Common use of Other Dispositions Clause in Contracts

Other Dispositions. If no Default or Event of Default shall have occurred and be continuing or would result therefrom, and no Material Adverse Effect has occurred or will result therefrom, the Borrower or any Subsidiary may consummate any Asset Sale, provided that: (i) the consideration for each such Asset Sale represents fair value and any non-cash consideration does not exceed 25% of such consideration or such non-cash consideration otherwise qualifies as a Permitted Investment (with earn outs and other deferred consideration not treated as part of consideration); and (ii) the cumulative aggregate value of the assets subject to Asset Sales does not exceed $10,000,000 in any one fiscal year (excluding for purposes of computing such maximum amount conveyances of mere record title to any asset to a Governmental Authority to save taxes where Borrower or any Subsidiary has an option to require reconveyance of such property for a nominal price) for all such transactions completed during any fiscal year.

Appears in 2 contracts

Samples: Credit Agreement (Astronics Corp), Credit Agreement (Astronics Corp)

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Other Dispositions. If no Default or Event of Default shall have occurred and be continuing or would result therefrom, and no Material Adverse Effect has occurred or will result therefrom, the Borrower or any Subsidiary may consummate any Asset Sale, provided that: (i) the consideration for each such Asset Sale represents fair value and any non-cash consideration does not exceed 25% qualifies as a Permitted Investment hereunder and the aggregate of such consideration or all such non-cash consideration otherwise qualifies as a Permitted Investment (with earn outs and other deferred consideration does not treated as part exceed $7,000,000 over the term of consideration)this Agreement; and (ii) the cumulative aggregate value of the assets subject to Asset Sales does not exceed $10,000,000 in any one fiscal year (excluding for purposes of computing such maximum amount conveyances of mere record title to any asset to a Governmental Authority to save taxes where Borrower or any Subsidiary has an option to require reconveyance of such property for a nominal price) for all such transactions completed during any fiscal year.

Appears in 2 contracts

Samples: Credit Agreement (Astronics Corp), Credit Agreement (Astronics Corp)

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Other Dispositions. If no Default or Event of Default shall have occurred and be continuing or would result therefrom, and no Material Adverse Effect has occurred or will result therefrom, the Borrower or any Subsidiary may consummate any Asset Sale, provided that: (i) the consideration for each such Asset Sale represents fair value and any non-cash consideration does not exceed 25% qualifies as a Permitted Investment hereunder and the aggregate of such consideration or all such non-cash consideration otherwise qualifies as a Permitted Investment (with earn outs and other deferred consideration does not treated as part exceed $3,500,000 over the term of consideration)this Agreement; and (ii) the cumulative aggregate value of the assets subject to Asset Sales does not exceed $10,000,000 1,000,000 in any one fiscal year (excluding for purposes of computing such maximum amount conveyances of mere record title to any asset to a Governmental Authority to save taxes where Borrower or any Subsidiary has an option to require reconveyance of such property for a nominal price) for all such transactions completed during any fiscal year.

Appears in 2 contracts

Samples: Credit Agreement (Astronics Corp), Credit Agreement (Astronics Corp)

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