Net Cash Proceeds of Sale Sample Clauses

Net Cash Proceeds of Sale. In the event a Borrower or any Subsidiary of a Borrower receives, in any Fiscal Year, Net Cash Proceeds of Sale which, when aggregated with all other Net Cash Proceeds of Sale received by the Borrowers and Subsidiaries of the Borrowers in such Fiscal Year, exceed $2,500,000, such Borrower shall, immediately upon its or such Subsidiary's receipt of such Net Cash Proceeds of Sale, make or cause to be made a mandatory prepayment of the Obligations in an amount equal to one hundred percent (100%) of such Net Cash Proceeds of Sale until such time as the Revolving Credit Commitments are less than $60,000,000. Notwithstanding the foregoing, in the event such Net Cash Proceeds of Sale otherwise required to be applied as a mandatory prepayment of the Obligations are proceeds received from the sale, transfer, assignment or other disposition of assets of (A) a Borrower or Guarantor (and not otherwise subject to the provisions of clause (C) below) or other Subsidiary of the U.S. Borrower which is a Domestic Subsidiary, such Subsidiary may use such Net Cash Proceeds of Sale within two hundred seventy (270) days after its receipt thereof to make an investment in, or acquire assets and properties (or a Person or entity owning such assets or properties) that will be used in the business of the U.S. Borrower and its Subsidiaries existing on the Effective Date or in a business reasonably related thereto and, to the extent such Net Cash Proceeds of Sale are so used within such period, the same shall not be required to be applied as a mandatory prepayment of the Obligations and an amount equal to that portion of the Net Cash Proceeds of Sale not so used, shall be delivered to the Agent as a mandatory prepayment for application on the Obligations on the 271st day after receipt thereof; (B) a direct Subsidiary of the U.S. Borrower (other than the European Borrower) which is not a Domestic Subsidiary, no prepayment shall be required if repatriation of such Net Cash Proceeds of Sale would require the U.S. Borrower to incur liabilities for U.S. federal income taxes which would not be incurred absent such repatriation; or (C) a Borrower or Guarantor and such sale, transfer, assignment or other disposition is a sale, transfer, assignment of all or substantially all of the assets of a Borrower or Guarantor or any of the Capital Stock of the European Borrower or a Guarantor, a mandatory prepayment of the Obligations shall be required as aforesaid regardless of the amount of the Revolv...
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Net Cash Proceeds of Sale. The Borrowers shall make or cause to be made a mandatory prepayment of the Obligations in an amount equal to one hundred percent (100%) of the Net Cash Proceeds of Sale received by any Borrower or any Subsidiary of a Borrower upon such Person's receipt thereof. Notwithstanding the foregoing, the first $10,000,000 of Net Cash Proceeds of Sale otherwise required to be applied as a mandatory prepayment of the Obligations received after the Effective Date may be used within three hundred sixty- five (365) days after receipt thereof by a Borrower or a Subsidiary of a Borrower to make Investments permitted by Section 10.04(m); provided that the Borrowers notify the Collateral Agent, in writing, of the intention to make such Investments and such Net Cash Proceeds of Sale are used to repay Revolving Loans or deposited with the Collateral Agent, as Cash Collateral, upon their receipt as aforesaid, subject to the Borrowers' right to request the return of such Cash Collateral to enable such Person(s) to make such Investments within such period. To the extent such Net Cash Proceeds of Sale are so used within such period, the same shall not be required to be applied as a mandatory prepayment of the Obligations and an amount equal to that portion of the Net Cash Proceeds of Sale not so used, shall be delivered to the Collateral Agent as a mandatory prepayment for application on the Obligations on the 366th day after receipt thereof.
Sample 1
Net Cash Proceeds of Sale. Immediately upon the receipt by any Borrower or Guarantor of any Net Cash Proceeds of Sale, the Borrowers shall make or cause to be made a mandatory prepayment of the Obligations in an amount equal to one hundred percent (100%) of such Net Cash Proceeds of Sale, subject to the reduction set forth in the definition of "Designated Prepayment".
Sample 1
Net Cash Proceeds of Sale. Immediately upon the receipt by the Borrowers or any Guarantor of any Net Cash Proceeds of Sale, the Borrowers shall make or cause to be made a mandatory prepayment of the Obligations in an amount equal to one hundred percent (100%) of such Net Cash Proceeds of Sale.
Sample 1
Net Cash Proceeds of Sale. Immediately upon the receipt by any Borrower or Guarantor of any Net Cash Proceeds of Sale, the Borrowers shall make or cause to be made a mandatory prepayment of the Obligations in an amount equal to one hundred percent (100%) of such Net Cash Proceeds of Sale. Notwithstanding the foregoing, upon the written request of TIMCO to the Agent, on the date of such receipt of Net Cash Proceeds of Sale, that the Borrowers be permitted to use certain of such Net Cash Proceeds of Sale for working capital purposes attendant to the operations of their respective businesses, in the ordinary course thereof, (A) the Borrowers shall be permitted to retain Net Cash Proceeds of Sale in an amount not to exceed $500,000 in the aggregate during the period commencing on the Effective Date and ending on the Revolving Credit Termination Date; provided that (I) such Net Cash Proceeds of Sale arise from a transaction permitted under Section 10.02 or otherwise consented to by the Requisite Lenders, (II) such written request includes a disclosure of the amount of Net Cash Proceeds of Sale received, the portion thereof which is subject to the request, and the aggregate amount of Net Cash Proceeds of Sale retained by the Borrowers for such purposes after giving effect to the then current request, (III) the Agent shall have received
Sample 1
Net Cash Proceeds of Sale. The Borrower shall make or cause to be made a mandatory prepayment of the Obligations in an amount equal to one hundred percent (100%) of the Net Cash Proceeds of Sale received by the Borrower, RHI, or any of Borrower's Subsidiaries within (A) three (3) Business Days after such Person's receipt of the Net Cash Proceeds of Sale with respect to sales, assignments, or other dispositions of assets within the U.S. and (B) fourteen (14) days after such Person's receipt of Net Cash Proceeds of Sale with respect to sales, assignments, or other dispositions of assets outside of the U.S.
Sample 1
Net Cash Proceeds of Sale. Within three (3) Business Days after receipt by either Borrower or any Subsidiary of a Borrower of any Net Cash Proceeds of Sale, the Borrowers shall make or cause to be made a mandatory prepayment of the Obligations in an amount equal to one hundred percent (100%) of such Net Cash Proceeds of Sale which, when combined with all other Net Cash Proceeds of Sale received in the same Fiscal Year, exceeds $150,000 in the aggregate; provided, however, that notwithstanding the foregoing, (A) one-third of the Net Cash Proceeds of Sale from the sale of Real Property of Adamx Xxxustries, Inc. located in Suffield, Connecticut shall be required to be remitted as a mandatory prepayment of the Obligations, (B) that portion of the Net Cash Proceeds of Sale from the sale of Real Property of Matrix Aviation, Inc. located in Wichita, Kansas which exceeds $150,000 shall be required to be remitted as a mandatory prepayment of the Obligations, and (C) no
Sample 1
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Related to Net Cash Proceeds of Sale

  • Cash Proceeds In addition to the rights of the Collateral Agent specified in Section 4.3 with respect to payments of Receivables, all proceeds of any Collateral received by any Grantor consisting of cash, checks and other non-cash items (collectively, “Cash Proceeds”) shall be held by such Grantor in trust for the Collateral Agent, segregated from other funds of such Grantor, and shall, forthwith upon receipt by such Grantor, unless otherwise provided pursuant to Section 4.4(a)(ii), be turned over to the Collateral Agent in the exact form received by such Grantor (duly indorsed by such Grantor to the Collateral Agent, if required) and held by the Collateral Agent in the Collateral Account. Any Cash Proceeds received by the Collateral Agent (whether from a Grantor or otherwise): (i) if no Event of Default shall have occurred and be continuing, shall be held by the Collateral Agent for the ratable benefit of the Secured Parties, as collateral security for the Secured Obligations (whether matured or unmatured) and (ii) if an Event of Default shall have occurred and be continuing, may, in the sole discretion of the Collateral Agent, (A) be held by the Collateral Agent for the ratable benefit of the Secured Parties, as collateral security for the Secured Obligations (whether matured or unmatured) and/or (B) then or at any time thereafter may be applied by the Collateral Agent against the Secured Obligations then due and owing.

  • Proceeds of Sale The proceeds of any collection, recovery, receipt, appropriation, realization or sale of the Collateral shall be applied by the Pledgee as follows: (a) First, to the payment of all costs, reasonable expenses and charges of the Pledgee and to the reimbursement of the Pledgee for the prior payment of such costs, reasonable expenses and charges incurred in connection with the care and safekeeping of the Collateral (including, without limitation, the reasonable expenses of any sale or any other disposition of any of the Collateral), the expenses of any taking, attorneys' fees and reasonable expenses, court costs, any other fees or expenses incurred or expenditures or advances made by Pledgee in the protection, enforcement or exercise of its rights, powers or remedies hereunder; (b) Second, to the payment of the Indebtedness, in whole or in part, in such order as the Pledgee may elect, whether or not such Indebtedness is then due; (c) Third, to such persons, firms, corporations or other entities as required by applicable law including, without limitation, Section 9-504(1)(c) of the UCC; and (d) Fourth, to the extent of any surplus to the Pledgors or as a court of competent jurisdiction may direct. In the event that the proceeds of any collection, recovery, receipt, appropriation, realization or sale are insufficient to satisfy the Indebtedness, each Pledgor shall be jointly and severally liable for the deficiency plus the costs and fees of any attorneys employed by Pledgee to collect such deficiency.

  • Proceeds of Notes The Borrower will not permit the proceeds of the Notes to be used for any purpose other than those permitted by Section 7.21. Neither the Borrower nor any Person acting on behalf of the Borrower has taken or will take any action which might cause any of the Loan Documents to violate Regulations T, U or X or any other regulation of the Board or to violate Section 7 of the Securities Exchange Act of 1934 or any rule or regulation thereunder, in each case as now in effect or as the same may hereinafter be in effect. If requested by the Administrative Agent, the Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 or such other form referred to in Regulation U, Regulation T or Regulation X of the Board, as the case may be.

  • Proceeds of Collateral Borrowers shall request in writing and otherwise take all necessary steps to ensure that all payments on Accounts or otherwise relating to Collateral are made directly to a Dominion Account (or a lockbox relating to a Dominion Account). If any Borrower or Subsidiary receives cash or Payment Items with respect to any Collateral, it shall hold same in trust for Agent and promptly (not later than the next Business Day) deposit same into a Dominion Account.

  • Asset Dispositions Make any Asset Disposition, except: (a) the sale of obsolete, worn-out or surplus assets no longer used or usable in the business of the Borrower or any of its Restricted Subsidiaries; (i) non-exclusive licenses and sublicenses of intellectual property rights in the ordinary course of business not interfering, individually or in the aggregate, in any material respect with the conduct of the business of the Borrower and its Subsidiaries, (ii) exclusive licenses and sublicenses of intellectual property rights and other Asset Dispositions with respect to intellectual property granted or made in the ordinary course of business consistent with past practice or (iii) exclusive licenses and sublicenses, assignments of intellectual property rights and other Asset Dispositions with respect to intellectual property granted or made in the exercise of the Borrower’s reasonable business judgment, where such exclusive license, assignment or other Asset Disposition is not reasonably expected to have a Material Adverse Effect; (c) leases, subleases, licenses or sublicenses of real or personal property granted by the Borrower or any of its Restricted Subsidiaries to others in the ordinary course of business not interfering in any material respect with the business of the Borrower or any of its Restricted Subsidiaries; (d) Asset Dispositions in connection with Insurance and Condemnation Events; provided that the requirements of Section 4.4(b) are complied with in connection therewith; (e) Assets Dispositions in connection with transactions expressly permitted by Section 9.4; (f) Asset Dispositions not otherwise permitted pursuant to this Section; provided that (i) at the time of such Asset Disposition, no Event of Default shall exist or would result from such Asset Disposition and (ii) such Asset Disposition is made for Fair Market Value and the consideration received shall not be less than 75% in cash or Cash Equivalents; and (g) Asset Dispositions of accounts receivable transferred as part of a Permitted A/R Financing.

  • Asset Disposition If the Borrower or any of its Subsidiaries (other than a Financing Subsidiary) Disposes of any property which results in the receipt by such Person of Net Cash Proceeds in excess of $2,000,000 in the aggregate since the applicable Commitment Termination Date, the Borrower shall prepay an aggregate principal amount of such Loans owed to such Lender or Lenders equal to 100% of such Net Cash Proceeds no later than the fifth Business Day following the receipt of such Net Cash Proceeds (such prepayments to be applied as set forth in Section 2.09(b)).

  • Asset Dispositions, etc The Borrower will not, and will not permit any of its Subsidiaries to, sell, transfer, contribute or otherwise convey, or grant options, warrants or other rights with respect to, all or substantially all of the assets of (a) the Borrower or (b) the Subsidiaries of the Borrower, taken as a whole, except sales of assets between or among the Borrower and Subsidiaries of the Borrower.

  • Proceeds of Dispositions; Expenses The Debtor shall pay to the Secured Party on demand any and all expenses, including reasonable attorneys' fees and disbursements, incurred or paid by the Secured Party in protecting, preserving or enforcing the Secured Party's rights and remedies under or in respect of any of the Obligations or any of the Collateral. After deducting all of said expenses, the residue of any proceeds of collection or sale or other disposition of the Collateral shall, to the extent actually received in cash, be applied to the payment of the Obligations in such order or preference as the Secured Party may determine, proper allowance and provision being made for any Obligations not then due. Upon the final payment and satisfaction in full of all of the Obligations and after making any payments required by Sections 9-608(a)(1)(C) or 9-615(a)(3) of the Uniform Commercial Code of the State, any excess shall be returned to the Debtor. In the absence of final payment and satisfaction in full of all of the Obligations, the Debtor shall remain liable for any deficiency.

  • Asset Sale The Company or the Parent shall not and shall not permit any of their respective Subsidiaries to, in one or a series of related transactions, convey, sell, transfer, assign or otherwise dispose of, directly or indirectly, any of their property, business or assets, including by merger or consolidation (in the case of a Subsidiary or Unrestricted Subsidiary), and including any sale or other transfer or issuance of any Equity Interests of any Subsidiary, whether by the Company or the Parent or one of their respective Subsidiaries or through the issuance, sale or transfer of Equity Interests by one of their respective Subsidiaries or Unrestricted Subsidiaries and including any sale and leaseback transaction (any of the foregoing, an "Asset Sale"), unless: (1) at least 75% of the total consideration for such Asset Sale or series of related Asset Sales consists of cash or Cash Equivalents; provided, that with respect to the sale of one or more hotel properties, up to 75% of the consideration may consist of Indebtedness of the purchaser of such hotel properties so long as such Indebtedness is secured by a first priority Lien on the hotel property or properties sold; (2) no Default or Event of Default shall have occurred and be continuing at the time of, or would occur after giving effect, on a pro forma basis, to such Asset Sale; and (3) the Parent and the Company determine in good faith that the consideration received by the Parent, the Company or their respective Subsidiaries, as applicable, equals the fair market value for such Asset Sale. In the event and to the extent that immediately following any Asset Sale the Net Cash Proceeds received by the Company or the Parent or any of their respective Subsidiaries from such Asset Sale, plus the Net Cash Proceeds of any other Asset Sale(s) which occurred (i) on or after the Issue Date and (ii) within the 360-day period proceeding such Asset Sale, exceed 10% of Adjusted Consolidated Net Tangible Assets, the Indenture provides that within 360 days following such Asset Sale, the Net Cash Proceeds therefrom (the "Asset Sale Amount") shall be: (1) invested in assets and property (except in connection with the acquisition of a Subsidiary which is a Guarantor in a Related Business, other than notes, bonds, obligation and securities) which shall immediately constitute or be a part of a Related Business of the Company or the Parent or such Subsidiary (if it continues to be a Subsidiary) immediately following such transaction, or (2) used to retire Indebtedness incurred under the Credit Agreement and to permanently reduce the amount of such Indebtedness permitted to be incurred pursuant to Section 4.7(b) of the Indenture. Pending the final application of any Net Cash Proceeds, the Company or the Parent may temporarily reduce revolving credit borrowings or otherwise invest the Net Cash Proceeds in any manner that is not prohibited by the Indenture. The accumulated Net Cash Proceeds from Asset Sales not applied as set forth above shall constitute "Excess Proceeds." Within 30 days after the date that the amount of Excess Proceeds exceeds $10 million, which date shall not be prior to 390 days after the Asset Sale that generated such Excess Proceeds, the Company shall apply an amount (the "Asset Sale Offer Amount") equal to the Excess Proceeds to the repurchase of the Notes and such other Indebtedness ranking on a parity with the Notes and with provisions requiring the Company to make an offer to purchase such Indebtedness with the proceeds from such Asset Sale pursuant to a cash offer (subject only to conditions required by applicable law, if any) (pro rata in proportion to the respective principal amounts (or accreted values in the case of Indebtedness issued with an original issue discount) of the Notes and such other Indebtedness then outstanding) (the "Asset Sale Offer") at a purchase price of 100% of the principal amount (or accreted value in the case of Indebtedness issued with an original issue discount) (the "Asset Sale Offer Price") together with accrued and unpaid interest and Liquidated Damages, if any, to the date of payment. Each Asset Sale Offer shall remain open for 20 Business Days following its commencement (the "Asset Sale Offer Period").

  • Proceeds of Loans The Borrower will not permit the proceeds of the Loans to be used for any purpose other than those permitted by Section 7.21. Neither the Borrower nor any Person acting on behalf of the Borrower has taken or will take any action which might cause any of the Loan Documents to violate Regulations T, U or X or any other regulation of the Board or to violate Section 7 of the Securities Exchange Act of 1934 or any rule or regulation thereunder, in each case as now in effect or as the same may hereinafter be in effect. If requested by the Administrative Agent, the Borrower will furnish to the Administrative Agent and each Lender a statement to the foregoing effect in conformity with the requirements of FR Form U-1 or such other form referred to in Regulation U, Regulation T or Regulation X of the Board, as the case may be.

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