Certain Proceeds of Asset Sales. If during any fiscal year of the Borrower, Holdings and its Subsidiaries have received cumulative Net Cash Proceeds during such fiscal year from one or more Asset Sales (other than Asset Sales permitted by Section 7.02(b), (h) through (j) and (l) through (o)) of at least $2,500,000, not later than the third Business Day following the date of receipt of any Cash Proceeds in excess of such amount, an amount equal to 100% of the Net Cash Proceeds then received in excess of such amount from any Asset Sale shall be applied as a mandatory prepayment of the Loans in accordance with Section 2.13(d) below; provided, that (A) if no Event of Default shall have occurred and be continuing, and (B) the Borrower notifies the Administrative Agent of the amount and nature thereof and of its intention to reinvest all or a portion of such Net Cash Proceeds in assets constituting Collateral (other than inventory) of Holdings and its Subsidiaries within 180 days of receipt of such Net Cash Proceeds (or, if the Holdings or the relevant Subsidiary, as applicable, has contractually committed within 180 days following receipt of such Net Cash Proceeds to reinvest such Net Cash Proceeds, then within 360 days following receipt of such Net Cash Proceeds), then no such prepayment shall be required. Any amounts not so applied to such reinvestment or as provided in Section 8.03 shall be applied to the prepayment of the Loans as provided in Section 2.13(d) below. If at the end of any such 180 day period (or 360 day period, as applicable) any portion of such Net Cash Proceeds has not been so reinvested, the Borrower will immediately make a prepayment of the Loans, to the extent required above.
Certain Proceeds of Asset Sales. If during any fiscal year of the U.S. Borrower, the U.S. Borrower or any Restricted Subsidiary has received cumulative Net Cash Proceeds during such fiscal year from one or more Asset Sales (other than any Directed Divestment) of at least $25,000,000 (other than Net Cash Proceeds from Asset Sales permitted by Section 7.02(a), (b), (c), (f), (i) and (j)), not later than the fifth (5th) Business Day following the date of receipt of any Cash Proceeds in excess of such amount (the “Excess Asset Sale Proceeds”), (x) the EMEA Borrower shall prepay the principal amount of the EMEA Term Loans and (y) the U.S. Borrower shall prepay the principal amount of each of the U.S. Loans, in each case, in an aggregate amount at least equal to its Applicable Prepayment Portion of such Excess Asset Sale Proceeds in accordance with Section 2.13(d) below; provided that the Applicable Borrower notifies the Administrative Agent that it intends to reinvest all or a portion of such Net Cash Proceeds in assets useful in the business within 365 days following receipt of such Net Cash Proceeds or, if (X) any of the U.S. Prepayment Group or (Y) any of the Non-U.S. Prepayment Group, as applicable, have entered into a legally binding commitment to reinvest such Net Cash Proceeds in assets useful in the business within 365 days of receipt thereof, then within 180 days of the date of such legally binding commitment, such notice to describe the amount and nature of such reinvestment, then no such prepayment shall be required. If by the deadline specified in the proviso in the preceding sentence, any portion of such Excess Asset Sale Proceeds has not been so reinvested, (x) the EMEA Borrower shall prepay the principal amount of the EMEA Term Loans and (y) the U.S. Borrower shall prepay the principal amount of U.S. Loans, in each case, in an aggregate principal amount at least equal to its Applicable Prepayment Portion of such Excess Asset Sale Proceeds to the extent required above. Any such prepayments shall be applied to the prepayment of the Loans as provided in Section 2.13(d) below.
Certain Proceeds of Asset Sales. Not later than the Business Day following the date of the receipt by any Credit Party or any of its Subsidiaries of the Cash Proceeds from any Asset Sale occurring after the Closing Date, an amount equal to 100% of the Net Cash Proceeds received from such Asset Sale shall be applied as a mandatory prepayment of the Loans in accordance with Section 2.11(d) below.
Certain Proceeds of Asset Sales. If during any fiscal year of any of the Credit Parties or their respective Subsidiaries has received cumulative Net Cash Proceeds during such fiscal year from one or more Asset Sales of at least $10,000,000 (other than Asset Sales permitted by Section 7.02(e)), not later than the third Business Day following the date of receipt of any Cash Proceeds in excess of such amount, an amount equal to 100% of the Net Cash Proceeds then received in excess of such amount from any Asset Sale shall be applied as a mandatory prepayment of the Loans in accordance with Section 2.10(b)(vii) below; provided, that (A) if no Default or Event of Default shall have occurred and be continuing, and (B) the Borrowers notify the Lender of the amount and nature thereof and of their intention to reinvest all or a portion of such Net Cash Proceeds in such capital expenditures during such 180-day period, then no such prepayment shall be required and may be applied as provided in Section 8.03 if an Event of Default occurs and is continuing. If at the end of any such 180-day period any portion of such Net Cash Proceeds has not been so reinvested, the Borrowers will immediately make a prepayment of the Loans, to the extent required above.
Certain Proceeds of Asset Sales. If during any fiscal year of the Borrower, the Borrower and its Subsidiaries have received cumulative Net Cash Proceeds during such fiscal year from one or more Asset Sales (other than any Asset Sale made pursuant to Section 7.02(d) or (g)) in excess of $10,000,000, not later than the third Business Day following the date of receipt of any Cash Proceeds in excess of such amount, an amount equal to 100% of the Net Cash Proceeds then received, shall be applied as a mandatory prepayment of the Loans in accordance with Section 2.13(d) below.
Certain Proceeds of Asset Sales. If during any fiscal year of the Borrower, the Borrower and its Subsidiaries have received cumulative Cash Proceeds during such fiscal year from one or more Asset Sales of at least $500,000, not later than the third Business Day following the date of receipt of any Cash Proceeds in excess of such amount, an amount equal to 100% of the Net Cash Proceeds then received in excess of such amount from any Asset Sale shall be applied as a mandatory prepayment of the Loans in accordance with Section 5.1(d) below; provided, that (A) if no Default or Event of Default shall have occurred and be continuing, (B) the Borrower and its Subsidiaries have scheduled Consolidated Capital Expenditures to be made during the following 270 days, and (iii) the Borrower notifies the Administrative Agent of the amount and nature thereof and of its intention to reinvest all or a portion of such Net Cash Proceeds in such Consolidated Capital Expenditures during such 270 day period, then no such prepayment shall be required to the extent of the amount of such Net Cash Proceeds as to which the Borrower so indicates such reinvestment will take place. If at the end of any such 270 day period any portion of such Net Cash Proceeds has not been so reinvested, the Borrower will immediately make a prepayment of the Loans, as provided above.
Certain Proceeds of Asset Sales. If during any fiscal year of the Parent Guarantor, the Parent Guarantor or any Restricted Subsidiary has received cumulative Net Cash Proceeds during such fiscal year from one or more Asset Sales (including, for the avoidance of doubt, the disposition of all or any portion of the Infrastructure Business) (other than any Directed Divestment) of at least $5,000,000 (other than Net Cash Proceeds from Asset Sales permitted by Section 7.02(a), (b), (c) and (j)), not later than the fifth (5th) Business Day following the date of receipt of any Cash Proceeds in excess of such amount (the “Excess Asset Sale Proceeds”), the Borrower shall prepay the principal amount of Term Loans in an aggregate amount equal to such Excess Asset Sale Proceeds in accordance with Section 2.13(d) below.
Certain Proceeds of Asset Sales. If during any fiscal year of the Parent Guarantor, the Parent Guarantor or any Restricted Subsidiary has received cumulative Net Cash Proceeds during such fiscal year from one or more Asset Sales (including, for the avoidance of doubt, the disposition of all or any portion of the Infrastructure Business) (other than any Directed Divestment) of at least $5,000,000 (other than Net Cash Proceeds from Asset Sales permitted by #4842-1976-9300 #4848-6974-4858 Section 7.02(a), (b), (c) and (j)), not later than the fifth (5th) Business Day following the date of receipt of any Cash Proceeds in excess of such amount (the “Excess Asset Sale Proceeds”), the Borrower shall prepay the principal amount of Term Loans in an aggregate amount equal to such Excess Asset Sale Proceeds in accordance with Section 2.13(d) below.
Certain Proceeds of Asset Sales. Section 5.2(d) of the Credit Agreement is hereby, effective as of the Effective Date, amended and restated in its entirety to read as follows:
Certain Proceeds of Asset Sales. If the Borrower or any of its Subsidiaries have received Cash Proceeds from any Asset Sale (in a single transaction or a series of related transactions) of at least $25,000, not later than the second Business Day following the date of receipt of any Cash Proceeds in excess of such amount, an amount at least equal to 100% of the Net Cash Proceeds then received in excess of such amount from such Asset Sale, shall be applied as a mandatory prepayment of principal of the outstanding General Revolving Loans, and the General Revolving Loan Commitments shall be permanently reduced as provided in Section 4.3(c) of the Credit Agreement.
