Common use of Prohibition on Sale of Assets Clause in Contracts

Prohibition on Sale of Assets. The Issuer will not, and will not, permit the Guarantors to, sell or otherwise dispose of any assets other than (i) transfers of assets among the Issuer and the Guarantors; (ii) sales and dispositions in the ordinary course of business not in excess of $20,000,000 in the aggregate for the Issuer and the Guarantors in any fiscal year; (iii) any sales or dispositions of surplus, obsolete or worn-out equipment; (iv) any sales or dispositions required for compliance with applicable Law or necessary Governmental Approvals; (v) sales or dispositions of non-controlling ownership interests in Guarantors in accordance with Section 6.10(b) so long as the guarantee set forth herein with regard to such Guarantor stays in effect; (vi) sales or dispositions of ownership interests in Unrestricted Subsidiaries; (vii) any sales or dispositions of assets permitted under Section 6.14 or 7.11; and (viii) any other sale or other disposition so long as after giving effect to such events, the Rating Agencies shall have confirmed their respective ratings of the Bonds in effect immediately prior to such sale or other disposition.

Appears in 2 contracts

Samples: Indenture (NRG Energy Inc), Guarantee Agreement (Somerset Power LLC)

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Prohibition on Sale of Assets. The Issuer Borrower will not, and will not, not permit the Guarantors any Guarantor to, sell or otherwise dispose of any assets other than (i) transfers of assets among the Issuer Borrower and the Guarantors; (ii) sales and dispositions in the ordinary course of business not in excess of $20,000,000 15,000,000 in the aggregate for the Issuer Borrower and the Guarantors in any fiscal year; (iii) any sales or dispositions of surplus, obsolete or worn-out equipment; (iv) any sales or dispositions required for compliance with applicable Law law or necessary Governmental Approvals; (v) sales or dispositions of non-controlling ownership interests in Guarantors in accordance with Section 6.10(b) so long as the guarantee set forth herein with regard to such Guarantor stays in effect; (vi) sales or dispositions of ownership interests in Unrestricted Subsidiaries; (vii) any sales or dispositions of Assets Specifically Held for Resale or any sales or dispositions of assets permitted under Section 6.14 6.12 or 7.11; and (viii) any other sale or other disposition so long as (A) after giving effect to such events, the Rating Agencies shall have confirmed their respective ratings of the Bonds in effect immediately prior to such sale or other dispositiondisposition and (B) such sale or disposition shall not exceed 10% of the Net Tangible Assets of the Borrower and the Guarantors, taken as a whole.

Appears in 1 contract

Samples: Capital Agreement (Louisiana Generating LLC)

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