Disqualifying Dispositions. Any Participant who shall make a “disposition” (as defined in Section 424 of the Code) of all or any portion of shares of Common Stock acquired upon exercise of an Incentive Stock Option within two years from the Grant Date of such Incentive Stock Option or within one year after the issuance of the shares of Common Stock acquired upon exercise of such Incentive Stock Option (a “Disqualifying Disposition”) shall be required to immediately advise the Company in writing as to the occurrence of the sale and the price realized upon the sale of such shares of Common Stock.

Disqualifying Dispositions. Each Participant awarded an ISO under the Plan shall notify the Company in writing immediately after the date the Participant makes a “disqualifying disposition” of any Share acquired pursuant to the exercise of such ISO. A “disqualifying disposition” is any disposition (including any sale) of such Shares before the later of # two (2) years after the date of grant of the ISO and # one year after the date the Participant acquired the Shares by exercising the ISO. The Company may, if determined by the Administrator and in accordance with procedures established by it, retain possession of any Shares acquired pursuant to the exercise of an ISO as agent for the applicable Participant until the end of the period described in the preceding sentence, subject to complying with any instructions from such Participant as to the sale of such Shares.

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.

Dispositions. If any Loan Party Disposes of any property, the Borrowers shall promptly (and in any event within five (5) Business Days after receipt of the Net Cash Proceeds of such Disposition) prepay Loans and/or Cash Collateralize the L/C Obligations in an aggregate amount equal to 100% of such Net Cash Proceeds; provided, however, that this [Section 2.06(b)(ii)] shall not apply to Dispositions to the extent they are # permitted under [Sections 7.05(a) or (g)])], to the extent the Net Cash Proceeds of which do not exceed 15% of Consolidated Tangible Net Worth as of the last day of the most recently ended fiscal quarter for which financial statements required by Section 6.01(a) or (b) have been delivered, or # permitted under [Sections 7.05(b) through (f)].

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

Dispositions. The 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 and shall sell its Registrable Securities that it sells pursuant to the Registration Statement in accordance with the Plan of Distribution set forth in the Prospectus. The Purchaser further agrees that, upon receipt of a notice from the Company of the occurrence of any event of the kind described in [Section 5.2(c)(iii)-(vi)])], the Purchaser will discontinue disposition of such Registrable Securities under the Registration Statement until the 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. The Purchaser agrees that the removal of the restrictive legend from certificates representing Shares as set forth in the [Section 6.1] is predicated upon the Company’s reliance that the Purchaser will comply with the provisions of this subsection.

Dispositions. Convey, sell, lease, transfer, assign, enter into a coexistence agreement, exclusively license out, or otherwise dispose of (including any sale-leaseback or any transfer of assets pursuant to a plan of division), directly or indirectly and whether in one or a series of transactions (collectively, “Transfer”), all or any part of its properties or assets constituting Collateral under the Loan Documents (including, for the avoidance of doubt, any Equity Interests constituting Collateral issued by any Subsidiary which are owned or otherwise held by such Credit Party) or any Company IP that does not constitute Collateral or Other Assets but is in any way required or necessary to own, license, develop, commercialize or otherwise fully exploit the market potential of the Product in the Territory; except, in each case of this Section 6.1, for Permitted Transfers.

Dispositions. If the Borrower or any of its Subsidiaries makes any Disposition or series of related Dispositions pursuant to Section 7.5(l), which results in the realization or receipt by any Group Member of Net Cash Proceeds in an aggregate amount # for any transaction or series of related transactions in excess of $250,000 or # for all transactions not included in [clause (I) above] in excess of $1,000,000 in any fiscal year, then # the Borrower shall promptly, and in any event not later than 5 Business Days after receipt of such Net Cash Proceeds, notify the Administrative Agent of such Disposition (including the amount of Net Cash Proceeds to be received thereof) and # promptly upon receipt by such Group Member of such Net Cash Proceeds of such Disposition, the Borrower shall apply an aggregate amount equal to 100% of the amount of all such Net Cash Proceeds less any amount that such Group Member plans to reinvest as permitted pursuant to the subsequent sentence to prepay # until the Terms Loans have been repaid in full, the Term Loans and # thereafter, the Revolving Loans (without any reduction in related Revolving Commitments). With respect to any Net Cash Proceeds received with respect to any such Disposition, at the option of the Borrower, upon notice to the Administrative Agent, any Group Member may reinvest all or any portion of such Net Cash Proceeds in assets used or useful for its business within twelve (12) months following receipt of such Net Cash Proceeds; provided that, if any Net Cash Proceeds # are no longer intended to be or cannot be so reinvested at any time after delivery of a notice of reinvestment election, an amount equal to any such Net Cash Proceeds shall be applied within five (5) Business Days after the Borrower reasonably determines that such Net Cash Proceeds are no longer intended to be or cannot be so reinvested to the prepayment of # until the Terms Loans have been repaid in full, the Term Loans and # thereafter, the Revolving Loans (without any reduction in related Revolving Commitments) and # are received by a Loan Party or Enterasys in respect of a Disposition of Collateral, if a reinvestment election is made, such Net Cash Proceeds must be reinvested in assets constituting Collateral owned by a Loan Party or Enterasys, as applicable. Prepayments of Term Loans under this [Section 2.10(c)] shall be applied to the remaining scheduled installments of principal thereof in reverse order of maturity and in accordance with [Section 2.16(b)].

An ISO shall require the Participant to notify the Committee of any disposition of any Shares delivered pursuant to the exercise of the Incentive Stock Option under the circumstances described in Code [Section 421(b)] (relating to holding periods and certain disqualifying dispositions), within ten (10) days of such a disqualifying disposition.

Dispositions and Involuntary Dispositions. Borrower shall prepay the Term Loans as hereinafter provided in an aggregate amount equal to 100% of the Net Cash Proceeds in excess of $5,000,000 in the aggregate received by Borrower or any Subsidiary within 30 days of receipt thereof as a result of # any Disposition (other than Permitted Transfers or a Sale and Leaseback Transaction with respect to the Specified Property) of assets constituting Collateral, # at the Agent’s request in its reasonable credit judgment, any Involuntary Disposition of assets constituting Collateral (other than the Specified Property) or # Equity Interests owned by Borrower or any of its Subsidiaries constituting Collateral.