Common use of Casualty Events Clause in Contracts

Casualty Events. Within five Business Days after any Net Proceeds are received by or on behalf of any Wireline Company in respect of any Casualty Event, the Borrower shall (subject to Section 2.10(j)) prepay Term Borrowings in an aggregate amount equal to such Net Proceeds; provided that, if the Borrower shall deliver to the Administrative Agent a certificate of a Financial Officer to the effect that (i) the Wireline Companies intend to apply the Net Proceeds from such event (or a portion thereof specified in such certificate), within 365 days after receipt of such Net Proceeds, to repair, restore or replace the property with respect to which such Net Proceeds were received or to acquire Replacement Assets, and (ii) any property acquired in connection with such application (whether as replacement property or Replacement Assets) will be included in the Collateral at least to the extent that the property to be replaced was included therein or shall be property of a Collateral Support Party, then no prepayment will be required pursuant to this subsection in respect of such Net Proceeds (or the portion of such Net Proceeds specified in such certificate, if applicable) except that, if any such Net Proceeds have not been so applied (or committed to be applied, except to the extent such Net Proceeds are not so applied within 365 days after such commitment) by the end of such 365-day period, a prepayment will be required at that time in an amount equal to the amount of such Net Proceeds that have not been so applied or committed to be so applied.

Casualty Events. Within Not later than five Business Days after following the receipt of any Net Cash Proceeds are received by from a Casualty Event, Borrower shall apply an amount equal to 100% of such Net Cash Proceeds to make prepayments in accordance with Sections 2.10(i) and (j); provided, however, that: (i) so long as no Default or Event of Default then exists or would arise therefrom, the Net Cash Proceeds thereof shall not be required to be so applied on behalf such date to the extent that Borrower has delivered an Officers’ Certificate to the Collateral Agent on or prior to such date stating that such proceeds shall be used (A) to fund the acquisition or repair of property or the acquisition of 100% of the Equity Interests of any Wireline Company person that owns property used or usable in the business of Borrower and the Subsidiaries or (B) to repair, replace or restore the property in accordance with the provisions of this Agreement and the applicable Security Document in respect of any which such Casualty Event, the Borrower shall (subject to Section 2.10(j)) prepay Term Borrowings in an aggregate amount equal to such Net ProceedsEvent has occurred; provided that, if in each case, the actions described in clauses (A) and (B) above are commenced by Borrower shall deliver to within 360 days following the Administrative Agent a certificate date of a Financial Officer to the effect that (i) the Wireline Companies intend to apply the Net Proceeds from such event (or a portion thereof specified in such certificate), within 365 days after receipt of such Net Proceeds, Cash Proceeds and are diligently pursued to repair, restore or replace satisfactory completion to the property with respect to which such Net Proceeds were received or to acquire Replacement Assets, and extent practicable in the good faith estimate of Borrower, (ii) to the extent such Casualty Event affects any of the Collateral, all property acquired to effect any repair, replacement or restoration of such Collateral shall be made subject to the Lien of the Security Documents in connection accordance with the provisions of Section 5.11, (iii) all such application (whether as replacement property or Replacement Assets) will Net Cash Proceeds in excess of $10.0 million in the aggregate for all such Casualty Events shall be included held in the Collateral at least to Account and released therefrom only in accordance with the extent that the property to be replaced was included therein terms of Article IX, and (iv) if all or shall be property of a Collateral Support Party, then no prepayment will be required pursuant to this subsection in respect of such Net Proceeds (or the any portion of such Net Cash Proceeds specified in such certificate, if applicable) except that, if any such Net Proceeds have shall not been so applied (or committed to be applied, except to the extent such Net Proceeds are not so applied within 365 days after such commitment) by the end of such 365360-day period, a prepayment will such unused portion shall be required at that time in an amount equal to applied on the amount last day of such Net Proceeds that have not been so applied or committed to be so appliedperiod as a mandatory prepayment as provided in this Section 2.10(f).

Casualty Events. Within five Not later than seven Business Days after following the receipt of any Net Cash Proceeds are received from a Casualty Event by Holdings or on behalf any of any Wireline Company in respect of any Casualty Eventits Subsidiaries, the Borrower shall make prepayments in accordance with Sections 2.10(h) and (subject to Section 2.10(j)i) prepay Term Borrowings in an aggregate amount equal to 100% of such Net Cash Proceeds; provided that: (i) so long as no Default shall then exist or arise therefrom, if such proceeds shall not be required to be so applied on such date to the extent that Borrower shall deliver have delivered an Officers' Certificate to the Administrative Agent a certificate on or prior to such date stating that such proceeds are expected to be used to repair, replace or restore any property in respect of a Financial Officer which such Net Cash Proceeds were paid or to reinvest in other fixed or capital assets, no later than 360 days following the effect that (i) the Wireline Companies intend to apply the Net Proceeds from such event (or a portion thereof specified in such certificate), within 365 days after date of receipt of such Net Proceedsproceeds; provided that so long as construction or other work to so replace, repair or restore has commenced within such 360-day period but has not been completed (and can reasonably be expected to repairbe completed pursuant to a written contract to be completed within 540 days of receipt), restore or replace any such remaining proceeds shall continue to not be required to be so applied so long as they are used to repay any outstanding Revolving Loans; provided further that if the property with respect subject to which such Net Proceeds were received or to acquire Replacement Assets, and (ii) any property acquired in connection with such application (whether as replacement property or Replacement Assets) will be included in Casualty Event constituted Collateral under the Collateral at least to the extent that the property to be replaced was included therein or shall be property of a Collateral Support PartySecurity Documents, then no prepayment will be required all property purchased with the Net Cash Proceeds thereof pursuant to this subsection shall be made subject to the Lien of the applicable Security Documents in respect favor of such Net Proceeds the Collateral Agent, for its benefit and for the benefit of the other Secured Parties in accordance with Sections 5.11 and 5.12; and (or the ii) if any portion of such Net Cash Proceeds specified in such certificate, if applicable) except that, if any such Net Proceeds have shall not been so applied (or committed to be applied, except to the extent such Net Proceeds are not so applied within 365 days after such commitment) by the end of such 365360-day period (or 540-day period, a prepayment will as applicable), such unused portion shall be required at that time in an amount equal to applied on the amount last day of such Net Proceeds that have not been so applied or committed to be so appliedperiod as a mandatory prepayment as provided in this Section 2.10(f).

Casualty Events. Within five Subject to the provisions of the First Lien Loan Documents as in effect on July 27, 2012 (or thereafter as such provisions may be modified in accordance with the Intercreditor Agreement), not later than three Business Days after following the receipt of any Net Cash Proceeds are received in excess of $500,000 from a Casualty Event by Borrower or on behalf any of any Wireline Company in respect of any Casualty Eventits Subsidiaries, the Borrower shall make prepayments in accordance with Sections 2.10(h) and (subject to Section 2.10(j)i) prepay Term Borrowings in an aggregate amount equal to 100% of such Net Cash Proceeds; provided that, if the Borrower shall deliver to the Administrative Agent a certificate of a Financial Officer to the effect that : (i) the Wireline Companies intend so long as no Default shall then exist or arise therefrom, such proceeds shall not be required to apply the Net Proceeds from be so applied on such event (or a portion thereof specified in such certificate), within 365 days after receipt of such Net Proceeds, to repair, restore or replace the property with respect to which such Net Proceeds were received or to acquire Replacement Assets, and (ii) any property acquired in connection with such application (whether as replacement property or Replacement Assets) will be included in the Collateral at least date to the extent that such proceeds are used or committed by bona fide written contract to be used to repair, replace or restore any property in respect of which such Net Cash Proceeds were paid to reinvest in other fixed or capital assets, or applied to payment of expenses associated with such Casualty Event, including professional fees, claims adjustment expenses and costs of replacing lost revenues, no later than 180 days following the date of receipt of such proceeds; provided that if the property subject to be replaced was included therein or shall be property of a such Casualty Event constituted Collateral Support Partyunder the Security Documents, then no prepayment will be required all property purchased with the Net Cash Proceeds thereof pursuant to this subsection shall be made subject to the Lien of the applicable Security Documents in respect favor of such Net Proceeds the Collateral Agent, for its benefit and for the benefit of the other Secured Parties in accordance with Sections 5.11 and 5.12; and (or the ii) if any portion of such Net Cash Proceeds specified in such certificate, if applicable) except that, if any such Net Proceeds have shall not been be so applied (or committed by bona fide written contract to be applied, except to the extent such Net Proceeds are not so applied within 365 days after such commitment) by the end of such 365180-day period, a prepayment will such unused or uncommitted portion shall be required at that time in an amount equal to applied on the amount last day of such Net Proceeds that have not been so applied or committed to be so appliedperiod as a mandatory prepayment as provided in this Section 2.10(f).

Casualty Events. Within five Business Days after On the date on which Borrower or any Subsidiary receives any Net Available Proceeds are received by or on behalf of any Wireline Company in respect of from any Casualty Event, the Borrower shall (subject to Section 2.10(j)) prepay Term Borrowings in an aggregate principal amount equal to 100% of such Net Available Proceeds; provided thatPROVIDED, if HOWEVER, that so long as no Default or Event of Default then exists, such Net Available Proceeds shall not be required to be so applied on such date to the extent that Borrower shall deliver has delivered an Officers' Certificate to the Administrative Agent a certificate on or prior to such date stating that such proceeds shall be used to (1) repair, replace or restore any Property in respect of a Financial Officer to which such Net Available Proceeds were paid or (2) fund the effect expansion or substitution of other Property used or usable in the business of Borrower and the Subsidiaries, in each case within 360 days following the date of the receipt of such Net Available Proceeds; PROVIDED, FURTHER, HOWEVER, that (i) all such Net Available Proceeds shall be held in the Wireline Companies intend Collateral Account and released therefrom only in accordance with the terms of the Security Agreement and (ii) if all or any portion of such Net Available Proceeds not required to apply be applied to the Net Proceeds from such event (or a portion thereof specified in such certificate), prepayment of Term Loans pursuant to the preceding proviso is not so used within 365 360 days after the date of the receipt of such Net Available Proceeds, to repair, restore or replace the property with respect to which such Net Proceeds were received or to acquire Replacement Assets, and (ii) any property acquired in connection with such application (whether as replacement property or Replacement Assets) will be included in the Collateral at least to the extent that the property to be replaced was included therein or remaining portion shall be property of a Collateral Support Party, then no prepayment will be required pursuant to this subsection in respect applied on the last day of such Net Proceeds (or the portion of such Net Proceeds period as specified in such certificate, if applicable) except that, if any such Net Proceeds have not been so applied (or committed to be applied, except to the extent such Net Proceeds are not so applied within 365 days after such commitment) by the end of such 365-day period, a prepayment will be required at that time in an amount equal to the amount of such Net Proceeds that have not been so applied or committed to be so appliedSection 2.10(b).

Casualty Events. Within five Not later than seven Business Days after following the receipt of any Net Cash Proceeds are received from a Casualty Event by Borrower or on behalf any of any Wireline Company in respect of any Casualty Eventits Subsidiaries, the Borrower shall make prepayments in accordance with Sections 2.10(h) and (subject to Section 2.10(j)i) prepay Term Borrowings in an aggregate amount equal to 100% of such Net Cash Proceeds; provided that: (i) no such prepayment shall be required under this Section 2.10(f) with respect to Casualty Events resulting in less than $2.0 million in Net Cash Proceeds in any fiscal year; (ii) so long as no Default shall then exist or arise therefrom, if such proceeds shall not be required to be so applied on such date to the extent that Borrower shall deliver have delivered an Officers' Certificate to the Administrative Agent a certificate on or prior to such date stating that such proceeds are expected to be used to repair, replace or restore any property in respect of a Financial Officer which such Net Cash Proceeds were paid or to reinvest in other fixed or capital assets, no later than 360 days following the effect that (i) the Wireline Companies intend to apply the Net Proceeds from such event (or a portion thereof specified in such certificate), within 365 days after date of receipt of such Net Proceeds, proceeds (or within 18 months of receipt of such proceeds if a binding commitment to repair, replace or restore such property or replace reinvest in other fixed or capital assets has been entered into within such 360-day period); provided that if the property with respect subject to which such Net Proceeds were received or to acquire Replacement Assets, and (ii) any property acquired in connection with such application (whether as replacement property or Replacement Assets) will be included in Casualty Event constituted Collateral under the Collateral at least to the extent that the property to be replaced was included therein or shall be property of a Collateral Support PartySecurity Documents, then no prepayment will be required all property purchased with the Net Cash Proceeds thereof pursuant to this subsection shall be made subject to the Lien of the applicable Security Documents in respect favor of such Net Proceeds the Collateral Agent, for its benefit and for the benefit of the other Secured Parties in accordance with Sections 5.11 and 5.12; and (or the iii) if any portion of such Net Cash Proceeds specified in shall not be so applied within such certificate360-day period (or such 18 month period, if applicable) except that), if any such Net Proceeds have not been so unused portion shall be applied (or committed to be applied, except to on the extent such Net Proceeds are not so applied within 365 days after such commitment) by the end last day of such 365-day period, period as a mandatory prepayment will be required at that time as provided in an amount equal to the amount of such Net Proceeds that have not been so applied or committed to be so appliedthis Section 2.10(f).

Casualty Events. Within five Business Days after any Net Proceeds are received by or on behalf of the Company or any Wireline Company Restricted Subsidiary (that is not an Insurance Subsidiary or a Subsidiary of an Insurance Subsidiary) in respect of any Casualty Event, the Borrower Company shall (subject to Section 2.10(j)) prepay Term Borrowings Loans in an aggregate amount equal to such Net Proceeds; provided that a prepayment of Loans shall be required pursuant to this paragraph only to the extent that the aggregate Net Proceeds of all Casualty Events in any Fiscal Year exceeds $10,000,000; provided that, if so long as no Event of Default shall have occurred and be continuing, the Borrower shall deliver Company may apply all or any portion of such Net Proceeds to the Administrative Agent a certificate repair or restoration of a Financial Officer the property subject to such Casualty Event or the effect that (i) the Wireline Companies intend to apply the Net Proceeds from such event (or a portion thereof specified in such certificate)acquisition of replacement property so long as, within 365 days 12 months after the receipt of such Net Proceeds, to repair, restore such reinvestment shall have been consummated or replace the property with respect to which Company shall have entered into a definitive agreement for such Net Proceeds were received or to acquire Replacement Assetsapplication, and (ii) any property acquired in connection with such application (whether as replacement property or Replacement Assets) will be included in shall have been consummated no later than 18 months after the Collateral at least to the extent that the property to be replaced was included therein or shall be property of a Collateral Support Party, then no prepayment will be required pursuant to this subsection in respect receipt of such Net Proceeds Proceeds, such repair, restoration or replacement shall have been consummated (or as certified by the portion of such Company in writing to the Agent); and provided, further, that any Net Proceeds specified in such certificate, if applicable) except that, if any such Net Proceeds have not been so applied (or committed to be applied, except to the extent such Net Proceeds are not so applied within 365 days after such commitment) by the end conclusion of such 365-day periodthe 12th or 18th month, a prepayment will as the case may be, shall be required at that time in an amount equal immediately applied to the amount prepayment of such Net Proceeds that have not been so applied or committed to be so appliedthe Loans as set forth in this Section 2.09(d)(iii).

Casualty Events. Within five Business Days after any Net Proceeds are received by or on behalf of any Wireline Company in respect of any Casualty Event, the Borrower shall (subject to Section 2.10(j)paragraph (i) of this Section) prepay Term Borrowings in an aggregate amount equal to such Net Proceeds; provided that, if the Borrower shall deliver to the Administrative Agent a certificate of a Financial Officer to the effect that (i) the Wireline Companies intend to apply the Net Proceeds from such event (or a portion thereof specified in such certificate), within 365 days after receipt of such Net Proceeds, to repair, restore or replace the property with respect to which such Net Proceeds were received or to acquire Replacement Assets, and (ii) any property acquired in connection with such application (whether as replacement property or Replacement Assets) will be included in the Collateral at least to the extent that the property to be replaced was included therein or shall be property of a Collateral Support Party, then no prepayment will be required pursuant to this subsection in respect of such Net Proceeds (or the portion of such Net Proceeds specified in such certificate, if applicable) except that, if any such Net Proceeds have not been so applied (or committed to be applied, except to the extent such Net Proceeds are not so applied within 365 days after such commitment) by the end of such 365-day period, a prepayment will be required at that time in an amount equal to the amount of such Net Proceeds that have not been so applied or committed to be so applied.

Casualty Events. Within five Business Days after any Net Proceeds are received by or on behalf of any Wireline Company in respect of any Casualty Event, the Borrower shall (subject to Section 2.10(j)paragraph (h) of this Section) prepay Term Borrowings in an aggregate amount equal to such Net Proceeds; provided that, if the Borrower shall deliver to the Administrative Agent a certificate of a Financial Officer to the effect that (i) the Wireline Companies intend to apply the Net Proceeds from such event (or a portion thereof specified in such certificate), within 365 days after receipt of such Net Proceeds, to repair, restore or replace the property with respect to which such Net Proceeds were received or to acquire Replacement Assets, and (ii) any property acquired in connection with such application (whether as replacement property or Replacement Assets) will be included in the Collateral at least to the extent that the property to be replaced was included therein or shall be property of a Collateral Support Party, then no prepayment will be required pursuant to this subsection in respect of such Net Proceeds (or the portion of such Net Proceeds specified in such certificate, if applicable) except that, if any such Net Proceeds have not been so applied (or committed to be applied, except to the extent such Net Proceeds are not so applied within 365 days after such commitment) by the end of such 365-day period, a prepayment will be required at that time in an amount equal to the amount of such Net Proceeds that have not been so applied or committed to be so applied.

Casualty Events. Within five On or prior to the third Business Days Day after the date on which any Company receives any Net Available Proceeds are received by or on behalf of any Wireline Company in respect of from any Casualty Event, the Borrower shall (subject to Section 2.10(j)) prepay Term Borrowings in an aggregate principal amount equal to 100% of such Net Available Proceeds; provided thatprovided, if however, that (x) so long as no Event of Default then exists or would arise therefrom, such Net Available Proceeds shall not be required to be so applied on such date to the extent that Borrower shall deliver has delivered an Officer's Certificate to the Administrative Agent a certificate on or prior to such date stating that such proceeds shall be used to (1) repair, replace or restore any Property in respect of a Financial Officer to which such Net Available Proceeds were paid or (2) fund the effect that (i) substitution of other Property used or usable in the Wireline Companies intend to apply business of Borrower and the Net Proceeds from such event (or a portion thereof specified Subsidiaries, in such certificate), each case within 365 180 days after following the date of the receipt of such Net Proceeds, to repair, restore or replace the property with respect to which such Net Available Proceeds were received or to acquire Replacement Assets, and (iiy) if all or any property acquired in connection with such application (whether as replacement property or Replacement Assets) will be included in the Collateral at least to the extent that the property to be replaced was included therein or shall be property of a Collateral Support Party, then no prepayment will be required pursuant to this subsection in respect of such Net Proceeds (or the portion of such Net Available Proceeds specified in such certificate, if applicable) except that, if any such Net Proceeds have not been so required to be applied to the prepayment of Term Loans (or committed to be applied, except reduction of Revolving Credit Commitments) pursuant to the extent such Net Proceeds are preceding proviso is not so applied used within 365 180 days after such commitment) by the end date of such 365-day period, a prepayment will be required at that time in an amount equal to the amount receipt of such Net Available Proceeds, such remaining portion shall be paid by Borrower to the Administrative Agent and applied by the Administrative Agent on the last day of such period as specified in Section 2.10(b), unless prior to such 180th day a Company shall have entered into a binding agreement to so use such Net Available Proceeds, in each case within 180 days after the date of such agreement (and if not so used, the Net Available Proceeds that have not been so shall be applied or committed to be so appliedas specified in Section 2.10(b)).

Casualty Events. Within five Business Days after On the date on which Borrower or any --------------- Subsidiary receives any Net Available Proceeds are received by or on behalf of any Wireline Company in respect of from any Casualty Event, the Borrower shall (subject to Section 2.10(j)) prepay Term Borrowings in an aggregate principal amount equal to 100% of such Net Available Proceeds; provided thatprovided, if however, that (x) so long as no Default or Event of Default then -------- ------- exists, such Net Available Proceeds shall not be required to be so applied on such date to the extent that Borrower shall deliver has delivered an Officer's Certificate to the Administrative Agent a certificate on or prior to such date stating that such proceeds shall be used to (1) repair, replace or restore any Property in respect of a Financial Officer to which such Net Available Proceeds were paid or (2) fund the effect that (i) substitution of other Property used or usable in the Wireline Companies intend to apply business of Borrower and the Net Proceeds from such event (or a portion thereof specified Subsidiaries, in such certificate), each case within 365 days after following the date of the receipt of such Net Available Proceeds, to repair, restore or replace the property with respect to which (y) all such Net Available Proceeds were received or to acquire Replacement Assetsshall be held in the Collateral Account and released therefrom only in accordance with the terms of the Security Agreement, and (iiz) if all or any property acquired in connection with such application (whether as replacement property or Replacement Assets) will be included in the Collateral at least to the extent that the property to be replaced was included therein or shall be property of a Collateral Support Party, then no prepayment will be required pursuant to this subsection in respect of such Net Proceeds (or the portion of such Net Available Proceeds specified in such certificate, if applicable) except that, if any such Net Proceeds have not been required to be applied to the prepayment of Term Loans pursuant to the preceding proviso is not so applied used (or committed to be applied, except used pursuant to the extent such Net Proceeds are not so applied a binding written agreement) within 365 days after such commitment) by the end date of such 365-day period, a prepayment will be required at that time in an amount equal to the amount receipt of such Net Proceeds that have not been so Available Proceeds, such remaining portion shall be applied or committed to be so appliedon the last day of such period as specified in Section 2.10(b).