Common use of Mandatory Prepayment Upon Recovery Event Clause in Contracts

Mandatory Prepayment Upon Recovery Event. Within ten (10) days following each date on which Crown Holdings or any of its Subsidiaries receives any Net Proceeds from any Recovery Event, Borrowers shall apply an amount equal to 100% of the Net Proceeds of such Recovery Event (net of reasonable costs and taxes incurred in connection with such Recovery Event) as a mandatory repayment of principal of the Term Loans pursuant to the terms of Section 4.5(a); provided that (1) so long as no Event of Default or Unmatured Event of Default then exists, if the Net Proceeds from any Recovery Event are less than $25,000,000, then no prepayment shall be required pursuant to this Section 4.4(f), and (2) so long as (i) no Credit Party would be requested to make an offer to purchase First Lien Notes or other Indebtedness if such Net Proceeds were not used to prepay Term Loans and (ii) no Event of Default or Unmatured Event of Default then exists, such proceeds which are greater than $25,000,000 shall not be required to be so applied on such date to the extent that Crown Holdings has delivered a certificate to Administrative Agent on or prior to such date stating that such proceeds shall be used to replace or restore any properties or assets in respect of which such proceeds were paid within 365 days following the date of the receipt of such proceeds (which certificate shall set forth the estimates of the proceeds to be so expended), that

Mandatory Prepayment Upon Recovery Event. Within ten (10) days following each date on which Crown Holdings or any of its Subsidiaries receives any Net Proceeds cash proceeds from any Recovery Event, Borrowers shall apply an amount equal to 100% of the Net Proceeds proceeds of such Recovery Event (net of reasonable costs and taxes incurred in connection with such Recovery Event) shall be applied as a mandatory repayment of principal of the Term Loans pursuant as provided in Section 4.5 in each case subject to the terms modification of such application as set forth in Section 4.5(a4.5(d); , provided that (1) so long as no Event of Default or Unmatured Event of Default then exists, if the Net Proceeds net proceeds from any Recovery Event are less than $25,000,0001,000,000, then no prepayment shall be required pursuant to this Section 4.4(f4.4(g), and (2) so long as (i) no Credit Party would be requested to make an offer to purchase First Lien Notes or other Indebtedness if such Net Proceeds were not used to prepay Term Loans and (ii) no Event of Default or Unmatured Event of Default then exists, such with respect to any single or series of related Recovery Events the net proceeds therefrom which are equal to or greater than $25,000,000 1,000,000 but less than $5,000,000, such proceeds shall not be required to be so applied on such date to the extent that Crown Holdings has (x) Borrowers have delivered a certificate to Administrative the Agent on or prior to such date stating that such proceeds shall be used to replace or restore any properties or assets in respect of which such proceeds were paid within 365 180 days following the date of the receipt of such proceeds (which certificate shall set forth the estimates of the proceeds to be so expended) and (y) such proceeds are deposited in an escrow account with Agent for the benefit of the Secured Parties (the "Recovery Event Escrow Account"), thatfrom which escrow account amounts may be withdrawn only to repay the Loans or to be used for the purposes described in clause (x) above, provided, further, that (i) if the amount of such proceeds from any single or series of related Recovery Events exceeds $2,000,000, then the entire amount and not just the portion in excess of $2,000,000 shall be applied as a mandatory repayment of Loans as provided above in this Section 4.4(g), (ii) if all or any portion of such proceeds not required to be applied to the repayment of Loans pursuant to the first proviso of this Section 4.4(g) are not so used (or contractually committed to be used) within 180 days after the day of the receipt of such proceeds, such remaining portion shall be applied on the last day of such period as a mandatory repayment of principal of the Loans as provided in this Section 4.4(g) and (iii) if all or any portion of such proceeds are not required to be applied on the 180th day referred to in clause (ii) 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 Loans as provided in this Section 4.4(g).

Mandatory Prepayment Upon Recovery Event. Within ten fifteen (1015) days following each date on which Crown Holdings Borrower or any of its Subsidiaries receives any Net Proceeds proceeds from any Recovery Event, Borrowers shall apply an amount equal to 100% of the Net Proceeds proceeds of such Recovery Event (net of reasonable costs and taxes incurred in connection with such Recovery Event) shall be applied as a mandatory repayment of principal of the Term Loans pursuant to the terms of as provided in Section 4.5(a); 4.4, provided that (1) so long as no Event of Default or Unmatured Event of Default then exists, if the Net Proceeds net proceeds from any Recovery Event are less than $25,000,000500,000, then no prepayment shall be required pursuant to this Section 4.4(f4.3(g), and (2) so long as (i) no Credit Party would be requested to make an offer to purchase First Lien Notes or other Indebtedness if such Net Proceeds were not used to prepay Term Loans and (ii) no Event of Default or Unmatured Event of Default then exists, such with respect to any single or series of related Recovery Events the net proceeds therefrom which are equal to or greater than $25,000,000 500,000 but less than $1,000,000, such proceeds shall not be required to be so applied on such date to the extent that Crown Holdings Borrower has delivered a certificate to Administrative the Agent on or prior to such date stating that such proceeds shall be used to replace or restore any properties or assets in respect of which such proceeds were paid within 365 180 days following the date of the receipt of such proceeds (which certificate shall set forth the estimates of the proceeds to be so expended) provided, further, that (i) if the amount of such proceeds from any single or series of related Recovery Events exceeds $1,000,000, then the entire amount and not just the portion in excess of $1,000,000 shall be applied as a mandatory repayment of Loans as provided above in this Section 4.3(g) and (ii) if all or any portion of such proceeds not required to be applied to the repayment of Loans pursuant to the first proviso of this Section 4.3(g) are not so used (or contractually committed to be used) within 180 days after the day of the receipt of such proceeds, such remaining portion shall be applied on the last day of such period as a mandatory repayment of principal of the Loans as provided in this Section 4.3(g), that.

Mandatory Prepayment Upon Recovery Event. Within ten (10) days following each date on which Crown Holdings or any of its Subsidiaries receives any Net Proceeds from any Recovery Event, Borrowers shall apply an amount equal to 100% of the Net Proceeds of such Recovery Event (net of reasonable costs and taxes incurred in connection with such Recovery Event) as a mandatory repayment of principal of the Term Loans pursuant to the terms of Section 4.5(a); provided that (1) so long as no Event of Default or Unmatured Event of Default then exists, if the Net Proceeds from any Recovery Event are less than $25,000,000, then no prepayment shall be required pursuant to this Section 4.4(f), and (2) so long as (i) no Credit Party would be requested to make an offer to purchase First Lien Notes or other Indebtedness if such Net Proceeds were not used to prepay Term Loans and (ii) no Event of Default or Unmatured Event of Default then exists, such proceeds which are greater than $25,000,000 shall not be required to be so applied on such date to the extent that Crown Holdings has delivered a certificate to Administrative Agent on or prior to such date stating that such proceeds shall be used to replace or restore any properties or assets in respect of which such proceeds were paid within 365 days following the date of the receipt of such proceeds (which certificate shall set forth the estimates of the proceeds to be so expended), that

Mandatory Prepayment Upon Recovery Event. Within ten two (102) days Business Days following each date on which Crown Holdings Borrower or any of its Restricted Subsidiaries receives any Net Proceeds proceeds from any Recovery Event, Borrowers shall apply an amount equal to 100% of the Net Proceeds proceeds of such Recovery Event (net of taxes and reasonable costs and taxes incurred in connection with such Recovery Event) shall be applied as a mandatory repayment prepayment of principal of the Term Loans pursuant to Loans, applied in the terms of manner set forth in Section 4.5(a); 4.3, provided that (1) so long as no Event of Default or Unmatured Event of Default then exists, if the Net Proceeds net proceeds from any single or series of related Recovery Event Events are less than $25,000,0005,000,000, then no prepayment shall be required pursuant to this Section 4.4(f4.2(h), and (2) so long as (i) no Credit Party would be requested to make an offer to purchase First Lien Notes or other Indebtedness if such Net Proceeds were not used to prepay Term Loans and (ii) no Event of Default or Unmatured Event of Default then exists, such with respect to any single or series of related Recovery Events the net proceeds therefrom which are equal to or greater than $25,000,000 5,000,000 but less than 10% of net property, plant or equipment as set forth on the most recently delivered quarterly financial statements of Borrower (the “Threshold”), such proceeds shall not be required to be so applied on such date to the extent that Crown Holdings (x) Borrower has delivered a certificate to the Administrative Agent on or prior to such date stating that such proceeds shall be used to replace or restore any properties or assets in respect of which such proceeds were paid within 365 days following the date of the receipt of such proceeds (which certificate shall set forth the estimates of the proceeds to be so expended) and (y) such proceeds are deposited in an escrow account with the Administrative Agent for the benefit of the Secured Parties (the “Recovery Event Escrow Account”) or, with consent of the Administrative Agent, are applied to the outstanding Priority Loans with a reserve established for usage of such amounts in accordance with this Section 4.2(h), from which escrow account (or revolver reserve) amounts may be withdrawn only to repay the Loans or to be used for the purposes described in clause (x) above; provided, further, that

Mandatory Prepayment Upon Recovery Event. Within ten two (102) days Business Days following each date on which Crown Holdings Borrower or any of its Restricted Subsidiaries receives any Net Proceeds proceeds from any Recovery Event, Borrowers shall apply an amount equal to 100% of the Net Proceeds proceeds of such Recovery Event (net of taxes and reasonable costs and taxes incurred in connection with such Recovery Event) shall be applied as a mandatory repayment prepayment of principal of the Term Loans pursuant to Loans, applied in the terms of Section 4.5(a); manner set forth in SECTION 4.3, provided that (1) so long as no Event of Default or Unmatured Event of Default then exists, if the Net Proceeds net proceeds from any single or series of related Recovery Event Events are less than $25,000,0005,000,000, then no prepayment shall be required pursuant to this Section 4.4(fSECTION 4.2(h), and (2) so long as (i) no Credit Party would be requested to make an offer to purchase First Lien Notes or other Indebtedness if such Net Proceeds were not used to prepay Term Loans and (ii) no Event of Default or Unmatured Event of Default then exists, such with respect to any single or series of related Recovery Events the net proceeds therefrom which are equal to or greater than $25,000,000 5,000,000 but less than 10% of net property, plant or equipment as set forth on the most recently delivered quarterly financial statements of Borrower (the "THRESHOLD"), such proceeds shall not be required to be so applied on such date to the extent that Crown Holdings (x) Borrower has delivered a certificate to the Administrative Agent on or prior to such date stating that such proceeds shall be used to replace or restore any properties or assets in respect of which such proceeds were paid within 365 days following the date of the receipt of such proceeds (which certificate shall set forth the estimates of the proceeds to be so expended) and (y) such proceeds are deposited in an escrow account with the Administrative Agent for the benefit of the Secured Parties (the "RECOVERY EVENT ESCROW ACCOUNT") or, with consent of the Administrative Agent, are applied to the outstanding Priority Loans with a reserve established for usage of such amounts in accordance with this SECTION 4.2(h), from which escrow account (or revolver reserve) amounts may be withdrawn only to repay the Loans or to be used for the purposes described in clause (x) above; PROVIDED, FURTHER, that

Mandatory Prepayment Upon Recovery Event. Within ten (10) days following each date on which Crown Holdings Company or any of its Subsidiaries receives any Net Proceeds proceeds from any Recovery Event, Borrowers shall apply an amount equal to 100% of the Net Proceeds proceeds of such Recovery Event (net of reasonable costs and taxes incurred in connection with such Recovery Event) shall be applied as a mandatory repayment of principal of the Term Loans pursuant to the terms of Section 4.5(a); , provided that that, (1) so long as no Event of Default or Unmatured Event of Default then exists, if the Net Proceeds net proceeds from any Recovery Event are less than $25,000,0001,000,000, then no prepayment shall be required pursuant to this Section 4.4(f4.4(e), and (2) so long as (i) no Credit Party would be requested to make an offer to purchase First Lien Notes or other Indebtedness if such Net Proceeds were not used to prepay Term Loans and (ii) no Event of Default or Unmatured Event of Default then exists, such with respect to any single or series of related Recovery Events the net proceeds therefrom which are equal to or greater than $25,000,000 1,000,000 but less than $10,000,000 such proceeds shall not be required to be so applied on such date to the extent that Crown Holdings (x) any Borrower has delivered a certificate to the Administrative Agent on or prior to such date stating that such proceeds shall be (or have been) used to replace or restore any properties or assets in respect of which such proceeds were paid within 365 360 days following of the date of the receipt of such proceeds (which certificate shall set forth the estimates of the proceeds to be so expended) and (y) such proceeds, which may be in the form of Cash and/or Cash Equivalents, are deposited in an escrow account with the Administrative Agent for the benefit of the Secured Creditors (the "Recovery Event Escrow Account"), from which escrow account amounts may be withdrawn only to repay the Loans pursuant to this Section 4.4(e) or to be used for the purposes described in clause (x) above; provided, further, that

Mandatory Prepayment Upon Recovery Event. Within ten fifteen (1015) days following each date on which Crown Holdings Parent or any of its Subsidiaries receives any Net Proceeds proceeds from any Recovery Event, Borrowers shall apply an amount equal to 100% of the Net Proceeds proceeds of such Recovery Event (net of reasonable costs and taxes incurred in connection with such Recovery Event) shall be applied as a mandatory repayment of principal of the Term Loans pursuant as provided in Section 4.5 in each case subject to the terms modification of such application as set forth in Section 4.5(a4.5(c); , provided that (1) so long as no Event of Default or Unmatured Event of Default then exists, if the Net Proceeds net proceeds from any Recovery Event are less than $25,000,0001,000,000, then no prepayment shall be required pursuant to this Section 4.4(f4.4(g), and (2) so long as (i) no Credit Party would be requested to make an offer to purchase First Lien Notes or other Indebtedness if such Net Proceeds were not used to prepay Term Loans and (ii) no Event of Default or Unmatured Event of Default then exists, such with respect to any single or series of related Recovery Events the net proceeds therefrom which are equal to or greater than $25,000,000 1,000,000 but less than $2,000,000, such proceeds shall not be required to be so applied on such date to the extent that Crown Holdings Borrower has delivered a certificate to the Administrative Agent on or prior to such date stating that such proceeds shall be used to replace or restore any properties or assets in respect of which such proceeds were paid within 365 270 days following the date of the receipt of such proceeds (which certificate shall set forth the estimates of the proceeds to be so expended) provided, further, that (i) if the amount of such proceeds from any single or series of related Recovery Events exceeds $2,000,000, then the entire amount and not just the portion in excess of $2,000,000 shall be applied as a mandatory repayment of Loans as provided above in this Section 4.4(g) and (ii) if all or any portion of such proceeds not required to be applied to the repayment of Loans pursuant to the first proviso of this Section 4.4(g) are not so used (or contractually committed to be used) within 270 days after the day of the receipt of such proceeds, such remaining portion shall be applied on the last day of such period as a mandatory repayment of principal of the Loans as provided in this Section 4.4(g), that.

Mandatory Prepayment Upon Recovery Event. Within ten (10) days following each date on which Crown Holdings or any of its Subsidiaries receives any Net Proceeds cash proceeds from any Recovery Event, Borrowers shall apply an amount equal to 100% of the Net Proceeds proceeds of such Recovery Event (net of reasonable costs and taxes incurred in connection with such Recovery Event) shall be applied as a mandatory repayment of principal of the Term Loans pursuant as provided in Section 4.5 in each case subject to the terms modification of such application as set forth in Section 4.5(a4.5(d); , provided that (1) so long as no Event of Default or Unmatured Event of Default then exists, if the Net Proceeds net proceeds from any Recovery Event are less than $25,000,0001,000,000, then no prepayment shall be required pursuant to this Section 4.4(f4.4(g), and (2) so long as (i) no Credit Party would be requested to make an offer to purchase First Lien Notes or other Indebtedness if such Net Proceeds were not used to prepay Term Loans and (ii) no Event of Default or Unmatured Event of Default then exists, such with respect to any single or series of related Recovery Events the net proceeds therefrom which are equal to or greater than $25,000,000 1,000,000 but less than $5,000,000, such proceeds shall not be required to be so applied on such date to the extent that Crown Holdings (x) Borrower has delivered a certificate to Administrative the Agent on or prior to such date stating that such proceeds shall be used to replace or restore any properties or assets in respect of which such proceeds were paid within 365 180 days following the date of the receipt of such proceeds (which certificate shall set forth the estimates of the proceeds to be so expended) and (y) such proceeds are deposited in an escrow account with Agent for the benefit of the Secured Parties (the "Recovery Event Escrow Account"), thatfrom which escrow account amounts may be withdrawn only to repay the Loans or to be used for the purposes described in clause (x) above, provided, further, that (i) if the amount of such proceeds from any single or series of related Recovery Events exceeds $1,000,000, then the entire amount and not just the portion in excess of $1,000,000 shall be applied as a mandatory repayment of Loans as provided above in this Section 4.4(g), (ii) if all or any portion of such proceeds not required to be applied to the repayment of Loans pursuant to the first proviso of this Section 4.4(g) are not so used (or contractually committed to be used) within 180 days after the day of the receipt of such proceeds, such remaining portion shall be applied on the last day of such period as a mandatory repayment of principal of the Loans as provided in this Section 4.4(g) and (iii) if all or any portion of such proceeds are not required to be applied on the 180th day referred to in clause (ii) 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 Loans as provided in this Section 4.4(g).