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Asset Dispositions
Asset Dispositions contract clause examples
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Asset Sales and Involuntary Dispositions. Unless otherwise agreed by the Required Lenders, prepayment will be made on the Loan Obligations promptly, but in any event within five Business Days following a determination that prepayment is required hereunder, in an amount equal to one hundred percent (100%) of the Net Cash Proceeds received from any Asset Sale or Involuntary Disposition by the Parent and its Subsidiaries, but only to the extent # commitments for the reinvestment of such proceeds shall not have been made within 90 days, and such proceeds shall not have been reinvested within 180 days, in each case, of the date of such Asset Sale or Involuntary Disposition and # the aggregate amount of such proceeds that are not reinvested in accordance with [clause (A) hereof] exceeds $500,000 in any fiscal year.

Asset Dispositions and Insurance/Condemnation Events. The Borrower shall make mandatory principal prepayments of the Term Loan in the manner set forth in clause (v) below in amounts equal to one hundred percent (100%) of the aggregate Net Cash Proceeds from # any Asset Disposition (other than any Asset Disposition permitted pursuant to, and in accordance with, [clauses (a), (b), (c), (d), (e), (f), (j), (l), (m) or (n) of Section 10.4]4]4]4]) or # any Insurance/Condemnation Event, to the extent that the aggregate amount of such Net Cash Proceeds, in the case of each of clauses (1) and (2), respectively, exceed $15,000,000 during any Fiscal Year. Such prepayments shall be made within three (3) Business Days after the date of receipt of the Net Cash Proceeds; provided that, so long as no Default or Event of Default has occurred and is continuing, no prepayment shall be required under this [Section 2.4(b)(ii)] with respect to such portion of such Net Cash Proceeds that the Borrower shall have, on or prior to such date, given written notice to the Administrative Agent of its intent to # reinvest in accordance with [Section 2.4(b)(iii) or (B)])] use such Net Cash Proceeds to repay the Revolving Credit Facility (to the extent accompanied by a corresponding reduction in the Revolving Credit Commitment, the Existing Term Loan or Senior Unsecured Notes of the Borrower that mature prior to the Maturity Date.

Dispositions. Convey, sell, lease, license, transfer, assign, or otherwise dispose of (collectively, “Transfer”), or permit any of its Subsidiaries to Transfer, all or any part of its business or property, except for Transfers (each of the following, a “Permitted Transfer”) # of Inventory in the ordinary course of business (which shall include, for the avoidance of doubt, any Transfers of Inventory pursuant to a distribution and/or license agreement with a third party to the extent the same is otherwise permitted under this Agreement); # of worn out or obsolete Equipment or other Equipment which is being replaced by Equipment of reasonably equivalent or better value or usefulness; # in connection with or constituting Permitted Liens, Permitted Investments and Permitted Licenses; # of cash and Cash Equivalents in connection with transactions not prohibited hereunder in the ordinary course of business; and # of other property (other than Intellectual Property) not to exceed Two Hundred Fifty Thousand Dollars ($250,000) in the aggregate in any fiscal year.

Dispositions. Each Purchaser agrees that it will comply with the prospectus delivery requirements of the Securities Act as applicable to it in connection with sales of Registrable Securities pursuant to the Registration Statement. Each Purchaser further agrees that, upon receipt of a request from the Company, such Purchaser will discontinue disposition of such Registrable Securities under the Registration Statement until such Purchaser is advised in writing by the Company that the use of the Prospectus, or amended Prospectus, as applicable, may be used. The Company may provide appropriate stop orders to enforce the provisions of this paragraph. Each Purchaser, severally and not jointly with the other Purchasers, agrees that the removal of the restrictive legend from certificates representing Securities is predicated upon the Company’s reliance that the Purchaser will comply with the provisions of this subsection.

Dispositions. Convey, sell, lease, transfer, assign, or otherwise dispose of (including, without limitation, pursuant to a Division) (collectively a “Transfer”), or permit any of its Subsidiaries to Transfer, all or any part of its business or property, except for Transfers # of Inventory in the ordinary course of business; # of worn-out or obsolete Equipment that is, in the reasonable judgment of Borrower, no longer economically practicable to maintain or useful in the ordinary course of business of Borrower; # consisting of Permitted Liens and Permitted Investments; # consisting of the sale or issuance of any stock of Borrower permitted under [Section 7.2] of this Agreement; # consisting of Borrower’s use or transfer of money or Cash Equivalents in a manner that is not prohibited by the terms of this Agreement or the other Loan Documents; # of non-exclusive licenses for the use of the property of Borrower or its Subsidiaries in the ordinary course of business and licenses that could not result in a legal transfer of title of the licensed property but that may be exclusive in respects other than territory and that may be exclusive as to territory only as to discrete geographical areas outside of the United States; and # of other assets not to exceed Five Hundred Thousand Dollars ($500,000) in the aggregate per year.

Dispositions. Convey, sell, lease, transfer or otherwise dispose of (including without limitation, pursuant to a Division) (collectively, a “Transfer”), or permit any of its Subsidiaries to Transfer, all or any part of its business or property, other than:

Dispositions. Make any Disposition, except:

Dispositions. Make any Disposition or enter into any agreement to make any Disposition, except:

Make any Disposition unless # no Default shall have occurred and be continuing; # immediately after giving effect to such Disposition on a Pro Forma Basis the Loan Parties shall be in compliance with the financial covenants set forth in Section 8.11 recomputed as of the end of the Applicable Period; # at least 75% of the consideration paid in connection with all Dispositions in any fiscal year (other than Designated Non-cash Consideration in an aggregate amount of up to $100 million) shall be cash or Cash Equivalents paid contemporaneous with consummation of such Disposition; # the total consideration paid in connection with any Disposition shall be in an amount not less than the fair market value of the property disposed of; and # if such transaction is a Sale and Leaseback Transaction, such transaction is not prohibited by the terms of Section 8.15; and # such transaction does not involve a sale or other disposition of receivables other than receivables owned by or attributable to other property concurrently being disposed of in a transaction otherwise permitted under this Section 8.05.

Dispositions. Convey, sell, lease, transfer or otherwise dispose of (collectively, a “Transfer”), or permit any of its Subsidiaries to Transfer, all or any part of its business or property, other than: # Transfers of Inventory in the ordinary course of business; # Transfers of non-exclusive licenses and similar arrangements for the use of the property of Borrower or its Subsidiaries in the ordinary course of business; or # Transfers of worn-out or obsolete Equipment which was not financed by Bank.

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