Sale of Certain Assets. It will not sell, lease, exchange or otherwise dispose of (other than by way of Permitted Encumbrances) any Royalty Assets.
Sale of Certain Assets. 29 8.4 Conduct of Business of Merger Sub..............................30 8.5
Sale of Certain Assets. On or prior to the Closing Date, the Company may enter into and consummate agreements with respect to the sale or other disposition of the assets listed on Schedule 8.3, but only in conformity with the conditions in such Schedule, or with respect to a Permitted Transaction, provided that all Excluded Assets must be sold and all Excluded Liabilities must be assumed in the event of a Permitted Transaction. Any agreement or agreements with respect to Permitted Transactions (and the assumption of any such Excluded Liabilities) shall be reasonably satisfactory to Parent in all respects and shall not be entered into without Parent's prior written consent after the date the Proxy Statement is mailed to the Company's stockholders. Without limiting the generality of the foregoing:
Sale of Certain Assets. The first sentence of Section 12(r) of the Credit Agreement shall be and it is hereby amended in its entirety to read as follows: Borrower will immediately pay over to the Agent for the ratable benefit of the Lenders as a prepayment of principal on the Notes and a reduction of the Commitments, an amount equal to 100% of the "Release Price" from the sale of Oil and Gas Properties by Borrower or any Guarantor in excess of $10,000,000 (except that during the period beginning on the Sterling Acquisition Closing Date and ending on the next Determination Date, such amount shall be 100% of the "Release Price" from the sale of Oil and Gas Properties by Borrower or any Guarantor in excess of $25,000,000) in the aggregate received from such sales between Borrowing Base redeterminations, which sale has been either (i) made in compliance with the provisions of Section 13(a)(ii) hereof, or (ii) approved in advance by Required Lenders. Provided, however, that in lieu of making any such payment the Borrower may elect to provide, or cause to be provided by a Guarantor, additional Oil and Gas Properties with value and quality satisfactory to all Lenders in their discretion in substitution for the Oil and Gas Properties sold pursuant to the provisions of this Section 12(r).
Sale of Certain Assets. Borrower agrees to sell, and Agent and Lenders hereby consent (pursuant to Section 15.11 of the Credit Agreement and otherwise) to Borrower selling free and clear of Agent's Liens, the Collateral described on Exhibit D hereto (the "Sale Assets") in the auctions previously identified to Agent that are presently scheduled for September 23, 2015, through September 25, 2015 (collectively, the "September Auctions"); provided, that Borrower hereby agrees to remit the gross proceeds of such sales to Agent; provided, further, that, such consent by Agent and Lenders to the sales and release of Agent's Liens on such Collateral shall not be effective unless and until Agent receives such gross proceeds.
Sale of Certain Assets. This Fifth Amendment to Forbearance Agreement and Consent to Sale of Certain Assets (this “Agreement”) is entered into as of this 11th day of March, 2011 (the “Signing Date”) by and among GREEN PLAINS HOLDINGS II LLC (the “Borrower”), a Delaware limited liability company formerly known as Global Ethanol, LLC, which was formerly known as Midwest Grain Processors, LLC, the financial institutions listed on the signature pages hereof and each other financial institution that may hereafter become a party to the Loan Agreement in accordance with the provisions of the Loan Agreement referred to below (collectively, the “Lenders,” and, individually, a “Lender”), and COBANK, ACB, a federally chartered banking organization (“CoBank”), in its capacity as agent for the Lenders and for the Issuer, as defined in the Loan Agreement (in such capacity, the “Agent”).
Sale of Certain Assets. The Borrower shall ensure that the net proceeds of any sale, lease or other transfer of any of the assets of or shares of the following entities shall be deposited with and remain the property of a Loan Party: Brigus Gold, Inc., Linear Gold Holdings Corp., Linear Gold Mexico, S.A de C.V., Linear Gold Mineracao Ltda., Servicios Ixhuatan, S.A. de C.V. and Linear Gold Caribe, S.A.
Sale of Certain Assets. Within forty-five days after the receipt by U.S. Borrower or its applicable Subsidiary of proceeds from the sale of assets outside of the ordinary course of business by U.S. Borrower or any of its Subsidiaries, an amount equal to the net proceeds (after taxes) in excess of (x) $2,000,000 (in any fiscal year) realized from the sale of assets (other than real Property acquired after the date hereof) or (y) $3,000,000 (in any fiscal year) realized from the sale of real Property acquired after the date hereof minus the portion of such proceeds utilized to replace or acquire or contractually committed to replace or acquire assets within such forty-five (45) day period shall be applied as a prepayment on the Loans.
Sale of Certain Assets. Subject to the terms and conditions contain herein and simultaneously with the execution of this Agreement, Purchaser is purchasing from Seller, and Seller is selling to Purchaser, all of the right, title and interest of Seller in and to the following assets. a That one certain EXCLUSIVE MARKETING REPRESENTATIVE AGREEMENT between the parties dated February 26, 1999 ("the Marketing Agreement") and all contract rights related thereto,
Sale of Certain Assets. (a) Upon execution and delivery of this Agreement, and for the consideration specified in Section 1.3, RDC shall sell, assign, convey, and deliver to Buyer free and clear of all liens, claims and encumbrances other than those disclosed on Exhibit "1.2," and Buyer shall purchase, all of the right, title and interest of RDC in and to all of the assets, wherever located, tangible or intangible, real, personal or mixed, used in the operation of the business of RDC of providing commercial real estate management, construction, leasing, brokerage, landlord and tenant representation, consulting and other real estate related services (hereinafter, the "Assets"), including, without limitation, (i) those items of personal property set forth on Exhibit "3.12" attached hereto as being owned by RDC, (ii) those Contracts (defined in Section 3.7) to which RDC is a party, and (iii) the Leases and Other Agreements (as defined in Section 3.8) to which RDC is a party; provided, however, that RDC shall not be required to sell, assign, convey, and deliver to Buyer, and Buyer shall not purchase, the following (hereinafter "Excluded Assets"):
