Sale, Purchase of Assets. Borrower shall not, directly or indirectly, (a) purchase, lease, or otherwise acquire any assets except in the ordinary course of business (which shall not be deemed to include the purchase or acquisition of ten percent (10%) or more of the capital stock or assets of operating businesses unless expressly consented to by Lender in writing prior to such purchase or acquisition) or as otherwise expressly permitted under this Agreement, or (b) sell, lease, transfer, or otherwise dispose of any assets except for (i) assets sold, leased, transferred or subject to other disposition for full and adequate consideration in the reasonable judgment of Borrower which Borrower has determined to be worn out or obsolete or not useful in the ordinary course of its business, and (ii) assets sold, leased, transferred or subject to other disposition in the ordinary course of business provided that Borrower receives full and adequate consideration in the reasonable judgment of Borrower in exchange for such assets sold, leased, transferred or otherwise subject to disposition.
Appears in 8 contracts
Samples: Loan Agreement (Pinnacle Data Systems Inc), Loan Agreement (Pinnacle Data Systems Inc), Loan Agreement (CRM Holdings, Ltd.)
Sale, Purchase of Assets. Borrower shall not, directly or indirectly, (a) purchase, lease, or otherwise acquire any assets except except: (i) in the ordinary course of business business; (which shall not be deemed to include the ii) Borrower may purchase or acquisition of ten percent (10%) acquire more than a 50% equity interest in or more all or substantially all of the capital stock or assets of operating businesses unless expressly consented to by Lender in writing prior to such purchase businesses; or acquisition(iii) or as otherwise expressly permitted under this Agreement), or (b) sell, lease, transfer, or otherwise dispose of any assets except for (i) assets sold, leased, transferred or subject to other disposition for full and adequate consideration in the reasonable judgment of Borrower which Borrower has determined to be worn out or obsolete or not useful in the ordinary course of its business, and (ii) assets sold, leased, transferred or subject to other disposition in the ordinary course of business provided that Borrower receives full and adequate consideration in the reasonable judgment of Borrower in exchange for such assets sold, leased, transferred or otherwise subject to disposition.
Appears in 1 contract
Samples: Loan Agreement (Anaren Inc)
Sale, Purchase of Assets. Borrower shall not, directly or indirectly, (a) purchase, lease, or otherwise acquire any assets except in the ordinary course of business (which shall not be deemed to include the purchase or acquisition of ten often percent (10%) or more of the capital stock or assets of operating businesses unless expressly consented to by Lender in writing prior to such purchase or acquisition) or as otherwise expressly permitted under this Agreement, or (b) sell, lease, transfer, or otherwise dispose of any assets except for (i) assets sold, leased, transferred or subject to other disposition for full and adequate consideration in the reasonable judgment of Borrower which Borrower has determined to be worn out or obsolete or not useful in the ordinary course of its business, and (ii) assets sold, leased, transferred or subject to other disposition in the ordinary course of business provided that Borrower receives full and adequate consideration in the reasonable judgment of Borrower in exchange for such assets sold, leased, transferred or otherwise subject to disposition.
Appears in 1 contract
Samples: Loan Agreement (CRM Holdings, Ltd.)