Abandonment of Assets Clause Samples

Abandonment of Assets. Any Group Entity takes or seeks to take any action to (a) abandon all or any material portion of the Mining Assets, (b) abandon the construction of the Gold Bar Asset, (c) put any Operating Mine on care and maintenance, or (d) otherwise suspend construction, development or mining operations, any Operating Mine (other than temporary suspensions for sound operational reasons not to exceed three (3) months).
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Abandonment of Assets. In the event that: (a) the Company, in its good faith judgment, determines, based upon reasonable assumptions and after consultation with the Review Committee, that the continued ownership and operation of any Business Unit would be neither profitable to nor in the best interests of the Company and the Holders; (b) the Company is not obligated to make a Revolving Credit Loan to the applicable Business Unit Entity pursuant to Section 4.03(b); (c) third party financing to fund the cash requirements of such Business Unit is unavailable to the applicable Business Unit Entity; (d) the Company is unwilling to make a Company Loan to the applicable Business Unit Entity in connection with such Business Unit; and (e) the Review Committee has rejected a request to have another Business Unit make an Advance to such Business Unit, then the Company may cease to operate such Business Unit; provided, however, that prior to any such cessation, the Company shall (i) unless otherwise consented to by the Representatives, use commercially reasonable efforts for a period of at least 12 months to market and sell or lease the Assets comprising such Business Unit and (ii) if no potential purchaser or lessee for any of such Assets exists as of the last day of such period, the Company shall, unless otherwise consented to by the Representatives, sell any such Assets at a public auction, for cash or credit, at the highest price bid for such Assets at such auction. Any and all costs, expenses and proceeds that are incurred, paid and received, as applicable, in connection with any such sale of Assets shall constitute Receipts and Expenditures, as applicable, with respect to the applicable Business Unit and, provided further, that in the event that such cessation relates to the Playa Vista Business Unit prior to the Termination Date, and the Company has funded less than $10,000,000 pursuant to the Funding Requirement, the Company shall, on the date of such cessation, credit the Playa Vista Business Unit Account with an amount equal to: (i) $10,000,000 minus the amount of the ▇▇▇▇▇▇ Funding plus (ii) a 7% per annum, compounded semi-annually, return on such amount accruing from the effective date hereof until such amount is credited to the Playa Vista Business Unit Account.
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Abandonment of Assets. Agents may find themselves in possession of assets which have no immediate or foreseeable value but which might possibly become valuable in the future. The Accountant’s opinion is that an agent should take no action which might be construed as a formal or tacit abandonment of such property. But If an ‘asset’ is a burden, it may be wise to expressly abandon it. Assets must not be abandoned without the approval of the Accountant.
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Abandonment of Assets. The Borrower, Andes Corporation Minera S.A. or NPGUS LLC takes or seeks to take any action to abandon all or any material portion of the Mining Assets.
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Related to Abandonment of Assets

  • Disposition of Assets No Loan Party shall, and no Loan Party shall suffer or permit any of its Subsidiaries to, directly or indirectly, sell, assign, lease, convey, transfer or otherwise dispose of (whether in one or a series of transactions) any Property (including the Stock of any Subsidiary of any Loan Party, whether in a public or a private offering or otherwise, and accounts and notes receivable, with or without recourse) or enter into any agreement to do any of the foregoing (except subject to compliance with, or termination of, this Agreement), except: (a) dispositions of inventory, or used, worn-out or surplus equipment or defaulted receivables for collection, all in the Ordinary Course of Business; (b) dispositions not otherwise permitted hereunder which are made for fair market value (excluding Accounts, Inventory and notes receivable); provided, that (i) at the time of any disposition, no Event of Default shall exist or shall result from such disposition, (ii) not less than 75% of the aggregate sales price from such disposition shall be paid in cash, (iii) such dispositions are made for fair market value, (iv) the requirements of Section 2.05(b)(ii), to the extent applicable, are complied with in connection therewith, provided that, all Net Cash Proceeds received from dispositions in any Fiscal Year under this clause (b) in an aggregate amount in excess of $7,500,000 per annum shall be paid in accordance with Section 2.03(b) of the Term Credit Agreement or, if applicable, Second Lien Credit Agreement, and (v) after giving effect to such disposition, the Loan Parties are in compliance on a pro forma basis with the covenant set forth in Section 7.19, recomputed for the most recent Fiscal Quarter for which financial statements have been delivered; (c) dispositions of Cash Equivalents; (d) licenses, sublicenses, leases or subleases granted to third parties in the Ordinary Course of Business not interfering with the business of the Loan Parties or any of their Subsidiaries; (e) dispositions constituting an Investment or Restricted Payment permitted under this Agreement; (f) dispositions in connection with an Event of Loss; provided that the requirements of Section 2.05(b) and Section 2.03(b) of the Term Credit Agreement are complied with in connection therewith; (g) dispositions of the assets of any Non-Material Subsidiary; (h) sale-leasebacks of real estate, machinery and equipment with a value not to exceed $10,000,000 in the aggregate; (i) termination of a lease that is not reasonably likely to result in a Material Adverse Effect and does not result from a default by a Loan Party; and (j) any disposition described in the Structure Memorandum.

  • Protection of Assets (a) Except for transactions and activities entered into in connection with the securitization that is the subject of this Agreement, the trust created by this Agreement is not authorized and has no power to: (1) borrow money or issue debt; (2) merge with another entity, reorganize, liquidate or sell assets; (3) engage in any business or activities. (b) Each party to this Agreement agrees that it will not file an involuntary bankruptcy petition against the Trustee or the Trust Fund or initiate any other form of insolvency proceeding until after the Certificates have been paid in full.

  • Condition of Assets 4 2.10 TITLE TO AND ENCUMBRANCES ON PROPERTY . . . . . . . . . . . . . . . . . . 4 2.11 INVENTORIES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 2.12 INTELLECTUAL PROPERTY RIGHTS; NAMES . . . . . . . . . . . . . . . . . . .