Disposition definition
Examples of Disposition in a sentence
Notwithstanding the foregoing, in the event of a Pubco Offer or a Disposition Event as contemplated by Section 10.04(a) and Section 10.04(b) the Managing Member may adopt reasonable procedures, guidelines, and practices consistent with the terms and conditions of this Agreement in regards to the exchange of LTIP Units in connection with such Pubco Offer or Disposition Event.
Disposition Proceeds related to a cancelled Redemption may be reinvested in accordance with Section 12.2. Notice of any withdrawal or postponement of the Redemption or Refinancing shall be given by the Collateral Trustee to each Holder of Notes to be redeemed not later than the Business Day prior to the scheduled Redemption Date (or not later than on the scheduled Redemption Date in the case of clause (i)(y) above).
Each Grantor further agrees not to abandon any Intellectual Property that is necessary in and material to the conduct of such Grantor’s business (whether now owned or hereafter acquired) except in connection with any Permitted Disposition.
If the Borrower or any other Obligor receives any Net Cash Proceeds in excess of $2,000,000 in the aggregate for any single disposition or series of dispositions, the Borrower shall prepay an aggregate principal amount of Loans equal to 100% of such Net Cash Proceeds of a Disposition no later than the fifth Business Day following the receipt of such Net Cash Proceeds (such prepayments to be applied as set forth in Section 2.09(b)).
With respect to any period during which any Permitted Acquisition or any sale, transfer or other Disposition of any material assets outside the ordinary course of business occurs, or any operational change or operational initiative is commenced, for purposes of determining compliance with the Financial Covenants or otherwise for purposes of determining the Total Leverage Ratio, EBITDA and Interest Expense, calculations with respect to such period shall be made on a Pro Forma Basis.