Common use of Limitation on Sales of Assets Clause in Contracts

Limitation on Sales of Assets. Except for the sale of inventory in the ordinary course of business, the sale of worn-out or obsolete assets and intercompany transfers permitted under Section 6.02(g), sell, lease, transfer or otherwise dispose of its assets, or permit any Subsidiary to sell, lease, transfer or otherwise dispose of its assets (including any interest in a Subsidiary), unless (i) the book value of such assets sold constitutes less than 5% of the value of the Borrowers Consolidated Tangible Net Assets at the time of sale or other disposition, provided that the aggregate book value of all such assets sold in any twelve-month period shall not exceed 15% of the value of the Borrower's average Consolidated Tangible Net Assets for the twelve-month period ending with the quarter immediately preceding the date of determination, as evidenced by a certificate duly executed by the chief financial officer of the selling entity on the date of such sale or disposition and provided further that such assets do not constitute Securities of the Intercompany Creditor or Intercompany Debt, or (ii) such sale is required in connection with the termination of a Service Agreement or a change in control under the Amended Securities Purchase Agreement, dated as of January 1, 1995, with respect to NAMM, and, in each case, the Net Cash Proceeds of such sale are delivered directly to the Agent to be applied in accordance with Section 2.09(e).

Appears in 1 contract

Samples: Revolving Credit Agreement (Phycor Inc/Tn)

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Limitation on Sales of Assets. Except for the sale of inventory in the ordinary course of business, the sale of worn-out or obsolete assets and intercompany transfers permitted under Section 6.02(g5.02(g), sell, lease, transfer or otherwise dispose of its assets, or permit any Subsidiary to sell, lease, transfer or otherwise dispose of its assets (including any interest in a Subsidiary), unless (i) the book value of such assets sold constitutes less than 5% of the value of the Borrowers Borrower's Consolidated Tangible Net Assets at the time of sale or other disposition, provided that the aggregate book value of all such assets sold in any twelve-month period shall not exceed 15% of the value of the Borrower's average Consolidated Tangible Net Assets for the twelve-month period ending with the quarter immediately preceding the date of determination, as evidenced by a certificate duly executed by the chief financial officer of the selling entity on the date of such sale or disposition disposition, and provided further that such assets do not constitute Securities of the Intercompany Creditor or Intercompany Debt, or (ii) such sale is required in connection with the termination of a Service Agreement or a change in control under the Amended Securities Purchase Agreement, dated as of January 1, 1995, with respect to NAMM, and, in each case, the Net Cash Proceeds of such sale are delivered directly to the Agent to be applied in accordance with Section 2.09(e).the

Appears in 1 contract

Samples: Credit Agreement (Phycor Inc/Tn)

Limitation on Sales of Assets. Except for the sale of inventory in the ordinary course of business, the sale of worn-out or obsolete assets and intercompany transfers permitted under Section 6.02(g), sell, lease, transfer or otherwise dispose of its assets, or permit any Subsidiary to sell, lease, transfer or otherwise dispose of its assets (including any interest in a Subsidiary), unless (i) the book value of such assets sold constitutes less than 5% of the value of the Borrowers Borrower's Consolidated Tangible Net Assets at the time of sale or other disposition, provided that the aggregate book value of all such assets sold in any twelve-month period shall not exceed 15% of the value of the Borrower's average Consolidated Tangible Net Assets for the twelve-month period ending with the quarter immediately preceding the date of determination, as evidenced by a certificate duly executed by the chief financial officer of the selling entity on the date of such sale or disposition disposition, and provided further that such assets do not constitute Securities of the Intercompany Creditor or Intercompany Debt, or (ii) such sale is required in connection with the termination of a Service Agreement or a change in control under the Amended Securities Purchase Agreement, dated as of January 1, 1995, with respect to NAMM, and, in each case, the Net Cash Proceeds of such sale are delivered directly to the Agent to be applied in accordance with Section 2.09(e).

Appears in 1 contract

Samples: Revolving Credit Agreement (Phycor Inc/Tn)

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Limitation on Sales of Assets. Except for the sale of inventory in the ordinary course of business, the sale of worn-out or obsolete assets and intercompany transfers permitted under Section 6.02(g), sell, lease, transfer or otherwise dispose of its assets, or permit any Subsidiary to sell, lease, transfer or otherwise dispose of its assets (including any interest in a Subsidiary), unless (i) the book value of such assets sold constitutes less than 5% of the value of the Borrowers Borrower's Consolidated Tangible Net Assets at the time of sale or other disposition, provided that the aggregate book value of all such assets sold in any twelve-month period shall not exceed 15% of the value of the Borrower's average Consolidated Tangible Net Assets for the twelve-month period ending with the quarter immediately preceding the date of determination, as evidenced by a certificate duly executed by the chief financial officer of the selling entity on the date of such sale or disposition disposition, and provided further that such assets do not constitute Securities of the Intercompany Creditor or Intercompany Debt, or (ii) such sale is required in connection with the termination of a Service Agreement or a change in control under the Amended Securities Purchase Agreement, dated as of January 1, 1995, with respect to NAMM, and, in each case, the Net Cash Proceeds of such sale are delivered directly to the Agent to be applied in accordance with Section 2.09(e2.09(d).

Appears in 1 contract

Samples: Revolving Credit Agreement (Phycor Inc/Tn)

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