Common use of Other Mandatory Prepayment Events Clause in Contracts

Other Mandatory Prepayment Events. The Borrower shall make mandatory principal prepayments of the Loans (or shall Cash Collateralize the Letter of Credit Liabilities or Specified Derivatives Obligations, as applicable) in the manner set forth in clause (viii) below (A) in an amount equal to one hundred percent (100%) of the aggregate Net Cash Proceeds received by the Borrower or any Guarantor from a Subsidiary that is not a Loan Party or a joint venture in connection with a Non-Guarantor Prepayment Event that constitutes a Debt Issuance by such Subsidiary or joint venture, (B) in an amount equal to fifty percent (50%) of the aggregate Net Cash Proceeds received by the Borrower or any Guarantor from a Subsidiary that is not a Loan Party or a joint venture in connection with a Non-Guarantor Prepayment Event that constitutes an Equity Issuance by such Subsidiary or joint venture (other than an Excluded Equity Issuance where the Net Cash Proceeds received thereunder are less than $50,000), (C) in an amount equal to one hundred percent (100%) of the aggregate Net Cash Proceeds received by the Borrower or any Guarantor from a Subsidiary that is not a Loan Party or a joint venture in connection with a Non-Guarantor Prepayment Event that constitutes an Insurance and Condemnation Event by such Subsidiary or joint venture and (D) in an amount equal to seventy percent (70%) of the aggregate Net Cash Proceeds received by the Borrower or any Guarantor from a Subsidiary that is not a Loan Party or a joint venture in connection with a Non-Guarantor Prepayment Event that constitutes Asset Disposition by such Subsidiary or joint venture. Notwithstanding the foregoing, with respect to the Net Cash Proceeds which are not required as a mandatory prepayment of the Loans (or to Cash Collateralize the Letter of Credit Liabilities or Specified Derivatives Obligations, as applicable) in the manner set forth in clause (viii), below, other than with respect to an Excluded Equity Issuance where the Net Cash Proceeds received thereunder are less than $50,000, the Borrower or the Guarantor which receives such Net Cash Proceeds shall either (x) make a principal prepayment of the Revolving Loans with such Net Cash Proceeds or (y) deposit such Net Cash Proceeds into the Designated Collateral Proceeds Account Each such prepayment (or deposit) shall be made within three (3) Business Days after the date that the Borrower or a Guarantor receives the Net Cash Proceeds from any such Non-Guarantor Prepayment Event.

Appears in 3 contracts

Samples: First Lien Credit Agreement (Pennsylvania Real Estate Investment Trust), First Lien Credit Agreement (Pennsylvania Real Estate Investment Trust), Intercreditor Agreement (Pennsylvania Real Estate Investment Trust)

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Other Mandatory Prepayment Events. The Subject to the first sentence of Section 2.10(b), above, and Section 2.10(b)(x), below, the Borrower shall make mandatory principal prepayments of the Loans (or shall Cash Collateralize the Letter of Credit Liabilities or Specified Derivatives Obligations, as applicable) in the manner set forth in clause (viii) below (A) in an amount equal to one hundred percent (100%) of the aggregate Net Cash Proceeds received by the Borrower or any Guarantor from a Subsidiary that is not a Loan Party or a joint venture in connection with a Non-Guarantor Prepayment Event that constitutes a Debt Issuance by such Subsidiary or joint venture, (B) in an amount equal to fifty percent (50%) of the aggregate Net Cash Proceeds received by the Borrower or any Guarantor from a Subsidiary that is not a Loan Party or a joint venture in connection with a Non-Guarantor Prepayment Event that constitutes an Equity Issuance by such Subsidiary or joint venture (other than an Excluded Equity Issuance where the Net Cash Proceeds received thereunder are less than $50,000), (C) in an amount equal to one hundred percent (100%) of the aggregate Net Cash Proceeds received by the Borrower or any Guarantor from a Subsidiary that is not a Loan Party or a joint venture in connection with a Non-Guarantor Prepayment Event that constitutes an Insurance and Condemnation Event by such Subsidiary or joint venture and (D) in an amount equal to seventy percent (70%) of the aggregate Net Cash Proceeds received by the Borrower or any Guarantor from a Subsidiary that is not a Loan Party or a joint venture in connection with a Non-Guarantor Prepayment Event that constitutes Asset Disposition by such Subsidiary or joint venture. Notwithstanding the foregoing, with respect to the Net Cash Proceeds which are not required as a mandatory prepayment of the Loans (or to Cash Collateralize the Letter of Credit Liabilities or Specified Derivatives Obligations, as applicable) in the manner set forth in clause (viii), below, other than with respect to an Excluded Equity Issuance where the Net Cash Proceeds received thereunder are less than $50,000, the Borrower or the Guarantor which receives such Net Cash Proceeds shall either (x) make a principal prepayment of the Revolving Loans with such Net Cash Proceeds or (y) deposit such Net Cash Proceeds into the Designated Collateral Proceeds Account Account. Each such prepayment (or deposit) shall be made within three (3) Business Days after the date that the Borrower or a Guarantor receives the Net Cash Proceeds from any such Non-Guarantor Prepayment Event.

Appears in 2 contracts

Samples: Second Lien Credit Agreement (Pennsylvania Real Estate Investment Trust), Intercreditor Agreement (Pennsylvania Real Estate Investment Trust)

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