Common use of Transfers Liens and Related Matters Clause in Contracts

Transfers Liens and Related Matters. (A) Transfers. Sell, assign (by operation of law or otherwise) or --------- otherwise dispose of, or grant any option with respect to any of the Collateral, except that Borrower and its Subsidiaries may (i) sell Inventory in the ordinary course of business; and (ii) make Asset Dispositions if all of the following conditions are met: (1) the market value of assets sold or otherwise disposed of in any single transaction or series of related transactions does not exceed $2,000,000 and the aggregate market value of assets sold or otherwise disposed of in any Fiscal Year does not exceed $5,000,000; (2) the consideration received is at least equal to the fair market value of such assets; (3) the sole consideration received is cash; (4) the net proceeds of such Asset Disposition are applied as required by subsection 2.4(B); (5) after giving effect to the ----------------- sale or other disposition of the assets included within the Asset Disposition and the repayment of the Obligations with the proceeds thereof, Borrower is in compliance on a pro forma basis with the covenants set forth in Section 6 --------- recomputed for the most recently ended month for which information is available and is in compliance with all other terms and conditions contained in this Agreement; and (6) no Default or Event of Default shall then exist or result from such sale or other disposition.

Transfers Liens and Related Matters. (A) Transfers. Sell, assign (by operation of law or otherwise) or --------- otherwise dispose of, or grant any option with respect to any of the CollateralCollateral or the assets of such Person, except that Borrower and its Subsidiaries may (i) sell Inventory inventory in the ordinary course of business; and (ii) make Asset Dispositions if all of the following conditions are met: (1) the market value of assets sold or otherwise disposed of in any single transaction or series of related transactions does not exceed $2,000,000 50,000 and the aggregate market value of assets sold or otherwise disposed of in any Fiscal Year does not exceed $5,000,000100,000; (2) the consideration received is at least equal to the fair market value of such assets; (3) the sole consideration received is cashcash or notes, which notes shall be promptly pledged to Lender; (4) the net proceeds of such Asset Disposition are applied as required by subsection 2.4(B); (5) after giving ----------------- effect to the ----------------- sale or other disposition of the assets included within the Asset Disposition and the repayment of the Obligations with the proceeds thereof, Borrower is in compliance on a pro forma basis with the covenants set forth in Section 6 --------- recomputed for the most recently ended month for which information is --------- available and is in compliance with all other terms and conditions contained in this Agreement; and (6) no Default or Event of Default shall then exist or result from such sale or other disposition.

Transfers Liens and Related Matters. (A) Transfers. Sell, assign (by operation of law or otherwise) or --------- otherwise dispose of, or grant any option with respect to any of the CollateralCollateral or the assets of any Loan Party, except that Borrower and its Subsidiaries may (i) sell Inventory in the ordinary course of business; and (ii) make Asset Dispositions if all of the following conditions are met: (1) the market value of assets sold or otherwise disposed of in any single transaction or series of related transactions does not exceed $2,000,000 1,000,000 and the aggregate market value of assets sold or otherwise disposed of in any Fiscal Year does not exceed $5,000,0002,500,000; (2) the majority of the consideration received is at least equal to the fair market value of such assets; (3) the sole consideration received is cash; (4) the net proceeds Net Proceeds of such Asset Disposition are applied as required by subsection 2.4(B)2.4; (5) after giving effect to the ----------------- sale or other -------------- disposition of the assets included within the Asset Disposition and the repayment of the Obligations with the proceeds thereof, Borrower is in compliance on a pro forma basis with the covenants set forth in Section 6 --------- the Financial Covenant Rider recomputed for the most recently ended month for which information is available and is in compliance with all other terms and conditions contained in this Agreement; and (6) no Default or Event of Default shall then exist or result from such sale or other disposition, and (ii) sell inventory in the ordinary course of business and license Intellectual Property in the ordinary course of business.

Transfers Liens and Related Matters. (A) Transfers. Sell, assign (by operation of law or otherwise) or --------- otherwise dispose of, or grant any option with respect to to, any of the CollateralCollateral or the assets of such Person, except that Borrower Borrowers and its their Subsidiaries may (i) sell and exchange Inventory in the ordinary course of business; and (ii) make Asset Dispositions if all of the following conditions are met: (1) the market value of assets sold or otherwise disposed of in any single transaction or series of related transactions does not exceed $2,000,000 100,000 and the aggregate market value of assets sold or otherwise disposed of in any Fiscal Year does not exceed $5,000,000300,000; (2) the consideration received is at least equal to the fair market value of such assets; (3) the sole consideration received is cash; (4) the net proceeds of such Asset Disposition are applied as required by subsection ---------- 2.4(B); (5) after giving effect to the ----------------- sale or other disposition of the assets ------ included within the Asset Disposition and the repayment of the Obligations with the proceeds thereof, Borrower is Borrowers are in compliance on a pro forma basis with the covenants set forth in Section 6 --------- the Financial Covenant Rider recomputed for the most ------------------------ recently ended month for which information is available and is are in compliance with all other terms and conditions contained in this Agreement; and (6) no Default or Event of Default shall then exist or result from such sale or other disposition.

Transfers Liens and Related Matters. (A) TransfersTRANSFERS. Sell, assign (by operation of law or otherwise) or --------- otherwise dispose of, or grant any option with respect to any of the CollateralCollateral or the assets of any Loan Party, except that Borrower and its Subsidiaries may (i) sell Inventory inventory to customers in the ordinary course of businessbusiness and dispose of obsolete equipment not used or useful in the business for fair value; and (ii) make Asset Dispositions if all of the following conditions are met: (1) the market value of assets sold or otherwise disposed of in any single transaction or series of related transactions does not exceed $2,000,000 and the aggregate market value of assets sold or otherwise disposed of in any Fiscal Year does not exceed $5,000,000500,000; (2) the consideration received is at least equal to the fair market value of such assets; (3) at least 75% of the sole consideration received is cash; (4) the net proceeds of such Asset Disposition are applied as required by subsection 2.4(B)SUBSECTION 2.4; (5) after giving effect to the ----------------- sale or other disposition of the assets included within the Asset Disposition and the repayment of the Obligations with the proceeds thereof, Borrower is Obligors are in compliance on a pro forma basis with the covenants set forth in Section 6 --------- the Financial Covenants Rider recomputed for the most recently ended month fiscal quarter for which information is available and is in compliance with all other terms and conditions contained in this Agreement; and (6) no Default or Event of Default shall then exist or result from such sale or other disposition.