Common use of Net Insurance/Condemnation Proceeds Received by Agent Clause in Contracts

Net Insurance/Condemnation Proceeds Received by Agent. Upon receipt by Agent of any Net Insurance/Condemnation Proceeds as loss payee, (a) if and to the extent Borrower would have been required to apply such Net Insurance/Condemnation Proceeds (if it had received them directly) to prepay the Loans and/or reduce the Aggregate Commitments, Agent shall, and Borrower hereby authorizes Agent to, apply such Net Insurance/Condemnation Proceeds to prepay the Loans (and/or the Aggregate Commitments shall be reduced) as provided in Section 6.6(b)(ii); provided that if Borrower makes a written request to Lenders through Agent requesting that it not be required to apply such an amount to prepay the Loans (and/or to reduce the Aggregate Commitments), then Borrower shall not be required to, and Agent shall not, apply such an amount to prepay the Loans (and/or to reduce the Aggregate Commitments) so long as Required Lenders in their sole discretion consent to such request in writing within 30 days of such request (and Lenders hereby agree to respond to such request in a timely fashion) and (b) to the extent the foregoing clause (a) does not apply (or does not require prepayment of the Loans and/or reduction of the Aggregate Commitments) and (1) the aggregate amount of such Net Insurance/Condemnation Proceeds received (and reasonably expected to be received) by Agent in respect of any covered loss does not exceed $10,000,000, Agent shall deliver such Net Insurance/Condemnation Proceeds to Borrower, and Borrower shall, or shall cause one or more of its Subsidiaries to, promptly apply such Net Insurance/ Condemnation Proceeds to the costs of repairing, restoring, or replacing the assets in respect of which such Net Insurance/Condemnation Proceeds were received or to reinvest such proceeds in productive assets of the general type used in the business of Borrower and its Subsidiaries within 180 days of such date of receipt in accordance with the requirements of clause (ii) above, and (2) if the aggregate amount of Net Insurance/Condemnation Proceeds received (and reasonably expected to be received) by Agent in respect of any covered loss exceeds $10,000,000, Agent shall hold such Net Insurance/Condemnation Proceeds as Collateral under the Security Agreement and, so long as Borrower or any of its Subsidiaries proceeds diligently to repair, restore or replace the assets of Borrower or such Subsidiary in respect of which such Net Insurance/Condemnation Proceeds were received or to reinvest such proceeds in productive assets, Agent shall from time to time disburse to Borrower or such Subsidiary from the Collateral Account, to the extent of any such Net Insurance/Condemnation Proceeds remaining therein in respect of the applicable covered loss, amounts necessary to pay the cost of such repair, restoration, replacement or reinvestment after, where applicable the receipt by Agent of invoices or other documentation reasonably satisfactory to Agent relating to the amount of costs so incurred and the work performed (including, if required by Agent, lien releases and architects’ certificates); provided, however that if at any time Agent reasonably determines (A) that Borrower or such Subsidiary is not proceeding diligently with such repair, restoration or replacement or (B) that such repair, restoration, replacement or reinvestment cannot be completed with the Net Insurance/Condemnation Proceeds then held by Agent for such purpose, together with funds otherwise available to Borrower for such purpose, or that such repair, restoration, replacement or reinvestment cannot be completed within 180 days after the receipt by Agent of such Net Insurance/Condemnation Proceeds, Agent shall, and Borrower hereby authorizes Agent to, apply such Net Insurance/Condemnation Proceeds to prepay the Loans (and/or the Aggregate Commitments shall be reduced) as provided in Section 2.5(d)(ii).

Net Insurance/Condemnation Proceeds Received by Agent. Upon receipt by Agent of any Net Insurance/Condemnation Proceeds as loss payee, (a) if and to the extent Borrower would have been required to apply such Net Insurance/Condemnation Proceeds (if it had received them directly) to prepay the Loans and/or reduce the Aggregate Revolving Loan Commitments, Agent shall, and Borrower hereby authorizes Agent to, apply such Net Insurance/Condemnation Proceeds to prepay the Loans (and/or the Aggregate Revolving Loan Commitments shall be reduced) as provided in Section 6.6(b)(ii); provided that if Borrower makes a written request to Lenders through Agent requesting that it not be required to apply such an amount to prepay the Loans (and/or to reduce the Aggregate Commitments)subsection 2.4B, then Borrower shall not be required to, and Agent shall not, apply such an amount to prepay the Loans (and/or to reduce the Aggregate Commitments) so long as Required Lenders in their sole discretion consent to such request in writing within 30 days of such request (and Lenders hereby agree to respond to such request in a timely fashion) and (b) to the extent the foregoing clause (a) does not apply (or does not require prepayment of the Loans and/or reduction of the Aggregate Commitments) and (1) the aggregate amount of such Net Insurance/Condemnation Proceeds received (and reasonably expected to be received) by Agent in respect of any covered loss does not exceed $10,000,000250,000, Agent shall deliver such Net Insurance/Condemnation Proceeds to Borrower, and Borrower shall, or shall cause one or more of its Subsidiaries to, promptly apply such Net Insurance/ Insurance/Condemnation Proceeds to the costs of repairing, restoring, or replacing the assets in respect of which such Net Insurance/Condemnation Proceeds were received or to reinvest such proceeds in productive assets of the general type used in the business of Borrower and its Subsidiaries within 180 days of such date of receipt in accordance with the requirements of clause (ii) abovereceived, and (2) if the aggregate amount of Net Insurance/Condemnation Proceeds received (and reasonably expected to be received) by Agent in respect of any covered loss exceeds $10,000,000250,000, Agent shall hold such Net Insurance/Condemnation Proceeds as Collateral under pursuant to the terms of the Security Agreement and, so long as Borrower or any of its Subsidiaries proceeds diligently to repair, restore or replace the assets of Borrower or such Subsidiary in respect of which such Net Insurance/Condemnation Proceeds were received or to reinvest such proceeds in productive assetsreceived, Agent shall from time to time disburse to Borrower or such Subsidiary from the Collateral Account, to the extent of any such Net Insurance/Condemnation Proceeds remaining therein in respect of the applicable covered loss, amounts necessary to pay the cost of such repair, restoration, restoration or replacement or reinvestment after, where applicable after the receipt by Agent of invoices or other documentation reasonably satisfactory to Agent relating to the amount of costs so incurred and the work performed (including, if required by Agent, lien releases and architects’ certificates); provided, however that if at any time Agent reasonably determines (A) that Borrower or such Subsidiary is not proceeding diligently with such repair, restoration or replacement or (B) that such repair, restoration, restoration or replacement or reinvestment cannot be completed with the Net Insurance/Condemnation Proceeds then held by Agent for such purpose, together with funds otherwise available to Borrower for such purpose, or that such repair, restoration, replacement or reinvestment cannot be completed within 180 days after the receipt by Agent of such Net Insurance/Condemnation Proceeds, Agent shall, and Borrower hereby authorizes Agent to, apply such Net Insurance/Insurance/ Condemnation Proceeds to prepay the Loans (and/or the Aggregate Revolving Loan Commitments shall be reduced) as provided in Section 2.5(d)(ii).subsection 2.4B.

Net Insurance/Condemnation Proceeds Received by Agent. Upon receipt by Agent of any Net Insurance/Condemnation Proceeds as loss payee, (a) if and to the extent Borrower would have been required to apply such Net Insurance/Condemnation Proceeds (if it had received them directly) to prepay the Loans and/or reduce the Aggregate Commitments, Agent shall, and Borrower hereby authorizes Agent to, apply such Net Insurance/Condemnation Proceeds to prepay the Loans (and/or the Aggregate Commitments shall be reduced) as provided in Section 6.6(b)(ii); provided that if Borrower makes a written request to Lenders through Agent requesting that it not be required to apply such an amount to prepay the Loans (and/or to reduce the Aggregate Commitments), then Borrower shall not be required to, and Agent shall not, apply such an amount to prepay the Loans (and/or to reduce the Aggregate Commitments) so long as Required Lenders in their sole discretion consent to such request in writing within 30 days of such request (and Lenders hereby agree to respond to such request in a timely fashion) and (b) to the extent the foregoing clause (a) does not apply (or does not require prepayment of the Loans and/or reduction of the Aggregate Commitments) and (1) the aggregate amount of such Net Insurance/Condemnation Proceeds received (and reasonably expected to be received) by Agent in respect of any covered loss does not exceed $10,000,000250,000, Agent shall deliver such Net Insurance/Condemnation Proceeds to Borrower, and Borrower shall, or shall cause one or more of its Subsidiaries to, promptly apply such Net Insurance/ Condemnation Proceeds to the costs of repairing, restoring, or replacing the assets in respect of which such Net Insurance/Condemnation Proceeds were received or to reinvest such proceeds in productive assets of the general type used in the business of Borrower and its Subsidiaries within 180 days of such date of receipt in accordance with the requirements of clause (ii) above, and (2) if the aggregate amount of Net Insurance/Condemnation Proceeds received (and reasonably expected to be received) by Agent in respect of any covered loss exceeds $10,000,000250,000, Agent shall hold such Net Insurance/Condemnation Proceeds as Collateral under pursuant to the terms of the Security Agreement and, so long as Borrower or any of its Subsidiaries proceeds diligently to repair, restore or replace the assets of Borrower or such Subsidiary in respect of which such Net Insurance/Condemnation Proceeds were received or to reinvest such proceeds in productive assets, Agent shall from time to time disburse to Borrower or such Subsidiary from the Collateral Account, to the extent of any such Net Insurance/Condemnation Proceeds remaining therein in respect of the applicable covered loss, amounts necessary to pay the cost of such repair, restoration, replacement or reinvestment after, where applicable the receipt by Agent of invoices or other documentation reasonably satisfactory to Agent relating to the amount of costs so incurred and the work performed (including, if required by Agent, lien releases and architects’ certificates); provided, however that if at any time Agent reasonably determines (A) that Borrower or such Subsidiary is not proceeding diligently with such repair, restoration or replacement or (B) that such repair, restoration, replacement or reinvestment cannot be completed with the Net Insurance/Condemnation Proceeds then held by Agent for such purpose, together with funds otherwise available to Borrower for such purpose, or that such repair, restoration, replacement or reinvestment cannot be completed within 180 days after the receipt by Agent of such Net Insurance/Condemnation Proceeds, Agent shall, and Borrower hereby authorizes Agent to, apply such Net Insurance/Condemnation Proceeds to prepay the Loans (and/or the Aggregate Commitments shall be reduced) as provided in Section 2.5(d)(ii).