Specified Disposition definition

Specified Disposition means any disposition of all or substantially all of the assets or Capital Stock of any Subsidiary of the Borrower or any division, business unit, product line or line of business.

Specified Disposition means any disposition of all or substantially all of the assets or Equity Interests of any Subsidiary of the Borrower or any division, business unit, product line or line of business of the Borrower or any Subsidiary of the Borrower.

Specified Disposition means (a) any Disposition having gross sales proceeds equal to or greater than $50,000,000 or (b) any other Disposition designed as a “Specified Disposition” by the Borrower in the applicable Compliance Certificate.

Examples of Specified Disposition in a sentence

• Subject to the satisfaction of the conditions precedent specifiedin Section 5 below, effective as of the Consent Effective Date, notwithstanding anything to the contrary in Section 7.02(c)(ii) of the Financing Agreement, the Required Lenders hereby consent to the Specified Disposition (the foregoing consent, the “Specified Consent”).

• Each of the Holders agrees and acknowledges that the transferees party to the Specified Disposition may enforce the obligations of each of the Holders hereunder.

• For the avoidance of doubt, the MGM Mirage Disposition Transaction shall not constitute a Specified Disposition and the Borrower Group shall not be required to make any mandatory prepayment or commitment reduction in connection therewith.

• Subject to the satisfaction of the conditions precedent specifiedin Section 5 below, effective as of the Consent No. 2 Effective Date, notwithstanding anything to the contrary in Section 7.02(c)(ii) or Section 7.02(f) of the Financing Agreement, the Required Lenders hereby consent to the Specified Disposition and the Specified Sale and Leaseback Transaction (the foregoing consents, collectively, “Specified Consent”).

• If a Lender fails to deliver such Rejection Notice to the Administrative Agent within the time frame specified above or such Rejection Notice fails to specify the amount to be rejected, any such failure will be deemed an acceptance of the total amount of such mandatory prepayment of Revolving Loans (and, in the case of a Specified Disposition described in Section 2.04(b)(iii)(1), a permanent reduction of its Revolving Commitment) to which such Lender is otherwise entitled.

More Definitions of Specified Disposition

Specified Disposition means any sale, transfer or other disposition, or series of related sales, transfers or other dispositions (other than (x) in the ordinary course of business or (y) among Holdings, the Borrower and the Restricted Subsidiaries), (a) that involves assets comprising all or substantially all of an operating unit of a business or common Equity Interests of any Person, in each case owned by any Restricted Company and (b) the total consideration in respect of which exceeds $5,000,000.

Specified Disposition means the sale by FE or any Borrower, directly or indirectly, of up to 20% of the issued and outstanding voting equity in any of its Significant Subsidiaries (solely with respect to FE, as such term is defined in the Parent Credit Agreement) at the time of such disposition, and for which such Borrower and FE shall have received all necessary and applicable Governmental Action.

Specified Disposition means any Disposition referred to in clause (a) of the definition of Subject Disposition, to the extent a material amount of Property is disposed of in such Disposition.

Specified Disposition means any sale, transfer or other disposition, or series of related sales, transfers or other dispositions (other than (x) in the ordinary course of business or (y) among Restricted Companies), (a) that involves assets comprising all or substantially all of an operating unit of a business or common Equity Interests of any Person, in each case owned by any Restricted Company and (b) that, at the time of such disposition, represents more than 5% of the Consolidated EBITDA of the Restricted Companies; provided that at the discretion of the Company, any such disposition that meets the criteria set forth in clause (a) above but not the criteria set forth in clause (b) above may be deemed to be a Specified Disposition for purposes of calculations made on a Pro Forma Basis.

Specified Disposition means any Asset Disposition (other than pursuant to Sections 9.5(a) through 9.5(p)) having gross sales proceeds in excess of $5,000,000.

Specified Disposition means any Disposition made pursuant to Section 7.05(m).

Specified Disposition means a Disposition of assets or entities or operating lines or divisions for a purchase price of not less than $25,000,000.