Limitation on Dispositions of Collateral. The Borrower will not, and will not permit any Material Restricted Subsidiary that is a Loan Party to, convey, sell, transfer, lease, or otherwise dispose of any of the Collateral in any Asset Disposition, or attempt, offer or contract to do so (unless such attempt, offer or contract is conditioned upon obtaining any requisite consent of the Lenders hereunder), except for any Asset Disposition made or to be made in accordance with subsection 7.4, and the Administrative Agent shall, and the Lenders hereby authorize the Administrative Agent to, execute such releases of Liens and take such other actions as the Borrower may reasonably request in connection with any Asset Disposition (or any transaction excluded from the definition of such term).
Limitation on Dispositions of Collateral. Engage in any Asset Sale with respect to any of the Collateral, or attempt, offer or contract to do so (unless such attempt, offer or contract is conditioned upon obtaining any requisite consent of the Lenders hereunder), except that the Parent Borrower and its Restricted Subsidiaries shall be allowed to engage in Asset Sales so long as the consideration received in connection with such Asset Sale is for Fair Market Value, and if the Dollar Equivalent of such consideration received is greater than $10,000,000, at least 75% of such consideration received is in the form of cash (in each case, free and clear of all Liens at the time received, other than nonconsensual Liens permitted by Subsection 8.14). For the purposes of the foregoing, the following are deemed to be cash: (1) Cash Equivalents, (2) the assumption of Indebtedness of the Parent Borrower (other than Disqualified Capital Stock of the Parent Borrower) or any Restricted Subsidiary and the release in writing of the Parent Borrower or such Restricted Subsidiary from all liability on payment of the principal amount of such Indebtedness in connection with such Asset Sale, (3) Indebtedness of any Restricted Subsidiary that is no longer a Restricted Subsidiary as a result of such Asset Sale, to the extent that the Parent Borrower and each other Restricted Subsidiary are released in writing from any Guarantee Obligation of payment of the principal amount of such Indebtedness in connection with such Asset Sale, (4) securities received by the Parent Borrower or any Restricted Subsidiary from the transferee that are converted by the Parent Borrower or such Restricted Subsidiary into cash within 180 days, (5) consideration consisting of Indebtedness of the Parent Borrower or any Restricted Subsidiary, (6) Additional Assets and (7) any Designated Noncash Consideration received by the Parent Borrower or any of its Restricted Subsidiaries in an Asset Sale having an aggregate Fair Market Value, taken together with all other Designated Noncash Consideration received pursuant to this clause, not to exceed an aggregate amount at any time outstanding equal to $40,000,000 (with the Fair Market Value of each item of Designated Noncash Consideration being measured at the time received and without giving effect to subsequent changes in value). In connection with any Asset Sale permitted under this Section 8.5 or a Disposition that is excluded from the definition of “Asset Sale”, the Administrative Agent shall, and the L...
Limitation on Dispositions of Collateral. Convey, sell, transfer, lease, or otherwise dispose of any of the Collateral, or attempt, offer or contract to do so (unless such attempt, offer or contract is conditioned upon obtaining any requisite consent of the Lenders hereunder), except for (a) mergers, amalgamations, consolidations, sales, leases, transfers or other Dispositions expressly permitted under subsection 8.5 and (b) sales or other Dispositions expressly permitted under subsection 8.6, including sales of Rental Fleet in the ordinary course of business; and the Administrative Agents and the Collateral Agent shall, and the Lenders hereby authorize the Administrative Agents and the Collateral Agents to, execute such releases of Liens and take such other actions as the Parent Borrower may reasonably request in connection with the foregoing.
Limitation on Dispositions of Collateral. Make any disposition of any of the Collateral, or attempt, offer or contract to do so (unless such attempt, offer or contract is conditioned upon obtaining any requisite consent of the Lenders hereunder), except for any Asset Disposition made or to be made in accordance with Section 8.6, and any disposition not constituting an Asset Disposition, and the Administrative Agent shall, and the Lenders hereby authorize the Administrative Agent to, execute such releases of Liens and take such other actions as the Parent Borrower may reasonably request in connection with the foregoing.
Limitation on Dispositions of Collateral. Prior to the occurrence of an Investment Grade Rating Event, CF Holdings will not, and will not permit the Company or any Subsidiary Guarantor to, make any Disposition except:
Limitation on Dispositions of Collateral. Borrower will use all commercially reasonable efforts to preserve the Collateral without material impairment while conducting its business in the ordinary course in a manner that is consistent with Borrower's past business practices. Borrower will not, through any license, encumbrance, assignment, transfer or disposition of any of the Collateral, any creation of obligations of Borrower, any issuance of securities, or any other action, (i) avoid or seek to avoid the observation or performance of any of the terms to be observed or performed by Borrower under any Loan Document, (ii) materially impair the benefit of any Loan Document or the Collateral to Lender, or (iii) materially and adversely affect Lender's ability to operate, or obtain the financial or economic benefit of, the Collateral in accordance with the terms of the Loan Documents; provided, however, that Borrower may (A) enter into licenses with third parties in the ordinary course of its business and consistent with its past licensing practice of Intellectual Property (as defined in the Security Agreement) owned or licensed by Borrower, (B) sell or otherwise dispose of worn-out or obsolete Equipment or Fixtures (each as defined in the Security Agreement), and (C) fulfill its obligations under the Agreement and Plan of Reorganization dated July 31, 2000 by and between Borrower and Caldera ("REORGANIZATION AGREEMENT"). Borrower will at all times in good faith take, and assist in taking, all such action as may be necessary or appropriate to protect Lender's rights under the Loan Documents from impairment and to preserve for Lender's benefit the value of the Collateral.
Limitation on Dispositions of Collateral. Each Borrower, as to itself (and in the case of GM, each other Loan Party), agrees not to Dispose of any Collateral except:
Limitation on Dispositions of Collateral. The Borrower will not, and will not permit any Material Restricted Subsidiary that is a Loan Party to, convey, sell, transfer, lease, or otherwise dispose of any of the Collateral in any Asset Disposition, or attempt, offer or contract to do so (unless such attempt, offer or contract is conditioned upon obtaining any requisite consent of the Lenders hereunder and, unless the THD Guarantee Release Date shall have occurred, THD), except for any Asset Disposition made or to be made in accordance with subsection 7.4, and the Administrative Agent shall, and the Lenders hereby authorize the Administrative Agent to, execute such releases of Liens and take such other actions as the Borrower may reasonably request in connection with any Asset Disposition (or any transaction excluded from the definition of such term).
Limitation on Dispositions of Collateral. Convey, sell, transfer, lease, or otherwise dispose of any of the Collateral, or attempt, offer or contract to do so (unless such attempt, offer or contract is conditioned upon obtaining any requisite consent of the Lenders
Limitation on Dispositions of Collateral. Debtor will use all ---------------------------------------- commercially reasonable efforts to preserve the Collateral without material impairment while conducting its business in the ordinary course in a manner that is consistent with Debtor's past business practices or Lender's past business practices as historical owner and operator of the OpenServer Business. Debtor will not, through any license, encumbrance, assignment, transfer or disposition of any of the Collateral, any creation of obligations of Debtor, any issuance of securities, or any other action, (i) avoid or seek to avoid the observation or performance of any of the terms to be observed or performed by Debtor under this Agreement, (ii) materially impair the benefit of this Agreement or the Collateral to Secured Party, or (iii) materially and adversely affect Secured Party's ability to operate, or obtain the financial or economic benefit of, the Collateral in accordance with the terms of this Agreement; provided, however, -------- ------- that Debtor may enter into Licenses with third parties in the ordinary course of its business and consistent with past licensing practice of Intellectual Property owned or licensed by Debtor or by Lender as historical owner and operator of the OpenServer Business. Debtor will at all times in good faith take, and assist in taking, all such action as may be necessary or appropriate to protect Secured Party's rights under this Agreement from impairment and to preserve for Secured Party's benefit the value of the Collateral.
