Common use of Application of Net Insurance/Condemnation Proceeds Clause in Contracts

Application of Net Insurance/Condemnation Proceeds. Upon receipt by Company or any of its Domestic Subsidiaries, or by Collateral Agent as loss payee, of any Net Insurance/Condemnation Proceeds, so long as no Event of Default shall have occurred and be continuing, Company or such Domestic Subsidiary shall cause to be deposited all such Net Insurance/Condemnation Proceeds with Collateral Agent, and Collateral Agent shall hold the same in the General Collateral Account pending a determination by Company or its applicable Subsidiary as to whether the Company or applicable Domestic Subsidiary (a) will repair, restore or replace the assets in respect of which such Net Insurance/Condemnation Proceeds were received or (b) will elect to cause prepayments of the Loans and/or the reduction of the Revolving Loan Commitments as provided in subsection 2.4B. The failure by Company or such Domestic Subsidiary to make an election under the preceding sentence on or before the date that is 120 days after receipt of the Net Insurance/Condemnation Proceeds shall be deemed an election to cause the prepayments of the Loans and/or the reduction in the Revolving Commitments as provided in subsection 2.4B and Collateral Agent shall be entitled (but shall not be obligated) to use any Net Insurance/Condemnation Proceeds held by Collateral Agent to prepay the Loans and to make any other payments required under the Intercreditor Agreement. If an Event of Default shall have occurred and be continuing, Domestic Borrowers shall deliver to Collateral Agent for application to the Loans if Collateral Agent so elects (or, if Collateral Agent is holding Net Insurance/Condemnation Proceeds, Collateral Agent shall be entitled to apply if it so elects) an amount equal to such portion of such Net Insurance/Condemnation Proceeds to prepay the Loans (and/or reduce the Revolving Loan Commitments) as provided in subsection 2.4B subject to any limitations contained in the Intercreditor Agreement. If any Net Insurance/Condemnation Proceeds are released to Company or its applicable Subsidiary pursuant to this subsection 5.4B, and any portion of such Net Insurance/Condemnation Proceeds are not used to repair, replace or restore the assets in respect of which such Net Insurance/Condemnation Proceeds were received, any amount of such Net Insurance/Condemnation Proceeds not so used shall be applied to prepay the Term Loans and/or reduce Revolving Loan Commitments as provided in subsection 2.4B and shall be otherwise applied as required by the Intercreditor Agreement.

Application of Net Insurance/Condemnation Proceeds. Upon receipt by Company or any of its Domestic Subsidiariesother Loan Party, or by Collateral Agent as lender’s loss payee, of any Net Insurance/Condemnation Proceeds, so long as no Event of Default shall have occurred and be continuing, Company or such Domestic Subsidiary shall cause to be deposited all other Loan Party may retain such Net Insurance/Condemnation Proceeds with Collateral Agent, and Collateral Agent shall hold the same in the General Collateral Account proceeds pending a determination by Company or its the applicable Subsidiary Loan Party as to whether the Company or applicable Domestic Subsidiary Loan Party (ai) will repair, restore or replace the assets in respect of which such Net Insurance/Condemnation Proceeds were received or otherwise reinvest such Net Insurance/Condemnation Proceeds into the business of Company or a Loan Party; or (bii) will elect to cause prepayments of the Loans and/or the reduction of the Revolving Loan Commitments as provided in subsection 2.4B. Loans. The failure by Company or such Domestic Subsidiary Loan Party to make an election under the preceding sentence on or before the date that is 120 days after receipt of the Net Insurance/Condemnation Proceeds shall be deemed an election to cause the prepayments of the Loans and/or and the reduction in the Revolving Commitments as provided in subsection 2.4B and Collateral Agent Borrowers shall be entitled (but shall not be obligated) to use any Net Insurance/Condemnation Proceeds held by Collateral Agent to prepay the Loans and to make any other payments required under the Intercreditor AgreementAgreement in an amount equal to such Net Insurance/Condemnation Proceeds. If an Event of Default shall have occurred and be continuing, Domestic Borrowers the applicable Loan Party shall deliver to Collateral Agent for application to the Loans if Collateral Agent so elects (or, if Collateral Agent is holding Net Insurance/Condemnation Proceeds, Collateral Agent shall be entitled to apply if it so elects) an amount equal to such portion of such Net Insurance/Condemnation Proceeds to prepay the Loans (and/or reduce the Revolving Loan Commitments) as provided in subsection 2.4B Section 4.4 subject to any limitations contained in the Intercreditor Agreement. If Upon any election pursuant to subclause (i) above, Company or the applicable Loan Party shall, following such election, diligently pursue (x) the repair, restoration or replacement of the assets in respect of which such Net Insurance/Condemnation Proceeds are released to were received or (y) the reinvestment of such Net Insurance/Condemnation Proceeds into the business of Company or its applicable Subsidiary pursuant to this subsection 5.4B, and a Loan Party. If any portion of such Net Insurance/Condemnation Proceeds are not used to repair, replace or restore the assets in respect of which such Net Insurance/Condemnation Proceeds were receivedreceived or otherwise reinvested in the business of Company or a Loan Party within, in the case of any such proceeds that would constitute “Excess Proceeds” under the indenture governing the Existing Xxxxx-Xxxxxxxx Senior Unsecured Notes if not so used by a date certain, 355 days of such receipt (or Company and/or the applicable Loan Party cease the diligent pursuit of the same), any amount of such Net Insurance/Condemnation Proceeds not so used shall be applied to prepay the Term Loans and/or reduce Revolving Loan Commitments as provided in subsection 2.4B and shall be otherwise applied as required by the Intercreditor Agreement, provided that the Net Insurance/ Condemnation Proceeds received by OI Europe shall only be applied in connection with Loans drawn for its own account.

Application of Net Insurance/Condemnation Proceeds. Upon receipt by Company or any of its Domestic Subsidiariesother Loan Party, or by Collateral Agent as loss payee, of any Net Insurance/Condemnation Proceeds, so long as no Event of Default shall have occurred and be continuing, Company or such Domestic Subsidiary shall cause to be deposited all other Loan Party may retain such Net Insurance/Condemnation Proceeds with Collateral Agent, and Collateral Agent shall hold the same in the General Collateral Account proceeds pending a determination by Company or its the applicable Subsidiary Loan Party as to whether the Company or applicable Domestic Subsidiary Loan Party (a) will repair, restore or replace the assets in respect of which such Net Insurance/Condemnation Proceeds were received or otherwise reinvest such Net Insurance/Condemnation Proceeds into the business of Company or a Loan Party; or (b) will elect to cause prepayments of the Loans and/or and/or, if and to the reduction of extent required by subsection 2.4B(iii), permanently reduce the US Revolving Loan Commitments and the Multicurrency 141 Revolving Loan Commitments, on a pro rata basis, as provided in subsection 2.4B. The failure by Company or such Domestic Subsidiary Loan Party to make an election under the preceding sentence on or before the date that is 120 days after receipt of the Net Insurance/Condemnation Proceeds shall be deemed an election to cause the prepayments of the Loans and/or and/or, if and to the reduction in extent required by subsection 2.4B(iii), permanently reduce the US Revolving Loan Commitments and the Multicurrency Revolving Loan Commitments, on a pro rata basis, as provided in subsection 2.4B and Collateral Agent the Borrowers shall be entitled (but shall not be obligated) to use any Net Insurance/Condemnation Proceeds held by Collateral Agent to prepay the Loans and to make any other payments required under the Intercreditor AgreementAgreement in an amount equal to such Net Insurance/Condemnation Proceeds. If an Event of Default shall have occurred and be continuing, Domestic Borrowers the applicable Loan Party shall deliver to Collateral Agent for application to the Loans if Collateral Agent so elects (or, if Collateral Agent is holding Net Insurance/Condemnation Proceeds, Collateral Agent shall be entitled to apply if it so elects) an amount equal to such portion of such Net Insurance/Condemnation Proceeds to prepay the Loans (and/or and/or, if and to the extent required by subsection 2.4B(iii), permanently reduce the US Revolving Loan Commitments and the Multicurrency Revolving Loan Commitments, on a pro rata basis) as provided in subsection 2.4B subject to any limitations contained in the Intercreditor Agreement. If Upon any election pursuant to clause (a) above, Company or the applicable Loan Party shall, following such election, diligently pursue (x) the repair, restoration or replacement of the assets in respect of which such Net Insurance/Condemnation Proceeds are released to were received or (y) the reinvestment of such Net Insurance/Condemnation Proceeds into the business of Company or its applicable Subsidiary pursuant to this subsection 5.4B, and a Loan Party. If any portion of such Net Insurance/Condemnation Proceeds are not used to repair, replace or restore the assets in respect of which such Net Insurance/Condemnation Proceeds were receivedreceived or otherwise reinvested in the business of Company or a Loan Party within, in the case of any such proceeds that would constitute “Excess Proceeds” under the indenture governing the Existing Xxxxx-Xxxxxxxx Senior Unsecured Notes if not so used by a date certain, 355 days of such receipt (or Company and/or the applicable Loan Party cease the diligent pursuit of the same), any amount of such Net Insurance/Condemnation Proceeds not so used shall be applied to prepay the Term Loans and/or and/or, if and to the extent required by subsection 2.4B(iii), permanently reduce the US Revolving Loan Commitments and the Multicurrency Revolving Loan Commitments, on a pro rata basis, as provided in subsection 2.4B and shall be otherwise applied as required by the Intercreditor Agreement.

Application of Net Insurance/Condemnation Proceeds. Upon receipt by Company or any of its Domestic Subsidiaries, or by Collateral Agent as loss payee, of any Net Insurance/Condemnation Proceeds, so long as no Event of Default shall have occurred and be continuing, Company or such Domestic Subsidiary shall cause to be deposited all such Net Insurance/Condemnation Proceeds with Collateral Agent, and Collateral Agent shall hold the same in the General Collateral Account pending a determination by Company or its applicable Subsidiary as to whether the Company or applicable Domestic Subsidiary (a) will repair, restore or replace the assets in respect of which such Net Insurance/Condemnation Proceeds were received or (b) will elect to cause prepayments of the Loans and/or the reduction of the Revolving Loan Commitments as provided in subsection 2.4B. The failure by Company or such Domestic Subsidiary to make an election under the preceding sentence on or before the date that is 120 days after receipt of the Net Insurance/Condemnation Proceeds shall be deemed an election to cause the prepayments of the Loans and/or the reduction in the Revolving Commitments as provided in subsection 2.4B and Collateral Agent shall be entitled (but shall not be obligated) to use any Net Insurance/Condemnation Proceeds held by Collateral Agent to prepay the Loans and to make any other payments required under the Intercreditor Agreement. If an Event of Default shall have occurred and be continuing, Domestic Borrowers shall deliver to Collateral Agent for application to the Loans if Collateral Agent so elects (or, if Collateral Agent is holding Net Insurance/Condemnation Proceeds, Collateral Agent shall be entitled to apply if it so elects) an amount equal to such portion of such Net Insurance/Condemnation Proceeds to prepay the Loans (and/or reduce the Revolving Loan Commitments) as provided in subsection 2.4B subject to any limitations contained in the Intercreditor Agreement. If any Net Insurance/Condemnation Proceeds are released to Company or its applicable Subsidiary pursuant to this subsection 5.4B, and any portion of such Net Insurance/Condemnation Proceeds are not used to repair, replace or restore the assets in respect of which such Net Insurance/Condemnation Proceeds were received, any amount of such Net Insurance/Condemnation Proceeds not so used shall be applied to prepay the Term Loans and/or reduce Revolving Loan Commitments as provided in subsection 2.4B and shall be otherwise applied as required by the Intercreditor Agreement.. 150

Application of Net Insurance/Condemnation Proceeds. Upon receipt by Company or any of its Domestic Subsidiariesother Loan Party, or by Collateral Agent as loss payee, of any Net Insurance/Condemnation Proceeds, so long as no Event of Default shall have occurred and be continuing, Company or such Domestic Subsidiary shall cause to be deposited all other Loan Party may retain such Net Insurance/Condemnation Proceeds with Collateral Agent, and Collateral Agent shall hold the same in the General Collateral Account proceeds pending a determination by Company or its the applicable Subsidiary Loan Party as to whether the Company or applicable Domestic Subsidiary Loan Party (a) will repair, restore or replace the assets in respect of which such Net Insurance/Condemnation Proceeds were received or (b) will elect to cause prepayments of the Loans and/or the reduction of the Revolving Loan Commitments as provided in subsection 2.4B. The failure by Company or such Domestic Subsidiary Loan Party to make an election under the preceding sentence on or before the date that is 120 days after receipt of the Net Insurance/Condemnation Proceeds shall be deemed an election to cause the prepayments of the Loans and/or the reduction in the Revolving Commitments as provided in subsection 2.4B and Collateral Agent the Borrowers shall be entitled (but shall not be obligated) to use any Net Insurance/Condemnation Proceeds held by Collateral Agent to prepay the Loans and to make any other payments required under the Intercreditor AgreementAgreement in an amount equal to such Net Insurance/Condemnation Proceeds. If an Event of Default shall have occurred and be continuing, Domestic Borrowers the applicable Loan Party shall deliver to Collateral Agent for application to the Loans if Collateral Agent so elects (or, if Collateral Agent is holding Net Insurance/Condemnation Proceeds, Collateral Agent shall be entitled to apply if it so elects) an amount equal to such portion of such Net Insurance/Condemnation Proceeds to prepay the Loans (and/or reduce the Revolving Loan Commitments) as provided in subsection 2.4B subject to any limitations contained in the Intercreditor Agreement. If Upon any election pursuant to clause (a) above, Company or the applicable Loan Party shall, following such election, diligently pursue the repair, restoration or replacement of the assets in respect of which such Net Insurance/Condemnation Proceeds are released to Company or its applicable Subsidiary pursuant to this subsection 5.4B, and were received. If any portion of such Net Insurance/Condemnation Proceeds are not used to repair, replace or restore the assets in respect of which such Net Insurance/Condemnation Proceeds were receivedreceived within, in the case of any such proceeds that would constitute “Excess Proceeds” under the indenture governing the Existing Xxxxx-Xxxxxxxx Senior Secured Notes or the Existing Xxxxx-Xxxxxxxx Senior Unsecured Notes if not so used by a date certain, 355 days of such receipt (or Company and/or the applicable Loan Party cease the diligent pursuit of the same), any amount of such Net Insurance/Condemnation Proceeds not so used shall be applied to prepay the Term Loans and/or reduce Revolving Loan Commitments as provided in subsection 2.4B and shall be otherwise applied as required by the Intercreditor Agreement.