Excluded proceeds. Where Excluded Insurance Proceeds include amounts which are intended to be used for a specific purpose within a specified period (as set out in the definition of Excluded Insurance Proceeds), the Company shall ensure that those amounts are used for that purpose and, if requested to do so by the Agent (acting reasonably), shall promptly deliver a certificate to the Agent at the time of such application and at the end of such period confirming the amount (if any) which has been so applied within the requisite time periods provided for in the relevant definition.
Excluded proceeds. Where Excluded Disposal Proceeds and Excluded Insurance Proceeds include amounts which are intended to be used for a specific purpose within a specified period (as set out in paragraph (ii) of the definition of Excluded Disposal Proceeds or paragraph (a) (i) or (ii) of the definition of Excluded Insurance Proceeds), the Borrower shall ensure that those amounts are used for that purpose and shall promptly deliver a certificate to the Agent at the time of such application and the end of such period confirming the amount (if any) which has been so applied within the requisite time periods provided for in the relevant definition.
Excluded proceeds. Where Excluded Disposal Proceeds and Excluded Insurance Proceeds include amounts which are intended to be used for a specific purpose within a specified period (as set out in the relevant definition of Excluded Disposal Proceeds or Excluded Insurance Proceeds), the Borrower shall ensure that those amounts are used for that purpose and, if requested to do so by the Agent, shall promptly deliver a certificate to the Agent at the time of such application and at the end of such period confirming the amount (if any) which has been so applied within the requisite time periods provided for in the relevant definition.
Excluded proceeds. Where Excluded Recovery Proceeds, Excluded Disposal Proceeds and Excluded Insurance Proceeds include amounts which are intended to be used for a specific purpose within a specified period (as set out in the relevant definition of “Excluded Recovery Proceeds”, “Excluded Disposal Proceeds” or “Excluded Insurance Proceeds”), the Borrower shall ensure that those amounts are used for that purpose and, if requested to do so by the Agent (acting reasonably), shall deliver a certificate to the Agent at the time of such application and at the end of such period confirming the amount (if any) which has been so applied within the requisite time periods provided for in the relevant definition.
Excluded proceeds. Where Net Sale Proceeds and Insurance Proceeds include amounts which are intended to be used for a specific purpose within a specified period (as set out in paragraph (b) of Clause 11.5 (Mandatory prepayment — Net Sale Proceeds) or paragraph (b) of Clause 11.7 (Mandatory prepayment — Insurance Proceeds)) the Company shall ensure that those amounts are used for that purpose and shall promptly deliver a certificate to the Agent at the time of such application and at the end of such period confirming the amount (if any) which has been so applied within the requisite time periods provided for in the relevant definition.
Excluded proceeds. (a) Where Excluded Recovery Proceeds, Excluded Disposal Proceeds and Excluded Insurance Proceeds include amounts which are intended to be used for a specific purpose within a specified period (as set out in the definition of “Excluded Recovery Proceeds”, “Excluded Disposal Proceeds” or, as the case may be, “Excluded Insurance Proceeds”), the Borrower shall ensure that those amounts are used for that purpose and, if requested to do so by the Facility Agent (acting reasonably), shall deliver a certificate to the Facility Agent at the time of such application and at the end of such period confirming the amount (if any) which has been so applied within such period provided for in such definition.
(b) Any amount of Excluded Recovery Proceeds, Excluded Disposal Proceeds or Excluded Insurance Proceeds that is not applied within the applicable time period specified in the definition of “Excluded Recovery Proceeds”, “Excluded Disposal Proceeds” or, as the case may be, “Excluded Insurance Proceeds” towards the applicable purpose(s) specified in such definition shall cease to be Excluded Recovery Proceeds, Excluded Disposal Proceeds or Excluded Insurance Proceeds (as the case may be) upon the expiry of such period, and shall (upon the expiry of such period) constitute Recovery Proceeds, Disposal Proceeds or Insurance Proceeds (as the case may be) that are required to be applied towards prepayment of the Loan pursuant to Clause 8.2 (Disposal, Insurance and Recovery Proceeds) and Clause 8.7 (Application of mandatory prepayments and cancellations), subject to Clause 8.10 (Trapped Amount).
Excluded proceeds. Where Excluded Insurance Proceeds and Excluded Capital Raising Proceeds include amounts which are intended to be used or committed to be used for a specific purpose within a specified period (as set out in the relevant definition of Excluded Insurance Proceeds and Excluded Capital Raising Proceeds), the Borrower shall, promptly following receipt of such amounts, deliver a certificate to the BPIAE Agent, executed by an authorized officer of the Borrower, certifying that no Default or Event of Default has occurred and is continuing and that the Borrower (directly or indirectly through a Subsidiary) intends and expects to apply such (a) Excluded Insurance Proceeds towards the replacement, reinstatement or repair of assets or (b) Excluded Capital Raising Proceeds towards the payment of Capital Expenditure in respect of the NEXT System, as the case may be, in each case within the period referred to in the relevant definition of Excluded Insurance Proceeds or Excluded Capital Raising Proceeds. The Borrower shall promptly deliver a certificate to the BPIAE Agent at the end of such period confirming the amount (if any) which has been so applied within the requisite time periods provided for in the relevant definition.
Excluded proceeds. With respect to any disposition of assets purchased by the Companies after the date hereof in accordance with the requirements of Section 7.04, that portion of the Net Cash Proceeds thereof which is less than or equal to the portion of the funds used to finance the acquisition of such assets derived from cash equity contributions to the Borrower, provided that (a) such amount shall have been specified as such on the Schedule of Sources of Acquisition Funds delivered to the Agent in connection with, and prior to, such Acquisition, and (b) such equity contributions shall have been made on terms and conditions reasonably satisfactory to the Required Lenders.
Excluded proceeds. Any Excess Cash Flow or Net Available Cash shall, pending any prepayment required under the provisions of this Agreement (and without prejudice to any potential future prepayment obligation) be available for use by the Group for any purposes permitted by this Agreement.
Excluded proceeds. Notwithstanding any provision of this Agreement to the contrary, Seller shall have the right to cause the Company and the Subsidiaries to transfer to Seller, all right, title and interest in, to and under all Excluded Proceeds to which the Company or any of the Subsidiaries are entitled or to which they may become entitled in the future. In the event any such Excluded Proceeds are paid to the Company or any Subsidiary, Purchaser shall cause the recipient thereof to pay such Excluded Proceed to Seller within three (3) Business Days after the receipt thereof without any right of set-off against any amount that may be due and payable after the Closing by Royal Numico, Seller, Nutraco or any other Affiliate of Seller to Purchaser, the Company or the Subsidiaries. Any Excluded Proceeds not paid when due by the Purchaser, the Company or any Subsidiary shall bear interest at the Interest Rate from the date due until paid, which interest shall be payable upon demand. Upon request from time to time by Seller, Purchaser shall, and shall cause the Company and the Subsidiaries to, cooperate reasonably with Seller, at the expense of Seller, to enforce the Settlement and collect any remaining Excluded Proceeds due thereunder, including without limitation by (a) empowering Seller and its counsel through appropriate documentation to institute any action Seller deems necessary or desirable to enforce the Settlement and to represent the Company and the Subsidiaries therein before any court or arbitration tribunal of appropriate jurisdiction, and (b) permitting the current in-house counsel and other Representatives of the Company and the Subsidiaries who are currently monitoring the Settlement and collecting the Excluded Proceeds to continue (so long as they remain employed by them) to monitor the Settlement and collect the Excluded Proceeds on behalf of Seller and to keep Seller advised of any material developments in respect thereto to the extent reasonably requested by Seller and always as reasonably directed by Seller.
