Common use of Material Property Clause in Contracts

Material Property. Notwithstanding anything to the contrary in any Loan Document, (a) neither Holdings nor the Borrower will, and the Borrower will not permit any of its Subsidiaries to, sell, transfer or otherwise dispose of any Material Property (whether pursuant to a sale, lease, license, transfer, investment, restricted payment, dividend or otherwise or relating to the exclusive rights thereto) to any Person that is either (x) a Subsidiary that is not a Loan Party or (y) an Affiliate of the Borrower that is not a Subsidiary, other than the grant of a non-exclusive license of intellectual property to any Subsidiary, on arm’s length terms, in the ordinary course of business and for a bona fide business purpose; and (b) no Person that is either (x) a Subsidiary that is not a Loan Party or (y) an Affiliate of the Borrower that is not a Subsidiary shall own or hold an exclusive license to any Material Property. PRIVATE & CONFIDENTIAL SUBJECT TO FRE 408 & ITS EQUIVALENTS

Material Property. Notwithstanding anything to the contrary in any Loan Documentthis Indenture, (a) neither Holdings nor the Borrower Issuer will, and the Borrower Issuer will not permit any of its Subsidiaries to, sell, transfer or otherwise dispose of any Material Property (whether pursuant to a sale, lease, license, transfer, investment, restricted payment, dividend or otherwise or relating to the exclusive rights thereto) to any Person that is either (x) a Subsidiary that is not a Loan Party Guarantor or (y) an Affiliate of the Borrower Issuer that is not a Subsidiary, other than the grant of a non-exclusive license of intellectual property to any Subsidiary, on arm’s length terms, in the ordinary course of business and for a bona fide business purpose; and (b) no Person that is either (x) a Subsidiary that is not a Loan Party Guarantor or (y) an Affiliate of the Borrower Issuer that is not a Subsidiary shall own or hold an exclusive license to any Material Property. PRIVATE & CONFIDENTIAL SUBJECT TO FRE 408 & ITS EQUIVALENTS.