Net Equity Proceeds. Within three Banking Days after the receipt by the Company or any of its Subsidiaries of Net Equity Proceeds, the Borrower shall pay to the Agent as a prepayment of the Loan to be applied as provided in Section 4.6.2 the lesser of (a) the amount of such Net Equity Proceeds or (b) the amount of the Loan.
Net Equity Proceeds. Upon receipt of Net Equity Proceeds by the Company or any of its Subsidiaries, the Company shall within one Banking Day pay to the Agent as a prepayment of the Loan to be applied as provided in Section 4.5.2 the lesser of (a) the amount of such Net Equity Proceeds or (b) the amount of the Loan.
Net Equity Proceeds. The proceeds of a sale of an equity interest in the Borrower or the Guarantor (including those attributable to a dividend reinvestment program), net of usual and customary closing costs and expenses.
Net Equity Proceeds. Upon receipt of Net Equity Proceeds by the Company or any of its Subsidiaries, the Company shall within five Business Days pay to the Agent as a prepayment of the Loan and the Discretionary Credit Obligations to be applied as provided in Section 4.4.2 the lesser of (a) the amount of such Net Equity Proceeds or (b) the sum of (i) the amount of the Loan plus (ii) the amount of the Discretionary Credit Obligations then outstanding.
Net Equity Proceeds. In the event either Borrower receives any Net Equity Proceeds, such Borrower shall (subject to the proviso hereto) within three Business Days of such receipt, deliver to the Administrative Agent a calculation of the amount of such Net Equity Proceeds, and such Borrower shall make a mandatory prepayment of the Term Loans (or if the Term Loans have been repaid in full, prepay the Revolving Loans or, if the Revolving Loans have been repaid in full, prepay the Synthetic Revolving Loans) in an amount equal to a ratable portion of 50% of the amount of such Net Equity Proceeds based on all outstanding permitted senior secured Indebtedness of such Borrower that contains a prepayment provision similar to this Section 3.1.1(d); provided that upon written notice by the Cayman Borrower to the Administrative Agent not more than three Business Days following receipt of any Net Equity Proceeds, such proceeds may be retained by the Cayman Borrower (and be excluded from the prepayment requirements of this clause) if:
(i) the Cayman Borrower informs the Administrative Agent in such notice of its good faith intention to apply (or cause one or more of its Subsidiaries to apply) such Net Equity Proceeds to (u) the payment of ordinary course of business expenses of the Cayman Borrower and its Subsidiaries, (w) the payment of Capital Expenditures, (x) the repayment of the Cayman Borrower’s Subordinated Debt outstanding under the Note Purchase Agreement on the Closing Date, (y) a Permitted Acquisition or (z) repay Indebtedness of a Subsidiary of the Cayman Borrower and
(ii) no later than the date (the “Equity Reinvestment Date”) that is 180 days following the receipt of such Net Equity Proceeds, such proceeds are applied or have received specific board approval for application (indicating the proposed application of such committed proceeds and requiring subsequent board approval for any alternate use of such proceeds) as provided in clause (d)(i) above. The amount of such Net Equity Proceeds unused or uncommitted after the Equity Reinvestment Date, shall be applied to prepay the Loans as set forth in Section 3.1.2.
Net Equity Proceeds. Within five days prior to the ------------------- consummation of any Equity Transaction that would result in Net Equity Proceeds, the Company shall provide written notice to the Lenders of the anticipated closing date for such Equity Transaction and the amount of the Net Equity Proceeds. Within one Banking Day after the receipt of Net Equity Proceeds by any Obligor, the Company shall pay to the Agent as a prepayment of the Term Loan to be applied as provided in Section 4.6.2 the lesser of (a) the amount of such Net Equity Proceeds or (b) the amount of the Term Loan.
Net Equity Proceeds. On the receipt of Net Equity Proceeds with respect to any Equity Issuance by the Guarantor, contribute to the Borrower as an additional capital contribution: (i) prior to the Bridge Termination Date, 50% of such Net Equity Proceeds and (ii) thereafter, 100% of such Net Equity Proceeds.
Net Equity Proceeds. If any Borrower issues or sells any ------------------- shares of its capital stock or other equity interests or securities convertible into or exercisable for any shares of its capital stock or other equity interests, it shall, within five days of such sale or issuance, make a mandatory prepayment of the Loans in an amount (not to exceed 100% of the net cash proceeds of such issuance or sale) equal to that amount which, had it been paid on the last day of the most recently ended quarter, would have caused the Leverage Ratio to equal 4.5 to 1.0; provided, however, that if, as of the date -------- ------- of such equity issuance, such Borrower is a party to a legally binding acquisition agreement for a Qualified Acquisition permitted pursuant to Section 8.10(b), such Borrower may use the proceeds of such issuance or sale to pay the purchase price of such Qualified Acquisition;
Net Equity Proceeds. Upon receipt of Net Equity Proceeds by the Company or any of its Subsidiaries at any time when Consolidated Total Net Debt is greater than 350% of Consolidated EBITDA for the most recent period of four consecutive fiscal quarters for which financial reports have been (or are required to have been) furnished to the Lenders in accordance with Section 6.4.2, the Company shall within one Banking Day pay to the Agent as a prepayment of the Loan to be applied as provided in Section 4.4.2 the lesser of (a) the amount of such Net Equity Proceeds or (b) the amount of the Revolving Loan."
2.5. Amendment of Section 4.4.2. Section 4.4.2 of the Credit Agreement is amended so that the last sentence thereof reads in its entirety as follows: "Contingent mandatory prepayments pursuant to Sections 4.2.2, 4.2.3 and 4.2.5 shall be applied first to the Revolving Loan, with any balance to the Swingline Loan, with any balance to the Money Market Loan, with any balance to be held as cash collateral for Letter of Credit Exposure in accordance with Section 4.4."
2.6. Amendment of Section 6.4.3. Section 6.4.3 of the Credit Agreement is amended to read in its entirety as follows:
Net Equity Proceeds. Within five (5) Business Days of the receipt by any Loan Party or any of its Restricted Subsidiaries of any Net Equity Proceeds (excluding Net Equity Proceeds resulting from the sale, issuance or exercise by any Loan Party or any of its Restricted Subsidiaries of any Capital Stock (i) by any Subsidiary to the Borrower or any other Subsidiary (as applicable), (ii) pursuant to any equity compensation plan, employment agreement or employee benefit plan or agreement or pursuant to the exercise or vesting of any stock options, restricted stock units, stock appreciation rights, warrants or other equity-based awards, (iii) as directors’ qualifying shares, (v) in connection with hedging programs and (vi) upon conversion or exercise of outstanding securities or options), the Borrower shall prepay the Bridge Loans in an amount equal to such Net Equity Proceeds, at a price equal to 100.0% of the principal amount thereof, plus accrued and unpaid interest and additional interest, if any.
