Common use of Existing Assets Clause in Contracts

Existing Assets. (i) Create, incur or assume, or permit any of its Subsidiaries to create, incur or assume, any Non-Recourse Debt secured by any of the Existing Assets, (ii) grant any Lien on any of the Existing Assets to secure any Non-Recourse Debt, or (iii) transfer any of the Existing Assets to any Non-Recourse Subsidiary (the matters referred to in clauses (i), (ii) and (iii) of this sentence being herein referred to as “Existing Asset Transactions”), provided that this Section 5.2(o) shall not prohibit Existing Asset Transactions if the aggregate fair market value (determined as of the Effective Date) of all Existing Assets that are subject to Existing Asset Transactions does not exceed $250,000,000 in the aggregate at any time. For the avoidance of doubt, Existing Assets shall cease to be considered subject to an Existing Asset Transaction if (x) with respect to clauses (i) and (ii) above, such Existing Assets cease to secure Non-Recourse Debt and (y) with respect to clause (iii) above, such Existing Assets have been transferred back to TWC or a Subsidiary of TWC (other than a Non-Recourse Subsidiary). Notwithstanding the foregoing, if Existing Assets that are subject to Existing Asset Transactions are transferred in connection with a foreclosure or in lieu of foreclosure upon Non-Recourse Debt, then they will be deemed to continue being subject to Existing Asset Transactions.

Existing Assets. (i) Create, incur or assume, or permit any of its Subsidiaries to create, incur or assume, any Non-Recourse Debt secured by any of the Existing Assets, (ii) grant any Lien on any of the Existing Assets to secure any Non-Recourse Debt, or (iii) transfer any of the Existing Assets to any Non-Recourse Subsidiary (the matters referred to in clauses (i), (ii) and (iii) of this sentence being herein referred to as “Existing Asset Transactions”), provided that this Section 5.2(o5.2(0) shall not prohibit Existing Asset Transactions if the aggregate fair market value (determined as of the Effective Date) of all Existing Assets that are subject to Existing Asset Transactions does not exceed $250,000,000 in the aggregate at any time. For the avoidance of doubt, Existing Assets shall cease to be considered subject to an Existing Asset Transaction if (x) with respect to clauses (i) and (ii) above, such Existing Assets cease to secure Non-Recourse Debt and (y) with respect to clause (iii) above, such Existing Assets have been transferred back to TWC or a Subsidiary of TWC (other than a Non-Recourse Subsidiary). Notwithstanding the foregoing, if Existing Assets that are subject to Existing Asset Transactions are transferred in connection with a foreclosure or in lieu of foreclosure upon Non-Recourse Debt, then they will be deemed to continue being subject to Existing Asset Transactions.