Common use of Prepayment Events Clause in Contracts

Prepayment Events. (A) In the event and on each occasion that any Net Cash Proceeds are received by or on behalf of the Company or any Restricted Subsidiary in respect of any Prepayment Event following the Closing Date, the Company shall, within one Business Day following the day such Net Cash Proceeds are received (or, in the case of a Prepayment Event described in clauses (a) or (b) of the definition of the term “Prepayment Event,” within five Business Days after such Net Cash Proceeds are received), prepay Advances under the Term Facilities in an amount equal to 100.0% of such Net Cash Proceeds; provided that, in the case of any event described in clauses (a) or (b) of the definition of the term “Prepayment Event,” if the Company shall, prior to the date of the required prepayment, deliver to the Agents a certificate of an authorized officer of the Company to the effect that the Company intends to cause the Net Cash Proceeds from such event (or a portion thereof specified in such certificate) to be applied within 365 days after receipt of such Net Cash Proceeds to acquire assets to be used in the business of the Company or the Restricted Subsidiaries, or to consummate any Permitted Acquisition (or any other acquisition of all or substantially all the assets of (or all or substantially all the assets constituting a business unit, division, product line or line of business of) any Person) permitted hereunder, and certifying that no Event of Default has occurred and is continuing, then no prepayment shall be required pursuant to this paragraph in respect of the Net Cash Proceeds from such event (or the portion of such Net Cash Proceeds specified in such certificate, if applicable) except to the extent of any such Net Cash Proceeds that have not been so applied by the end of such 365-day period (or within

Prepayment Events. (A) In the event and on each occasion that any Net Cash Proceeds are received by or on behalf of the Company Borrower or any Restricted Subsidiary of its Subsidiaries in respect of any Prepayment Event following the Closing DateEvent, the Company Borrower shall, within one Business Day following the day such Net Cash Proceeds are received (or, in the case of a Prepayment Event described in clauses (a) or (b) of the definition of the term “Prepayment Event,” within five Business Days after such Net Cash Proceeds are received), prepay Advances under the Term Facilities Loans as set forth in Section 2.11(c)(ii) below in an aggregate amount equal to 100.0100% of such Net Cash Proceeds; provided that, in the case of any event described in clauses clause (a) or (b) of the definition of the term “Prepayment Event,” ”, if the Company shall, prior to the date of the required prepayment, Borrower shall deliver to the Agents Administrative Agent a certificate of an authorized officer of the Company a Financial Officer to the effect that the Company intends Borrower or its relevant Subsidiaries intend to cause apply the Net Cash Proceeds from such event (or a portion thereof specified in such certificate) to be applied ), within 365 days after receipt of such Net Cash Proceeds Proceeds, to acquire reinvest in assets to be used or useful in the business of the Company or the Restricted Borrower and/or its Subsidiaries, or to consummate any Permitted Acquisition (or any other acquisition of all or substantially all the assets of (or all or substantially all the assets constituting a business unit, division, product line or line of business of) any Person) permitted hereunder, and certifying that no Event of Default has occurred and is continuing, then no prepayment shall be required pursuant to this paragraph in respect of the Net Cash Proceeds from such event (or the portion of such Net Cash Proceeds specified in such certificate, if applicable) except ; provided further that to the extent of any such Net Cash Proceeds therefrom that have not been so applied by the end of such 365-day period (or withinwithin a period of 180 days thereafter if by the end of such initial 365-day period the Borrower or one or more Subsidiaries shall have entered into an agreement with an unaffiliated third party to acquire such assets with such Net Cash Proceeds), at which time a prepayment shall be required in an amount equal to such Net Cash Proceeds that have not been so applied.

Prepayment Events. (A) In the event and on each occasion that any Net Cash Proceeds are received by or on behalf of the Company Borrower or any Restricted Subsidiary of its Subsidiaries in respect of any Prepayment Event following the Closing DateEvent, the Company Borrower shall, within one Business Day following the day such Net Cash Proceeds are received (or, in the case of a Prepayment Event described in clauses (a) or (b) of the definition of the term “Prepayment Event,” within five twenty Business Days after such Net Cash Proceeds are received), prepay Advances under the Term Facilities Loan B borrowings in an aggregate amount equal to 100.0% of such Net Cash Proceeds; provided that, in the case of any event described in clauses clause (a) or (b) of the definition of the term “Prepayment Event,” Event which is not a Significant Transaction, if the Company shall, prior to the date of the required prepayment, Borrower shall deliver to the Agents Agent a certificate of an authorized officer of the Company to the effect that the Company intends Borrower and its Subsidiaries intend to cause apply the Net Cash Proceeds from such event (or a portion thereof specified in such certificate) to be applied event, within 365 270 days after receipt of such Net Cash Proceeds Proceeds, to acquire real property, equipment or other tangible assets to be used in the business of the Company or Borrower and the Restricted Subsidiaries, or to consummate any Permitted Acquisition (or any other acquisition of all or substantially all the assets of (or all or substantially all the assets constituting a business unit, division, product line or line of business of) any Person) permitted hereunder, and certifying that no Event of Default has occurred and is continuing, then no prepayment shall be required pursuant to this paragraph in respect of the Net Cash Proceeds from such event (or the portion of such Net Cash Proceeds specified in such certificate, if applicable) except to the extent of any such Net Cash Proceeds therefrom that have not been so applied by the end of such 365-270 day period (period, at which time a prepayment shall be required in an amount equal to the Net Proceeds that have not been so applied. To the extent such prepayment would result in the payment of breakage costs hereunder, such prepayment shall be deferred until the last day of the applicable Interest Period or withinsuch breakage costs shall be waived, at the election of the Majority Lenders.