Sales of Assets/ Casualty Sample Clauses

Sales of Assets/ Casualty. Upon receipt of the proceeds of the sale or other disposition of any Equipment of either or both Borrowers constituting Collateral (so long as such proceeds individually or in the aggregate in any fiscal year of Borrowers exceed $50,000), such proceeds shall be paid by such Borrower to Lender as a mandatory prepayment of Term Loan B and the Capital Expenditure Loans, to be applied against such Loans and in such manner as Lender shall determine in its sole discretion, and any prepayment made pursuant to this subparagraph 2(e)(v)(A) shall not affect the obligation of Borrowers to make the monthly installment payments otherwise due hereunder; provided, however that so long as no default or Event of Default has occurred hereunder, proceeds from the sale or other disposition of such Equipment in amounts individually or in the aggregate less than $50,000 in any fiscal year of Borrowers, shall be applied against the outstanding Revolving Loans and shall thereafter be available for use by Borrowers, including for use in funding Capital Expenditures to replace the Equipment sold or, otherwise divested, so long as such use for Capital Expenditure purposes occurs within six (6) months after Borrowers' receipt of such sale or divestiture proceeds. If any Equipment having an aggregate value of less than $100,000 is damaged or destroyed, in whole or in part and such damage or destruction (i) is covered by insurance, and (ii) would not in Lender's sole discretion have a Material Adverse Effect (hereinafter referred to as a "NON-MATERIAL EQUIPMENT CASUALTY"), the proceeds thereof (so long as such proceeds individually or in the aggregate in any fiscal year of Borrowers exceed $50,000), shall be paid by Borrowers to Lender to be segregated from and shall not be applied against the Loans, but rather shall, so long as no default or Event of Default has occurred hereunder, be made available for use by Borrowers to fund the purchase of replacement Equipment so long as such replacement Equipment is purchased within six months after receipt of such insurance proceeds. Proceeds derived from the loss or damage to Equipment, other than a Non-Material Equipment Casualty, shall be paid to Lender to be applied against the Loans as described herein in such manner as Lender shall determine in its sole discretion, and any prepayment made pursuant to this sentence shall not affect the obligation of Borrowers to make the monthly installment payments otherwise due hereunder.
AutoNDA by SimpleDocs

Related to Sales of Assets/ Casualty

  • Sales of Assets, Etc Such Obligor will not, and will not permit any of its Subsidiaries to, sell, lease, exclusively license (in terms of geography or field of use), transfer, or otherwise dispose of any of its Property (including accounts receivable and capital stock of Subsidiaries) to any Person in one transaction or series of transactions (any thereof, an “Asset Sale”), except:

  • Sales of Assets Neither the Borrower nor any of its Subsidiaries shall sell, assign, transfer, lease, convey or otherwise dispose of any property, whether now owned or hereafter acquired, or any income or profits therefrom, or enter into any agreement to do so, except:

  • Mergers, Consolidations, Sales of Assets and Acquisitions Merge into or consolidate with any other person, or permit any other person to merge into or consolidate with it, or Dispose of (in one transaction or in a series of related transactions) all or any part of its assets (whether now owned or hereafter acquired), or Dispose of any Equity Interests of any Subsidiary, or purchase, lease or otherwise acquire (in one transaction or a series of related transactions) all of the assets of any other person or division or line of business of a person, except that this Section 6.05 shall not prohibit:

  • Sales, Etc. of Assets Sell, lease, transfer or otherwise dispose of, or permit any of its Subsidiaries to sell, lease, transfer or otherwise dispose of, any assets, or grant any option or other right to purchase, lease or otherwise acquire any assets, except:

  • Mergers, Consolidations and Sales of Assets (a) The Company will not, and will not permit any Consolidated Subsidiary to, consolidate with or be a party to a merger with any other Person or dispose of all or a substantial part of the assets of the Company and its Consolidated Subsidiaries; provided that:

  • Limitation on Sales of Assets and Subsidiary Stock (a) The Company shall not, and shall not permit any of its Restricted Subsidiaries to, make any Asset Disposition unless:

  • Xxxxxx, Sale of Assets, etc If the Borrower at any time shall consolidate with or merge into or sell or convey all or substantially all its assets to any other corporation, this Note, as to the unpaid principal portion thereof and accrued interest thereon, shall thereafter be deemed to evidence the right to purchase such number and kind of shares or other securities and property as would have been issuable or distributable on account of such consolidation, merger, sale or conveyance, upon or with respect to the securities subject to the conversion or purchase right immediately prior to such consolidation, merger, sale or conveyance. The foregoing provision shall similarly apply to successive transactions of a similar nature by any such successor or purchaser. Without limiting the generality of the foregoing, the anti-dilution provisions of this Section shall apply to such securities of such successor or purchaser after any such consolidation, merger, sale or conveyance.

  • Purchase of Assets, Investments No Borrower will, or will permit any Subsidiary to, directly or indirectly (a) acquire or enter into any agreement to acquire any assets other than in the Ordinary Course of Business or as permitted under clause (h) of the definition of Permitted Investments; (b) engage or enter into any agreement to engage in any joint venture or partnership with any other Person; or (c) acquire or own or enter into any agreement to acquire or own any Investment in any Person other than Permitted Investments.

  • Sale of Assets, Etc (a) Except as permitted under Section 10.6 and Section 10.7, the Company will not, and will not permit any of its Restricted Subsidiaries to, make any Asset Disposition unless:

  • Reorganizations, Mergers, Consolidations or Sales of Assets If at any time or from time to time after the date hereof there is a capital reorganization of the Common Stock (other than a recapitalization, subdivision, combination, reclassification or exchange of shares provided for elsewhere in this Section 4) or a merger or consolidation of the Corporation with or into another corporation, or the sale of all or substantially all of the Corporation's properties and assets to any other person or entity, then, as a part of such reorganization, merger, consolidation or sale, provision shall be made so that the holder of this Warrant shall thereafter be entitled to receive upon exercise of this Warrant the number of shares of stock or other securities or property of the Corporation, or of the successor corporation resulting from such merger or consolidation or sale, for which a holder of the number of shares of Common Stock deliverable upon exercise would have been entitled on such capital reorganization, merger, consolidation, or sale. In any such case, appropriate adjustment shall be made in the application of the provisions of this Section 4 with respect to the rights of the holder of this Warrant after the reorganization, merger, consolidation or sale to the end that the provisions of this Section 4 (including adjustment of the Warrant Price then in effect and the number of shares purchasable upon exercise of this Warrant) shall be applicable after that event and be as nearly equivalent as may be practicable.

Time is Money Join Law Insider Premium to draft better contracts faster.