Common use of Limitation on Certain Asset Sales Clause in Contracts

Limitation on Certain Asset Sales. (a) The Company shall not, and shall not permit any Restricted Subsidiary to, engage in any Asset Sale unless (i) the consideration received by the Company or such Restricted Subsidiary for such Asset Sale is not less than the fair market value of the assets sold (as determined by the Board of Directors of the Company, whose good faith determination will be conclusive) and (ii) the consideration received by the Company or the relevant Restricted Subsidiary in respect of such Asset Sale consists of at least 75% (A) cash or cash equivalents or (B) the assumption by the transferee of Indebtedness of the Company or a Restricted Subsidiary that is senior to or pari passu with the Securities or the Subsidiary Guarantees, as the case may be, and release of the Company or such Restricted Subsidiary from all liability on such Indebtedness, or a combination of the foregoing.

Limitation on Certain Asset Sales. (a) The Company shall not, and shall not permit any Restricted Subsidiary to, engage in any Asset Sale unless (i) the consideration received by the Company or such Restricted Subsidiary for such Asset Sale is not less than the fair market value of the assets sold (as determined by the Board of Directors of the Company, whose good faith determination will be conclusive) and (ii) the consideration received by the Company or the relevant Restricted Subsidiary in respect of such Asset Sale consists of at least 7585% (A) cash or cash equivalents or (B) the assumption by the transferee of Indebtedness Debt of the Company or a Restricted Subsidiary that is senior to or ranked pari passu with the Securities or the Subsidiary Guarantees, as the case may be, and release of the Company or such Restricted Subsidiary from all liability on such IndebtednessDebt, or a combination of the foregoing.

Limitation on Certain Asset Sales. (a) The Company shall not, and shall not permit any of its Restricted Subsidiary Subsidiaries to, engage in any Asset Sale unless (i) the consideration received by the Company or such Restricted Subsidiary for such Asset Sale is not less than the fair market value of the assets sold (as determined by the Board of Directors of the Company, whose good faith determination will shall be conclusive) and (ii) the consideration received by the Company or the relevant Restricted Subsidiary in respect of such Asset Sale consists of at least 7580% (A) cash or cash equivalents or and/or (B) the assumption by the transferee of Indebtedness Debt of the Company or a Restricted Subsidiary that is ranked senior to or pari passu with the Securities or the Subsidiary Guarantees, as the case may be, Exchange Debentures and release of the Company or such Restricted Subsidiary from all liability on such Indebtedness, or a combination of the foregoingDebt.

Limitation on Certain Asset Sales. (a) The Company shall not, and shall not permit any of its Restricted Subsidiary Subsidiaries to, engage in any Asset Sale unless (i) the consideration received by the Company or such Restricted Subsidiary for such Asset Sale is not less than the fair market value of the assets sold (as determined by the Board of Directors of the Company, whose good faith determination will shall be conclusive) and (ii) the consideration received by the Company or the relevant Restricted Subsidiary in respect of such Asset Sale consists of at least 7580% (A) cash or cash equivalents or and/or (B) the assumption by the transferee of Indebtedness Debt of the Company or a Restricted Subsidiary that is ranked senior to or pari passu with the Securities or the Subsidiary Guarantees, as the case may be, Notes and release of the Company or such Restricted Subsidiary from all liability on such Indebtedness, or a combination of the foregoingDebt.

Limitation on Certain Asset Sales. (a) The Company shall not, and shall not permit any of its Restricted Subsidiary Subsidiaries to, engage in any Asset Sale unless (i) the consideration received by the Company or such Restricted Subsidiary for such Asset Sale is not less than the fair market value of the assets sold (as determined by the Board of Directors of the Company, whose good faith determination will shall be conclusive) and (ii) the consideration received by the Company or the relevant Restricted Subsidiary in respect of such Asset Sale consists of at least 7580% (A) cash or cash equivalents or and/or (B) the assumption by the transferee of Indebtedness Debt of the Company or a Restricted Subsidiary that is ranked senior to or pari passu with the Securities or the Subsidiary Guarantees, as the case may be, Notes and release of the Company or such Restricted Subsidiary from all liability on such Indebtedness, or a combination of the foregoing.Debt. 83 73