Excluded Sales means (i) the sale of inventory in the ordinary course of business, (ii) the sale of obsolete or worn-out property in the ordinary course of business not to exceed $1,000,000 in the aggregate after the Second Amendment Effective Date, (iii) sales of notes receivable or accounts receivable to the extent permitted under Section 10.23; (iv) revenues from licenses in existence on the Second Amendment Effective Date, including all renewals, extensions and modifications thereof and substitutions therefor, (v) the sale or other transfer of any assets solely among the Company and the Subsidiaries which is permitted by the terms of this Agreement, or (vi) if the Company shall deliver to the holders a certificate of a Responsible Officer to the effect that the Company or its applicable Subsidiary receiving the Net Cash Proceeds from an Event of Loss intends to apply the Net Cash Proceeds from such event (or a portion thereof specified in such certificate), within 180 days after receipt of such Net Cash Proceeds, to acquire (or replace or rebuild) real property or equipment to be used in the business of the Company or its Subsidiaries, and certifying that no Default or Event of Default has occurred and is continuing, then such Net Cash Proceeds specified in such certificate shall be excluded from the determination required under the first sentence of this Section 9.12, provided that to the extent of any such Net Cash Proceeds therefrom that have not been so applied by the end of such 180 day period, such Net Cash Proceeds will not be so excluded, and will be included in the calculation contained in the first sentence of this Section 9.12.”
Excluded Sales has the meaning specified in Section 2.8(c).
Excluded Sales means (a) sales of Pre-Sale Inventory, and (b) sales to any MS Related Person that is not a Cleared Person.
Examples of Excluded Sales in a sentence
In the event of any Split or Reverse Split, the Common Stock price referred to in the provisions relating to Price Adjustment and Excluded Sales shall be appropriately adjusted consistent with the provisions immediately preceding this sentence in this paragraph.
Excluded Sales TransactionsWhen using conventional sales data, the appraiser must be aware of the terms of the sale and adjust the conventional sales price to reflect any unusual terms.
For clarity, a reduction in duties or responsibilities as a result of the Excluded Sales shall not constitute “Good Reason” pursuant to clause (b) above.
The exclusivity set forth above, applies solely to the Products, and shall not include the Excluded Sales, or sales and orders of the parties for any products other than the Products.
The exclusivity set forth above, applies solely with respect to the use of the Enzymes for the Products or delivery of Enzymes for products competing with the Products, and shall not include the Excluded Sales, or sales and orders of the parties for any products other than the Products.
More Definitions of Excluded Sales
Excluded Sales shall have the meaning ascribed to it in Section 10.11.
Excluded Sales means (i) the sales of spare engines and related inventory with respect to the MD-11 aircraft sold prior to the Closing Date, (ii) the sale of the business of DAL Global Services LLC, Delta Technology, LLC, Delta AirElite Business Jets, Inc., Delta Connection Academy, Inc. and the technical operations (aircraft maintenance) division of Borrower, (iii) the disposition of any Skymiles Collateral, (iv) the sale of the reservation operations of Borrower, (v) the sale or other disposition of Permitted Investments for cash or in exchange for Permitted Investments and (vi) the sale of Inventory in the ordinary course of business.
Excluded Sales means (i) Sales of property permitted hereunder in reliance upon any of clauses (a) through (d) and (f)(i) of Section 8.4, and (ii) Sales of property permitted hereunder in reliance upon clauses (f)(ii) and (g) of Section 8.4 if after giving effect to any such Sale and any prepayment of Loans under this Section 2.8(c) (on a Pro Forma Basis as of the last day of the last Fiscal Quarter for which Financial Statements have been delivered hereunder for the 4 Fiscal Quarter period ending on the last day of such Fiscal Quarter, as if such Sale had occurred on the first day of such period), the Consolidated Leverage Ratio of Holdings is not greater than 4.00 to 1.00 (it being understood that prepayments from Sales of property permitted hereunder in reliance upon clauses (f)(ii) and (g) of Section 8.4 shall only be required to the extent necessary to reduce the Consolidated Leverage Ratio of Holdings to 4.00 to 1.00).
Excluded Sales means (a) the sale by Weyerhaeuser or any of its Subsidiaries in the ordinary course of its business of inventory and timberlands, (b) sales of accounts, receivables or other payment intangibles as part of a securitization transaction and (c) sales to Weyerhaeuser or any of its subsidiaries.
Excluded Sales means (i) any shares of the capital stock of the Company issued upon conversion of the Company into a corporation, (ii) following any such conversion, any shares of the capital stock of the Company issued pursuant to a public offering and sale of equity securities of the Company pursuant to an effective registration statement under the Securities Act, (iii) membership interests issued pursuant to the acquisition of another Person by the Company, by merger, purchase of all or substantially all of such other Person's securities or assets or otherwise pursuant to which the Company shall become the owner of more than fifty percent (50%) of the voting power of such other Person, and (iv) Membership Interests Transferred to or options to purchase Membership Interest granted to, employees, directors, advisors or consultants to the Company under a Company membership interest option or similar equity incentive plan; provided however, that the Company will not Transfer Membership Interests, or grant options, under any such plan, aggregating more than five percent (5%) of the Membership Interests of the Company on a fully diluted basis (assuming the exercise of such options); and, provided further, the exercise price for Membership Interests under each such option shall not be less than the price for an equivalent percentage Membership Interest acquired on the date hereof by the Group C Members.
Excluded Sales means LMI’s or its Affiliate’s sales of *** to the Excluded Customer (as defined in the SPA).
Excluded Sales means (i) the sale of inventory in the ordinary course of business, (ii) the sale of obsolete or worn-out property in the ordinary course of business not to exceed $1,000,000 in the aggregate after the Second Amendment Effective Date, (iii) sales of notes receivable or accounts receivable to the extent permitted under Section 10.23; (iv) revenues from licenses in existence on the Second Amendment Effective Date, including all renewals, extensions and modifications thereof and substitutions therefor, or (v) if the Company shall deliver to the holders a certificate of a Responsible Officer to the effect that the Company or its applicable Subsidiary receiving the Net Cash Proceeds from an Event of Loss intends to apply the Net Cash Proceeds from such event (or a portion thereof specified in such certificate), within 180 days after receipt of such Net Cash Proceeds, to acquire (or replace or rebuild) real property or equipment to be used in the business of the Company or its Subsidiaries, and certifying that no Default or Event of Default has occurred and is continuing, then such Net Cash Proceeds specified in such certificate shall be excluded from the determination required under the first sentence of this Section 9.12, provided that to the extent of any such Net Cash Proceeds therefrom that have not been so applied by the end of such 180 day period, such Net Cash Proceeds will not be so excluded, and will be included in the calculation contained in the first sentence of this Section 9.12.