Sales of Assets; Liquidation. Except to the extent required by any Governmental Authority possessing jurisdiction over the business or operations of the Company or any of its Subsidiaries, the Company shall not, and shall not permit any Subsidiary of the Company to (i) sell, transfer, convey or otherwise dispose of any assets or properties, including accounts receivable or (ii) liquidate, dissolve or wind up the Company, or any of its Subsidiaries, except for transfers to the Company, whether voluntary or involuntary; provided, however, that the foregoing shall not prohibit (i) the sale of assets in the ordinary course of business, (ii) the sale of surplus or obsolete equipment and fixtures, or (iii) transfers resulting from any casualty or condemnation of assets or properties.
Sales of Assets; Liquidation. Company shall not, and shall not permit any Subsidiary of Company to, (i) sell, transfer, convey or otherwise dispose of any assets or properties or (ii) liquidate, dissolve or wind up Company, or any of its Subsidiaries, except for transfers to Company, whether voluntary or involuntary; provided, however, that the foregoing shall not prohibit (i) the sale of inventory in the ordinary course of business, (ii) the sale of surplus or obsolete equipment and fixtures or (iii) transfers resulting from any casualty or condemnation of assets or properties.
Sales of Assets; Liquidation. Except to the extent required by any Governmental Authority possessing jurisdiction over the business or operations of the Company or any of its Subsidiaries, the Company shall not, and shall not permit any Subsidiary of the Company to, (i) sell, transfer, convey or otherwise dispose of any assets or properties, including accounts receivable, or (ii) liquidate, dissolve or wind up the Company, or any of its Subsidiaries, except for transfers to the Company, whether voluntary or involuntary; provided, however, that the foregoing shall not prohibit (i) the sale of assets in the ordinary course of business, (ii) the sale of surplus or obsolete equipment and fixtures, or (iii) transfers resulting from any casualty or condemnation of assets or properties.
Sales of Assets; Liquidation. Company shall not, and shall not permit any Material Subsidiary of Company to, (i) sell, transfer, convey or otherwise dispose of all or substantially all of its assets or properties or (ii) liquidate, dissolve or wind up Company, or any of its Material Subsidiaries, except for transfers to Company, whether voluntary or involuntary; provided, however, that the foregoing shall not prohibit (i) the sale of inventory in the ordinary course of business, (ii) the sale of surplus or obsolete equipment and fixtures, (iii) transfers resulting from any casualty or condemnation of assets or properties or (iv) sales as to which the net proceeds are either (x) reinvested in Company's or, if sold by a Material Subsidiary, such Material Subsidiary's or Company's existing or related lines of business or (y) applied to repay Indebtedness, within 180 days after such sale.
Sales of Assets; Liquidation. (i) Sell, transfer, convey or otherwise dispose of any assets or properties or (ii) liquidate, dissolve or wind up the Credit Parties, except for transfers to the Credit Parties, whether voluntary or involuntary; provided, however, that the foregoing shall not prohibit (i) the sale of inventory in the ordinary course of business, (ii) the sale of obsolete equipment and fixtures so long as the proceeds of such sale are used to (A) replace such equipment and fixtures within 90 days of such sale or (B) repay the Obligations, (iii) transfers resulting from any casualty or condemnation of assets or properties, or (iv) other sales of assets or properties not described on Schedule 6.2(c), the net proceeds of which, in the aggregate, do not exceed $1,000,000 in any Fiscal Year, so long as the net cash proceeds of such sale are placed in an escrow account satisfactory to the Collateral Agent. If the Credit Parties do not use such amounts in the escrow account to make Capital Expenditures within 90 days of such sale, such amount shall be applied to repay the Obligations or, if such amounts are proceeds of Second Priority Collateral, the GMAC Debt, and then the Obligations; provided, however, that if such amounts are proceeds of the sale or other disposition of the Asphalt Plant, such amount shall be applied first to repay up to $14.3 million of the principal of the Senior Notes (together with interest, fees, and expenses related thereto), then the Indebtedness under the Vintage Note, then the balance of the Obligations with respect to the Senior Notes, and then the Obligations with respect to the Senior Subordinated Notes.
Sales of Assets; Liquidation. Company shall not, and shall not permit any Subsidiary of Company to, (i) sell, transfer, convey or otherwise dispose of any assets or properties or (ii) liquidate, dissolve or wind up Company, or any of its Subsidiaries, except for transfers to Company, whether voluntary or involuntary; PROVIDED, HOWEVER, that the foregoing shall not prohibit (A) the sale of inventory or Key Home Credit financing contracts in the ordinary course of business, (B) the sale of surplus or obsolete equipment and fixtures, (C) transfers resulting from any casualty or condemnation of assets or properties or (D) other sales of assets or properties the net proceeds of which, in the aggregate, do not exceed $700,000.
Sales of Assets; Liquidation. (i) Sell, transfer, convey or otherwise dispose of any assets or properties or (ii) liquidate, dissolve or wind up the Credit Parties, except for in the case of any Credit Party other than Greka AM, transfers to Credit Parties other than Greka AM, whether voluntary or involuntary; provided, however, that the foregoing shall not prohibit (i) the sale of inventory in the ordinary course of business, (ii) the sale of obsolete equipment and fixtures so long as the proceeds of such sale are used to (A) replace such equipment and fixtures within 90 days of such sale or (B) repay the GESPA Debt or the Obligations, if such proceeds are from Guarantor Collateral or the Obligations if such proceeds are from Greka AM Collateral (iii) transfers resulting from any casualty or condemnation of assets or properties, or (iv) other sales of assets or properties of any Credit Party not described on Schedule 6.2(c), the net proceeds of which, in the aggregate, do not exceed $1,000,000 in any Fiscal Year, so long as the net cash proceeds of such sale are placed in an escrow account satisfactory to the Collateral Agent. If Credit Parties do not use such amounts in the escrow account to make Capital Expenditures within 90 days of such sale, such amount shall be applied to repay the GESPA Debt or the Obligations or, if such amounts are proceeds of the Santa Xxxxx Collateral, the GMAC Debt and the GESPA Debt, and then the Obligations.
Sales of Assets; Liquidation. Company shall not, and shall not permit any Subsidiary of Company to, (i) sell, transfer, convey or otherwise dispose of any assets or properties or (ii) liquidate, dissolve or wind up Company, except for transfers to Company, whether voluntary or involuntary; PROVIDED, HOWEVER, that the foregoing shall not prohibit (i) the sale of inventory in the ordinary course of business, (ii) the sale of surplus or obsolete equipment and fixtures, (iii) transfers resulting from any casualty or condemnation of assets or properties, (iv) transfers of assets to wholly-owned Subsidiaries of Company to the extent permitted by paragraph (a) above, or (v) any transfers, sales or dispositions, the book value of which when added to the book value of all other such transfers, sales and dispositions over the then preceding 12 months does not exceed 15% of the Consolidated Net Worth of Company as of the then most recent fiscal quarter immediately preceding.
Sales of Assets; Liquidation. The Company shall not, and shall not permit any Subsidiary of the Company to, (A) sell, transfer, convey or otherwise dispose of any assets or properties or (B) liquidate, dissolve or wind up the Company, except for transfers to the Company, whether voluntary or involuntary; provided, however, that the foregoing, shall not prohibit (i) the sale of inventory in the ordinary course of business, (ii) the sale of surplus or obsolete equipment and fixtures, (iii) transfers resulting from any casualty or condemnation of assets or properties, (iv) sales as to which the net proceeds are either (1) reinvested in the Company's or, if sold by a Subsidiary, such Subsidiary's or the Company's existing or related lines of business or (2) applied to repay Indebtedness, within 180 days after such sale and (v) sales as to which the aggregate net proceeds do not exceed $1,000,000 in any calendar year.
Sales of Assets; Liquidation. The Company shall not, and shall not permit any Subsidiary of the Company to: (i) sell, transfer, convey or otherwise dispose of any assets or properties which in any single transaction or series of related transactions is in an aggregate amount exceeding $100,000, unless approved by the Board of Directors, or by the Manager with notice thereof to the Board of Directors, or (ii) liquidate, dissolve or wind up the Company, or any of its Subsidiaries, except for transfers to the Company or another Subsidiary, whether voluntary or involuntary; provided, however, that the foregoing shall not prohibit (i) the sale of inventory in the ordinary course of business, (ii) the sale of surplus or obsolete equipment and fixtures, (iii) the sale of LRM,
