Common use of Sales and Dispositions Clause in Contracts

Sales and Dispositions. Cause any sale, transfer, assignment, conveyance, exchange or other disposition of any Archstone Residual Asset, except in accordance with the Approved Business Plan for an Archstone Residual Asset (it being understood that, in developing the Approved Business Plans, the Members intend to consider whether such plans should prescribe maximum thresholds for any seller indemnities and maximum periods for survival of post-closing seller liabilities for purchase and sale agreements that could be entered into without the Approval of the Management Committee) and for a price that is (i) not less than 95% of the target price designated in the Approved Business Plan if such target price is expressed as a single value and not as a range of values) and (ii) not less than the lowest value designated in the Approved Business Plan (if the target price is expressed as a range of values.

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Avalonbay Communities Inc), Limited Liability Company Agreement (Erp Operating LTD Partnership)

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Sales and Dispositions. Cause any sale, transfer, assignment, conveyance, exchange or other disposition of any Archstone Residual Asset, except in accordance with the Approved Business Plan for an Archstone Residual Asset (it being understood that, in developing the Approved Business Plans, the Members intend to consider whether such plans should prescribe maximum thresholds for any seller indemnities and maximum periods for survival of post-closing seller liabilities for purchase and sale agreements that could be entered into without the Approval of the Management Committee) and for a price that is (i) not less than 95% of the target price designated in the Approved Business Plan (if such target price is expressed as a single value and not as a range of values) and (ii) not less than the lowest value designated in the Approved Business Plan (if the target price is expressed as a range of values).

Appears in 2 contracts

Samples: Limited Liability Company Agreement (Avalonbay Communities Inc), Limited Liability Company Agreement (Erp Operating LTD Partnership)

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