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|CHARTER COMMUNICATIONS, INC. /MO/ filed this Form 425 on 11/25/2015|
Asset Sale means:
(1) the sale, lease, conveyance or other disposition of any assets or rights, other than sales of inventory in the ordinary course of the Cable Related Business consistent with applicable past practices; provided that the sale, conveyance or other disposition of all or substantially all of the assets of the Company and its Subsidiaries, taken as a whole, will be governed by the provisions of the Indenture; and
(2) the issuance of Equity Interests by any Restricted Subsidiary of the Company or the sale of Equity Interests in any Restricted Subsidiary of the Company.
Notwithstanding the preceding, the following items shall not be deemed to be Asset Sales:
(1) any single transaction or series of related transactions that:
(a) involves assets having a fair market value of less than $100 million; or
(b) results in net proceeds to the Company and its Restricted Subsidiaries of less than $100 million;
(2) a transfer of assets between or among the Company and its Restricted Subsidiaries;
(3) an issuance of Equity Interests by a Restricted Subsidiary of the Company to the Company or to another Wholly Owned Restricted Subsidiary of the Company;
(4) a Restricted Payment (as defined in an applicable supplemental indenture hereto, when applicable) that is permitted by the Indenture;
(5) a Restricted Investment that is permitted by the Indenture;
(6) the incurrence of Liens not prohibited by the Indenture and the disposition of assets related to such Liens by the secured party pursuant to a foreclosure;
(7) any disposition of cash or Cash Equivalents;
(8) any surrender or waiver of contract rights or settlement, including, without limitation with respect to Hedging Obligations;
(9) like-kind property exchanges under Section 1031 of the Internal Revenue Code;
(10) non-exclusive licenses of intellectual property; and
(11) any sale or disposition of inventory or accounts receivable in the ordinary course of business.
Bankruptcy Law means Title 11, U.S. Code or any similar Federal or state law of any jurisdiction relating to bankruptcy, insolvency, winding up, liquidation, reorganization or relief of debtors.