SPECIFIC AUTHORIZATION REQUIRED Sample Clauses

SPECIFIC AUTHORIZATION REQUIRED. The following actions of the Liquidator shall require the specific prior written approval of the Company in each instance, whether or not consistent with or authorized by the applicable Asset Business Plan or Portfolio Business Plan, except that such action may be taken without prior approval if the action is required to comply with a court order or administrative or regulatory directive: (i) the direct or indirect acquisition of any real property or interest therein; (ii) the acceptance of any offer for the purchase of any Property, the entering into any agreement (including an option) for the sale or other disposition of any Property, and the closing, sale or transfer of any Property or any portion thereof, including, without limitation, (A) transfers of all or any part of the Company's direct or indirect interest in a Property and prepayments, discounted payoffs and deeds-in-lieu of foreclosure of Mortgage Loans and (B) as to all sales and transfers, the determination of price, terms, timing and whether such Property is to be sold alone or as part of a package or pool of Properties, provided, however, that the Liquidator may, without specific authorization therefor from the Company, sell or otherwise dispose of any furniture, fixtures, equipment or other personal property that is obsolete, worn out or no longer needed in connection with the use and operation of a Property and which does not have a fair market value of more than $5000; (iii) the financing of any Property or interest therein or portion thereof, including, without limitation, the creation of any mortgage loan or security interest in any Property; (iv) the hiring of (A) any broker or finder in connection with the sale of any Property, (B) any Third Party leasing agent for the leasing of a Property or (C) any contractor, appraiser, consultant, auditor, accountant, engineer, or other vendor (other than a utility company), where, in each case, the total amount payable under the respective service contract (or series of related contracts applicable to a specific Property) is equal to, or greater than $25,000 (based on the aggregate of periodic payments due under the contract prior to the Company's discretionary right of termination) or an aggregate amount of all such service contracts applicable to a specific Property greater than $250,000 to perform services necessary or appropriate for the management and liquidation of the Properties, in each case except as expressly provided to the contrary ...