Asset Sale Proceeds. The Borrower shall make mandatory principal prepayments of the Loans and/or Cash Collateralize the L/C Obligations in the manner set forth in Section 4.4(b)(v) below in amounts equal to one hundred percent (100%) of the aggregate Net Cash Proceeds from the sale or other disposition or series of related sales or other dispositions of assets by the Borrower or any of its Restricted Subsidiaries other than sales or other dispositions of assets permitted pursuant to Section 11.5(a) through (i). Such prepayments shall be made within three (3) Business Days after the date of receipt of the Net Cash Proceeds of any such sale or other disposition or series of related sales or other dispositions of assets by the Borrower or any of its Restricted Subsidiaries; provided that, so long as no Default or Event of Default has occurred and is continuing, no such mandatory principal prepayments shall be required (A) until the Net Cash Proceeds of sales and dispositions exceed $10,000,000 in the aggregate during any Fiscal Year (at which point all such Net Cash Proceeds shall be subject to prepayment in accordance with this Section 4.4(b)(iii) with the date upon which such threshold is exceeded being deemed to be the date of receipt of such Net Cash Proceeds); or (B) in connection with any such Net Cash Proceeds which are committed to be reinvested in assets used in the business of the Borrower and its Restricted Subsidiaries within 12 months after receipt of such Net Cash Proceeds and are thereafter actually reinvested in operating assets used in the business of the Borrower and its Restricted Subsidiaries within 18 months after receipt of such Net Cash Proceeds by the Borrower or such Restricted Subsidiary; provided, that any portion of the Net Cash Proceeds not committed to be reinvested within such 12 month period or actually reinvested within such 18 month period shall be prepaid in accordance with this Section. Upon and during the continuance of an Event of Default and upon notice from the Administrative Agent, all such Net Cash Proceeds received by the Borrower and its Restricted Subsidiaries shall be applied to make prepayments of the Loans and/or Cash Collateralize the L/C Obligations, such prepayments and/or Cash Collateral to be made within three (3) Business Days after the Borrower’s or such Restricted Subsidiary’s receipt of all such Net Cash Proceeds; provided that nothing in this sentence shall require the Borrower to repay a greater amount of Net Cash Proceed...
Asset Sale Proceeds. No later than two hundred seventy (270) days following the receipt by the Borrower or any of its Subsidiaries of any Net Cash Proceeds which have not been reinvested as of such date in similar assets or distributed to the shareholders of the Borrower in accordance with, and subject to the limitations set forth in, Section 12.6(b), the Borrower shall prepay the Loans in the manner set forth in Section 4.5(b)(v) below in an amount equal to one hundred percent (100%) of the aggregate Net Cash Proceeds from the sale or other disposition or series of related sales or other dispositions of assets by the Borrower or any of its Subsidiaries permitted pursuant to Sections 12.5(e) or not otherwise permitted pursuant to this Agreement; provided that the Borrower shall not be required to prepay the Loans with the first $5,000,000 of Net Cash Proceeds from such sales or other dispositions in any fiscal year; provided, further, that (1) any new assets purchased with such Net Cash Proceeds must be subject to the Lien of the Administrative Agent under the Security Documents, subject only to Permitted Liens, and (2) until so reinvested, such Net Cash Proceeds shall be deposited and held in a deposit account of which the Administrative Agent has “control” (as defined in Article 9 of the UCC). Notwithstanding any of the foregoing to the contrary, upon and during the continuance of an Event of Default and upon notice from the Administrative Agent, all Net Cash Proceeds received by the Borrower and its Subsidiaries from the sale or other disposition or series of related sales or other dispositions of assets by the Borrower or any of its Subsidiaries permitted pursuant to Sections 12.5(e) shall be applied to prepay the Loans, such prepayments to be made within three (3) Business Days after the Borrower’s or any such Subsidiary’s receipt of such Net Cash Proceeds.
Asset Sale Proceeds. The Borrower shall repay the Loans outstanding under the Commitments as set forth in Section 7.4(a) hereof. On and after the Facility B Commitment Termination Date any such payments in respect of the Facility B Commitment shall be applied to Loans outstanding thereunder in inverse order of maturity.
Asset Sale Proceeds. Holdings and its Subsidiaries ------------------- shall take all actions requested by the Administrative Agent to ensure that the Net Proceeds of the Asset Sale are applied to prepay the Loans in accordance with Section 2.11(c), including, if not prohibited by any contract to which any Loan Party is a party, granting the Lenders a security interest in such Net Proceeds (and related contract rights).
Asset Sale Proceeds. Section 1.6 of the Term Note is ------------------- hereby amended by deleting the section in its entirety and replacing it with the following: Within fourteen (14) calendar days after the consummation of an Asset Sale involving the Put Call Properties, the Payor will pay to the Payee by wire transfer to the bank account designated by the Payee such aggregate principal amount of this Note as equals one hundred percent (100%) of the Asset Sale Proceeds.
Asset Sale Proceeds. The Borrower shall repay the Loans outstanding under the Facility B Commitment and the Facility C Commitment as set forth in Section 7.4(a) hereof, pro rata between such Commitments. Any such payments shall be applied to Loans outstanding thereunder in inverse order of maturity.
Asset Sale Proceeds. The Borrowers shall make mandatory ------------------- principal prepayments of the Term Loans in the manner set forth in Section 4.5(c)(vi) in amounts equal to one hundred percent (100%) of the aggregate Net Cash Proceeds (as long as such Net Cash Proceeds exceed $1,000,000 in the aggregate in any Fiscal Year and then only such excess) from the sale or other disposition of assets by the Company, any Borrower or any of their respective Subsidiaries in each case pursuant to Section 11.6(e) which proceeds have not been utilized by the applicable seller within 180 days of such sale to purchase replacement assets. Such reduction shall be made on the earlier of 180 days after the date of consummation of any such transaction or the date the Borrowers notify the Administrative Agent of the applicable seller's intention not to so utilize such Net Cash Proceeds.
Asset Sale Proceeds. The Borrowers shall make mandatory principal prepayments (in the manner set forth in Section 4.4(b)(vii) below) of the Term Loans in amounts equal to one hundred percent (100%) of the Net Cash Proceeds from the sale or other disposition of assets by any Borrower or any of its Subsidiaries other than in the ordinary course of business, including without limitation, pursuant to Section 11.6(g). Such prepayment shall be made within three (3) Business Days after the date of consummation of any such transaction.
Asset Sale Proceeds. The Company hereby agrees to immediately use proceeds from the Asset Sale (excluding the associated debt owed to Texas Capital) to make the full Redemption Payments owed through March 31, 2010.
Asset Sale Proceeds. No later than one hundred eighty (180) days following the Borrower’s or applicable Restricted Subsidiary’s receipt thereof, the Borrower shall make mandatory principal prepayments of the Term Loan in the manner set forth in Section 4.4(b)(vii) below in amounts equal to one hundred percent (100%) of the aggregate Net Cash Proceeds in excess of $10,000,000 in the aggregate during any Fiscal Year from the sale or other disposition or series of related sales or other dispositions of assets by the Borrower or any of its Restricted Subsidiaries other than sales or other dispositions of assets permitted pursuant to Section 11.5 (a) through (h). Upon and during the continuance of an Event of Default and upon notice from the Administrative Agent, all such Net Cash Proceeds received by the Borrower and its Restricted Subsidiaries shall be applied to make prepayments of the Term Loan, such prepayments to be made within three (3) Business Days after the Borrower’s or such Restricted Subsidiary’s receipt of all such Net Cash Proceeds; provided that nothing in this sentence shall require the Borrower to repay a greater amount of Net Cash Proceeds than it would be required to repay pursuant to the first sentence of this Section 4.4(b)(iv).
