Other Mandatory Repayments. (i) In the event that after the Agreement Date, any Borrower Party shall issue any Equity Interests or shall incur any Funded Debt other than Funded Debt permitted under Section 8.1, one hundred percent (100%) of the Net Cash Proceeds received by such Borrower Party from such issuance or incurrence shall be paid within one (1) Business Day of receipt of the proceeds thereof by such Borrower Party to the Lenders as a mandatory payment of the Loans. Any payment due hereunder shall be applied first to repay outstanding Agent Advances, second to repay outstanding Swing Loans, third to repay outstanding Revolving Loans, and fourth, if an Event of Default has occurred and is continuing, to fund the Letter of Credit Reserve Account to the extent of one hundred five percent (105%) of any Letter of Credit Obligations then outstanding. So long as no Event of Default exists, all such other Net Cash Proceeds shall be applied in the manner set forth in Section 2.11(a). Notwithstanding the foregoing, if an Event of Default exists, all such Net Cash Proceeds shall be applied in the manner set forth in Section 2.11(b). The Revolving Loan Commitment shall not be permanently reduced by the amount of any payment of the Agent Advances, Swing Loans or Revolving Loans due under this Section 2.6(c)(i). Nothing in this Section shall authorize any Borrower Party to incur any Funded Debt except as expressly permitted by this Agreement or to issue any Equity Interests except to the extent not prohibited by this Agreement.
(ii) One hundred percent (100%) of the Net Cash Proceeds from the sale (other than the sale of Inventory in the ordinary course of business and other asset dispositions in a aggregate amount not to exceed $1,000,000 per fiscal year), transfer, assignment or other disposition, or casualty or condemnation loss of any Collateral or other assets of any Borrower Party shall be paid within one (1) Business Day of receipt thereof by the Borrower Parties as a mandatory payment of the Obligations. So long as no Event of Default exists, all such Net Cash Proceeds (other than Net Cash Proceeds from the sale of Inventory in the ordinary course of business or other asset dispositions in an aggregate amount not to exceed $1,000,000 per fiscal year) shall be applied first to repay outstanding Agent Advances, second to repay outstanding Swing Loans, third to repay outstanding Revolving Loans, and fourth, if an Event of Default has occurred and is continuing, to fund the Letter of ...
Other Mandatory Repayments. (i) In the event that after the Agreement Date, any Borrower Party shall issue any Equity Interests or shall incur any Funded Debt other than Funded Debt permitted under Section 8.1, one hundred percent (100%) of the Net Cash Proceeds received by such Borrower Party from such issuance or incurrence shall be paid within one (1) Business Day of receipt of the proceeds thereof by such Borrower Party to the Lenders as a mandatory payment of the Loans. Any payment due hereunder shall be applied first to repay outstanding Agent Advances, second to outstanding Swing Loans and then to repay outstanding Revolving Loans. So long as no Event of Default exists, all such other Net Cash Proceeds shall be applied in the manner set forth in Section 2.11(a). Notwithstanding the foregoing, if an Event of Default exists, all such Net Cash Proceeds shall be applied in the manner set forth in Section 2.11(b). The Revolving Loan Commitment shall not be permanently reduced by the amount of any payment of the Agent Advances, Swing Loans or Revolving Loans due under
Other Mandatory Repayments. (i) If at any time the aggregate outstanding principal amount of the Revolving Loans shall exceed the Revolving Loan Commitment in effect at such time, the Borrower shall make a principal repayment of the Revolving Loans in an amount equal to such excess.
(i) The Borrower shall, immediately upon any acceleration of the maturity date of the Loans pursuant to Section 7.2, repay the Loans.
(ii) The Borrower shall repay to the Revolving Lenders on the Revolving Commitment Termination Date the aggregate principal amount of Revolving Loans outstanding on such date.
(iii) The Borrower shall repay to the Term Lenders on the Final Maturity Date the aggregate principal amount of Term Loans outstanding on such date.
Other Mandatory Repayments. 4.3.1 Subject to the other subsections of this Section 4.3, if at any time the sum of all Loans outstanding under the Facility exceeds the Maximum Amount the Borrower will immediately repay to the Lender an amount of the applicable Loans outstanding at least equal to that excess.
4.3.2 The Borrower shall make all of the following mandatory repayments:
4.3.2.1 a mandatory repayment of US $2,000,000 prior to August 31, 2019;
4.3.2.2 commencing on November 30, 2019 and on the last day of the month of each three month period thereafter, an amount of US$687,500 per three month period;
4.3.2.3 proceeds (less actual costs paid and income taxes) on any asset sales or issuances of debt or equity (subject to certain priority of payment in favour of Silicon Valley Bank or Bridge Bank only in respect of accounts receivable of the Obligors);
4.3.2.4 upon a successful listing of Borrower’s shares on the NASDAQ with a capital raise of between US$8,000,000 to $US11,000,000 mandatory repayment in the amount of US$2,000,000, which will be applied toward fulfilling the repayment obligation required by Section 4.3.2.1 by August 31, 2019 if completed by March 31, 2017;
4.3.2.5 upon a successful listing of Borrower’s shares on the NASDAQ with a capital raise of more than US$12,000,000, a mandatory repayment in the amount of US$3,000,000 which will be applied toward fulfilling the $2,000,000 repayment obligation required by Section 4.3.2.1 by August 31, 2019 if completed by March 31, 2017 and any amounts raised in excess of US$2,000,000 will be applied pro rata to repayment obligations required by Section 4.3.2.2 commencing November 30, 2019; and
4.3.2.6 commencing on the financial year ending December 31, 2017, and each financial year ending after December 31, 2017, 100% of the Current Year Excess Cash Flow Amount in excess of $2,000,000 shall be paid to the Lender as a mandatory repayment amount no later than May 1 of the following year until a Total Leverage Ratio of not more than 3.00:1.00 has been met for such Fiscal Year, at which point 50% of the Current Year Excess Cash Amount in excess of $2,000,000 shall be paid to the Lender as mandatory repayment amounts. Such Excess Cash Flow payments shall be applied pro rata to reduce other mandatory payments due hereunder
4.3.3 Prepayments under this Section 4.3 of Loans outstanding will be applied by the Lender:
4.3.3.1 firstly, to repay principal of Loans outstanding under the Facility; and
4.3.3.2 secondly, to repay any other ...
Other Mandatory Repayments. (i) In the event that after the Agreement Date, the Parent shall issue any Equity Interests (other than Equity Interests issued to sellers in connection with any acquisition permitted under Section 8.7(d)) or any Borrower Party shall incur any Total Debt other than Total Debt permitted under Section 8.1, one hundred percent (100%) of the Net Cash Proceeds received by such Borrower Party from such issuance or incurrence shall be paid on the date of receipt of the proceeds thereof by such Borrower Party to the Lenders as a mandatory payment of the Loans. Any payment due hereunder shall be applied first to repay outstanding Agent Advances, then outstanding Swing Loans and then to repay outstanding Revolving Loans. Nothing in this Section shall authorize any Borrower Party to issue any Equity Interests or incur any Total Debt except as expressly permitted by this Agreement.
(ii) All Net Cash Proceeds of Collateral (including, without limitation, from the sale of inventory in the ordinary course of business, from the sale of other assets permitted under Section 8.7(b) and insurance and condemnation proceeds) shall be remitted to the Administrative Agent in accordance with Section 6.15 and shall be applied to the repayment of the Obligations as set forth in Section 2.11.
Other Mandatory Repayments. Types of Accommodation to be Repaid................... 4.06 Illegality............................................ ARTICLE
Other Mandatory Repayments. (a) If Borrower receives any proceeds from any tax refunds, indemnity payments or pension reversions, Borrower shall pay to Agent for the ratable benefit of Lenders, as and when received by Borrower and as a mandatory payment of the outstanding principal balance of the Revolving Credit Loans, a sum equal to the proceeds of such tax refund, indemnity payment or pension reversion so received by Borrower.
(b) Borrower shall make a mandatory payment of outstanding principal in the amount of the net proceeds received by Borrower from any offering or sale of its debt or equity Securities.
Other Mandatory Repayments. In addition to the scheduled repayments set forth in Section 4.1(a), the Borrower shall, upon not less than three (3) Business Days’ prior written notice to the Administrative Agent, repay Borrowings under the Syndicated Facility from each of the sources set forth below:
(i) 100% of the net cash proceeds (in each case, net of reasonable, bona fide transaction fees, costs and expenses incurred in connection with the applicable Disposition) of any Disposition of any Collateral pursuant to paragraphs (f) and (g) of the definition of “Permitted Disposition”; and
(ii) 100% of the net cash proceeds of any insurance policies for loss of or damage to any Collateral of a Loan Party to the extent such proceeds are not otherwise used to restore or replace such Collateral in accordance with Section 9.1(e)(ii); provided that the Borrower may reinvest such net cash proceeds in its Canadian Business so long as such proceeds are not in excess of the Threshold Amount and such reinvestment takes places within 90 days of the receipt of such net cash proceeds.
Other Mandatory Repayments. In addition to the scheduled repayments set forth in Section 4.1(a), the Borrower shall, upon not less than three (3) Business Days' prior written notice to the Administrative Agent, repay Borrowings under the Syndicated Facility from each of the sources set forth below:
(i) 100% of the net cash proceeds (in each case, net of reasonable, bona fide transaction fees, costs and expenses incurred in connection with such Disposition) of any Disposition of any Collateral, other than a Disposition set forth in paragraphs (a) through (f) of the definition of Permitted Dispositions; provided that the Borrower may reinvest such net cash proceeds in its Canadian Business so long as such proceeds are not in excess of $1,000,000 and such reinvestment takes places within 90 days of the receipt of such net cash proceeds; and
(ii) 100% of the net cash proceeds of any insurance policies for loss of or damage to any Collateral of a Loan Party to the extent such proceeds are not otherwise used to restore or replace such Collateral in accordance with Section 9.1(g)(ii); provided that the Borrower may reinvest such net cash proceeds in its Canadian Business so long as such proceeds are not in excess of $1,000,000 and such reinvestment takes places within 90 days of the receipt of such net cash proceeds.
Other Mandatory Repayments. 4.3.1 Subject to the other subsections of this Section 4.3, if at any time the sum of all Loans outstanding under the Term A Facility or the Term B Facility exceeds the respective Maximum Term A Loan Amount or the Maximum Term B Loan Amount, the Borrower will immediately repay to the applicable Lenders an amount of the applicable Loans outstanding at least equal to that excess, and such excess shall be paid to the applicable Lenders according to their Pro Rata Shares, with all necessary adjustments as appropriate.
4.3.2 The Borrower shall make all of the following mandatory repayments:
4.3.2.1 if any Obligor at any time completes a debt or equity financing in excess of US$10 million, a mandatory repayment of US$2,000,000 within five Business Days of completion of such financing; provided that if the debt or equity financing is for an amount equal to $10 million or less, the Borrower will make a mandatory repayment equal to 20% of the amount raised within five Business Days of completion of such financing;
4.3.2.2 commencing on December 31, 2019 and on the last day of the month of each three-month period thereafter, an amount of US$687,500 per three-month period;
4.3.2.3 proceeds (less actual costs paid and income taxes) on any asset sales; and
4.3.2.4 commencing on the financial year ending December 31, 2017, and each financial year ending after December 31, 2017, 100% of the Current Year Excess Cash Flow Amount in excess of $2,000,000 shall be paid to the Lender as a mandatory repayment amount no later than May 1 of the following year until a Total Leverage Ratio of not more than 3.00:1.00 has been met for such Fiscal Year, at which point 50% of the Current Year Excess Cash Flow Amount in excess of $2,000,000 shall be paid to the Lender as mandatory repayment amounts. Such Excess Cash Flow payments shall be applied pro rata to reduce other mandatory payments due hereunder.
4.3.3 Prepayments under this Section 4.3 of Loans outstanding will be applied as follows:
4.3.3.1 firstly, to repay principal of Term A Loans outstanding under the Facility;
4.3.3.2 secondly, to repay principal of Term B Loans outstanding under the Facility and
4.3.3.3 thirdly, to repay any other Outstanding Obligations.
4.3.4 The payments set out in this Section 4.3 are in addition to all other payments of principal, interest, fees, expenses or other amounts required under this Agreement.
