Common use of Limitation on Sale and Leaseback Transactions Clause in Contracts

Limitation on Sale and Leaseback Transactions. The Company will not, and will not permit any Restricted Subsidiary to, enter into any Sale and Leaseback Transaction, unless either (a) immediately thereafter, the sum of (1) the Attributable Debt to be outstanding pursuant to such Sale and Leaseback Transaction and all other Sale and Leaseback Transactions entered into by the Company or a Restricted Subsidiary on or after the Issue Date (or, in the case of a Restricted Subsidiary, the date on which it became a Restricted Subsidiary, if on or after the Issue Date) and (2) the aggregate amount of all Secured Debt, excluding Secured Debt which is secured equally and ratably with the Notes, would not exceed 15% of the Company’s Consolidated Net Tangible Assets or (b) an amount, equal to the greater of the net proceeds to the Company or a Restricted Subsidiary from such sale and the Attributable Debt to be outstanding pursuant to such Sale and Leaseback Transaction, is used within 180 days to retire Debt of the Company or a Restricted Subsidiary. However, Debt which is subordinate to the Notes or which is owed to the Company or a Restricted Subsidiary may not be retired in satisfaction of clause (b) above.

Limitation on Sale and Leaseback Transactions. The Company covenants and agrees that it will not, and will not permit any Restricted Subsidiary to, enter into any Sale and Leaseback Transaction, Transaction unless either (a) immediately thereafter, the sum of (1i) the Attributable Debt Company or a Restricted Subsidiary would be entitled, without securing the Outstanding Securities, to be outstanding pursuant to incur Indebtedness secured by a Lien on the Principal Property that is the subject of such Sale and Leaseback Transaction pursuant to the provisions of Section 1006; (ii) the Attributable Debt associated therewith would be in an amount permitted under Section 1006(10); (iii) the proceeds received in respect of the Principal Property so sold and all other leased back at the time of entering into such Sale and Leaseback Transactions entered Transaction are used for the business and operations of the Company or any Subsidiary; or (iv) within 12 months after the sale or transfer, an amount equal to the proceeds received in respect of the Principal Property so sold and leased back at the time of entering into such Sale and Leaseback Transaction is applied to the prepayment (other than mandatory prepayment pursuant to Section 1201) of any Outstanding Securities or Funded Indebtedness that is owed by the Company or a Restricted Subsidiary on or after the Issue Date (or, in the case of a Restricted Subsidiary, the date on which it became a Restricted Subsidiary, if on or after the Issue Date) and (2) the aggregate amount of all Secured Debt, excluding Secured Debt which other than Funded Indebtedness that is secured equally and ratably with the Notes, would not exceed 15% of the Company’s Consolidated Net Tangible Assets or (b) an amount, equal to the greater of the net proceeds to held by the Company or a any Restricted Subsidiary from such sale and the Attributable Debt to be outstanding pursuant to such Sale and Leaseback Transaction, is used within 180 days to retire Debt or Funded Indebtedness of the Company or a Restricted Subsidiary. However, Debt which that is subordinate in right of payment to the Notes or which is owed to the Company or a Restricted Subsidiary may not be retired in satisfaction of clause (b) aboveany Outstanding Securities).

Limitation on Sale and Leaseback Transactions. The Company will notBorrower shall not permit, and will shall not permit any Restricted Subsidiary to, enter into any Sale and Leaseback Transaction, unless either (ai) immediately thereafter, the sum of (1) the Attributable Debt to be outstanding pursuant to such Sale and Leaseback Transaction and all other Sale and Leaseback Transactions entered into by the Company Borrower or a Restricted Subsidiary on or after the Issue Date date of this Agreement (or, in the case of a Restricted Subsidiary, the date on which it became a Restricted Subsidiary, if on or after the Issue Datedate of this Agreement) and (2) the aggregate amount of all Secured Debt, excluding Secured Debt which is secured equally and ratably with the NotesObligations, would not exceed 15% of the CompanyBorrower’s Consolidated Net Tangible Assets Assets, or (bii) an amount, amount equal to the greater of the net proceeds to the Company Borrower or a Restricted Subsidiary from such sale and the Attributable Debt to be outstanding pursuant to such Sale and Leaseback Transaction, Transaction is used within 180 days to retire Debt of the Company Borrower or a Restricted Subsidiary, and such retirement of Debt complies with all other conditions of this Agreement. However, Debt which is subordinate to the Notes Obligations or which that is owed to the Company Borrower or a Restricted Subsidiary may not be retired in satisfaction of clause (b) aboveretired.

Limitation on Sale and Leaseback Transactions. The Company will notBorrower shall not permit, and will shall not permit any Restricted Subsidiary to, enter into any Sale and Leaseback Transaction, unless either (ai) immediately thereafter, the sum of (1) the Attributable Debt to be outstanding pursuant to such Sale and Leaseback Transaction and all other Sale and Leaseback Transactions entered into by the Company Borrower or a Restricted Subsidiary on or after the Issue Date date of this Agreement (or, in the case of a Restricted Subsidiary, the date on which it became a Restricted Subsidiary, if on or after the Issue Datedate of this Agreement) and (2) the aggregate amount of all Secured Debt, excluding Secured Debt which is secured equally and ratably with the NotesObligations, would not exceed 15% of the Company’s Borrower's Consolidated Net Tangible Assets Assets, or (bii) an amount, amount equal to the greater of the net proceeds to the Company Borrower or a Restricted Subsidiary from such sale and the Attributable Debt to be outstanding pursuant to such Sale and Leaseback Transaction, Transaction is used within 180 days to retire Debt of the Company Borrower or a Restricted Subsidiary, and such retirement of Debt complies with all other conditions of this Agreement. However, Debt which is subordinate to the Notes Obligations or which that is owed to the Company Borrower or a Restricted Subsidiary may not be retired in satisfaction of clause (b) aboveretired.

Limitation on Sale and Leaseback Transactions. The Company will not, and nor will not it permit any Restricted Subsidiary of its Subsidiaries to, enter into any Sale and Leaseback Transaction, Transaction unless either (a) immediately thereaftersuch transaction involves a lease or right to possession or use for a temporary period not to exceed three years following such sale, by the sum end of which it is intended that the use of such property by the lessee will be discontinued, or (1b) the Company or such Subsidiary would, on the effective date of such transaction, be entitled to issue, assume or guarantee Indebtedness secured by a Security Interest on such property at least equal in amount to the Attributable Debt in respect thereof, without equally and ratably securing the Securities then Outstanding, as set forth in Section 1008 above, or (c) if the proceeds of such sale (i) are equal to be outstanding pursuant or greater than the fair market value (as determined by a committee of any two members of the Board of Directors of the Company appointed by the Board of Directors of the Company for such purposes) of such property and (ii) are applied within 270 days after the receipt of the proceeds of sale or transfer, to such either the purchase or acquisition of fixed assets or equipment used in the operation of the business or the construction of fixed improvements on real property, or to the repayment of Funded Debt (including Securities then Outstanding) of the Company or any of its Subsidiaries ranking on a parity with the Securities then Outstanding. The preceding restrictions shall not apply to any Sale and Leaseback Transaction and all other Sale and Leaseback Transactions entered into by between the Company and its Subsidiary or a Restricted Subsidiary on or after the Issue Date (or, in the case of a Restricted Subsidiary, the date on which it became a Restricted Subsidiary, if on or after the Issue Date) and (2) the aggregate amount of all Secured Debt, excluding Secured Debt which is secured equally and ratably with the Notes, would not exceed 15% between Subsidiaries of the Company’s Consolidated Net Tangible Assets or (b) an amount, equal to the greater of the net proceeds to the Company or a Restricted Subsidiary from such sale and the Attributable Debt to be outstanding pursuant to such Sale and Leaseback Transaction, is used within 180 days to retire Debt of the Company or a Restricted Subsidiary. However, Debt which is subordinate to the Notes or which is owed to the Company or a Restricted Subsidiary may not be retired in satisfaction of clause (b) above.

Limitation on Sale and Leaseback Transactions. The ---------------------------------------------- Company will not, and will not permit any Restricted Subsidiary to, enter into any Sale and Leaseback Transaction, Transaction unless either (a) immediately thereafter, the sum of (1i) the Attributable Debt to be outstanding pursuant to such Sale and Leaseback Transaction and all other Sale and Leaseback Transactions entered into by the Company or a Restricted Subsidiary on or after the Issue Date (or, in the case of a Restricted Subsidiary, the date on which it became a Restricted Subsidiary, if on or after the Issue Date) and (2) the aggregate amount of all Secured Debt, excluding Secured Debt which is secured equally and ratably with the Notes, would not exceed 15% of the Company’s Consolidated Net Tangible Assets or (b) an amount, equal to the greater of the net proceeds to the Company or a Restricted Subsidiary from such sale and the Attributable Debt to be outstanding pursuant to such Sale and Leaseback Transaction, (ii) all Attributable Debt then outstanding pursuant to all other Sale and Leaseback Transactions entered into by the Company after December 18, 1997, or entered into by a Restricted Subsidiary after December 18, 1997 or, if later, the date on which it became a Restricted Subsidiary, and (iii) the aggregate of all Secured Indebtedness then outstanding (not including in this computation Secured Indebtedness if the Securities are secured equally and ratably with (or prior to) such Secured Indebtedness) would not exceed 10% of Consolidated Net Tangible Assets or (b) an amount equal to the greater of (i) the net proceeds to the Company or the Restricted Subsidiary of the sale of the Principal Property sold and leased back pursuant to such Sale and Leaseback Transaction and (ii) the amount of Attributable Debt to be outstanding pursuant to such Sale and Leaseback Transaction is used within 180 days applied to retire the retirement of Funded Debt of the Company or a any Restricted Subsidiary. However, Subsidiaries (other than Funded Debt which is subordinate to the Notes Securities or which is owed owing to the Company or a any Restricted Subsidiary may not be retired in satisfaction Subsidiaries) within 180 days after the consummation of clause (b) abovesuch Sale and Leaseback Transaction.