Permitted Disposition
Example Definitions of "Permitted Disposition"
Permitted Disposition. Means a Disposition by a Stockholder (i) in the case of a Stockholder that is a natural person, by gift to his or her spouse or to the siblings, lineal descendants, or parents of such Stockholder or of his or her spouse or to any Entity of which such person or persons are the sole beneficiaries, provided, that with respect to all such Dispositions by an Existing Stockholder to any such Entity, voting power of such shares of Common Stock, if any, is retained by one or more of the natural
... persons enumerated in this clause (i); (ii) in the case of any Stockholder that is a trust, to a successor trustee or trustees of any trust established for one or more of the persons specified in clause (i) above; (iii) upon the death of a Stockholder who is a natural person to such Stockholder's heirs, executors, administrators, testamentary trustees, legatees or beneficiaries; (iv) upon termination of employment or pursuant to agreements approved by the Board of Directors permitting the Company to repurchase any Security, to the Company or any designee or assignee thereof selected by the Board of Directors; (v) with respect to any Disposition by any Cherokee Investor Entity, to any Affiliate of such Cherokee Investor Entity approved by the Board of Directors, from any Cherokee Investor Entity to any other Cherokee Investor Entity, or to any Person who directly or indirectly owns an interest in such Cherokee Investor Entity; (vi) with respect to any Disposition by any Significant Holder, to any Affiliate of such Significant Holder approved by the Board of Directors, or to any Person who directly or indirectly owns an interest in such Significant Holder; or (vii) to secure an obligation of the Company approved by the Board of Directors, including but not limited to, a pledge of such Stockholder's Securities in favor of one or more lenders providing loans and/or other advances of credit to the Company, and any subsequent Disposition of such Securities upon a foreclosure sale or other exercise of rights and remedies by such lender or lenders, or by an agent or representative acting on behalf of such lender or lenders.
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Permitted Disposition. Has the meaning set forth in the --------------------- Credit Agreement.
Permitted Disposition. Shall mean any sale, assignment, transfer, issuance or other disposition (a) by Pledgor of any direct or indirect ownership, equity or other beneficial interest in the Company or any other Collateral to any Person or (b) by Pledgor or the Company of any direct or indirect ownership, equity or other beneficial interest in PowerTel to any Person, provided that (i) the net proceeds of any such sale, assignment, transfer, issuance or other disposition shall be deposited into a new account with a
... Credit Agreement Lender that is subject to an account control agreement (or account control agreements, as applicable) which is or are reasonably satisfactory to such Credit Agreement Lender, the Administrative Agent and Lender subject to (x) a perfected first lien and security interest in favor of the Administrative Agent for the benefit of the Secured Parties (as defined in the Security Agreement) and (y) a perfected second lien and security interest in favor of Lender (as applicable); (ii) the consideration received in connection with any such sale, assignment, transfer, issuance or other disposition shall not be less than the fair value of the property sold, assigned, transferred, issued or otherwise disposed of, as determined in good faith and approved by the board of directors of Pledgor; (iii) any such sale, assignment, transfer, issuance or other disposition shall be effected on an arm's-length basis; and (iv) Pledgor shall deliver to Lender, no less than ten (10) Business Days prior to the date of any such expected sale, assignment, transfer, issuance or other disposition, written notice of the identity of the purchaser, assignee or other transferee, the expected date of closing such sale, assignment, transfer, issuance or other disposition, the expected date of receipt by Pledgor of the net proceeds (including the approximate amount thereof) with respect thereto, the principal terms of such sale, assignment, transfer, issuance or other disposition, and such other information as Lender may reasonably request in writing (in each case subject to any applicable confidentiality provisions or requirements).
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Permitted Disposition. Has the meaning set forth in paragraph 4(b)(i) below;
Permitted Disposition. Means: (a) sale of inventory in the ordinary course of business; (b) licensing, on a non-exclusive basis, intellectual property rights in the ordinary course of business; (c) leasing or subleasing assets in the ordinary course of business; (d) (i) the lapse of intellectual property to the extent not economically desirable in the conduct of business or (ii) the abandonment of intellectual property rights in the ordinary course of business. 13
... (e) any involuntary loss, damage or destruction of property; (f) any involuntary condemnation, seizure or taking, by exercise of the power of eminent domain or otherwise, or confiscation or requisition of use of property; (g) transfers of assets (i) from a Loan Party to another Loan Party, and (ii) from any subsidiary of Borrower that is not a Loan Party to the Borrower or any Loan Party Parent; (h) disposition of obsolete or worn-out equipment in the ordinary course of business; and (i) disposition of property or assets not otherwise permitted in clauses (a) through (h) above for cash in an aggregate amount not less than the fair market value of such property or assets.
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