Prepayments from Asset Sales. At any time prior to the date which is 364 days following the date of receipt of such Net Cash Proceeds from an Asset Sale by any Loan Party or any of its Subsidiaries but in any event not later than the day before the day on which the Company shall be obligated to pay any amount of such Net Cash Proceeds (or other amount determined by reference to such Net Cash Proceeds) to satisfy all or part of any other obligation that may become due by reason of such sale or other disposition other than any Indebtedness secured by the assets from which such Net Cash Proceeds were derived, the Company may spend all or any part of Net Cash Proceeds (or other amount determined by reference to such Net Cash Proceeds) on a Renovation or Restoration permitted hereunder or otherwise invest such amounts in property or assets used in a Hospitality-Related Business; provided that if an Event of Default resulting from a failure to pay principal or interest hereunder has occurred and is continuing, the Company shall not use any part of such Net Cash Proceeds to make any capital expenditures for any purpose (including, without limitation, the investment of any amount in any property or assets used in a Hospitality-Related Business, but excluding the purchase of FF&E and expenditures in furtherance of any Renovation or Restoration of any Property (including any Property that is not a Mortgaged Property) that shall have commenced before the occurrence of such Event of Default and that cannot be terminated without material cost to the Company or a material adverse effect on the Property) unless and until the Company shall have prepaid the Loans in the amounts required by, and in accordance with the provisions of, the sentence next following. Any amounts not expended in accordance with the preceding sentence at the earlier of (i) the day before 203 the day on which the Company is obligated to apply such amounts to satisfy all or part of any other obligation that may become due by reason of such sale or other disposition, other than any Indebtedness secured by the assets from which such Net Cash Proceeds were derived, or (ii) the date that is 365 days after the receipt of such Net Cash Proceeds, shall be applied to prepay the Loans and the Revolving Loan Commitments shall be automatically and permanently reduced by the aggregate amount of such prepayments. Concurrently with any prepayment of the Loans pursuant to this subsection 2.5B(v), the Company shall deliver to the Agent an Office...
Prepayments from Asset Sales. Upon receipt by the Company or any Restricted Subsidiary of the Company of Cash Proceeds of any Asset Sale permitted by Section 6.12, the Company or any Restricted Subsidiary of the Company shall, or shall cause its Restricted Subsidiaries to, apply the Net Cash Proceeds of such Asset Sale (w) to prepay the term loans outstanding under the Credit Agreement, (x) to prepay revolving loans outstanding under the Credit Agreement; provided that the commitment under the Credit Agreement is permanently reduced to the extent of the prepayment, (y) to prepay any other Senior Debt or Guarantor Senior Debt or (z) apply any Net Cash Proceeds remaining after application pursuant to clauses (w), (x) and (y) above to a Permitted Line of Business; provided, that with respect to the Disposition, the Company may apply up to $20.0 million of Net Cash Proceeds to prepay revolving loans under the Credit Agreement without a permanent reduction of the commitment thereunder and shall apply the balance pursuant to clause (w). Promptly after the consummation of an Asset Sale, the Company shall deliver to the Agent an Officers' Certificate demonstrating the derivation of Net Cash Proceeds from the gross sales price of such Asset Sale. To the extent not used as above, the Company shall, or shall cause its Restricted Subsidiaries to, prepay the Floating Rate Loans and make offers to repurchase the Fixed Rate Loans and the Exchange Notes, all on a pro rata basis, with the Net Cash Proceeds received from any Asset Sale on a date not later than the Business Day next succeeding the 365th day after the consummation of such Asset Sale if and to the extent that such Net Cash Proceeds are not applied by the Company or any Restricted Subsidiary of the Company within 365 days as provided in the immediately preceding paragraph; provided that the offers to repurchase Fixed Rate Loans and Exchange Notes shall be at 100% of the principal amount thereof plus accrued and unpaid interest thereon (in cash) to the date of repurchase; provided, further, that to the extent holders of Fixed Rate Loans or Exchange Notes do not accept such offer the Company will apply any Net Cash Proceeds not accepted by such holders (1) to prepay additional amounts of Floating Rate Loans and (2) to the extent additional Net Cash Proceeds remain after application of clause (1), to purchase additional Fixed Rate Loans or Exchange Notes, as the case may be, which were tendered for repurchase and not accepted. Notwithstanding ...
Prepayments from Asset Sales. No later than the fifth (5th) Business Day following the date of receipt by the Company or any of the Subsidiaries of Cash Proceeds of any Asset Sale, the Company shall, to the extent that it is not required to offer such Net Cash Proceeds to redeem or otherwise prepay the Senior Secured Notes (or following such offer, to apply such Net Cash Proceeds to so redeem or otherwise prepay the Senior Secured Notes), prepay the Term Loans (and associated accrued interest and prepayment fees, if any) as provided in subsection 2.4C in an amount equal to the Net Cash Proceeds received; provided that so long as no Default or Event of Default shall have occurred and be continuing, the Company shall have the option, directly or through one or more of the Subsidiaries, to invest such Net Cash Proceeds, within three hundred sixty (360) days of receipt thereof, in long-term productive assets of the general type used in the business of the Company and the Subsidiaries and, to the extent not so invested, shall apply such amounts as provided in subsection 2.4C; provided further, that none of Holdings or any of the Subsidiaries shall have such right to invest Net Cash Proceeds that (x) are arising from an Asset Sale of an asset of Holdings or (y) are distributed to Holdings in compliance with the Revolving Credit Agreement, the Holdings Credit Agreement and the Senior Secured Note Documents.
Prepayments from Asset Sales. Subject to and in accordance with the provisions of Section 6.13, and in accordance with clause (VI) below, the Company shall provide the Administrative Agent with a Prepayment Offer Notice and each Lender shall have the right to require the Company to apply, or to cause any Restricted Subsidiary of the Company to apply, up to 100% of the Excess Proceeds toward the prepayment at par of all or a portion of such Lender's outstanding portion of the Loan; provided that no such prepayment shall be required under this Section 2.5(a)(ii)(I) with respect to the disposition of property which constitutes a Casualty Event.
Prepayments from Asset Sales. The Company shall, or shall cause its Subsidiaries to, prepay the Loans with the Net Cash Proceeds received from any Asset Sale on a date not later than the Business Day next succeeding (i) the third Business day after the receipt thereof if such date of receipt is on or prior to the Conversion Date and (ii) the 270th day after the consummation of such Asset Sale if and to the extent that such Net Cash Proceeds are not applied by the Company or any Subsidiary of the Company within 270 days to a Related Business if such date of receipt is after the Conversion Date; provided that at such time as the Term Loan bears interest at the Fixed Rate, any such Net Cash Proceeds not so applied shall be used to make an offer to purchase the Term Loan from each Lender on a pro rata basis at 100% of the principal amount thereof plus accrued and unpaid interest thereon to the date of repurchase. Concurrently with the consummation of an Asset Sale, the Company shall deliver to the Agent an Officer's Certificate demonstrating the derivation of Net Cash Proceeds from the gross sales price of such Asset Sale.
Prepayments from Asset Sales. Upon receipt by the Company or any ---------------------------- Subsidiary of the Company of Cash Proceeds of any Asset Sale occurring after the Closing Date, the Borrowers shall, or shall cause the Company's Subsidiaries to, apply an amount equal to the Net Cash Proceeds of such Asset Sale to prepay loans outstanding under the Senior Credit Facility; provided that the commitment thereunder is permanently reduced to the -------- extent of the prepayment. Concurrently with the consummation of any such Asset Sale, the Borrowers shall deliver to First Union an Officer's Certificate demonstrating the derivation of Net Cash Proceeds from the gross sales price of such Asset Sale. The Borrowers shall, or shall cause the Company's Subsidiaries to, prepay the Bridge Loan in an amount equal to the Net Cash Proceeds not used as provided in the preceding paragraph on a date not later than the Business Day next succeeding the 30th day after the consummation of such Asset Sale.
Prepayments from Asset Sales. (I) No later than the second Business Day following the date of receipt by Holdings or any of its Subsidiaries of Cash Proceeds of any Asset Sale that is not an Asset Sale of Financed Aircraft, Company shall prepay, without premium or penalty (other than pursuant to subsection 2.6D), the Loans in an amount equal to the Net Cash Proceeds of such Asset Sale; PROVIDED that, with respect to Asset Sales which do not include the sale of a Financed Aircraft, so long as no Potential Event of Default or Event of Default has occurred and is continuing, Holdings or any of its Subsidiaries shall have the option to use the Net Cash Proceeds within one hundred eighty (180)
Prepayments from Asset Sales. Upon receipt by the Company or any Subsidiary of the Company of Cash Proceeds of any Asset Sale occurring after the Initial Takedown Closing Date, (A) the Company shall, or shall cause its Subsidiaries to, apply an amount equal to the Net Cash Proceeds of such Asset Sale to prepay loans outstanding under the Senior Credit Facility; provided that the commitment thereunder is permanently reduced to the extent of the prepayment; and (B) the Company or any Subsidiary of the Company may apply any Net Cash Proceeds remaining after any payment pursuant to clause (A) above to a Related Business. Concurrently with the consummation of any such Asset Sale, the Company shall deliver to the Agent an Officer's Certificate demonstrating the derivation of Net Cash Proceeds from the gross sales price of such Asset Sale. The Borrower shall prepay the Bridge Loan in an amount equal to the Net Cash Proceeds not used as provided in the preceding paragraph on a date not later than the Business Day next succeeding the 180th day after the consummation of such Asset Sale if and to the extent that such Net Cash Proceeds are not applied by the Company or any Subsidiary of the Company within 180 days after the consummation of such Asset Sale pursuant to the immediately preceding paragraph.
Prepayments from Asset Sales. At any time prior to the date which is 364 days following the date of receipt of such Net Cash Proceeds from an Asset Sale by any Loan Party or any of its Subsidiaries but in any event not later than the day before the day on which the Company shall be obligated to pay any amount of such Net Cash Proceeds (or other amount determined by reference to such Net Cash Proceeds) to satisfy all or part of any other obligation that may become due by reason of such sale or other disposition other than any Indebtedness secured by the assets from which such Net Cash Proceeds were derived, the Company may spend all or any part of Net Cash Proceeds (or other amount determined by reference to such Net Cash Proceeds) on a Renovation or Restoration permitted hereunder or otherwise invest such amounts in property or assets used in a Hospitality-Related Business; provided that if an Event of Default resulting
Prepayments from Asset Sales. The Borrower shall prepay Loans with the Net Cash Proceeds of any Asset Sale occurring after the Closing Date on a date not later than the third (3rd) Business Day next succeeding the date of consummation of such Asset Sale or, in the case of that portion of the purchase price which is deferred, the date of receipt of such Net Cash Proceeds, whichever is later. The amount of Loans so prepaid shall equal the amount of such Net Cash Proceeds. Concurrently with the consummation of an Asset Sale, the Borrower shall deliver to the Lenders an Officers’ Certificate demonstrating the derivation of Net Cash Proceeds from the gross sales price of such Asset Sale.
