Permitted Dissolutions definition

Permitted Dissolutions are the dissolution, liquidation or winding up of any of all of (a) Borrower’s existing Danish Subsidiary (Vericel Denmark Aps), (b) Borrower’s existing German Subsidiary (Aastrom Biosciences GmbH) and/or (c) Borrower’s existing bone marrow donation Subsidiary (Marrow Donation, LLC).

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Permitted Dissolutions means the dissolution of Aclaris Therapeutics International Limited and Aclaris Life Sciences, Inc., the result of which shall be each Borrower shall continue as a separate surviving entity, and Confluence shall be a wholly owned subsidiary of Aclaris.

Permitted Dissolutions means the dissolution, liquidation or winding up of any Loan Party if, as of the date of an after giving effect to such dissolution, liquidation or winding up, (a) the Borrowing Base is not reduced by more than 10% from the Borrowing Base in effect immediately prior to such sale or transfer and (b) Lender receives in cash by wire transfer of immediately available funds a mandatory prepayment of the Obligations in an amount equal to the net proceeds available for distribution as a result of such dissolution, liquidation or winding up (i.e., gross proceeds less the reasonable direct costs of such dissolution, liquidation or winding up). For the avoidance of doubt, such net proceeds shall include no less than the dollar-for-dollar value of the sum of (i) the aggregate amount of Eligible Accounts owned by any such Borrower or Subsidiary of a Borrower dissolved, liquidated or wound up, and (ii) the greater of cost and market value, as applicable, of the aggregate amount of Eligible Inventory owned by any such Borrower or Subsidiary of a Borrower dissolved, liquidated or wound up.

Examples of Permitted Dissolutions in a sentence

Celestica Hong Kong Holdings 3 Limited (In Members’ Voluntary Liquidation) is listed on Schedule 7.04 of the Credit Agreement (Permitted Dissolutions) as a permitted dissolution and is currently in the process of a members’ voluntary liquidation in Hong Kong.
Each Loan Party shall maintain, and shall cause each of its Subsidiaries to maintain, its existence and good standing in its jurisdiction of organization (other than as a result of the Permitted Dissolutions) and maintain qualification in each jurisdiction in which the failure to so qualify could reasonably be expected to have a Material Adverse Effect.
Celestica Hong Kong Holdings 3 Limited (In Members’ Voluntary Liquidation) (“HK Holdings 3”) is listed on Schedule 7.04 of the Credit Agreement (Permitted Dissolutions) as a permitted dissolution and is currently in the process of a members’ voluntary liquidation in Hong Kong.

More Definitions of Permitted Dissolutions

Permitted Dissolutions means a dissolution whereby a Borrower may sell all or substantially all of its assets (upon voluntary liquidation or otherwise) to another Borrower.

Permitted Dissolutions means, so long as there does not exist an Event of Default, the dissolution of any Inactive Subsidiary upon at least 10 Business Days prior notice to Lender.

Permitted Dissolutions means the liquidation or dissolution of any of Addus FEA, Fort ▇▇▇▇▇, Little Rock and/or ▇▇▇▇▇▇, so long as any and all of such Person’s remaining assets and business (if any) are transferred to an existing Borrower.