Common use of Certain Proceeds of Asset Sales Clause in Contracts

Certain Proceeds of Asset Sales. If during any fiscal year of Holdings, Holdings and its Subsidiaries have received cumulative Net Cash Proceeds during such fiscal year from one or more Asset Sales (other than an Asset Sale permitted under Section 7.02(c), Section 7.02(l) or Section 7.02(m)) of at least $7,500,000, 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 (other than an Asset Sale permitted under Section 7.02(c), Section 7.02(l) or Section 7.02(m)) shall be applied as a mandatory prepayment of the Loans in accordance with Section 2.12(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 or propose to schedule Consolidated Capital Expenditures during the following 365 days, (C) the Borrower notifies the Administrative Agent of the amount and nature thereof in reasonable detail and of its intention to reinvest all or a portion of such Net Cash Proceeds in such Consolidated Capital Expenditures during such 365 day period and (D) the aggregate Net Cash Proceeds in such fiscal year to be reinvested pursuant to this Section 2.12(c)(iii) does not exceed $10,000,000, then no such prepayment shall be required. If at the end of any such 365 day period 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 Holdingsthe Borrower, Holdings the Borrower and its Restricted Subsidiaries have received cumulative Net Cash Proceeds during such fiscal year from one or more Asset Sales (other than an Asset Sale permitted under Section 7.02(c), Section 7.02(l) or Section 7.02(m)) of at least $7,500,00010,000,000 (other than Net Cash Proceeds from Asset Sales permitted by Section 7.02(a), (b), (c), (f), (i) and Error! Reference source not found.), not later than the third fifth (5th) 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 (other than an Asset Sale permitted under Section 7.02(c), Section 7.02(l) or Section 7.02(m)) shall be applied as a mandatory prepayment of the Loans in accordance with Section 2.12(d2.13(a) below; provided, that (A) if no Default or Event of Default shall have occurred and be continuing, continuing and (B) the Borrower and its Subsidiaries have scheduled or propose to schedule Consolidated Capital Expenditures during the following 365 days, (C) the Borrower notifies the Administrative Agent of the amount and nature thereof in reasonable detail and of its intention 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 Consolidated Capital Expenditures during Net Cash Proceeds or, if the Borrower has entered into a legally binding commitment to reinvest such 365 day period and (D) the aggregate Net Cash Proceeds in assets useful in the business within 365 days of receipt thereof, then within 180 days of the date of such fiscal year legally binding commitment, such notice to be reinvested pursuant to this Section 2.12(c)(iii) does not exceed $10,000,000describe the amount and nature of such reinvestment, then no such prepayment shall be required. If at by the end of any such 365 day period deadline specified in clause (B) above, 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. Any amounts not so applied to such reinvestment shall be applied to the prepayment of the Loans as provided in Section 2.13(d) below.

Certain Proceeds of Asset Sales. If during any fiscal year of Holdingsthe Borrower, Holdings the Borrower and its Subsidiaries have received cumulative Net Cash Proceeds during such fiscal year from one or more Asset Sales (other than an Asset Sale permitted under Section 7.02(c), Section 7.02(l) or Section 7.02(m)) of at least $7,500,0001,000,000, not later than the third Business Day following the date of receipt of any Cash Proceeds in excess of such amount, an amount, conforming to the requirements as to the amount of partial prepayments contained in section 5.1, at least equal to 100% of the Net Cash Proceeds then received in excess of such amount from any Asset Sale (other than an Asset Sale permitted under Section 7.02(c)Sale, Section 7.02(l) or Section 7.02(m)) shall be applied as a mandatory prepayment of principal of the Loans in accordance with Section 2.12(d) belowoutstanding Loans; providedPROVIDED, that (Ai) if no Default under section 10.1(a) or Event of Default shall have occurred and be continuing, (Bii) the Borrower and its Subsidiaries have scheduled or propose to schedule Consolidated Capital Expenditures during the following 365 days12 months, and (Ciii) the Borrower notifies the Administrative Agent of the amount and nature thereof in reasonable detail and of its intention to reinvest all or a portion of such Net Cash Proceeds in such Consolidated Capital Expenditures during such 365 day period and (D) the aggregate Net Cash Proceeds in such fiscal year to be reinvested pursuant to this Section 2.12(c)(iii) does not exceed $10,000,00012 month period, then no such prepayment shall be requiredrequired to the extent the Borrower so indicates that such reinvestment will take place. If at the end of any such 365 day 12 month period any portion of such Net Cash Proceeds has not been so reinvested, the Borrower will immediately make a prepayment of the Loansoutstanding Loans as provided above in an amount, conforming to the extent required aboverequirements as to amount of prepayments contained in section 5.1, at least equal to such remaining amount.

Certain Proceeds of Asset Sales. If during any fiscal year of Holdingsthe Borrower, Holdings the Borrower and its Restricted Subsidiaries have received cumulative Net Cash Proceeds during such fiscal year from one or more Asset Sales (other than an Asset Sale permitted under Section 7.02(c), Section 7.02(l) or Section 7.02(m)) of at least $7,500,000500,000 (other than Net Cash Proceeds from Asset Sales permitted by Section 7.02(a), (b), (c), (f), (i) and (j)), not later than the third fifth 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 (other than an Asset Sale permitted under Section 7.02(c), Section 7.02(l) or Section 7.02(m)) shall be applied as a mandatory prepayment of the Loans in accordance with Section 2.12(d2.13(a) below; provided, that (A) if no Default or Event of Default shall have occurred and be continuing, continuing and (B) the Borrower and its Subsidiaries have scheduled or propose to schedule Consolidated Capital Expenditures during the following 365 days, (C) the Borrower notifies the Administrative Agent of the amount and nature thereof in reasonable detail and of its intention 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 Consolidated Capital Expenditures during Net Cash Proceeds or, if the Borrower has entered into a legally binding commitment to reinvest such 365 day period and (D) the aggregate Net Cash Proceeds in assets useful in the business within 365 days of receipt thereof, then within 180 days of the date of such fiscal year legally binding commitment, such notice to be reinvested pursuant to this Section 2.12(c)(iii) does not exceed $10,000,000describe the amount and nature of such reinvestment, then no such prepayment shall be required. If at by the end of any such 365 day period deadline specified in clause (B) above, 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. Any amounts not so applied to such reinvestment shall be applied to the prepayment of the Loans as provided in Section 2.13(d) below.