Common use of Sale or Transfer of Assets; Suspension of Business Operations Clause in Contracts

Sale or Transfer of Assets; Suspension of Business Operations. No Borrower will sell, lease, assign, transfer or otherwise dispose of (i) the stock of any Subsidiary, (ii) all or a substantial part of its assets, or (iii) any Collateral or any interest therein (whether in one transaction or in a series of transactions) to any other Person other than (a) the sale of Inventory in the ordinary course of business and (b) the sale, lease, assignment, transfer or disposal of obsolete or worn out Equipment disposed of in the ordinary course of business the value of which does not exceed $100,000 during any fiscal year. No Borrower will liquidate, dissolve or suspend its business operations. No Borrower will transfer any part of its ownership interest in any Intellectual Property Rights and will not permit any agreement under which it has licensed Licensed Intellectual Property to lapse, except that a Borrower may transfer such rights or permit such agreements to lapse if it shall have reasonably determined that the applicable Intellectual Property Rights are no longer useful in its business. If a Borrower transfers any Intellectual Property Rights for value, such Borrower will pay over the proceeds to the Lender for application to the Obligations. No Borrower will license any other Person to use any of such Borrower's Intellectual Property Rights, except that such Borrower may grant licenses in the ordinary course of its business in connection with (A) sales of Inventory, (B) provision of services to its customers, (C) research and development programs, and (D) foundary services.

Appears in 1 contract

Samples: Credit and Security Agreement (Ramtron International Corp)

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Sale or Transfer of Assets; Suspension of Business Operations. No The Borrower will not, and will not permit any Subsidiary to, sell, lease, assign, transfer or otherwise dispose of (ia) the stock of any Subsidiary, (ii) all or a substantial part of its assets, or (iiib) any Collateral (as to the Borrower) or any other assets or any interest therein (whether in one transaction or in a series of transactions) to any other Person other than (ai) the sale of Inventory in the ordinary course of business and or (bii) the sale, lease, assignment, transfer or disposal of obsolete or worn out Equipment disposed of in unneeded equipment the ordinary course of business the aggregate value of which does not exceed $100,000 during any fiscal year12-month period. No The Borrower will not, and will not permit any Subsidiary to, liquidate, dissolve or suspend its business operations. No The Borrower will not, and will not permit any Subsidiary to, transfer any part of its ownership interest in any Intellectual Property Rights and will not permit any agreement under which it has licensed Licensed Intellectual Property to lapse, except that a the Borrower or any Subsidiary may transfer such rights or permit such agreements to lapse if it shall have reasonably determined that the applicable Intellectual Property Rights are no longer useful in its business. If a the Borrower transfers any Intellectual Property Rights for value, such the Borrower will pay over the proceeds to the Lender for application to the ObligationsIndebtedness. No The Borrower will not, and will not permit any Subsidiary to, license any other Person to use any of the Borrower’s or such Borrower's Subsidiary’s Intellectual Property Rights, except that such the Borrower may grant licenses in the ordinary course of its business in connection with (A) sales of Inventory, (B) Inventory or provision of services to its customers, (C) research and development programs, and (D) foundary services.

Appears in 1 contract

Samples: Credit and Security Agreement (Delphax Technologies Inc)

Sale or Transfer of Assets; Suspension of Business Operations. No Neither the Borrower nor any of its Subsidiaries will sell, lease, assign, transfer or otherwise dispose of (i) the stock of any SubsidiarySubsidiary of such Person, (ii) all or a substantial part of its assets, or (iii) any Collateral given by it or any interest therein (whether in one transaction or in a series of transactions) to any other Person other than (a) the sale of Inventory in the ordinary course of business and (b) the sale, lease, assignment, transfer or disposal of obsolete or worn out Equipment disposed of in the ordinary course of business the value of which does will not exceed $100,000 during any fiscal year. No Borrower will liquidate, dissolve or suspend its business operations. No Neither the Borrower nor any of its Subsidiaries will transfer any part of its ownership interest in any Intellectual Property Rights and will not or permit any agreement under which it has licensed Licensed Intellectual Property to lapse, except that a Borrower such Person may transfer such rights or permit such agreements to lapse if it shall have reasonably determined that the applicable Intellectual Property Rights are no longer useful in its business. If a the Borrower transfers any Intellectual Property Rights for value, such Borrower Person will pay over the proceeds to the Lender for application to the Obligations. No Neither the Borrower nor any of its Subsidiaries will and will not permit any of its Subsidiaries to, license any other Person to use any of such BorrowerPerson's Intellectual Property Rights, except that such the Borrower and its Subsidiaries may grant licenses in the ordinary course of its business in connection with (A) sales of Inventory, (B) Inventory or provision of services to its customers, (C) research and development programs, and (D) foundary services.

Appears in 1 contract

Samples: Credit and Security Agreement (Schuff International Inc)

Sale or Transfer of Assets; Suspension of Business Operations. No Except for transfers among the entities constituting Borrower, neither the Borrower nor any of its Subsidiaries will sell, lease, assign, transfer or otherwise dispose of (i) the stock of any SubsidiarySubsidiary of such Person, (ii) all or a substantial part of its assets, or (iii) any Collateral given by it or any interest therein (whether in one transaction or in a series of transactions) to any other Person other than (a) the sale of Inventory in the ordinary course of business and (b) will not liquidate, dissolve or suspend business operations; provided however, subject to the saleprovisions of Section 6.2(d), lease, assignment, transfer or disposal of the Borrower may replace obsolete or worn out Equipment disposed of damaged machinery, equipment, fixtures or furniture in the ordinary course of business business. Neither the value Borrower nor any of which does not exceed $100,000 during any fiscal year. No Borrower will liquidate, dissolve or suspend its business operations. No Borrower Subsidiaries will transfer any part of its ownership interest in any Intellectual Property Rights and will not or permit any agreement under which it has licensed Licensed Intellectual Property to lapse, except that a Borrower such Person may transfer such rights or permit such agreements to lapse if it shall have reasonably determined that the applicable Intellectual Property Rights are no longer useful in its business. If a the Borrower transfers any Intellectual Property Rights for value, such Borrower Person will pay over the proceeds to the Lender for application to the Obligations. No Neither the Borrower nor any of its Subsidiaries will and will not permit any of its Subsidiaries to, license any other Person to use any of such BorrowerPerson's Intellectual Property Rights, except that such the Borrower and its Subsidiaries may grant licenses in the ordinary course of its business in connection with (A) sales of Inventory, (B) Inventory or provision of services to its customers, (C) research and development programs, and (D) foundary services.

Appears in 1 contract

Samples: And Security Agreement (Hc2 Holdings, Inc.)

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Sale or Transfer of Assets; Suspension of Business Operations. No The Borrower will not sell, lease, assign, transfer or otherwise dispose of (i) the stock of any Subsidiary, (ii) all or a substantial part of its assets, or (iii) any Collateral or any interest therein (whether in one transaction or in a series of transactions) to any other Person other than (a) the sale of Inventory in the ordinary course of business and (b) business, the sale, lease, assignment, transfer sale or disposal of useless or obsolete Equipment (with all proceeds of such sale or worn out Equipment disposed disposal paid to the Lender or first to such other Person who, at the time of such sale or disposal, has a first priority security interest in the ordinary course of business the value of which does such Equipment) and will not exceed $100,000 during any fiscal year. No Borrower will liquidate, dissolve or suspend its business operations. No The Borrower will not transfer any part of its ownership interest in any Intellectual Property Rights and will not permit any agreement under which it has licensed Licensed Intellectual Property to lapse, except that a the Borrower may transfer such rights or permit such agreements to lapse if it shall have reasonably determined that the applicable Intellectual Property Rights are no longer useful in its business. If a the Borrower transfers any Intellectual Property Rights for value, such the Borrower will pay over the proceeds to the Lender for application to the ObligationsIndebtedness. No The Borrower will not license any other Person to use any of such the Borrower's ’s Intellectual Property Rights, except that such the Borrower may grant licenses in the ordinary course of its business in connection with (A) sales of Inventory, (B) Inventory or provision of services to its customers, (C) research and development programs, and (D) foundary services.

Appears in 1 contract

Samples: Credit and Security Agreement (Pure Earth, Inc.)

Sale or Transfer of Assets; Suspension of Business Operations. No Except for transfers among the entities constituting Borrower, neither the Borrower nor any of its Subsidiaries will sell, lease, assign, transfer or otherwise dispose of (i) the stock of any SubsidiarySubsidiary of such Person, (ii) all or a substantial part of its assets, or (iii) any Collateral given by it or any interest therein (whether in one transaction or in a series of transactions) to any other Person other than (a) the sale of Inventory in the ordinary course of business and (b) will not liquidate, dissolve or suspend business operations; provided however, subject to the saleprovisions of Section 6.2(d), lease, assignment, transfer or disposal of the Borrower may replace obsolete or worn out Equipment disposed of damaged machinery, equipment, fixtures or furniture in the ordinary course of business business. Neither the value Borrower nor any of which does not exceed $100,000 during any fiscal year. No Borrower will liquidate, dissolve or suspend its business operations. No Borrower Subsidiaries will transfer any part of its ownership interest in any Intellectual Property Rights and will not or permit any agreement under which it has licensed Licensed Intellectual Property to lapse, except that a Borrower such Person may transfer such rights or permit such agreements to lapse if it shall have reasonably determined that the applicable Intellectual Property Rights are no longer useful in its business. If a the Borrower transfers any Intellectual Property Rights for value, such Borrower Person will pay over the proceeds to the Lender for application to the Obligations. No Neither the Borrower nor any of its Subsidiaries will and will not permit any of its Subsidiaries to, license any other Person to use any of such Borrower's Person’s Intellectual Property Rights, except that such the Borrower and its Subsidiaries may grant licenses in the ordinary course of its business in connection with (A) sales of Inventory, (B) Inventory or provision of services to its customers, (C) research and development programs, and (D) foundary services.

Appears in 1 contract

Samples: Security Agreement and Fixture Filing (HC2 Holdings, Inc.)

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