Common use of Transfer of Properties Clause in Contracts

Transfer of Properties. The Loan Parties shall not, and shall not permit any of their respective Subsidiaries to, Transfer any Property; PROVIDED that (i) the Loan Parties and their respective Subsidiaries may create, incur, assume or permit to exist Liens in accordance with subsection 7.2, and (ii) each Loan Party and each of its Subsidiaries may sell or otherwise permanently dispose of any Property (whether directly or by the sale or other permanent disposition of all, but not less than all, the capital stock or other equity Securities of the Subsidiary that owns such Property) if (a) each such sale or other permanent disposition of such Property is made on an arms-length basis, (b) the consideration received by such Loan Party or Subsidiary in any such transaction (net of any Pool B Obligations forgiven or paid in connection therewith), in an amount not less than the Release Price required to be paid pursuant to subsection 2.10 in connection with the Release of such Property, shall be Cash and shall be received on the date of such sale or other permanent disposition, (c) with respect to any Pool A Property, the Borrowing Base shall be reduced as provided in subsection 2.4B(iii) and (d) with respect to any Pool A Property, the Borrower complies with the provisions set forth in subsection 2.10 with respect to such Property, including the payment of any Release Price required thereby.

Transfer of Properties. The Loan Parties shall not, and shall not permit any of their respective Subsidiaries to, Transfer any Property; PROVIDED that (i) the Loan Parties and their respective Subsidiaries may create, incur, assume or permit to exist Liens in accordance with subsection 7.26.2, and (ii) each Loan Party and each of its Subsidiaries may sell or otherwise permanently dispose of any Property (whether directly or by the sale or other permanent disposition of all, but not less than all, the capital stock or other equity Securities of the Subsidiary that owns such Property) prior to the termination of the Senior Credit Agreement if (a) each such sale or other permanent disposition of such Property is made on an arms-length basis, (b) the consideration received by such Loan Party or Subsidiary in any such transaction (net of any Pool B Obligations forgiven or paid in connection therewith), in an amount not less than the Release Price required to be paid pursuant to subsection 2.10 in connection with the Release of such Property, shall be Cash cash and shall be received on the date of such sale or other permanent disposition, and (c) with respect to any Pool A Property, the Borrowing Base shall be reduced as provided in subsection 2.4B(iii) and (d) with respect to any Pool A Property, the Borrower complies with the provisions set forth in subsection 2.10 with respect to such Property, including the payment of any Release Price required thereby.