Asset Dispositions, etc. The Borrower will not, and will not permit any of its Subsidiaries to, sell, transfer, contribute or otherwise convey, or grant options, warrants or other rights with respect to, any material asset (including accounts receivable and capital stock of Principal Subsidiaries) to any Person, except:
Asset Dispositions, etc. (a) The Borrower will not, and will not permit any of its Subsidiaries to, sell, transfer, lease, contribute or otherwise convey, or grant options, warrants or other rights with respect to, all or any substantial part of its assets (including capital stock of Subsidiaries) to any Person.
Asset Dispositions, etc. The Company will not, and will not permit any of its Subsidiaries to, sell, transfer, lease, contribute or otherwise convey, or grant options, warrants or other rights with respect to, all or any substantial part of its assets (including accounts receivable and capital stock of Subsidiaries) to any Person, unless
Asset Dispositions, etc. (a) The Borrower will not, and ----------------------- will not permit any Restricted Subsidiary to, sell, transfer, lease, convey or otherwise dispose of any assets (other than (i) an asset disposition or the sale of Inventory in the ordinary course of business consistent with past practice, (ii) any Financing Disposition, (iii) any disposition of the Designated Facilities, or (iv) a transfer, conveyance, sale, lease or other disposition of all or substantially all of the Borrower's asset permitted under Section 7.2.5) ------------- unless (A) the Borrower (or the Restricted Subsidiary, as the case may be) receives consideration at the time of such disposition (an "Asset Disposition") ----------------- at least equal to the fair market value of the assets disposed of (which shall be determined in good faith by the Board of Directors and evidenced by a Board Resolution), and the Net Proceeds received by the Borrower for such disposition consists of at least 75% cash, provided, however, that for the purposes of this -------- ------- Section 7.2.6, "cash" shall include (1) the amount of any liabilities (other ------------- than liabilities that are by their terms subordinated to the Term Notes) of the Borrower or such Restricted Subsidiary (as shown on the Borrower's or such Restricted Subsidiary's most recent balance sheet or in the notes thereto) that are assumed by the transferee of any such assets or other property in such Asset Disposition or are no longer the liability of the Borrower or any Restricted Subsidiary (and excluding any liabilities that are incurred in connection with or in anticipation of such Asset Disposition), but only to the extent that such assumption is effected on a basis under which there is no further recourse to the Borrower or any of its Restricted Subsidiaries with respect to such liabilities and (2) any securities, notes or other obligations received by the Borrower or any such Restricted Subsidiary in connection with such Asset Disposition that are converted by the Borrower or such Restricted Subsidiary into cash within 180 days of receipt, (B) to the extent such Asset Disposition involves Collateral, (1) the consent of the Required Lenders shall be obtained prior to the consummation of any sale of Collateral subject to such Asset Disposition (or any related Asset Disposition) having a fair market value in excess of $5,000,000 and (2) the Borrower shall cause the aggregate cash proceeds received by the Borrower or such Restri...
Asset Dispositions, etc. Each of the Borrower and each Parent Guarantor will not, and will not permit any of their respective Subsidiaries to, sell, transfer, lease, contribute or otherwise convey, or grant options, warrants or other rights with respect to, all or any part of its assets, whether now owned or hereafter acquired (including accounts receivable and Capital Stock of Subsidiaries) to any Person, unless:
Asset Dispositions, etc. The Borrower will not, and will not permit any Subsidiary to, sell, lease, transfer or otherwise dispose of any assets, including the disposition of the stock of any Subsidiary and including any Sale and Lease-Back Transaction (collectively, a "Disposition"), in one or a series of transactions to any Person other than the Borrower or a Majority-Owned Subsidiary, other than:
Asset Dispositions, etc. Subject to the definition of Change of Control, each of the Borrowers will not, and will not permit any of its respective Subsidiaries to, Dispose of all or any part of its assets, whether now owned or hereafter acquired (including accounts receivable and Capital Securities of Subsidiaries) to any Person, unless
Asset Dispositions, etc. The Borrower will, within two Business Days after any Loan Party receives any Net Proceeds of any Asset Disposition, proceeds of any Insurance Recovery or proceeds of condemnation awards aggregating in excess of $250,000 during any period of 12 consecutive months or less (the amount of such proceeds exceeding $250,000 received during any such period are herein called the "Excess Proceeds Amount"), pay to the Administrative Agent, as a prepayment of the Loans, an aggregate amount equal to the Excess Proceeds Amount; provided, however, that no such prepayment will be required if and to the extent that the Excess Proceeds Amount is fully re-invested in productive assets used in the ordinary course of such Loan Party's business within 60 days of the receipt of such Excess Proceeds Amount or, if and to the extent that such Excess Proceeds Amount has been, prior to the expiration of such 60 day period, deposited into a cash collateral account held by the Administrative Agent pursuant to an agreement in form and substance satisfactory to the Administrative Agent, within 120 days of the receipt of such Excess Proceeds Amount; provided, further, however, that the Excess Proceeds Amount (or portion thereof) not so re-invested within 60 days of the receipt thereof shall be deposited into a cash collateral account held by the Administrative Agent pursuant to an agreement in form and substance satisfactory to the Administrative Agent until such time as such amount is either re-invested within 120 days of the receipt thereof or applied to the Loans or other Obligations as provided in this Section 2.7.
Asset Dispositions, etc. It shall not sell, transfer, lease or otherwise dispose of, or grant options, warrants or other rights with respect to, any of its assets (including any capital stock or Indebtedness of any Person), (each an “Asset Disposition”) except:
Asset Dispositions, etc. Subject to Section 9.5, the Borrower will not, and will not permit any of its Subsidiaries to, sell, transfer, contribute or otherwise convey, or grant options, warrants or other rights with respect to all or substantially all of the assets of (a) the Borrower or (b) the Subsidiaries of the Borrower, taken as a whole except sales of assets between or among the Borrower and Subsidiaries of the Borrower.
