Mandatory Prepayment Upon Asset Disposition. On the first Business Day after the date of receipt thereof by Crown Holdings and/or any of its Subsidiaries of Net Proceeds from any Asset Disposition (other than an Asset Disposition permitted by Section 8.3 or Sections 8.5 (a) through 8.5(f) or 8.5(g), 8.5(j) or 8.5(k)), Borrowers shall apply an amount equal to 100% of the Net Proceeds from such Asset Disposition as a mandatory repayment of principal of the Term Loans, pursuant to the terms of Section 4.5(a), provided, that such Net Proceeds therefrom shall not be required to be so applied on such date to the extent that (i) no Credit Party would be obligated to make an offer to purchase any First Lien Notes or other Indebtedness if such Net Proceeds were not used to repay Term Loans and (ii) no Event of Default or Unmatured Event of Default then exists and Crown Holdings delivers a certificate to Administrative Agent on or prior to such date stating that such Net Proceeds shall be used to purchase assets used or to be used in the businesses referred to in Section 8.3(c) within 365 days following the date of such Asset Disposition (which certificate shall set forth the estimates of the proceeds to be so expended), provided, further, that (i) if all or any portion of such Net Proceeds not so applied to the repayment of Term Loans are not so used (or contractually committed to be used) within such 365 day period, such remaining portion shall be applied on the last day of the respective period as a mandatory repayment of principal of outstanding Term Loans as provided above in this Section 4.4(c) and (ii) if all or any portion of such Net Proceeds are not required to be applied on the 365th day referred to in clause (i) above because such amount is contractually committed to be used and subsequent to such date such contract is terminated or expires without such portion being so used, then such remaining portion shall be applied on the date of such termination or expiration as a mandatory repayment of principal of outstanding Term Loans as provided in this Section 4.4(c); provided that if the assets subject to such Asset Disposition constituted Collateral under the Security Documents, then any capital assets purchased with the Net Proceeds thereof pursuant to this subsection shall be mortgaged or pledged, as the case may be, to the applicable Collateral Agent, for its benefit and for the benefit of the other applicable Lenders in accordance with Section 7.14.
Mandatory Prepayment Upon Asset Disposition. On the first Business Day after the date of receipt thereof by Company or any of its Subsidiaries of Net Sale Proceeds from any Asset Disposition (other than an Asset Disposition permitted by Section 8.3 or Section 8.4(b), an amount equal to 100% of the Net Sale Proceeds from such Asset Disposition shall be applied as a mandatory repayment of principal of the Loans and cash collateralization of the L/C Obligations, in the order set forth in Section 4.4, provided, that with respect to no more than $25,000,000 of such Net Sale Proceeds arising from Asset Dispositions in any Fiscal Year of Company, the Net Sale Proceeds therefrom shall not be required to be so applied on such date to the extent that (i) no Event of Default or Unmatured Event of Default then exists, (ii) Company delivers a certificate to Administrative Agent on or prior to such date stating that such Net Sale Proceeds shall be used to purchase assets used or to be used in the businesses referred to in Section 8.10 within 365 days following the date of such Asset Disposition (which certificate shall set forth the estimates of the proceeds to be so expended); provided, further, that if all or any portion of such Net Sale Proceeds not so applied to the repayment of Loans are not so used within such 365 day period, such remaining portion shall be applied on the last day of the respective period as a mandatory repayment of principal of outstanding Loans as provided above in this Section 4.3(c).
Mandatory Prepayment Upon Asset Disposition. On the fifth Business Day after the date of receipt thereof by Company and/or any of its Subsidiaries of Net Sale Proceeds from any Asset Disposition (other than (x) sales, transfers or other dispositions of Capital Stock of Target constituting Margin Stock, (y) an Asset Disposition in the ordinary course of business and other than an Asset Disposition permitted by Section 8.3 or Sections 8.4(a) through 8.4(l), and (z) any leases, subleases, licenses or sublicenses), except to the extent that the Net Sale Proceeds of such Asset Disposition, when combined with the Net Sale Proceeds of all such Asset Dispositions from the date hereof, do not exceed (i) for any Asset Disposition prior to the Initial Funding Date, (A) $150,000,000 plus (B) if an Aerospace Asset Disposition occurred during such period, 50% of the Net Sale Proceeds from such Aerospace Asset Disposition (such amounts in aggregate, the “Pre-Funding Excluded Amounts”) or (ii) for any Asset Disposition on or after the Initial Funding Date, (A) $500,000,000 plus (B) if an Aerospace Asset Disposition occurred during such period, 50% of the Net Sale Proceeds from such Aerospace Asset Disposition (such amounts in aggregate, the “Post-Funding Excluded Amounts”), Company shall cause an amount equal to 100% of such Net Sale Proceeds:
Mandatory Prepayment Upon Asset Disposition. If Borrower or any of its Subsidiaries receives Net Sale Proceeds from an Asset Disposition, to the extent that such Net Sale Proceeds exceed $50,000,000, the aggregate Revolving Commitment shall be permanently reduced by the amount of such excess. After giving effect to the immediately preceding sentence, Borrower or any Subsidiary may reinvest up to $50,000,000 of the Net Sale Proceeds of such Asset Disposition (the "Reinvestable Proceeds") within two hundred seventy (270) days in productive replacement assets of a kind then used or useable in the business of Borrower or its Subsidiaries. If Borrower does not intend to so reinvest such Reinvestable Proceeds or if the period set forth in the immediately preceding sentence expires without Borrower having reinvested such Reinvestable Proceeds, the Aggregate Revolving Commitment shall be permanently reduced by the amount of the Reinvestable Proceeds which have not been reinvested by Borrower. On the date of, and after giving effect to, the reductions in the Revolving Commitments required by this SECTION 4.3(c), Borrower shall prepay outstanding Loans to the extent required by SECTION 4.3(a).
Mandatory Prepayment Upon Asset Disposition. Commencing with the date immediately following the last day of the Certain Funds PeriodSecond Amendment Effective Date, on the tenth Business Day after the date of receipt thereof by Company or any of its Subsidiaries of Net Sale Proceeds from any Asset Disposition (other than (v) an Asset Disposition in connection with a Permitted Reorganization, including all antitrust divestitures in connection with the Target AcquisitionTransaction, (w) sales, transfers or other dispositions of Capital Stock of Targeta Person acquired in a Permitted Acquisition or similar Investment constituting Margin Stock, (x) an Asset Disposition in the ordinary course of business, (y) an Asset Disposition permitted by Section 8.3 or Section 8.4 (except for Sections 8.4(p), (s), and (aav) (to the extent constituting an Asset Disposition of Capital Stock pursuant to Section 8.6(b)(vii)), and (bb)) and (z) any leases, subleases, licenses or sublicenses), except to the extent that the Net Sale Proceeds of such Asset Disposition, when combined with the Net Sale Proceeds of all such Asset Dispositions do not exceed, from the Initial Certain Funds FundingSecond Amendment Effective Date for any Asset Disposition on or after the Initial Certain Funds FundingSecond Amendment Effective Date, (A) $750,000,000 plus (B) if an Aerospace Asset Disposition occurred during such period, 50% of the Net Sale Proceeds from such Aerospace Asset Disposition (such amounts in aggregate, the “Excluded Amounts”), Company shall cause an amount equal to 100% of such Net Sale Proceeds for any Asset Disposition on or after the Initial Certain Funds Funding Date in excess of the Excluded Amounts from such Asset Disposition to be applied on any date on which Term Loans are outstanding, as a mandatory prepayment of principal of Term Loans and accrued and unpaid interest thereon in accordance with Section 4.5; provided that such Net Sale Proceeds shall not be required to be so applied on such date to the extent that such Net Sale Proceeds are used to purchasereinvested in assets used or to be useduseful in one or more of the businesses referred to in Section 8.11 or in connection with a Permitted Acquisition or similar Investment, in each case within 365 days following the date of such Asset Disposition (or within 180 days after the expiration of such 365 day period if within such 365 day period Company or any of its Subsidiaries enters into a binding commitment to so use such Net Sale Proceeds); provided, further, ...
Mandatory Prepayment Upon Asset Disposition. If Borrower or any of its Subsidiaries receives any Net Sale Proceeds attributable to any Asset Disposition, the Aggregate Revolving Commitment shall be permanently reduced by the amount of such Net Sale Proceeds. On the date of receipt of such Net Sale Proceeds and after giving effect to the reductions in the Revolving Commitments required by the preceding sentence, Borrower shall prepay outstanding Loans to the extent required by Section 4.3(a).
Mandatory Prepayment Upon Asset Disposition. . . . . 56 (c) Mandatory Prepayment Upon Recovery Event . . . . . . . . . 57 4.5
Mandatory Prepayment Upon Asset Disposition. On the first Business Day after the date of receipt thereof by Borrower and/or any of its Subsidiaries of Net Sale Proceeds from any Asset Disposition, an amount equal to 100% of the Net Sale Proceeds from such Asset Disposition shall be applied as a mandatory repayment of principal of the Loans as provided in Section 4.4.
Mandatory Prepayment Upon Asset Disposition. On the first Business Day after the date of receipt thereof by Borrower and/or any of its Subsidiaries of Net Sale Proceeds from any Asset Disposition (other than the Vision-Ease Sale), an amount equal to 100% of the Net Sale Proceeds from such Asset Disposition (after providing, in the case of any sale of Bxxxxxx-Xxxxx division, for the payment or reserve for payment of any unpaid KERP Obligations associated with such Credit Party) shall be applied as a mandatory repayment of principal of the Loans and to cash collateralize the LC Obligations as provided in Section 4.4. The Total Commitment shall be permanently reduced at the time of and by the amount of such repayment, provided that if within five (5) Business Days of such reduction the Borrower delivers to the Agent a revised cash flow forecast pursuant to Section 7.2(e)(i) demonstrating to the satisfaction of the Required Lenders in their sole discretion the need to reinstate all or any portion of the Total Commitment, the Total Commitment shall be reinstated to that extent.
Mandatory Prepayment Upon Asset Disposition. On the first Business Day after the date of receipt thereof by Borrower and/or any of their Subsidiaries of Net Sale Proceeds from any Asset Disposition, an amount equal to 100% of the Net Sale Proceeds from such Asset Disposition shall be applied as a mandatory repayment of the Obligations as provided in Section 4.5, provided, that with respect to no more than $5,000,000 in the aggregate of such Net Sale Proceeds received from and after the Closing Date, the Net Sale Proceeds therefrom shall not be required to be so applied to the extent that no Event of Default or Unmatured Event of Default then exists.
