Common use of Dispositions and Involuntary Dispositions Clause in Contracts

Dispositions and Involuntary Dispositions. The Borrowers shall prepay the Term Loans as hereinafter provided in an aggregate amount equal to 100% of the Net Cash Proceeds received by any Loan Party or any Subsidiary from all Dispositions (other than (i) Permitted Transfers and (ii) the Outdoo r Produ cts Group Spin- Of f so lon g as the Bo rro wer s ha ve sa tisfie d the Spin -O ff Conditions ) and Involuntary Dispositions within ten (10) days of the date of such Disposition or Involuntary Disposition; provided, however, that so long as no Default shall have occurred and be continuing, such Net Cash Proceeds shall not be required to be so applied (A) until the aggregate amount of the Net Cash Proceeds derived from any such Disposition or Involuntary Disposition in any fiscal year of the Borrowers is equal to or greater than $10,000,000 and (B) at the election of the Borrowers (as notified by the Borrower Representative to the Administrative Agent) to the extent such Loan Party or such Subsidiary reinvests all or any portion of such Net Cash Proceeds in operating assets (other than current assets) (but specifically excluding current assets as classified by GAAP) within two hundred seventy (270) days after the receipt of such Net Cash Proceeds; provided that if such Net Cash Proceeds shall have not been so reinvested shall be immediately applied to prepay the Loans.

Dispositions and Involuntary Dispositions. The Borrowers shall prepay the Term Loans as hereinafter provided in an aggregate amount equal to 100% of the Net Cash Proceeds received by any Loan Party or any Subsidiary from all Dispositions (other than (i) Permitted Transfers and (ii) the Outdoo r Produ cts Group Spin- Of f so lon g as the Bo rro wer s ha ve sa tisfie d the Spin -O ff Conditions Transfers) and Involuntary Dispositions within ten five (105) days Business Days of the date of such Disposition or Involuntary Disposition; provided, however, that so long as no Event of Default shall have occurred and be continuing, such Net Cash Proceeds shall not be required to be so applied (A) until the aggregate amount of the Net Cash Proceeds derived from any such Disposition or Involuntary Disposition in any fiscal year of the Borrowers Chase Borrower is equal to or greater than $10,000,000 1,000,000 and (B) at the election of the Borrowers Borrower (as notified by the Borrower Representative to the Administrative Agent) to the extent such Loan Party or such Subsidiary reinvests all or any portion of such Net Cash Proceeds in operating assets (other than current assets) (but specifically excluding current assets as classified by GAAP) within two three hundred seventy sixty five (270365) days after the receipt of such Net Cash Proceeds; provided that if such any Net Cash Proceeds shall have not been so reinvested shall be immediately be applied to prepay the Loans.

Dispositions and Involuntary Dispositions. The Borrowers shall prepay the Term Loans as hereinafter provided in an aggregate amount equal to 100% of the Net Cash Proceeds received by any Loan Party or any Subsidiary from all Dispositions (other than (i) Permitted Transfers and (ii) the Outdoo r Produ cts Group Spin- Of f so lon g as the Bo rro wer s ha ve sa tisfie d the Spin -O ff Conditions Transfers) and Involuntary Dispositions within ten (10) days of the date of such Disposition or Involuntary Disposition; provided, however, that so long as no Default shall have occurred and be continuing, such Net Cash Proceeds shall not be required to be so applied (A) until the aggregate amount of the Net Cash Proceeds derived from any such Disposition or Involuntary Disposition in any fiscal year of the Borrowers is equal to or greater than $10,000,000 5,000,000 and (B) at the election of the Borrowers (as notified by the Borrower Representative to the Administrative Agent) to the extent such Loan Party or such Subsidiary reinvests all or any portion of such Net Cash Proceeds in operating assets (other than current assets) (but specifically excluding current assets as classified by GAAP) within two hundred seventy (270) days after the receipt of such Net Cash Proceeds; provided that if such Net Cash Proceeds shall have not been so reinvested shall be immediately applied to prepay the Loans.

Dispositions and Involuntary Dispositions. The Borrowers shall prepay the Term Loans and/or Cash Collateralize the L/C Obligations as hereinafter provided in an aggregate amount equal to 100% of the Net Cash Proceeds received by any Loan Party or any Restricted Subsidiary from all Dispositions (other than (i) Permitted Transfers and (ii) the Outdoo r Produ cts Group Spin- Of f so lon g as the Bo rro wer s ha ve sa tisfie d the Spin -O ff Conditions ) and Involuntary Dispositions within ten five (105) days Business Days of the date of such Disposition or Involuntary DispositionNet Cash Proceeds are received; provided, however, that so long as no Default shall have occurred and be continuing, such Net Cash Proceeds shall not be required to be so applied (A) until the aggregate amount of the Net Cash Proceeds derived from any such Disposition or Involuntary Disposition in any fiscal year of the Borrowers Parent is equal to or greater than $10,000,000 5,000,000 and (B) at the election of the Borrowers Borrower Representative (as notified by the Borrower Representative to the Administrative AgentAgent on or prior to the date such Net Cash Proceeds are otherwise required to be used to prepay Loans as set forth above) to the extent such Loan Party or such Restricted Subsidiary reinvests all or any portion of such Net Cash Proceeds in operating assets (other than current assets) (but specifically excluding current assets as classified by GAAP) within two three hundred seventy sixty-five (270365) days after the receipt of such Net Cash Proceeds; provided that if any such Net Cash Proceeds shall that have not been so reinvested within such period shall be immediately applied to prepay the LoansLoans and/or Cash Collateralize the L/C Obligations as hereinafter provided at the end of such period.

Dispositions and Involuntary Dispositions. The Borrowers Borrower shall prepay the Term Loans as hereinafter provided in an aggregate amount equal to 100% of the Net Cash Proceeds received by any Loan Party or any Subsidiary from all Dispositions (other than (i) Permitted Transfers and (ii) the Outdoo r Produ cts Group Spin- Of f so lon g as the Bo rro wer s ha ve sa tisfie d the Spin -O ff Conditions Transfers) and Involuntary Dispositions (other than, until the ABL Facility is no longer in effect, any Involuntary Dispositions in respect of ABL Priority Collateral) within ten five (105) days Business Days of the date of such Disposition or Involuntary Disposition; provided, however, that so long as no Default shall have occurred and be continuing, such Net Cash Proceeds shall not be required to be so applied (A) until the aggregate amount of the Net Cash Proceeds derived from any such Disposition or Involuntary Disposition in any fiscal year of the Borrowers Borrower is equal to or greater than $10,000,000 500,000 and (B) at the election of the Borrowers Borrower (as notified by the Borrower Representative to the Administrative AgentAgent on or prior to the date of such Disposition or Involuntary Disposition) to the extent such Loan Party or such Subsidiary reinvests all or any portion of such Net Cash Proceeds in operating assets (other than current assets) (but specifically excluding current assets as classified by GAAP) within two hundred seventy (270) days 12 months after the receipt of such Net Cash Proceeds; provided that if such Net Cash Proceeds shall have not been so reinvested shall be immediately applied to prepay the Term Loans.

Dispositions and Involuntary Dispositions. The Borrowers shall prepay (within thirty (30) days of the Term date of such Disposition or Involuntary Disposition) the Loans and/or Cash Collateralize the L/C Obligations as hereinafter provided in an aggregate amount equal to one hundred percent (100% %) of the Net Cash Proceeds received by any Loan Party or any Subsidiary from all Dispositions (other than (i) Permitted Transfers and (ii) the Outdoo r Produ cts Group Spin- Of f so lon g as sale of the Bo rro wer s ha ve sa tisfie d the Spin -O ff Conditions Corporate Headquarters) and Involuntary Dispositions within ten (10) days of the date of such Disposition or Involuntary DispositionDispositions; provided, howeverthat, that so long as no Default shall have occurred and be continuing, such Net Cash Proceeds shall not be required to be so applied (A) until the aggregate amount of the Net Cash Proceeds derived from any all such Disposition Dispositions or Involuntary Disposition Dispositions in any fiscal year of the Borrowers is equal to or greater than $10,000,000 and or (B) if, at the election of the Borrowers Company (as notified by the Borrower Representative Company to the Administrative Agent) Agent on or prior to the extent date of such Disposition or Involuntary Disposition), such Loan Party or such Subsidiary reinvests all or any portion of such Net Cash Proceeds in operating assets (other than current assets) (but specifically excluding current assets as classified by GAAP) Eligible Assets within two hundred seventy (270) days after of the receipt date of such Net Cash ProceedsDisposition or Involuntary Disposition; provided that provided, further, that, for purposes of the foregoing clause (B), if such Net Cash Proceeds shall have not been so reinvested by the end of such period, such Net Cash Proceeds shall be immediately applied to prepay the LoansLoans and/or Cash Collateralize the L/C Obligations. Any prepayment pursuant to this clause (ii) shall be applied as set forth in clause (iv) below.

Dispositions and Involuntary Dispositions. The Borrowers shall prepay the Term Loans as hereinafter provided in an aggregate amount equal to 100% of the Net Cash Proceeds received by any Loan Party or any Subsidiary from all Dispositions any Disposition (other than (iPermitted Transfers) Permitted Transfers and (ii) the Outdoo r Produ cts Group Spin- Of f so lon g as the Bo rro wer s ha ve sa tisfie d the Spin -O ff Conditions ) and or Involuntary Dispositions Disposition that is in either case in excess of $25 million within ten (10) days Business Days of the date of such Disposition or Involuntary Disposition; provided, however, that so long as no Default shall have occurred and be continuing, such Net Cash Proceeds shall not be required to be so applied (A) until the aggregate amount of the Net Cash Proceeds derived from any such Disposition or Involuntary Disposition in any fiscal year of the Borrowers is equal to or greater than $10,000,000 and (B) at the election of the Borrowers (as notified by the Borrower Representative Borrowers to the Administrative AgentAgent on or prior to the date of such Disposition or Involuntary Disposition) to the extent such Loan Party or such Subsidiary reinvests all or any portion of such Net Cash Proceeds in operating like assets (other than current assets) (but specifically excluding current assets as classified by GAAP) within two one hundred seventy and eighty (270180) days after the receipt of such Net Cash ProceedsProceeds (or, to the extent such Net Cash Proceeds have been committed to be reinvested within 180 days of receipt thereof, actually reinvested within an additional 180 days thereafter); provided that that, if such Net Cash Proceeds shall have not been so reinvested reinvested, such Net Cash Proceeds shall be immediately applied to prepay the Loans.. 54 Xxxxx Xxxxxx Credit and Guaranty Agreement AMERICAS/2024027744.12 4860-7476-1089.6

Dispositions and Involuntary Dispositions. The Borrowers Borrower shall prepay the Term Loans as hereinafter provided in an aggregate amount equal to 100% of the Net Cash Proceeds received by any Loan Party or any Subsidiary from all Dispositions (other than (i) Permitted Transfers and (ii) other than any proceeds of offerings of equity securities of the Outdoo r Produ cts Group Spin- Of f so lon g as the Bo rro wer s ha ve sa tisfie d the Spin -O ff Conditions Borrower) and Involuntary Dispositions within ten five (105) days (or such later date agreed to by the Administrative Agent, but not to exceed thirty (30) days) of the date of such Disposition or Involuntary Disposition; provided, however, that so long as no Default or Event of Default shall have occurred and be continuing, such Net Cash Proceeds shall not be required to be so applied (A) until the aggregate amount of the Net Cash Proceeds derived from any such Disposition or Involuntary Disposition in any fiscal year of the Borrowers Borrower is equal to or greater than $10,000,000 500,000 and (B) at the election of the Borrowers Borrower (as notified by the Borrower Representative to the Administrative AgentAgent on or prior to the date of such Disposition or Involuntary Disposition) to the extent such Loan Party or such Subsidiary reinvests all or any portion of such Net Cash Proceeds in operating like assets (other than current assets) (but specifically excluding current assets as classified by GAAP) within two one hundred seventy eighty (270180) days after the receipt of such Net Cash Proceeds; provided that if such Net Cash Proceeds shall have not been so reinvested such Net Cash Proceeds shall be immediately applied to prepay the Term Loans.

Dispositions and Involuntary Dispositions. The Borrowers Borrower shall prepay the Term Loans and/or Cash Collateralize the L/C Obligations as hereinafter provided in an aggregate amount equal to 100% of the Net Cash Proceeds received by any Loan Party or any Subsidiary from all Dispositions (other than (i) Permitted Transfers and (ii) the Outdoo r Produ cts Group Spin- Of f so lon g as the Bo rro wer s ha ve sa tisfie d the Spin -O ff Conditions Transfers) and Involuntary Dispositions within ten five (105) days Business Days of the date of such Disposition or Involuntary Disposition; provided, however, that so long as no Default shall have occurred and be continuing, such Net Cash Proceeds shall not be required to be so applied (A) until the aggregate amount of the Net Cash Proceeds derived from any such Disposition or Involuntary Disposition in any fiscal year of the Borrowers Borrower is equal to or greater than $10,000,000 and (B) at the election of the Borrowers Borrower (as notified by the Borrower Representative to the Administrative Agent) to the extent such Loan Party or such Subsidiary reinvests all or any portion of such Net Cash Proceeds in operating assets (other than current assets) useful in the business of the Borrower and its Subsidiaries (but specifically excluding current assets as classified by GAAP) within two hundred seventy (270) days fifteen months after the receipt of such Net Cash Proceeds; provided that provided; further that, if such Net Cash Proceeds shall have not been so reinvested reinvested, such Net Cash Proceeds shall be immediately applied to prepay the LoansLoans and/or Cash Collateralize the L/C Obligations.

Dispositions and Involuntary Dispositions. The Borrowers Issuer shall promptly (and, in any event, within three (3) Business Days) upon the receipt by any Credit Party or any Subsidiary of a Credit Party of Net Cash Proceeds of (A) any Disposition (other than a Specified OPUL Disposition) or Involuntary Disposition (other than any Net Cash Proceeds received by any Credit Party or any Subsidiary from any Permitted Royalty Transaction) prepay the Term Loans as hereinafter provided Notes in an aggregate amount equal to 100% of the such Net Cash Proceeds received plus the repayment premium required by any Loan Party or any Subsidiary from all Dispositions (other than (i) Permitted Transfers and (ii) the Outdoo r Produ cts Group Spin- Of f so lon g as the Bo rro wer s ha ve sa tisfie d the Spin -O ff Conditions Section 2.03(e) and Involuntary Dispositions within ten (10) days of the date of such Disposition or Involuntary Dispositionexit fee required by Section 2.07(b); provided, however, that that, so long as no Default shall have occurred and be continuing, such Net Cash Proceeds shall not be required to be so applied (A) until the aggregate amount of the Net Cash Proceeds derived from any such Disposition or Involuntary Disposition in any fiscal year of the Borrowers is equal to or greater than $10,000,000 and (B) prepaid if, at the election of the Borrowers Issuer (as notified by the Borrower Representative Issuer to the Administrative Agent) Agent in writing on or prior to the extent date on which such Loan Party or such Subsidiary reinvests all or any portion of prepayment would be required) such Net Cash Proceeds are reinvested in operating assets Eligible Assets within one hundred eighty (other than current assets) (but specifically excluding current assets as classified by GAAP) within two hundred seventy (270180) days after of the receipt date of such Net Cash ProceedsDisposition or Involuntary Disposition; provided that provided, further, that, if such Net Cash Proceeds shall have not been so reinvested reinvested, such Net Cash Proceeds shall be immediately applied to prepay the Loans.Notes as described above and (B) any Specified OPUL

Dispositions and Involuntary Dispositions. The Borrowers Borrower shall prepay the Term Loans and/or Cash Collateralize the L/C Obligations as hereinafter provided in an aggregate amount equal to 100% of the Net Cash Proceeds received by any Loan Party or any Subsidiary from all Dispositions (other than (i) Permitted Transfers and (ii) the Outdoo r Produ cts Group Spin- Of f so lon g as the Bo rro wer s ha ve sa tisfie d the Spin -O ff Conditions Transfers) and Involuntary Dispositions within ten one (101) days Business Day of the date of such Disposition or Involuntary Disposition; provided, however, that so long as no Default shall have occurred and be continuing, such Net Cash Proceeds shall not be required to be so applied (A) until the aggregate amount of the Net Cash Proceeds derived from any such Disposition or Involuntary Disposition in any fiscal year of the Borrowers Borrower is equal to or greater than $10,000,000 5,000,000 and (B) at the election of the Borrowers Borrower (as notified by the Borrower Representative to the Administrative AgentAgent on or prior to the date that such prepayment would otherwise be required) to the extent such Loan Party or such Subsidiary reinvests all or any portion of such Net Cash Proceeds in operating assets (other than current assets) (but specifically excluding current assets as classified by GAAP) within two hundred seventy twelve (27012) days months after the receipt of such Net Cash ProceedsProceeds (or if committed to reinvestment during such twelve (12) month period, reinvested no later than six (6) months thereafter); provided that that, if such Net Cash Proceeds shall have not been so reinvested reinvested, such Net Cash Proceeds shall be immediately applied to prepay the Loans.Loans and/or Cash Collateralize the L/C Obligations. 51

Dispositions and Involuntary Dispositions. The Borrowers Borrower shall prepay the Term Loans and/or Cash Collateralize the L/C Obligations as hereinafter provided in an aggregate amount equal to 100% of the Net Cash Proceeds received by any Loan Party or any Subsidiary from all Dispositions in an aggregate amount greater than $2,500,000 in any single transaction or series of transactions (other than (i) Permitted Transfers and (ii) the Outdoo r Produ cts Group Spin- Of f so lon g as the Bo rro wer s ha ve sa tisfie d the Spin -O ff Conditions Transfers) and Involuntary Dispositions within ten five (105) days of the date of such Disposition or Involuntary Disposition; provided, however, that so long as no Default shall have occurred and be continuing, such Net Cash Proceeds shall not be required to be so applied (A) until the aggregate amount of the Net Cash Proceeds derived from any such Disposition or Involuntary Disposition in any fiscal year of the Borrowers is equal to or greater than $10,000,000 and (B) at the election of the Borrowers Borrower (as notified by the Borrower Representative to the Administrative Agent) to the extent such Loan Party or such Subsidiary reinvests all or any portion of such Net Cash Proceeds in operating like assets three hundred sixty-five (other than current assets) (but specifically excluding current assets as classified by GAAP) within two hundred seventy (270365) days after the receipt of such Net Cash Proceeds; provided that that, if such Net Cash Proceeds shall have not been so reinvested reinvested, such Net Cash Proceeds shall be immediately applied to prepay the LoansLoans and/or Cash Collateralize the L/C Obligations.