Common use of Sale and Leaseback Clause in Contracts

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred.

Sale and Leaseback. The Borrower will not, and nor will not it permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it a Substantial Portion of its Property in order then to concurrently or thereafter to subsequently lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose Property as the property being sold or transferredlessee.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries toSubsidiaries, to enter into any arrangement, directly or indirectly, whereby the Borrower or any such Subsidiary of the Borrower shall sell or transfer any property Real Estate owned by it in order that then or thereafter to lease such property or lease other property that the Borrower or any such Subsidiary shall lease back such Real Estate without the prior written consent of the Borrower intends Agent, such consent not to use for substantially the same purpose as the property being sold or transferredbe unreasonably withheld.

Sale and Leaseback. The Borrower will shall not, and will not nor shall it permit any of its Subsidiaries to, enter into sell or transfer to a Person any arrangementProperty, directly whether now owned or indirectlyhereafter acquired, whereby if at the time or thereafter the Borrower or a Subsidiary shall lease as lessee such Property or any Subsidiary of the Borrower shall sell part thereof or transfer any property owned by it in order then or thereafter to lease such property or lease other property that Property which the Borrower or any a Subsidiary of the Borrower intends to use for substantially the same purpose as the property being Property sold or transferred.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectlyarrangement with any Person, whereby in contemporaneous transactions the Borrower or any such Subsidiary sells essentially all of the Borrower shall sell or transfer any property owned by it its right, title and interest in order then or thereafter to lease such property or lease other property that a material asset and the Borrower or any such Subsidiary of acquires or leases back the Borrower intends right to use for substantially the same purpose as the property being sold or transferredsuch property.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred.

Sale and Leaseback. The Borrower will notnot enter into, and will not permit any of its Subsidiaries toSubsidiary to enter into, enter into any arrangementarrangement with any Person pursuant to which it leases from such Person real or personal property that has been or is to be sold or transferred, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredPerson.

Sale and Leaseback. The Borrower will shall not, and will shall not permit any of its Subsidiaries Subsidiary to, enter into any arrangement, directly or indirectly, with any Person whereby the Borrower or any Subsidiary of the Borrower it shall sell or transfer any property Property, whether now owned by it in order then or hereafter acquired, and thereafter to rent or lease such property or lease other property that the Borrower or any Subsidiary of the Borrower Property which it intends to use for substantially the same purpose or purposes as the property Property being sold or transferred.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries toSubsidiaries, to enter into any arrangement, directly or indirectly, whereby the Borrower or any such Subsidiary of the Borrower shall sell or transfer any property Real Estate owned by it in order that then or thereafter to lease such property or lease other property that the Borrower or any such Subsidiary shall lease back such Real Estate without the prior written consent of the Borrower intends Agent, such consent not to use for substantially the same purpose as the property being sold or transferredbe unreasonably withheld.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property Real Estate owned by it in order that then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredshall lease back such Real Estate.

Sale and Leaseback. The Borrower will shall not, and will shall not permit any of its Subsidiaries to, directly or indirectly, enter into any arrangementarrangement with any Person pursuant to which it leases from such Person real or personal property that has been or is to be sold or transferred, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredPerson.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly enter into any arrangement, directly agreement or indirectly, whereby arrangement providing for the Borrower or any Subsidiary of the Borrower shall sell sale or transfer by it of any property (now owned by it in order then or thereafter hereafter acquired) to a Person and the subsequent lease or rental of such property or lease other similar property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredfrom such Person.

Sale and Leaseback. The Borrower will not, and will not permit any of ------------------ its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred.

Sale and Leaseback. The Borrower will not, and will Borrowers shall not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the which such Borrower intends to use for substantially the same purpose as the property being sold or transferred, without the prior written consent of the Majority Banks.

Sale and Leaseback. The Borrower will not, and nor will not it permit any of its Subsidiaries Subsidiary to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it of its Property in order then to concurrently or thereafter to subsequently lease as lessee such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredsimilar Property.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries Subsidiary to, enter into any arrangementarrangement with any Person pursuant to which it leases from such Person real or personal property that has been or is to be sold or transferred, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredPerson.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred. The Borrower will not permit any of the Related Companies or any Controlled Unconsolidated Entity to enter into any such arrangement.

Sale and Leaseback. The Borrower will shall not, and will shall not permit any of its Subsidiaries to, directly or indirectly, enter into any arrangementarrangement with any Person pursuant to which it leases from such Person real or personal Property that has been or is to be sold or transferred, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredPerson.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries Subsidiary to, enter into any arrangement, directly or indirectly, with any other Person whereby the Borrower or any such Subsidiary of the Borrower shall sell or transfer any property real or personal property, whether now owned by it in order or hereafter acquired, and then or thereafter to rent or lease as lessee such property or lease any part thereof or any other property that which the Borrower or any Subsidiary of such Subsidiary, as the Borrower case may be, intends to use for substantially the same purpose or purposes as the property being sold or transferred.

Sale and Leaseback. The Borrower will shall not, and will not nor shall permit any other member of its Subsidiaries the Borrower Affiliated Group to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower it shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary such other member of the Borrower Affiliated Group intends to use for substantially the same purpose as the property being sold or transferred.

Sale and Leaseback. The Borrower will not, and will Borrowers shall not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the which such Borrower intends to use for substantially the same purpose as the property being sold or transferred, without the prior written consent of the Required Lenders.

Sale and Leaseback. The Borrower will shall not, and will shall not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower Parent or any Subsidiary of the Borrower shall sell to, enter into any arrangement whereby it sells or transfer transfers any property owned by it in order then of its assets, and thereafter rents or thereafter to lease leases such property or lease other property assets, except that the Borrower or any Subsidiary of may sell real estate that it owns and thereafter lease it subject to a Ground Lease, provided that the Borrower intends to use for substantially complies with the same purpose provisions of Sections 6.15 and 7.07 hereof as if the property being sold or transferredBorrower had acquired such leased property.

Sale and Leaseback. The Borrower will shall not, and will shall not permit any of its Subsidiaries Restricted Subsidiary to, enter into any arrangementarrangement whereby it sells or transfers any of its assets, directly and thereafter rents or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease leases such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredassets.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred. The Borrower will not permit the Company or any of the Related Companies to enter into any such arrangement.

Sale and Leaseback. The Borrower will shall not, and will shall not permit any of its Subsidiaries to, enter into any arrangementarrangement whereby it sells or transfers any of its assets, directly and thereafter rents or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease leases such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredassets.

Sale and Leaseback. The Holdings and each Borrower will not, and will not permit any of its their respective Subsidiaries to, directly or indirectly enter into any arrangement, directly agreement or indirectly, whereby arrangement providing for the Borrower or any Subsidiary of the Borrower shall sell sale or transfer by it of any property (now owned by it in order then or thereafter hereafter acquired) to a Person and the subsequent lease or rental of such property or lease other similar property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredfrom such Person.

Sale and Leaseback. The Borrower will shall not, and will shall not permit any Subsidiary of its Subsidiaries the Borrower to, enter into any arrangementarrangement whereby it sells or transfers any of its assets, directly and thereafter rents or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease leases such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredassets.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly enter into any arrangement, directly agreement or indirectly, whereby arrangement providing for the Borrower or any Subsidiary of the Borrower shall sell sale or transfer by it of any property (now owned by it in order then or thereafter hereafter acquired) to a Person and the subsequent lease or rental of such property or lease other similar property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredfrom such Person unless such transaction complies with Sections 7.2.2 and 7.2.10.

Sale and Leaseback. The Each Borrower will shall not, and will shall not permit any of its Subsidiaries Restricted Subsidiary to, enter into any arrangement, directly or indirectly, with any Person whereby the Borrower or any Subsidiary of the Borrower it shall sell or transfer any property Property, whether now owned by it in order then or hereafter acquired, and thereafter to rent or lease such property or lease other property that the Borrower or any Subsidiary of the Borrower Property which it intends to use for substantially the same purpose or purposes as the property Property being sold or transferred.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred. The Borrower will not permit the Company, any of the Related Companies or any Permitted Joint Venture to enter into any such arrangement.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly enter into any arrangement, directly agreement or indirectly, whereby arrangement providing for the Borrower or any Subsidiary of the Borrower shall sell sale or transfer by it of any property (now owned by it in order then or thereafter hereafter acquired) to a Person and the subsequent lease or rental of such property or lease other similar property that from such Person involving an amount of sale proceeds in excess of $2,500,000 in the aggregate. The Net Proceeds of such sale and leaseback shall be applied by the Borrower or any Subsidiary of the Borrower intends pursuant to use for substantially the same purpose as the property being sold or transferredSection 3.1(d).

Sale and Leaseback. The Borrower will notnot enter into, and will not permit any of its Subsidiaries toSubsidiary to enter into, enter into any arrangementarrangement with any Person pursuant to which it leases from such Person real or personal property that has been or is to be sold or transferred, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredPerson.

Sale and Leaseback. The Borrower will not, and will not permit any ------------------ of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred.

Sale and Leaseback. The Borrower will not, and will not ------------------ permit any of its Subsidiaries to, enter into any arrangement, directly or indirectlyarrangement with any Person, whereby in contemporaneous transactions the Borrower or any such Subsidiary sells essentially all of the Borrower shall sell or transfer any property owned by it its right, title and interest in order then or thereafter to lease such property or lease other property that a material asset and the Borrower or any such Subsidiary of acquires or leases back the Borrower intends right to use for substantially the same purpose as the property being sold or transferredsuch property.

Sale and Leaseback. The Borrower will notshall not enter into, and will not or ------------------ permit any of its Subsidiaries toto enter into, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower its Subsidiaries shall sell or transfer any property Property owned by it in order then or thereafter to lease such property Property or lease other property that the Borrower or any such Subsidiary of the Borrower intends to use for substantially the same purpose as the property Property being sold or transferred.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries toSubsidiaries, to enter into any arrangement, directly or indirectly, whereby the Borrower or any such Subsidiary of the Borrower shall sell or transfer any property Real Estate owned by it in order that then or thereafter to lease such property or lease other property that the Borrower or any such Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredshall lease back such Real Estate.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred.

Sale and Leaseback. The Borrower will shall not, and will shall not permit any of its Subsidiaries to, directly or indirectly, enter into any arrangementarrangement with any Person pursuant to which it leases from such Person real or personal property that has been or is to be sold or transferred, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it to such Person, except for the sale and leaseback of Model Houses in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary ordinary course of the Borrower intends to use for substantially the same purpose as the property being sold or transferredbusiness.

Sale and Leaseback. The Borrower Except as permitted by ss.9.5.2, the Borrowers will not, and will not permit any of its their Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the such Borrower or any Subsidiary of the such Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the such Borrower or any Subsidiary of the such Borrower intends to use for substantially the same purpose as the property being sold or transferred.

Sale and Leaseback. The Neither the Borrower will not, and will not permit nor any of its Subsidiaries to, will enter into any arrangement, directly or indirectly, with any other Person whereby the Borrower or any Subsidiary of its Subsidiaries, as the Borrower case may be, shall sell or transfer any property real or personal property, whether now owned by it in order or hereafter acquired, and then or thereafter to rent or lease as lessee such property or lease any part thereof or any other property that which the Borrower Person selling or any Subsidiary of transferring the Borrower property intends to use for substantially the same purpose or purposes as the property being sold or transferred.

Sale and Leaseback. The Neither Borrower will notwill, and neither will not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the such Borrower or any Subsidiary of the such Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the such Borrower or any Subsidiary of the such Borrower intends to use for substantially the same purpose as the property being sold or transferred.

Sale and Leaseback. The Borrower will notnot enter into, and will not permit any of its Subsidiaries toSubsidiary to enter into, enter into any arrangementarrangement with any Person pursuant to which it leases from such Person real or personal Property that has been or is to be sold or transferred, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredPerson.

Sale and Leaseback. The Borrower will not, and will not permit any of its Restricted Subsidiaries to, directly or indirectly enter into any arrangement, directly agreement or indirectly, whereby arrangement providing for the Borrower or any Subsidiary of the Borrower shall sell sale or transfer by it of any property (now owned by it in order then or thereafter hereafter acquired) to a Person and the subsequent lease or rental of such property or lease other similar property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredfrom such Person.

Sale and Leaseback. The Borrower will Borrowers shall not, and will shall not permit any of its their Subsidiaries to, enter into any arrangementarrangement whereby it sells or transfers any of its assets, directly and thereafter rents or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease leases such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredassets.

Sale and Leaseback. The Borrower will notshall not enter into, and will not or permit any of its Restricted Subsidiaries toto enter into, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower its Restricted Subsidiaries shall sell or transfer any property Property owned by it in order then or thereafter to lease such property Property or lease other property that the Borrower or any such Restricted Subsidiary of the Borrower intends to use for substantially the same purpose as the property Property being sold or transferred.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries other Obligor to, enter into any arrangement, directly or indirectly, with any other Person whereby the Borrower or any Subsidiary of the Borrower Obligor shall sell or transfer any property real or personal property, whether now owned by it in order or hereafter acquired, and then or thereafter to rent or lease as lessee such property or lease any part thereof or any other property that the Borrower or any Subsidiary of the Borrower which an Obligor intends to use for substantially the same purpose or purposes as the property being sold or transferred.

Sale and Leaseback. The Borrower will shall not, and will shall not ------------------ permit any of its Subsidiaries Subsidiary to, enter into any arrangementarrangement whereby it sells or transfers any of its assets, directly and thereafter rents or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease leases such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredassets.

Sale and Leaseback. The Borrower will not, and will not permit the Company or any of its Subsidiaries Subsidiary to, enter into any arrangement, directly or indirectly, whereby the Company, the Borrower or any such Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Company, the Borrower or any such Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred.

Sale and Leaseback. The Borrower Borrowers will not, and will not permit any of its their Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the any Borrower or any Subsidiary of the a Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary member of the Borrower TransTechnology Group intends to use for substantially the same purpose as the property being sold or transferred.

Sale and Leaseback. The Borrower Borrowers will not, and will not permit any of its their Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower Borrowers or any Subsidiary of the Borrower Borrowers shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower Borrowers or any Subsidiary of the Borrower Borrowers intends to use for substantially the same purpose as the property being sold or transferred.

Sale and Leaseback. The Borrower Each of the Borrowers will not, and will not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the a Borrower or any Subsidiary of the Borrower thereof shall sell or transfer any property Real Estate owned by it in order that then or thereafter to such Person shall lease back such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredReal Estate.

Sale and Leaseback. The Borrower will shall not, and will shall not permit any of its Subsidiaries Restricted Subsidiary to, enter into any arrangement, directly or indirectly, with any Person whereby the Borrower or any Subsidiary of the Borrower it shall sell or transfer any property Property, whether now owned by it in order then or hereafter acquired, and thereafter to rent or lease such property or lease other property that the Borrower or any Subsidiary of the Borrower Property which it intends to use for substantially the same purpose or purposes as the property Property being sold or transferred.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred. The Company will not, nor will the Borrower permit any of the Related Companies to, enter into any such arrangement.

Sale and Leaseback. The Borrower Borrowers will not, and will not permit any of its their Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the any Borrower or any Subsidiary of the any Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the such Borrower or any such Subsidiary of the a Borrower intends to use for substantially the same purpose as the property being sold or transferred.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any arrangement, arrangement directly or indirectly, indirectly whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred.

Sale and Leaseback. The Borrower Borrowers will not, and will not permit any of its their Restricted Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower Borrowers or any Restricted Subsidiary of the a Borrower shall sell or transfer any property Real Estate owned by it individually or in the aggregate in excess of $12,500,000.00 in order that then or thereafter to lease such property or lease other property that the a Borrower or any Restricted Subsidiary of the a Borrower intends to use for substantially the same purpose as the property being sold or transferredshall lease back such Real Estate.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower thereof shall sell or transfer any property Real Estate owned by it in order that then or thereafter to such Person shall lease back such property or lease other property Real Estate; provided that the Borrower or any Subsidiary foregoing limitation shall not apply with respect to the administrative office of the Borrower intends to use for substantially the same purpose as the property being sold or transferredBorrower.

Sale and Leaseback. The Borrower will not, and nor will not it permit any of its Subsidiaries to, enter into (i) sell or transfer a Substantial Portion of its Property with respect to any arrangement, directly or indirectly, whereby the Borrower Property other than any Subject Property or any Subsidiary of the Borrower shall Restricted Interests or (ii) sell or transfer any property owned by it portion of any Subject Property or any Restricted Interests except as expressly permitted in Section 2A.3, in order then to concurrently or thereafter to subsequently lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose Property as the property being sold or transferredlessee.

Sale and Leaseback. The Borrower will shall not, and will not nor shall it permit any other member of its Subsidiaries the Borrower Affiliated Group to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower it shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary such other member of the Borrower Affiliated Group intends to use for substantially the same purpose as the property being sold or transferred.

Sale and Leaseback. The Borrower will shall not, and will shall not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower Parent or any Subsidiary of the Borrower shall sell to, enter into any arrangement whereby it sells or transfer transfers any property owned by it in order then of its assets, and thereafter rents or thereafter to lease leases such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredassets.

Sale and Leaseback. The Borrower will notshall not enter into, and will not or permit any of its Subsidiaries toto enter into, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower its Subsidiaries shall sell or transfer any property Property owned by it in order then or thereafter to lease such property Property or lease other property that the Borrower or any such Subsidiary of the Borrower intends to use for substantially the same purpose as the property Property being sold or transferred.

Sale and Leaseback. The Borrower will shall not, and will shall not permit any of its Subsidiaries Subsidiary to, enter into any arrangementarrangement whereby it sells or transfers any of its assets, directly and thereafter rents or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease leases such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredassets.

Sale and Leaseback. The Borrower Borrowers will not, and will not permit any Subsidiary of its Subsidiaries a Borrower to, enter into any arrangementarrangement with any Person pursuant to which it leases from such Person real or personal Property that has been or is to be sold or transferred, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredPerson.

Sale and Leaseback. The Borrower will not, not and will not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any such Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred.

Sale and Leaseback. The Borrower will not, and will not permit ------------------ any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred, other than any such arrangement which is permitted under ss.8.1(f) hereof.

Sale and Leaseback. The Borrower will shall not, and will shall not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby with any Person (other than the Borrower or any Guarantor) providing for the leasing by the Borrower or any Subsidiary of the Borrower shall sell real or transfer any property personal property, whether now owned or herein after acquired, which has been or is to be sold or transferred by it in order then or thereafter to lease such property or lease other property that the Borrower or any such Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredsuch Person.

Sale and Leaseback. The Borrower will not, and will not permit ------------------ any of its Subsidiaries to, enter into any arrangement, directly or indirectlyarrangement with any Person, whereby in contemporaneous transactions the Borrower or any such Subsidiary sells essentially all of the Borrower shall sell or transfer any property owned by it its right, title and interest in order then or thereafter to lease such property or lease other property that a material asset and the Borrower or any such Subsidiary of acquires or leases back the Borrower intends right to use for substantially the same purpose as the property being sold or transferredsuch property.

Sale and Leaseback. The No Borrower will, or will not, and will not permit any of its Subsidiaries Subsidiary to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower it shall sell or transfer any property real or personal property, whether now owned by it in order or hereafter acquired, and then or Sportsman's Guide Credit and Security Agreement thereafter to rent or lease as lessee such property or lease any part thereof or any other property that the Borrower or any Subsidiary of the Borrower which it intends to use for substantially the same purpose or purposes as the property being sold or transferred.

Sale and Leaseback. -36- The Borrower will not, and will not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred.

Sale and Leaseback. The Borrower will not, and nor will not it permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredtransferred without the prior written consent of the Bank, such consent not to be unreasonably withheld.

Sale and Leaseback. The Borrower will not, and nor will not it permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries Subsidiary to, enter into any arrangement, directly or indirectly, with any other Person whereby the Borrower or any each Subsidiary of the Borrower shall sell or transfer any property real or personal property, whether now owned by it in order or hereafter acquired, and then or thereafter to rent or lease as lessee such property or lease any part thereof or any other property that which the Borrower or any each Subsidiary of the Borrower intends to use for substantially the same purpose or purposes as the property being sold or transferred.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries Subsidiary to, enter into any arrangement, directly or indirectly, with any other Person whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property real or personal property, whether now owned by it in order or hereafter acquired, and then or thereafter to rent or lease as lessee such property or lease any part thereof or any other property that the Borrower or any Subsidiary of which the Borrower intends to use for substantially the same purpose or purposes as the property being sold or transferred.

Sale and Leaseback. The Borrower will not, and will not permit any Subsidiary of its Subsidiaries the Borrower to, enter into any arrangementarrangement with any Person pursuant to which it leases from such Person real or personal Property that has been or is to be sold or transferred, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredPerson.

Sale and Leaseback. The Borrower will Borrowers shall not, and will not nor shall they permit any other member of its Subsidiaries the Borrower Affiliated Group to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower it shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the a Borrower or any Subsidiary such other member of the Borrower Affiliated Group intends to use for substantially the same purpose as the property being sold or transferred, in excess of $25,000,000 in any fiscal year.

Sale and Leaseback. The No Borrower will, nor will not, and will not it permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the any Borrower or any Subsidiary of the any Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the any Borrower or any Subsidiary of the any Borrower intends to use for substantially the same purpose as the property being sold or transferred.

Sale and Leaseback. The Borrower will shall not, and will shall not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby enter into any agreement or arrangement providing for the sale or transfer by it of any property (now owned or hereafter acquired) to a Person (other than the Borrower or any Subsidiary Subsidiary) and the subsequent lease or rental of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other similar property that from such Person, other than any such transactions existing on the Borrower Closing Date and any renewals, replacements, or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredextensions thereof.

Sale and Leaseback. The Borrower will notnot enter, and will not permit any of its Subsidiaries toSubsidiary to enter, enter into any arrangement, directly or indirectly, with any other Person whereby the Borrower or any such Subsidiary of the Borrower shall sell or transfer any property real or personal property, whether now owned by it in order or hereafter acquired, and then or thereafter to rent or lease as lessee such property or lease any part thereof or any other property that which the Borrower or any such Subsidiary of the Borrower intends to use for substantially the same purpose or purposes as the property being sold or transferred.

Sale and Leaseback. The Except as permitted by (S)8.5.2., the Borrower will not, and will not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred.

Sale and Leaseback. The Borrower Borrowers will not, and will not permit any of its ------------------ their Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the such Borrower or any such Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the such Borrower or any such Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred.

Sale and Leaseback. The No Borrower will, or will not, and will not permit any of its Subsidiaries other Company to, enter into any arrangement, directly or indirectly, with any other Person whereby the Borrower or any Subsidiary of the Borrower such Company shall sell or transfer any property real or personal property, whether now owned by it in order or hereafter acquired, and then or thereafter to rent or lease as lessee such property or lease any part thereof or any other property that the Borrower or any Subsidiary of the Borrower which such Company intends to use for substantially the same purpose or purposes as the property being sold or transferred.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectlyarrangement with any Person, whereby in contemporaneous transactions the Borrower or any such Subsidiary sells essentially all of the Borrower shall sell or transfer any property owned by it its right, title and interest in order then or thereafter to lease such property or lease other property that a material asset and the Borrower or any such Subsidiary of acquires or leases back the Borrower intends right to use for substantially such property except in connection with the same purpose as the property being sold or transferredincurrence of Indebtedness permitted under this Agreement.

Sale and Leaseback. The Borrower will shall not, and will shall not permit any of its Subsidiaries Subsidiary to, enter into any arrangement, directly or indirectly, whereby the Borrower or any such Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that which the Borrower or any such Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred, without the prior written consent of the Majority Banks.

Sale and Leaseback. The Borrower Borrowers will not, and will not permit any of its their Subsidiaries to, directly or indirectly enter into any arrangement, directly agreement or indirectly, whereby arrangement providing for the Borrower or any Subsidiary of the Borrower shall sell sale or transfer by it of any property (now owned by it in order then or thereafter hereafter acquired) to a Person and the subsequent lease or rental of such property or lease other similar property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredfrom such Person.

Sale and Leaseback. The Borrower will not, and will not ------------------ permit any of its Subsidiaries Company to, enter into any arrangement, directly or indirectly, with any other Person whereby the Borrower or any Subsidiary of the Borrower Company shall sell or transfer any property real or personal property, whether now owned by it in order or hereafter acquired, and then or thereafter to rent or lease as lessee such property or lease any part thereof or any other property that the Borrower or which any Subsidiary of the Borrower Company intends to use for substantially the same purpose or purposes as the property being sold or transferred.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred. 8.7.

Sale and Leaseback. The Borrower will shall not, and will shall not ------------------ permit any of its Subsidiaries to, enter into any arrangementarrangement whereby it sells or transfers any of its assets, directly and thereafter rents or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease leases such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredassets.

Sale and Leaseback. The Borrower will not, and will not nor shall it permit any of its Subsidiaries Subsidiary to, enter into any arrangement, directly or indirectly, with any other Person whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property real or personal property, whether now owned by it in order or hereafter acquired, and then or thereafter to rent or lease as lessee such property or lease any part thereof or any other property that which the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose or purposes as the property being sold or transferred.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred. The Borrower will not permit the Company, any of the Related Companies or any Permitted Joint Venture to enter into any such arrangement. 8.6.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries Subsidiary to, directly or indirectly enter into any arrangement, directly agreement or indirectly, whereby arrangement providing for the Borrower or any Subsidiary of the Borrower shall sell sale or transfer by it of any property (now owned by it in order then or thereafter hereafter acquired) to a Person and the subsequent lease or rental of such property or lease other similar property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredfrom such Person.

Sale and Leaseback. The Holdings and the Borrower will shall not, and will shall not permit any of its Restricted Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer to a Person any property Property, whether now owned by it in order then or hereafter acquired, if at the time or thereafter to such Loan Party thereof shall lease as lessee such property or lease other property that the Borrower Property or any part thereof or other Property which such Loan Party or Restricted Subsidiary of the Borrower thereof intends to use for substantially the same purpose as the property being Property sold or transferred.

Sale and Leaseback. The Borrower will not, and will not permit any Guarantor or any of its Subsidiaries to, the Related Companies to enter into any arrangement, directly or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred. Nor will the Borrower permit any of the Related Companies to enter into any such arrangement.

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries Subsidiary to, enter into any arrangement, directly or indirectly, with any other Person whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property real or personal property, whether now owned by it in order or hereafter acquired, and then or thereafter to rent or lease as lessee such property or lease any part thereof or any other property that which the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose or purposes as the property being sold or transferred.

Sale and Leaseback. The Borrower will not, and will not permit any of its Borrowing Base Subsidiaries to, directly or indirectly enter into any arrangement, directly agreement or indirectly, whereby arrangement providing for the Borrower or any Subsidiary of the Borrower shall sell sale or transfer by it of any property (now owned by it in order then or thereafter to lease such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferred.hereafter

Sale and Leaseback. The Borrower will not, and will not permit any of its Subsidiaries to, shall not enter into any arrangement, directly or indirectly, arrangement whereby the Borrower or any such Subsidiary sells or transfers all or a substantial part of the Borrower shall sell or transfer any property its fixed assets then owned by it in order then and thereupon, or thereafter to lease such property within one (1) year thereafter, rents or lease other property that leases the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being assets so sold or transferredtransferred from the purchaser or transferee (or their respective successors and assigns).

Sale and Leaseback. The Such Borrower will not, and will not permit any of its Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the such Borrower or any Subsidiary of the Borrower its Subsidiaries shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the such Borrower or any Subsidiary of the such Borrower intends to use for substantially the same purpose as the property being sold or transferred.

Sale and Leaseback. The Borrower will Borrowers shall not, and will shall not permit any of its their Subsidiaries to, directly or indirectly enter into any arrangement, directly agreement or indirectly, whereby arrangement providing for the Borrower or any Subsidiary of the Borrower shall sell sale or transfer by it of any property (now owned by it in order then or thereafter hereafter acquired) to a Person and the subsequent lease or rental of such property or lease other similar property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredfrom such Person.

Sale and Leaseback. The Borrower will shall not, and will shall not ------------------ permit any Subsidiary of its Subsidiaries the Borrower to, enter into any arrangementarrangement whereby it sells or transfers any of its assets, directly and thereafter rents or indirectly, whereby the Borrower or any Subsidiary of the Borrower shall sell or transfer any property owned by it in order then or thereafter to lease leases such property or lease other property that the Borrower or any Subsidiary of the Borrower intends to use for substantially the same purpose as the property being sold or transferredassets.

Sale and Leaseback. The Borrower Borrowers will not, and will not permit any of its their Subsidiaries to, enter into any arrangement, directly or indirectly, whereby the any Borrower or any Subsidiary of the any Borrower shall sell or transfer any property owned by it in order then or thereafter to lease such property or lease other property that the a Borrower or any Subsidiary of the any Borrower intends to use for substantially the same purpose as the property being sold or transferred.