Sales of Collateral Obligations. Subject to the satisfaction of the conditions specified in Section 12.4, the Collateral Manager on behalf of the Issuer may (except as otherwise specified in this Section 12.1) direct the Trustee to sell and the Trustee shall sell on behalf of the Issuer in the manner directed by the Collateral Manager any Collateral Obligation or Equity Security if, as certified by the Collateral Manager, such sale meets the requirements of any one of paragraphs (a) through (j) of this Section 12.1 (subject in each case to any applicable requirement of disposition under Section 12.1(h) and provided that (x) if an Event of Default has occurred and is continuing, the Collateral Manager may not direct the Trustee to sell any Collateral Obligation or Equity Security pursuant to Section 12.1(e), Section 12.1(f) or Section 12.1(g) unless the sale of such Asset is permitted pursuant to Section 12.4(c) and (y) the Collateral Manager may not direct the Trustee to sell any Collateral Obligation pursuant to this Section 12.1 to ORCC unless such sale satisfies the Purchase and Substitution Limit). For purposes of this Section 12.1, the Sale Proceeds of a Collateral Obligation sold by the Issuer shall include any Principal Financed Accrued Interest received in respect of such sale.
Sales of Collateral Obligations. Subject to the satisfaction of the conditions specified in Section 12.4, the Collateral Manager on behalf of the Issuer may (except as otherwise specified in this Section 12.1) direct the Trustee to sell and the Trustee shall sell on behalf of the Issuer in the manner directed by the Collateral Manager any Collateral Obligation or Equity Security if, as certified by the Collateral Manager, such sale meets the requirements of any one of paragraphs (a) through (i) of this Section 12.1 (subject in each case to any applicable requirement of disposition under Section 12.1(h) and provided that if an Event of Default has occurred and is continuing, the Collateral Manager may not direct the Trustee to sell any Collateral Obligation or Equity Security pursuant to Section 12.1(e), Section 12.1(f) or Section 12.1(g)). For purposes of this Section 12.1, the Sale Proceeds of a Collateral Obligation sold by the Issuer shall include any Principal Financed Accrued Interest and Principal Financed Capitalized Interest received in respect of such sale.
Sales of Collateral Obligations. Subject to the satisfaction of the conditions specified in Section 12.4, the Collateral Manager may, pursuant to an Issuer Order delivered by an Authorized Officer of the Collateral Manager on behalf of the Issuer (except as otherwise specified in this Section 12.1), direct the Trustee to sell and the Trustee shall sell on behalf of the Issuer in the manner directed by the Collateral Manager any Collateral Obligation, Equity Security or Unsaleable Asset if, as certified by the Collateral Manager (which may be satisfied by delivery of an Issuer Order), such sale meets the requirements of any one of paragraphs (a) through (i) of this Section 12.1 (subject in each case to any applicable requirement of disposition under Section 12.1(d)).
Sales of Collateral Obligations. (a) So long as (A) no Event of Default has occurred and is continuing and (B) on or prior to the trade date for such sale the Borrower has certified to the Facility Agent in a certificate in such other form as may be agreed upon by the Facility Agent and the Borrower from time to time, that each of the conditions applicable to such sale set forth in this Article X has been satisfied, the Borrower (or the Portfolio Manager on behalf of the Borrower acting pursuant to the Portfolio Management Agreement) may direct the Collateral Agent in writing to sell, and the Collateral Agent shall sell in the manner directed by the Borrower (or the Portfolio Manager on behalf of the Borrower) in writing:
(i) any Defaulted Obligation at any time;
(ii) any Equity Obligation at any time;
(iii) any Credit Risk Obligation at any time;
(iv) any Credit Improved Obligation at any time; and
(v) any Collateral Obligation with respect to which a Tax Event has occurred at any time.
(b) Without limiting the foregoing, during or after the Reinvestment Period, the Borrower (or the Portfolio Manager on behalf of the Borrower acting pursuant to the Portfolio Management Agreement) may direct the Collateral Agent in writing to sell, in the manner described above, any Collateral Obligation that is not a Defaulted Obligation, an Equity Obligation, a Credit Risk Obligation, a Credit Improved Obligation or a Collateral Obligation with respect to which a Tax Event has occurred if:
(i) each Coverage Test shall be satisfied immediately before and after giving effect to the proposed sale or, if not satisfied immediately before the proposed sale, is maintained or improved after giving effect to the proposed sale; and
(ii) no Event of Default has occurred and is continuing;
(c) Reserved.
Sales of Collateral Obligations. (a) So long as no Event of Default has occurred and is continuing, and no Borrowing Base Deficiency exists before and after giving effect to the sale, the Borrower (or the Collateral Manager on behalf of the Borrower acting pursuant to the Collateral Management Agreement) may direct the Collateral Agent in writing to sell, and the Collateral Agent shall sell in the manner directed by the Collateral Manager (on behalf of the Borrower) in writing any Collateral Obligation.
(b) In the event of a prepayment, the Borrower or the Collateral Manager shall direct the Collateral Agent in writing to sell, and the Collateral Agent shall sell in the manner directed by the Collateral Manager (on behalf of the Borrower), any Collateral Obligation, subject to Section 2.05
(c) The Collateral Manager, on behalf of the Borrower, shall promptly sell any Collateral Obligation or Eligible Investment that is a Xxxxxxx Asset.
Sales of Collateral Obligations. (a) Subject to the satisfaction of the conditions specified in Section 12.3, the Collateral Manager on behalf of the Issuer may (except as otherwise specified in this Section 12.1) direct the Trustee to sell or substitute and the Trustee shall sell or substitute on behalf of the Issuer in the manner directed by the Collateral Manager any Collateral Obligation or Equity Security if, as certified by the Collateral Manager (which certification shall be deemed to be provided upon delivery of an Issuer Order or trade confirmation in respect of such sale), such sale meets the following requirements of this Section 12.1; provided that if an Enforcement Event has occurred and is continuing, the Collateral Manager may not direct the Trustee to sell any Collateral Obligation.
Sales of Collateral Obligations. Subject to the satisfaction of the conditions specified in Section 12.3 (
Sales of Collateral Obligations. (a) For so long as no Event of Default has occurred and is continuing, the Investment Manager may direct the Trustee, on behalf of the Issuer, in writing to sell, and the Trustee shall sell, in the manner directed by the Investment Manager any Collateral Obligation at any time, in accordance with, and subject to, any applicable limitations on amounts and other requirements set forth herein (it being understood that the foregoing limitation shall not apply to any optional or mandatory substitutions or repurchases effected by FS Investment Corporation II pursuant to clause (b) below and the Sale and Contribution Agreement).
(b) Notwithstanding the foregoing, the Aggregate Principal Amount of all Collateral Obligations (other than Warranty Transferred Assets) sold pursuant hereto to the Equity Owner or an Affiliate thereof or released to the Equity Owner pursuant to a dividend by the Issuer shall not in aggregate exceed 20% of the Net Purchased Loan Balance measured as of the date of such sale or dividend; provided, that the Aggregate Principal Amount of all Defaulted Obligations (other than Warranty Transferred Assets) sold pursuant to Section 12(b)(i) to the Equity Owner or an Affiliate thereof or released to the Equity Owner pursuant to a dividend by the Issuer shall not in any twelve-month period exceed 10% of the Net Purchased Loan Balance measured as of the date of such sale or dividend.
Sales of Collateral Obligations. (a) The Investment Manager may direct the Trustee, on behalf of the Issuer, in writing to sell, and the Trustee shall sell, in each case, in the manner directed by the Investment Manager any Collateral Obligation at any time, in accordance with, and subject to, any applicable limitations on amounts and other requirements set forth herein for so long as, at the time of such sale, (i) no Event of Default has occurred and is continuing and (ii) (x) the Borrowing Base Test is satisfied or (y) such sale is made in accordance with Section 12.1(j) below and the other applicable requirements in this Section 12.
(b) Notwithstanding the foregoing, the Aggregate Principal Amount of all Collateral Obligations (other than Warranty Transferred Assets) sold and/or contributed by the Equity Owner or any of its Affiliates (other than the Issuer or any of its Subsidiaries) to the Issuer or its Subsidiaries and later (x) sold or distributed pursuant hereto to the Equity Owner or any of its Affiliates (other than the Issuer or any of its Subsidiaries) or (y) released to the Equity Owner or any of its Affiliates (other than the Issuer or any of its Subsidiaries) pursuant to a dividend by the Issuer shall not in aggregate exceed 20% of the Equity Owner Purchased Loan Balance measured as of the date of such sale or dividend; provided, that the Aggregate Principal Amount of all Defaulted Obligations (other than Warranty Transferred Assets) consisting of Collateral Obligations sold and/or contributed by the Equity Owner or any of its Affiliates (other than the Issuer or any of its Subsidiaries) to the Issuer or its Subsidiaries and later (x) sold or distributed to the Equity Owner or any of its Affiliates (other than the Issuer or any of its Subsidiaries) or (y) released to the Equity Owner or any of its Affiliates (other than the Issuer or any of its Subsidiaries) pursuant to a dividend by the Issuer shall not exceed 10% of the Equity Owner Purchased Loan Balance measured as of the date of such sale or dividend.
Sales of Collateral Obligations. Subject to the satisfaction of the conditions specified in Section 12.3 and unless an Event of Default has occurred and is continuing (except for a sale pursuant to Sections 12.1(a), (b), (c), (d), (h), (i) or (j)), the Collateral Manager on behalf of the Issuer may, but will not be required to (except as otherwise specified in this Section 12.1), direct the Trustee to sell and the Trustee shall sell on behalf of the Issuer in the manner directed by the Collateral Manager any Collateral Obligation or Equity Security (which will include the direct sale or liquidation of the equity interests of any Issuer Subsidiary or of any Issuer Subsidiary Assets) if such sale meets the requirements of any one of paragraphs (a) through (n) of this Section 12.1 (subject in each case to any applicable requirement of disposition under Sections 12.1(h) or 12.1(j)). For purposes of this Section 12.1, the Sale Proceeds of a Collateral Obligation sold by the Issuer shall include any Principal Financed Accrued Interest received in respect of such sale.
