Common use of Prepayment Certificate Clause in Contracts

Prepayment Certificate. Concurrently with any prepayment of the Loans and/or reduction of the Revolving Commitments pursuant to Sections 2.14(a) through 2.14(d), the Borrower shall deliver to the Administrative Agent a certificate of an Authorized Officer demonstrating the calculation of the amount of the applicable net proceedsNet Cash Proceeds or Consolidated Excess Cash Flow, as the case may be. In the event that the Borrower shall subsequently determine that the actual amount received exceeded the amount set forth in such certificate, the Borrower shall promptly make an additional prepayment of the Loans, to the extent required under Sections 2.14(a) through 2.14(d) (as applicable), in an amount equal to such excess, and the Borrower shall concurrently therewith deliver to the Administrative Agent a certificate of an Authorized Officer demonstrating the derivation of such excess.

Prepayment Certificate. Concurrently with any prepayment of the Loans and/or reduction of the Revolving Commitments pursuant to Sections 2.14(a2.11(a) through 2.14(d(d), the Borrower Borrowers shall deliver to the Administrative Agent a certificate of an Authorized Officer demonstrating the calculation of the amount of the applicable net proceedsNet Cash Proceeds or Consolidated Excess Cash Flowproceeds, Make-Whole Amount (with respect to Section 2.11(d)) fees and compensation otherwise owing to Lenders under this Agreement, if any, as the case may be. In the event that the Borrower shall subsequently determine that the actual amount received exceeded the amount set forth in such certificate, the Borrower shall promptly make an additional prepayment of the Loans, to the extent required under Sections 2.14(a) through 2.14(d) (as applicable), Loans in an amount equal to such excess, and the Borrower shall concurrently therewith deliver to the Administrative Agent a certificate of an Authorized Officer demonstrating the derivation of such excess.

Prepayment Certificate. Concurrently with any prepayment of the Term Loans and/or reduction of the Revolving Commitments pursuant to Sections 2.14(a2.11(a) through 2.14(dSection 2.11(f), the Borrower shall deliver to the Administrative Agent a certificate of an Authorized a Responsible Officer of the Borrower demonstrating the calculation of the amount of the applicable net proceedsNet Net Cash Proceeds or Consolidated Excess Cash FlowFlow Prepayment Amount, as the case may be. In the event that the Borrower shall subsequently determine that the actual amount received required to be prepaid exceeded the amount set forth in such certificate, the Borrower shall promptly make an additional prepayment of the Loans, to the extent required under Sections 2.14(a) through 2.14(d) (as applicable), Term Loans in an amount equal to such excess, and the Borrower shall concurrently therewith deliver to the Administrative Agent a certificate of an Authorized a Responsible Officer of the Borrower demonstrating the derivation of such excess.

Prepayment Certificate. Concurrently with any prepayment of the Term Loans and/or reduction of the Revolving Commitments pursuant to Sections 2.14(a2.15(a) through 2.14(d2.15(d), the Borrower shall deliver to the Administrative Agent a certificate of an Authorized a Responsible Officer of the Borrower demonstrating the calculation of the amount of the applicable net proceedsNet Net Cash Proceeds or Consolidated Excess Cash FlowFlow Prepayment Amount, as the case may be. In the event that the Borrower shall subsequently determine that the actual amount received required to be prepaid exceeded the amount set forth in such certificate, the Borrower shall promptly make an additional prepayment of the Loans, to the extent required under Sections 2.14(a) through 2.14(d) (as applicable), Term Loans in an amount equal to such excess, and the Borrower shall concurrently therewith deliver to the Administrative Agent a certificate of an Authorized a Responsible Officer of the Borrower demonstrating the derivation of such excess.

Prepayment Certificate. Concurrently with any prepayment of the Term Loans and/or reduction of the Revolving Commitments pursuant to Sections 2.14(a2.15(a) through 2.14(d2.15(d), the Borrower shall deliver to the Administrative Agent for distribution to the Lenders a certificate of an Authorized a Responsible Officer of the Borrower demonstrating the calculation of the amount of the applicable net proceedsNet Net Cash Proceeds or Consolidated Excess Cash FlowFlow Prepayment Amount, as the case may be. In the event that the Borrower shall subsequently determine that the actual amount received required to be prepaid exceeded the amount set forth in such certificate, the Borrower shall promptly make an additional prepayment of the Loans, to the extent required under Sections 2.14(a) through 2.14(d) (as applicable), Term Loans in an amount equal to such excess, and the Borrower shall concurrently therewith deliver to the Administrative Agent for distribution to the Lenders a certificate of an Authorized a Responsible Officer of the Borrower demonstrating the derivation of such excess.

Prepayment Certificate. Concurrently with any prepayment of the Bridge Loans and/or reduction of the Revolving Commitments pursuant to Sections 2.14(a2.11(a), (c) through 2.14(dor (e), the Borrower shall deliver to the Administrative Agent a certificate of an Authorized a Responsible Officer of the Borrower demonstrating the calculation of the amount of the applicable net proceedsNet Cash Net Proceeds or Consolidated Excess Cash FlowNet Equity Proceeds, as the case may be. In the event that the Borrower shall subsequently determine that the actual amount received required to be prepaid exceeded the amount set forth in such certificate, the Borrower shall promptly make an additional prepayment of the Loans, to the extent required under Sections 2.14(a) through 2.14(d) (as applicable), Bridge Loans in an amount equal to such excess, and the Borrower shall concurrently therewith deliver to the Administrative Agent a certificate of an Authorized a Responsible Officer of the Borrower demonstrating the derivation of such excess.

Prepayment Certificate. Concurrently with any prepayment of the Loans and/or reduction of the Revolving Commitments pursuant to Sections 2.14(a2.13(a) through 2.14(d2.13(f), the Borrower Company shall deliver to the Administrative Agent a certificate of an Authorized a Chief Financial Officer demonstrating the calculation of the amount of the applicable net proceedsNet Cash Proceeds proceeds and compensation owing to Lenders under any of the Credit Documents, if any (including a calculation of amounts due under Section 2.10(a) or Consolidated Excess Cash Flow2,10(b), as the case may beapplicable). In the event that the Borrower Company shall subsequently determine that the actual amount received exceeded the amount set forth in such certificate, the Borrower Company shall promptly make an additional prepayment of the Loans, to the extent required under Sections 2.14(a) through 2.14(d) (as applicable), Loans in an amount equal to such excessexcess plus all applicable fees payable under Section 2.10(a) and 2.10(b), and the Borrower Company shall concurrently therewith deliver to the Administrative Agent a certificate of an Authorized a Chief Financial Officer demonstrating the derivation of such excess.

Prepayment Certificate. Concurrently with any prepayment of the Term Loans and/or reduction of the Revolving Commitments pursuant to Sections 2.14(a2.11(a) through 2.14(dSection 2.11(e), the Borrower shall deliver to the Administrative Agent a certificate of an Authorized a Responsible Officer of the Borrower demonstrating the calculation of the amount of the applicable net proceedsNet Net Cash Proceeds or Consolidated Excess Cash FlowFlow Prepayment Amount, as the case may be. In the event that the Borrower shall subsequently determine that the actual amount received required to be prepaid exceeded the amount set forth in such certificate, the Borrower shall promptly make an additional prepayment of the Loans, to the extent required under Sections 2.14(a) through 2.14(d) (as applicable), Term Loans in an amount equal to such excess, and the Borrower shall concurrently therewith deliver to the Administrative Agent a certificate of an Authorized a Responsible Officer of the Borrower demonstrating the derivation of such excess.

Prepayment Certificate. Concurrently with any prepayment of the Loans and/or reduction of the Revolving Commitments pursuant to Sections 2.14(a2.10(a) through 2.14(d2.10(g), the Borrower shall deliver to the Administrative Agent a certificate of an Authorized Officer demonstrating the calculation of the amount of the applicable net proceedsNet Cash Proceeds or proceeds, Net Litigation Proceeds, Consolidated Excess Cash FlowFlow or Extraordinary Receipts, as the case may be. In the event that the Borrower shall subsequently determine that the actual amount received exceeded the amount set forth in such certificate, the Borrower shall promptly make an additional prepayment of the Loans, to the extent required under Sections 2.14(a) through 2.14(d) (as applicable), Loans in an amount equal to such excess, and the Borrower shall concurrently therewith deliver to the Administrative Agent a certificate of an Authorized Officer demonstrating the derivation of such excess.