of business, and (b) the sale, transfer, conveyance or other disposition by a Credit Party of Equipment, Equipment or Fixtures or Real Estate that are obsolete or no longer used or useful in such Credit Party's business and having a value not exceeding $250,000 in any single transaction or $500,000 in the aggregate in any Fiscal Year and (c) so long as no Event of Default shall have occurred and be continuing other Equipment and Fixtures having a value not exceeding $100,000 in any single transaction or $250,000 in the aggregate in any Fiscal Year; provided that the consideration received in any such sale under clause (b) or clause (c) above, shall be in an amount equal to at least the fair market value thereof, shall be paid solely in cash and shall be deposited directly into the Concentration Account upon receipt to be applied to the Obligations in accordance with Annex C. . With respect to any disposition of assets or other properties permitted pursuant to clause (b) and clause (c) above, Agent agrees on reasonable prior written notice to release its Lien on such assets or other properties in order to permit the applicable Credit Party to effect such disposition and shall execute and deliver to BorrowerBorrowers, at Borrower's Borrowers' expense, appropriate UCC-3 termination statements and other releases as reasonably requested by BorrowerBorrowers.

Sale of Stock and Assets. No Credit Party shall, or shall permit any of its Subsidiaries to, sell, transfer, convey, assign or otherwise dispose of any of its properties or other assets, including its capital Stock or the capital Stock of any of its Subsidiaries (whether in a public or a private offering or otherwiseotherwise but subject, in the case of Holdings, to the provisions of SECTION 6.5(b)) or any of their its Accounts, other than than: (a) the sale of Inventory in the ordinary course of business, and ; (b) the sale, transfer, conveyance or other disposition by a Credit Party of Equipment, Fixtures or Real Estate that are is obsolete or no longer used or useful in such Credit Party's business and having a value not exceeding $250,000 100,000 in any single transaction or $500,000 250,000 in the aggregate in any Fiscal Year Year; and (c) other Equipment and Fixtures having a value not exceeding $100,000 in any single transaction or $250,000 in the aggregate in any Fiscal Year; provided that the consideration received in any such sale under clause (b) or clause (c) above, shall be in an amount equal to at least the fair market value thereof, shall be paid solely in cash and shall be deposited directly into the Concentration Account upon receipt to be applied to the Obligations in accordance with Annex C. . With respect to any disposition of assets or other properties permitted pursuant to clause CLAUSES (b) and clause (c) above, Agent agrees on reasonable prior written notice to release its Lien on such assets or other properties in order to permit the applicable Credit Party to effect such disposition and shall execute and deliver to BorrowerBorrowers, at Borrower's Borrowers' expense, appropriate UCC-3 UCC termination statements and other releases as reasonably requested by BorrowerBorrowers in connection therewith.

Sale of Stock and Assets. No Credit Party shall, or shall permit any of its Subsidiaries to, sell, transfer, convey, assign or otherwise dispose of any of its properties or other assets, including the capital Stock of any of its Subsidiaries (whether in a public or a private offering or otherwise) or any of their its Accounts, other than than: (a) the sale of Inventory in the ordinary course of business, and ; (b) the sale of Accounts under the terms of the UT Receivables Purchase Agreement; (c) the sale, transfer, conveyance or other disposition by a Credit Party of Equipment, Fixtures or Real Estate that are is obsolete or no longer used or useful in such Credit Party's business and having a value sales price not exceeding $250,000 150,000 in any single transaction or $500,000 300,000 in the aggregate in any Fiscal Year Year; and (cd) other Equipment and Fixtures having a value not exceeding $100,000 150,000 in any single transaction or $250,000 300,000 in the aggregate in any Fiscal Year; provided that the consideration received in any such sale under clause (b) or clause (c) above, shall be in an amount equal to at least the fair market value thereof, shall be paid solely in cash and shall be deposited directly into the Concentration Account upon receipt to be applied to the Obligations in accordance with Annex C. . With respect to any disposition of assets or other properties permitted pursuant to clause clauses (b) and clause (c) above, Agent agrees on reasonable prior written notice to release its Lien on such assets or other properties in order to permit the applicable Credit Party 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 Stock and Assets. No Credit Party shall, or shall permit any of its Subsidiaries to, sell, transfer, ------------------------ convey, assign or otherwise dispose of any of its properties or other assets, including the capital Stock of any of its Subsidiaries (whether in a public or a private offering or otherwise) or any of their its Accounts, other than than: (a) the sale of Inventory in the ordinary course of business, and business or pursuant to the transactions specifically permitted under Section 6.17; (b) the sale, transfer, conveyance or ------------ other disposition by a Credit Party of Equipment, Fixtures or Real Estate that are is obsolete or no longer used or useful in such Credit Party's business and having a value not exceeding $250,000 in any single transaction or $500,000 in the aggregate in any Fiscal Year Year; and (c) other Equipment and Fixtures having a value not exceeding $100,000 250,000 in any single transaction or $250,000 500,000 in the aggregate in any Fiscal Year; provided that the consideration received in any such sale under clause (b) or clause (c) above, shall be in an amount equal to at least the fair market value thereof, shall be paid solely in cash and shall be deposited directly into the Concentration Account upon receipt to be applied to the Obligations in accordance with Annex C. . With respect to any disposition of assets or other properties permitted pursuant to clause clauses (b) and clause (c) above, Agent Lender agrees ----------- --- on reasonable prior written notice to release its Lien on such assets or other properties in order to permit the applicable Credit Party to effect such disposition and shall execute and deliver to Borrower, at Borrower's expense, appropriate UCC-3 termination statements under the Code and other releases as reasonably requested by Borrower.

Sale of Stock and Assets. No Except as set forth in Disclosure Schedule (6.8), other than the Allowed Sale, no Credit Party shall, or shall permit any of its Subsidiaries to, sell, transfer, convey, assign or otherwise dispose of any of its properties or other assets, including the capital Stock of any of its Subsidiaries (whether in a public or a private offering or otherwise) or any of their Accounts, other than (a) the sale or lease of Inventory in the ordinary course of business, and (b) the sale, transfer, conveyance or other disposition by a Credit Party of Equipment, Fixtures or Real Estate that are obsolete or no longer used or useful in such Credit Party's business and having a value not exceeding $250,000 500,000 in any single transaction or $500,000 1,000,000 in the aggregate in any Fiscal Year and (c) other Equipment and Fixtures having a value not exceeding $100,000 200,000 in any single transaction or $250,000 500,000 in the aggregate in any Fiscal Year; provided that the consideration received in any such sale under clause (b) or clause (c) above, shall be in an amount equal to at least the fair market value thereof, shall be paid solely in cash and shall be deposited directly into the Concentration Account upon receipt to be applied to the Obligations in accordance with Annex C. . With respect to any disposition of assets or other properties permitted pursuant to clause (b) and clause (c) above, Term Agent agrees on reasonable prior written notice to release its Lien Liens for the benefit of Lender Group on such assets or other properties in order to permit the applicable Credit Party to effect such disposition and shall execute and deliver to BorrowerBorrower Representative, at Borrower's Borrowers' expense, appropriate UCC-3 termination statements and other releases as reasonably requested by BorrowerBorrower Representative.

Sale of Stock and Assets. No Credit Party shall, or shall permit any of its Subsidiaries to, sell, transfer, convey, assign or otherwise dispose of any of its properties or other assets, including the capital Stock of any of its Subsidiaries (whether in a public or a private offering or otherwise) or any of their Accounts, other than (a) the sale of Inventory in the ordinary course of business, (b) any sale of any Stock of Chumbo Holdings Corporation, and (bc) the sale, transfer, conveyance or other disposition by a Credit Party of Equipment, Fixtures or Real Estate that are obsolete or no longer used or useful in such Credit Party's business and having a value not exceeding $250,000 100,000 in any single transaction or $500,000 in the aggregate in any Fiscal Year and (cd) other Equipment and Fixtures having a value not exceeding $100,000 in any single transaction or $250,000 500,000 in the aggregate in any Fiscal Year; provided that the consideration received in any such sale under clause (b) or clause (c) above, shall be in an amount equal to at least the fair market value thereof, shall be paid solely in cash and shall be deposited directly into the Concentration Account upon receipt to be applied to the Obligations in accordance with Annex C. . With respect to any disposition of assets or other properties permitted pursuant to clause (bclause(c) and clause (cd) above, Agent agrees on reasonable prior written notice to release its Lien on such assets or other properties in order to permit the applicable Credit Party 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.