Insurance/Condemnation Proceeds. No later than the fifth Business Day following the date of receipt by any Borrower or any of its Subsidiaries (or on the 271st day if the first proviso hereto applies), or Lender as loss payee, of any Net Insurance/Condemnation Proceeds equal to or in excess of $100,000 received in any fiscal year through the applicable date of determination, Borrowers shall prepay, subject to the provisions of Section 2.02(c) below, the Loan in an aggregate amount equal to such Net Insurance/Condemnation Proceeds equal to or in excess of $100,000; provided so long as no Event of Default shall have occurred and be continuing, Borrowers need not so apply such Net Insurance/Condemnation Proceeds so long as any Borrower or one or Adesto Technologies Corporation Credit Agreement more of its Subsidiaries invests such Net Insurance/Condemnation Proceeds within two hundred seventy (270) days of receipt thereof in assets of the general type used in the business of Borrowers and their Subsidiaries, which investment may include the repair, restoration or replacement of the applicable assets thereof; provided, further, pending any such investment all such Net Insurance/Condemnation Proceeds, as the case may be, shall be invested in Cash or Cash Equivalents and deposited in the Designated Deposit Account and held therein until such time as such Net Asset Sale Proceeds are applied in payment of such investment.
Appears in 3 contracts
Samples: Credit Agreement (ADESTO TECHNOLOGIES Corp), Credit Agreement (ADESTO TECHNOLOGIES Corp), Credit Agreement (ADESTO TECHNOLOGIES Corp)
Insurance/Condemnation Proceeds. No Other than in respect of Xxxxx-Xxxxxxxx B Term Loan and Weavexx B Term Loan, no later than the fifth first Business Day following the date of receipt by any Borrower Xerium or any of its Subsidiaries (or on the 271st day if the first proviso hereto applies)Subsidiaries, or Lender Administrative Agent as loss payee, of any Net Insurance/Condemnation Proceeds equal to or (but not including the first $2,000,000 of Net Insurance/Condemnation Proceeds in excess of $100,000 the aggregate received after the Closing Date), each Borrower shall prepay the Loans and/or the Revolving Commitments shall be permanently reduced as set forth in any fiscal year through the applicable date of determination, Borrowers shall prepay, subject to the provisions of Section 2.02(c2.15(b) below, the Loan in an aggregate amount equal to such Net Insurance/Condemnation Proceeds equal to or in excess of $100,000Proceeds; provided provided, so long as no Default or Event of Default shall have occurred and be continuing, Borrowers need not so apply such Net Insurance/Condemnation Proceeds so long as any each Borrower shall have the option, directly or through one or Adesto Technologies Corporation Credit Agreement more of its Subsidiaries invests to commit to invest within one hundred eighty (180) days and invest such Net Insurance/Condemnation Proceeds within two three hundred seventy sixty (270360) days of receipt thereof in the acquisition of long term productive assets of the general type used in the business of Borrowers Xerium and their its Subsidiaries, which investment may include assets need not be the same as the assets lost or damaged and which Net Insurance/Condemnation Proceeds may, but need not, be invested in the repair, restoration or replacement of the applicable assets thereof; provided, provided further, pending any such investment all such Net Insurance/Condemnation Proceeds, as the case may be, shall be invested in Cash or Cash Equivalents and deposited in the Designated Deposit Account and held therein until such time as such Net Asset Sale Proceeds are applied in payment of such investmentCash Collateral Account.
Appears in 2 contracts
Samples: Credit and Guaranty Agreement (Xerium Technologies Inc), Credit and Guaranty Agreement (Xerium Technologies Inc)
Insurance/Condemnation Proceeds. No later than the fifth Business Day following the date of receipt by any Borrower Holdings or any of its Subsidiaries (or on the 271st day if the first proviso hereto applies)Subsidiaries, or Lender Administrative Agent as loss payee, of any Net Insurance/Condemnation Proceeds equal to or in excess of $100,000 received in any fiscal year through the applicable date of determinationProceeds, Borrowers shall prepay, subject to prepay the provisions of Loans and/or the Revolving Commitments shall be permanently reduced as set forth in Section 2.02(c2.30(b) below, the Loan in an aggregate amount equal to such Net Insurance/Condemnation Proceeds equal to or in excess of $100,000Proceeds; provided provided, (i) so long as no Default or Event of Default shall have occurred and be continuing, Borrowers need not so apply such and (ii) to the extent that aggregate Net Insurance/Condemnation Proceeds so long as any Borrower from the Closing Date through the applicable date of determination do not exceed $500,000, Borrowers shall have the option, directly or through one or Adesto Technologies Corporation Credit Agreement more of its their Subsidiaries invests to invest such Net Insurance/Condemnation Proceeds within two one hundred seventy eighty (270180) days of receipt thereof in long term productive assets of the general type used in the business of Borrowers and their Subsidiaries, which investment may include the repair, restoration or replacement of the applicable assets thereof; provided, provided further, pending any such investment all such Net Insurance/Condemnation Proceeds, as the case may be, shall be invested applied to prepay Revolving Loans to the extent outstanding (without a reduction in Cash or Cash Equivalents and deposited in the Designated Deposit Account and held therein until such time as such Net Asset Sale Proceeds are applied in payment of such investmentRevolving Commitments).
Appears in 2 contracts
Samples: Credit and Guaranty Agreement (Prommis Solutions Holding Corp.), Credit and Guaranty Agreement (Prommis Solutions Holding Corp.)
Insurance/Condemnation Proceeds. No later than the fifth first Business Day following the date of receipt by any Borrower Holdings or any of its Subsidiaries (or on the 271st day if the first proviso hereto applies)Subsidiaries, or Lender Administrative Agent as loss payee, of any Net Insurance/Condemnation Proceeds equal to or Proceeds, Company shall prepay the Loans and/or the Revolving Commitments shall be permanently reduced as set forth in excess of $100,000 received in any fiscal year through the applicable date of determination, Borrowers shall prepay, subject to the provisions of Section 2.02(c2.14(b) below, the Loan in an aggregate amount equal to such Net Insurance/Condemnation Proceeds equal to or in excess of $100,000Proceeds; provided provided, (i) so long as no Default or Event of Default shall have occurred and be continuing, Borrowers need not and (ii) so apply long as the reinvestment of any such Net Insurance/Condemnation Proceeds so long as any Borrower are considered Consolidated Capital Expenditures in determination of the Fixed Charge Coverage Ratio, Company shall have the option, directly or through one or Adesto Technologies Corporation Credit Agreement more of its Subsidiaries invests to invest such Net Insurance/Condemnation Proceeds within two hundred seventy (270) days of receipt thereof in long term productive assets of the general type used in the business of Borrowers Holdings and their its Subsidiaries, which investment may include the repair, restoration or replacement of the applicable assets thereof; provided, provided further, pending any such investment all such Net Insurance/Condemnation Proceeds, as the case may be, shall be invested applied to prepay Revolving Loans to the extent outstanding (without a reduction in Cash or Cash Equivalents and deposited in the Designated Deposit Account and held therein until such time as such Net Asset Sale Proceeds are applied in payment of such investmentRevolving Commitments).β
Appears in 2 contracts
Samples: Credit and Guaranty Agreement (Vca Antech Inc), Credit and Guaranty Agreement (Vca Antech Inc)
Insurance/Condemnation Proceeds. No later than the fifth first Business Day following the date of receipt by any Borrower or any of its Subsidiaries (or on the Credit Agreement Epicor Software Corporation 271st day if the first proviso hereto applies), or Lender Administrative Agent as loss payee, of any Net Insurance/Condemnation Proceeds equal to or in excess of $100,000 received in any fiscal year 3,000,000 from the Closing Date through the applicable date of determination, Borrowers Borrower shall prepay, subject to the provisions of Section 2.02(c2.4(c) below, the Term Loan in an aggregate amount equal to such Net Insurance/Condemnation Proceeds equal to or in excess of $100,0003,000,000 from the Closing Date; provided so long as no Event of Default shall have occurred and be continuing, Borrowers Borrower need not so apply such Net Insurance/Condemnation Proceeds so long as any Borrower or one or Adesto Technologies Corporation Credit Agreement more of its Subsidiaries invests such Net Insurance/Condemnation Proceeds within two hundred seventy (270) days of receipt thereof in assets of the general type used in the business of Borrowers Borrower and their its Subsidiaries, which investment may include the repair, restoration or replacement of the applicable assets thereof; provided, further, pending any such investment all such Net Insurance/Condemnation Proceeds, as the case may be, shall be (x) applied to prepay Revolving Loans to the extent outstanding (without a reduction in Revolving Commitments) on the last day of the current Interest Period(s) thereof, or (y) invested in Cash or Cash Equivalents and deposited in the Designated Deposit Account a segregated account of Borrower and held therein until such time as such Net Asset Sale Proceeds are applied in payment of such investment. Any prepayment of an Offshore Rate Loan shall be accompanied by all accrued interest thereon, together with the amounts set forth in Section 3.5.
Appears in 1 contract
Insurance/Condemnation Proceeds. No later than the fifth five (5) Business Day Days following the date of receipt by any Borrower or any of its Subsidiaries (or on the 271st day if the first proviso hereto applies)Loan Party, or Lender Agent as loss payee, of any Net Insurance/Condemnation Proceeds equal to or in excess of $100,000 received in any fiscal year through the applicable date of determination5,000,000, Borrowers shall prepay, subject to prepay the provisions of Section 2.02(cAdvances in the manner set forth in clause (c) below, the Loan below in an aggregate amount equal to such Net Insurance/Condemnation Proceeds equal to or in excess of $100,000Proceeds; provided provided, so long as no Default or Event of Default shall have occurred and be continuing, the Borrowers need shall have the option to invest not so apply such more than $10,000,000 in Net Insurance/Condemnation Proceeds so long as any Borrower or one or Adesto Technologies Corporation Credit Agreement more in the aggregate during the Term of its Subsidiaries invests such Net Insurance/Condemnation Proceeds within two one hundred seventy eighty (270180) days of receipt thereof in long-term productive assets of the general type used in the business of Borrowers and their Subsidiariesthe Borrowers, which investment may include the repair, restoration or replacement of the applicable assets thereof; provided, provided further, pending any such investment all such Net Insurance/Condemnation Proceeds, as the case may be, Proceeds shall be invested applied to prepay Revolving Advances to the extent outstanding in Cash or Cash Equivalents accordance with the provisions of Section 2.13(a)(i) above, the amount of such Net Proceeds so applied to such prepayment shall be maintained as a special reserve against availability of Revolving Advances in accordance with Section 2.1(a)(v) and deposited may be drawn only to make investments permitted under this clause (ii), and any such amounts not timely applied to investments in accordance with this clause (ii) shall be immediately applied to prepay the Advances in the Designated Deposit Account and held therein until such time as such Net Asset Sale Proceeds are applied manner set forth in payment of such investmentclause (c) below.
Appears in 1 contract
Samples: Loan and Security Agreement (Bucyrus International Inc)
Insurance/Condemnation Proceeds. No later than the fifth Business Day following the date of receipt by any Borrower or any of its Subsidiaries (or on the 271st day if the first proviso hereto applies), or Lender Administrative Agent as loss payee, of any Net Insurance/Condemnation Proceeds equal to or in excess of $100,000 3,000,000 received in any fiscal year through the applicable date of determination, Borrowers Borrower shall prepay, subject to the provisions of Section 2.02(c2.04(c) below, the Term Loan in an aggregate amount equal to such Net Insurance/Condemnation Proceeds equal to or in excess of $100,0003,000,000; provided so long as no Event of Default shall have occurred and be continuing, Borrowers Borrower need not so apply such Net Insurance/Condemnation Proceeds so long as any Borrower or one or Adesto Technologies Corporation Credit Agreement more of its Subsidiaries invests such Net Insurance/Condemnation Proceeds within two hundred seventy (270) days of receipt thereof in assets of the general type used in the business of Borrowers Borrower and their its Subsidiaries, which investment may include the repair, restoration or replacement of the applicable assets thereof; provided, further, pending any such investment all such Net Insurance/Condemnation Proceeds, as the case may be, shall be invested in Cash or Cash Equivalents and deposited in the Designated Deposit Account a segregated account of Borrower and held therein until such time as such Net Asset Sale Proceeds are applied in payment of such investment. Any prepayment of an Offshore Rate Loan shall be accompanied by all accrued interest thereon, together with the amounts set forth in Section 3.05.
Appears in 1 contract
Insurance/Condemnation Proceeds. No Subject to the sharing provisions set forth in Section 4.1(b) of the Intercreditor Agreement, no later than the fifth second Business Day following the date of receipt by any Borrower Xerium or any of its Subsidiaries (or on the 271st day if the first proviso hereto applies)Subsidiaries, or Lender Administrative Agent as loss payee, of any Net Insurance/Condemnation Proceeds equal to or (but not including the first $2,000,000 of Net Insurance/Condemnation Proceeds in excess of $100,000 the aggregate received after the Closing Date), each Borrower shall prepay the Term Loans as set forth in any fiscal year through the applicable date of determination, Borrowers shall prepay, subject to the provisions of Section 2.02(c2.15(b) below, the Loan in an aggregate amount equal to such Net Insurance/Condemnation Proceeds equal to or in excess of $100,000Proceeds; provided provided, so long as no Default or Event of Default shall have occurred and be continuing, Borrowers need not so apply such Net Insurance/Condemnation Proceeds so long as any each Borrower shall have the option, directly or through one or Adesto Technologies Corporation Credit Agreement more of its Subsidiaries invests to commit to invest within one hundred eighty (180) days and invest such Net Insurance/Condemnation Proceeds within two three hundred seventy sixty (270360) days of receipt thereof in the acquisition of long term productive assets of the general type used in the business of Borrowers Xerium and their its Subsidiaries, which investment may include assets need not be the same as the assets lost or damaged and which Net Insurance/Condemnation Proceeds may, but need not, be invested in the repair, restoration or replacement of the applicable assets thereof; provided, provided further, pending any such investment all such Net Insurance/Condemnation Proceeds, as the case may be, shall be invested in Cash or Cash Equivalents and deposited in the Designated Deposit Account and held therein until such time as such Net Asset Sale Proceeds are applied in payment of such investmentCash Collateral Account.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Xerium Technologies Inc)
Insurance/Condemnation Proceeds. No later than the fifth first Business Day following the date of receipt by any Borrower or any of its Subsidiaries (or on the 271st day if the first proviso hereto applies)Subsidiaries, or Lender Administrative Agent as loss payee, of any Net Insurance/Condemnation Proceeds equal to Proceeds, Borrower shall prepay Loans and/or Revolving Commitments shall be permanently reduced as set forth in Section 2.4(c) or in excess of $100,000 received in any fiscal year through the applicable date of determination2.4(e), Borrowers shall prepayas applicable, subject to the provisions of Section 2.02(c) below, the Loan in an aggregate amount equal to such Net Insurance/Condemnation Proceeds equal to or in excess of $100,000Proceeds; provided provided, (i) so long as no Default or Event of Default shall have occurred and be continuing, Borrowers need not so apply such and (ii) to the extent that aggregate Net Insurance/Condemnation Proceeds so long as any from the Closing Date through the applicable date of determination do not exceed $7,500,000, Borrower shall have the option, directly or through one or Adesto Technologies Corporation Credit Agreement more of its Subsidiaries invests to invest such Net Insurance/Condemnation Proceeds within two one hundred seventy eighty (270180) days of receipt thereof in long term productive assets of the general type used in the business of Borrowers Borrower and their its Subsidiaries, which investment may include the repair, restoration or replacement of the applicable assets thereof; provided, provided further, pending any such investment all such Net Insurance/Condemnation Proceeds, as the case may be, shall be invested applied to prepay Revolving Loans to the extent outstanding (without a reduction in Cash or Cash Equivalents and deposited in the Designated Deposit Account and held therein until such time as such Net Asset Sale Proceeds are applied in payment of such investmentRevolving Commitments).
Appears in 1 contract
Samples: First Lien Credit Agreement (Kratos Defense & Security Solutions, Inc.)
Insurance/Condemnation Proceeds. No later than the fifth first Business Day following the date of receipt by any Borrower Holdings or any of its Subsidiaries (or on the 271st day if the first proviso hereto applies)Subsidiaries, or Lender Administrative Agent as loss payee, of any Net Insurance/Condemnation Proceeds equal to or Proceeds, Company shall prepay the Loans and/or the Revolving Commitments shall be permanently reduced as set forth in excess of $100,000 received in any fiscal year through the applicable date of determination, Borrowers shall prepay, subject to the provisions of Section 2.02(c2.15(b) below, the Loan in an aggregate amount equal to such Net Insurance/Condemnation Proceeds equal to or in excess of $100,000Proceeds; provided PROVIDED, (i) so long as no Default or Event of Default shall have occurred and be continuing, Borrowers need not so apply such and (ii) to the extent that aggregate Net Insurance/Condemnation Proceeds so long as any Borrower from the Closing Date through the applicable date of determination do not exceed $5,000,000, Company shall have the option, directly or through one or Adesto Technologies Corporation Credit Agreement more of its Subsidiaries invests to invest such Net Insurance/Condemnation Proceeds within two one hundred seventy eighty (270180) days of receipt thereof in long term productive assets of the general type used in the business of Borrowers Holdings and their its Subsidiaries, which investment may include the repair, restoration or replacement of the applicable assets thereof; provided, furtherPROVIDED FURTHER, pending any such investment all such Net Insurance/Condemnation Proceeds, as the case may be, shall be invested applied to prepay Revolving Loans to the extent outstanding (without a reduction in Cash or Cash Equivalents and deposited in the Designated Deposit Account and held therein until such time as such Net Asset Sale Proceeds are applied in payment of such investment.Revolving Commitments). 50
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Carters Imagination Inc)
Insurance/Condemnation Proceeds. No later than the fifth first Business Day ------------------------------- following the date of receipt by any Borrower Parent Guarantor or any of its Subsidiaries (or on the 271st day if the first proviso hereto applies)Subsidiaries, or Lender Administrative Agent as loss payee, of any Net Insurance/Condemnation Proceeds equal to or Proceeds, Company shall prepay the Loans and/or the Commitments shall be permanently reduced as set forth in excess of $100,000 received in any fiscal year through the applicable date of determination, Borrowers shall prepay, subject to the provisions of Section 2.02(c2.15(b) below, the Loan in an aggregate amount equal to such Net Insurance/Condemnation Proceeds equal to or in excess of $100,000Proceeds; provided provided, (i) so long as no Default or Event of -------- Default shall have occurred and be continuing, Borrowers need not so apply such and (ii) to the extent that aggregate Net Insurance/Condemnation Proceeds so long as any Borrower from the Closing Date through the applicable date of determination do not exceed $500,000, Company shall have the option, directly or through one or Adesto Technologies Corporation Credit Agreement more of its Subsidiaries invests to invest such Net Insurance/Condemnation Proceeds within two one hundred seventy eighty (270180) days of receipt thereof in assets of the general type used useful in the business of Borrowers Parent Guarantor and their its Subsidiaries, which investment may include the repair, restoration or replacement of the applicable assets thereof; provided, provided further, pending any such -------- ------- investment all such Net Insurance/Condemnation Proceeds, as the case may be, shall be invested applied to prepay outstanding Revolving Loans (without a reduction in Cash or Cash Equivalents and deposited in the Designated Deposit Account and held therein until such time as such Net Asset Sale Proceeds are applied in payment of such investmentRevolving Credit Commitments).
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Northpoint Communications Group Inc)
Insurance/Condemnation Proceeds. No later than the fifth tenth Business Day following the date of receipt by any Borrower Xerium or any of its Subsidiaries (or on the 271st day if the first proviso hereto applies)Subsidiaries, or Lender Administrative Agent as loss payee, of any Net Insurance/Condemnation Proceeds equal to or (but not including the first $2,000,000 of Net Insurance/Condemnation Proceeds in excess of $100,000 the aggregate received after the Closing Date), each Borrower shall prepay the Loans, which prepayment shall be applied as set forth in any fiscal year through the applicable date of determinationSection 2.15(b), Borrowers shall prepay, subject to the provisions of Section 2.02(c) below, the Loan in an aggregate amount equal to such Net Insurance/Condemnation Proceeds equal to or in excess of $100,000Proceeds; provided provided, so long as no Default or Event of Default shall have occurred and be continuing, Borrowers need not so apply each Borrower shall have the option, directly or through one or more of its Subsidiaries to invest such Net Insurance/Condemnation Proceeds so in the acquisition of long as any Borrower or one or Adesto Technologies Corporation Credit Agreement more of its Subsidiaries invests such Net Insurance/Condemnation Proceeds within two hundred seventy (270) days of receipt thereof in term productive assets of the general type used in the business of Borrowers Xerium and their its Subsidiaries, which investment may include assets need not be the same as the assets lost or damaged and which Net Insurance/Condemnation Proceeds may, but need not, be invested in the repair, restoration or replacement of the applicable assets thereof; provided, further, pending any such investment all within the period ending on the later of (i) three hundred and sixty five (365) days after receipt of such Net Insurance/Condemnation ProceedsProceeds or (ii) if the Borrowers, as the case may bedirectly or through one or more of their respective Subsidiaries, shall be invested in Cash or Cash Equivalents and deposited in the Designated Deposit Account and held therein until such time as enter into a legally binding commitment to invest such Net Asset Sale Proceeds are applied in payment of such investmentassets within such 365-day period, one hundred eighty (180) days after such commitment.
Appears in 1 contract
Samples: Credit and Guaranty Agreement (Xerium Technologies Inc)
Insurance/Condemnation Proceeds. No later than the fifth first Business Day following the date of receipt by any the Borrower or any of its Subsidiaries (or on the 271st day if the first proviso hereto applies)Subsidiaries, or Lender Administrative Agent as loss payee, of any Net Insurance/Condemnation Proceeds equal to or in excess of $100,000 received in any fiscal year through the applicable date of determination, Borrowers shall prepay, subject to the provisions of Section 2.02(c) belowProceeds, the Loan Borrower shall prepay the Loans in an aggregate amount equal to such Net Insurance/Condemnation Proceeds; provided that, to the extent the amount of such Net Insurance/Condemnation Proceeds shall exceed the aggregate amount of the Loans then outstanding, the Commitments shall be permanently reduced by an amount equal to or in excess of $100,000such excess; provided further that (A) so long as no Default or Event of Default shall have occurred and be continuing, Borrowers need not so apply such and (B) to the extent that aggregate Net Insurance/Condemnation Proceeds so long as any from the Effective Date through the applicable date of determination do not exceed $25,000,000, the Borrower shall have the option, directly or through one or Adesto Technologies Corporation Credit Agreement more of its Subsidiaries invests the Subsidiaries, to invest such Net Insurance/Condemnation Proceeds within two one hundred seventy eighty (270180) days of receipt thereof in long term productive assets of the general type used in the business of Borrowers the Borrower and their the Subsidiaries, which investment may include the repair, restoration or replacement of the applicable assets thereof; provided, further, pending any such investment all such Net Insurance/Condemnation Proceeds, as the case may be, shall be invested in Cash or Cash Equivalents and deposited in the Designated Deposit Account and held therein until such time as such Net Asset Sale Proceeds are applied in payment of such investment.
Appears in 1 contract
Samples: Credit Agreement (Anthem Inc)
Insurance/Condemnation Proceeds. No later than the fifth Business Day following the date of receipt by any Borrower or any of its Subsidiaries (or on the 271st day if the first proviso hereto applies), or Lender as loss payee, of any Net Insurance/Condemnation Proceeds equal to or in excess of $100,000 25,000 received in any fiscal year through the applicable date of determination, Borrowers Borrower shall prepay, subject to the provisions of Section 2.02(c2.02(d) below, the Term Loan in an aggregate amount equal to such Net Insurance/Condemnation Proceeds equal to or in excess of $100,00025,000; provided so long as no Event of Default shall have occurred and be continuing, Borrowers Borrower need not so apply such Net Insurance/Condemnation Proceeds so long as any Borrower or one or Adesto Technologies Corporation Credit Agreement more of its Subsidiaries invests such Net Insurance/Condemnation Proceeds within two hundred seventy (270) days of receipt thereof in assets of the general type used in the business of Borrowers Borrower and their its Subsidiaries, which investment may include the repair, restoration or replacement of the applicable assets thereof; provided, further, pending any such investment all such Net Insurance/Condemnation Proceeds, as the case may be, shall be invested in Cash or Cash Equivalents and deposited in the Designated Deposit Account and held therein until such time as such Net Asset Sale Proceeds are applied in payment of such investment.
Appears in 1 contract
Insurance/Condemnation Proceeds. No later than the fifth five (5) Business Day Days following the date of receipt by any Borrower or any of its Subsidiaries (or on the 271st day if the first proviso hereto applies)Loan Party, or Lender Agent as loss payee, of any Net Insurance/Condemnation Proceeds equal to or in excess of $100,000 received in any fiscal year through the applicable date of determination1,000,000, Borrowers shall prepay, subject to prepay the provisions of Section 2.02(cAdvances in the manner set forth in clause (c) below, the Loan below in an aggregate amount equal to such Net Insurance/Insurance/ Condemnation Proceeds equal to or in excess of $100,000Proceeds; provided provided, so long as no Default or Event of Default shall have occurred and be continuing, the Borrowers need shall have the option to invest not so apply such more than $10,000,000 in Net Insurance/Condemnation Proceeds so long as any Borrower or one or Adesto Technologies Corporation Credit Agreement more in the aggregate during the Term of its Subsidiaries invests such Net Insurance/Condemnation Proceeds within two one hundred seventy eighty (270180) days of receipt thereof in long-term productive assets of the general type used in the business of Borrowers and their Subsidiariesthe Borrowers, which investment may include the repair, restoration or replacement of the applicable assets thereof; provided, provided further, pending any such investment all such Net Insurance/Condemnation Proceeds, as the case may be, Proceeds shall be invested applied to prepay Revolving Advances to the extent outstanding in Cash or Cash Equivalents accordance with the provisions of Section 2.13(a)(i) above, the amount of such Net Proceeds so applied to such prepayment shall be maintained as a special reserve against availability of Revolving Advances in accordance with Section 2.1(a)(v) and deposited may be drawn only to make investments permitted under this clause (ii), and any such amounts not timely applied to investments in accordance with this clause (ii) shall be immediately applied to prepay the Advances in the Designated Deposit Account and held therein until such time as such Net Asset Sale Proceeds are applied manner set forth in payment of such investmentclause (c) below.
Appears in 1 contract
Samples: Loan and Security Agreement (Bucyrus International Inc)