Common use of Prepayments of the Loans Clause in Contracts

Prepayments of the Loans. (a) To the extent set forth in this Section 3.3(a), immediately upon receipt by any Loan Party of proceeds from the sale of any Collateral (other than sales of Inventory in the ordinary course of business), the Borrowers shall prepay the Revolving Loans in an amount equal to 100% of all such proceeds, net of (i) commissions and other reasonable and customary transaction costs, fees, and expenses properly attributable to such transaction and payable by such Loan Party in connection therewith (in each case, paid to non-Affiliates), (ii) transfer taxes, and (iii) appropriate amounts required to be reserved (in accordance with GAAP) for post-closing adjustments by any Loan Party in connection with such transaction, against any liabilities retained by any Loan Party after such transaction, which liabilities are associated with the asset or assets sold (“Net Sale Proceeds”). No payment from the Net Sale Proceeds shall be required hereunder to the extent Availability exceeds the amount of Revolving Loans outstanding on such date of determination. In addition, 100% of the Net Sale Proceeds shall be deducted from the calculation of the Borrowing Base, but such reduction shall not be deemed to be a permanent reduction of the Maximum Revolver Amount.