Common use of Proceeds of Casualty Events Clause in Contracts

Proceeds of Casualty Events. Upon the date that is 180 days following the receipt by the Borrower or any of its Restricted Subsidiaries (or, if within such 180 day period the Borrower or any of its Restricted Subsidiaries enters into contracts related to the reinvestment of such Net Cash Payments, such longer period not to exceed 365 days after the original date of receipt of such Net Cash Payments as is contemplated by such contracts) of the proceeds of insurance, condemnation award or other compensation in respect of any Casualty Event affecting any property of the Borrower or any of its Restricted Subsidiaries, except to the extent Net Cash Payments from Casualty Events do not exceed $5,000,000 individually or $10,000,000 in the aggregate during any fiscal year of the Borrower, the Borrower shall prepay the Loans (and provide Cash Collateral for L/C Obligations as specified in Section 2.05(d) and Section 2.14), in an aggregate amount, if any, equal to 100% of the Net Cash Payments from such Casualty Event not theretofore applied or committed to be applied to the repair or replacement of such property or other assets useful to the business of the Borrower and its Restricted Subsidiaries (it being understood that if Net Cash Payments committed to be applied are not in fact applied within 180 days after receipt thereof (or such longer period not to exceed 365 days after the original date of receipt of such Net Cash Payments as contemplated by contracts related to the reinvestment of such Net Cash Payments), then such Net Cash Payments shall be applied to the prepayment of Loans and cover for L/C Obligations as provided in this Section 2.05(c)(iii) at the expiration of such 180 day or 365 day period, as applicable), such prepayment to be effected in each case in the manner and to the extent specified in Section 2.05(d); provided that if at the time any Net Cash Payments from a Casualty Event are received by the Borrower or any of its Restricted Subsidiaries an Event of Default has occurred and is continuing, such Net Cash Payments may not be applied to the repair or replacement of any property and such Net Cash Payments shall be applied instead to prepay the Loans in an amount equal to 100% of such Net Cash Payments.

Proceeds of Casualty Events. Upon the date that is 180 days (a) Promptly following the receipt by occurrence of any Casualty Event affecting the Property of the Borrower or any of its Restricted Subsidiaries (orresulting in Net Available Proceeds in excess of $100,000, if within such 180 day period the Borrower or any of its Restricted Subsidiaries enters into contracts related shall give prompt notice thereof to the reinvestment Administrative Agent and shall cause the proceeds of insurance, condemnation award or other compensation received as a result of such Net Cash PaymentsCasualty Event to be paid to the Administrative Agent, such longer period not to exceed 365 days after for deposit into the original date of receipt of such Net Cash Payments Collateral Account, as is contemplated by such contracts) additional collateral security for the payment of the Secured Obligations, it being understood that proceeds of insurance, condemnation award or other compensation in respect of any "Collateral" under any Equipment Security Agreement shall, until such time as the respective Facility A or Facility B Term Loans secured by such Equipment Security Agreement shall have been paid in full, be delivered to the Administrative Agent to be held by it pursuant to such Equipment Security Agreement. To the extent the Administrative Agent shall receive Net Available Proceeds of any such Casualty Event affecting any property of $100,000 or less, the Borrower or any Administrative Agent will, so long as no Event of its Restricted SubsidiariesDefault shall have occurred and be continuing, except promptly remit such proceeds to the extent Net Cash Payments from Casualty Events do not exceed $5,000,000 individually or $10,000,000 in Borrower. (b) With respect to any proceeds that are required to be paid into the aggregate during any fiscal year of the BorrowerCollateral Account as provided above, the Borrower shall prepay may, at its option (to be exercised by delivery of notice to the Loans (and provide Cash Collateral for L/C Obligations as specified in Section 2.05(d) and Section 2.14Administrative Agent within 180 days following receipt of the proceeds arising out of the respective Casualty Event), in an aggregate amountelect to apply the proceeds of insurance, if any, equal to 100% condemnation award or other compensation received as a result of the Net Cash Payments from such Casualty Event not theretofore applied or committed to be applied either (i) to the replacement, restoration and repair or replacement of such property or other assets useful to the business of the Borrower and its Restricted Subsidiaries Property affected by such Casualty Event (it being understood that if Net Cash Payments committed to be applied are not in fact applied within 180 days after receipt thereof the "Damaged Property") or (or such longer period not to exceed 365 days after the original date of receipt of such Net Cash Payments as contemplated by contracts related to the reinvestment of such Net Cash Payments), then such Net Cash Payments shall be applied ii) to the prepayment of the Facility B Loans and cover for L/C Obligations as provided in this Section 2.05(c)(iii) at the expiration reduction of such 180 day or 365 day period, as applicable), such prepayment to be effected in each case the Facility B Loan Commitments in the manner and to the extent specified in Section 2.05(d); provided that 2.10(c) of the Credit Agreement (it being understood that, if at the time any Net Cash Payments from a no such Loans or Commitments are outstanding, the Administrative Agent shall remit such proceeds to or upon the order of the Borrower). Failure of the Borrower to make such an election within 180 days after the receipt of the proceeds arising out of such Casualty Event shall constitute an election to so apply such proceeds to the prepayment of such Loans and the reduction of such Commitments as aforesaid (or, if no such Loans or Commitments are received outstanding, an election to have the Administrative Agent remit such proceeds to or upon the order of the Borrower). (c) If the Borrower elects to so replace or restore and repair the Damaged Property, any such proceeds (and any earnings thereon) held in the Collateral Account shall be applied by the Borrower to the replacement or restoration and repair of the Damaged Property (or to reimburse the Borrower or respective Subsidiary for repairing or replacing such Property), and advanced to the Borrower by the Administrative Agent in periodic installments upon compliance by the Borrower with such reasonable conditions to disbursement as may be imposed by the Administrative Agent, including, but not limited to, reasonable retention amounts and receipt of lien releases. (d) Following the occurrence and the continuance of any Event of Default, the Administrative Agent shall have no obligation to release any of its Restricted Subsidiaries an Event such proceeds to the Borrower for restoration or repair of Default has occurred Damaged Property. All insurance proceeds remaining after the payment for restoration and is continuing, such Net Cash Payments may not repair of Damaged Property pursuant to this Section 4.02 shall be applied to the repair prepayment of the Facility B Loans and the reduction of the Facility B Loan Commitments in the manner and to the extent specified in Section 2.10(c) of the Credit Agreement (it being understood that, if at the time no such Loans or replacement Commitments are outstanding, the Administrative Agent shall remit such proceeds to or upon the order of any property and such Net Cash Payments shall be applied instead to prepay the Loans in an amount equal to 100% of such Net Cash PaymentsBorrower).

Proceeds of Casualty Events. Upon the date that is 180 days following the receipt by the Borrower or any of its Restricted Subsidiaries Loan Party (or, if within such 180 day period the Borrower or any of its Restricted Subsidiaries Loan Party enters into contracts related to the reinvestment of such Net Cash Payments, such longer period not to exceed 365 days after the original date of receipt of such Net Cash Payments as is contemplated by such contracts) of the proceeds of insurance, condemnation award or other compensation in respect of any Casualty Event affecting any property of any Loan Party (or upon such earlier date as such Loan Party, as the Borrower case may be, shall have determined not to repair or any of its Restricted Subsidiariesreplace the property affected by such Casualty Event), except to the extent Net Cash Payments from Casualty Events do not exceed $5,000,000 individually or $10,000,000 2,500,000 in the aggregate during any fiscal year of after the BorrowerClosing Date, the Borrower shall prepay the Loans (and provide Cash Collateral for L/C Obligations as specified in Section 2.05(d) and Section 2.14), in an aggregate amount, if any, equal to 100% of the Net Cash Payments from such Casualty Event not theretofore applied or committed to be applied to the repair or replacement of such property or other assets useful to the business of the Borrower and its Restricted Subsidiaries (it being understood that if Net Cash Payments committed to be applied are not in fact applied within 180 days after receipt thereof (or such longer period not to exceed 365 days after the original date of receipt of such Net Cash Payments as contemplated by contracts related to the reinvestment of such Net Cash Payments), then such Net Cash Payments shall be applied to the prepayment of Loans and cover for L/C Obligations as provided in this Section 2.05(c)(iiiclause (iii) at the expiration of such 180 day or 365 day period, as applicable), such prepayment to be effected in each case in the manner and to the extent specified in paragraph (c) of this Section 2.05(d)2.05; provided that if at the time any Net Cash Payments from a Casualty Event are received by the Borrower or any of its Restricted Subsidiaries an Event of Default has occurred and is continuing, such no Net Cash Payments from any Casualty Event may not be applied to the repair or replacement of any property and such Net Cash Payments shall be applied instead to prepay the Loans in an amount equal to by 100% of such the amount of Net Cash PaymentsPayments received from such Casualty Event.

Proceeds of Casualty Events. Upon the date that is 180 days following the receipt by the Borrower or any of its Restricted Subsidiaries Loan Party (or, if within such 180 day period the Borrower or any of its Restricted Subsidiaries Loan Party enters into contracts related to the reinvestment of such Net Cash Payments, such longer period not to exceed 365 days after the original date of receipt of such Net Cash Payments as is contemplated by such contracts) of the proceeds of insurance, condemnation award or other compensation in respect of any Casualty Event affecting any property of any Loan Party (or upon such earlier date as such Loan Party, as the Borrower case may be, shall have determined not to repair or any of its Restricted Subsidiariesreplace the property affected by such Casualty Event), except to the extent Net Cash Payments from Casualty Events do not exceed $5,000,000 individually or $10,000,000 1,500,000 in the aggregate during any fiscal year of after the BorrowerEffective Time, the Borrower shall prepay the Loans (and provide Cash Collateral for L/C LC Obligations as specified in Section 2.05(d) and 2.12, and, if applicable as provided in Section 2.142.9(c), the Revolving Commitments shall be subject to automatic reduction, in an aggregate amount, if any, equal to 100% of the Net Cash Payments from such Casualty Event not theretofore applied or committed to be applied to the repair or replacement of such property or other assets useful to the business of the Borrower and its Restricted Subsidiaries (it being understood that if Net Cash Payments committed to be applied are not in fact applied within 180 days after receipt thereof (or such longer period not to exceed 365 days after the original date of receipt of such Net Cash Payments as contemplated by contracts related to the reinvestment of such Net Cash Payments), then such Net Cash Payments shall be applied to the prepayment of Loans and cover for L/C LC Obligations and reduction of Commitments as provided in this Section 2.05(c)(iiiclause (iii) at the expiration of such 180 day or 365 day period, as applicable), such prepayment and reduction to be effected in each case in the manner and to the extent specified in paragraph (c) of this Section 2.05(d)2.9; provided that if at the time any Net Cash Payments from a Casualty Event are received by the Borrower or any of its Restricted Subsidiaries an Event of Default has occurred and is continuing, such no Net Cash Payments from any Casualty Event may not be applied to the repair or replacement of any property and such Net Cash Payments shall be applied instead to prepay the Loans in an amount equal to by 100% of such the amount of Net Cash PaymentsPayments received from such Casualty Event.

Proceeds of Casualty Events. Upon the date that is 180 days following the receipt by the Borrower or any of its Restricted Subsidiaries Loan Party (or, if within such 180 day period the Borrower or any of its Restricted Subsidiaries Loan Party enters into contracts related to the reinvestment of such Net Cash Payments, such longer period not to exceed 365 days after the original date of receipt of such Net Cash Payments as is contemplated by such contracts) of the proceeds of insurance, condemnation award or other compensation in respect of any Casualty Event affecting any property of any Loan Party (or upon such earlier date as such Loan Party, as the Borrower case may be, shall have determined not to repair or any of its Restricted Subsidiariesreplace the property affected by such Casualty Event), except to the extent Net Cash Payments from Casualty Events do not exceed $5,000,000 individually or $10,000,000 1,500,000 in the aggregate during any fiscal year of after the BorrowerEffective Time, the Borrower shall prepay the Loans (and provide Cash Collateral for L/C Obligations as specified in Section 2.05(d) and 2.12, and, if applicable as provided in Section 2.142.09(c), the Revolving Commitments shall be subject to automatic reduction, in an aggregate amount, if any, equal to 100% of the Net Cash Payments from such Casualty Event not theretofore applied or committed to be applied to the repair or replacement of such property or other assets useful to the business of the Borrower and its Restricted Subsidiaries (it being understood that if Net Cash Payments committed to be applied are not in fact applied within 180 days after receipt thereof (or such longer period not to exceed 365 days after the original date of receipt of such Net Cash Payments as contemplated by contracts related to the reinvestment of such Net Cash Payments), then such Net Cash Payments shall be applied to the prepayment of Loans and cover for L/C Obligations and reduction of Commitments as provided in this Section 2.05(c)(iiiclause (iii) at the expiration of such 180 day or 365 day period, as applicable), such prepayment and reduction to be effected in each case in the manner and to the extent specified in paragraph (c) of this Section 2.05(d)2.09; provided that if at the time any Net Cash Payments from a Casualty Event are received by the Borrower or any of its Restricted Subsidiaries an Event of Default has occurred and is continuing, such no Net Cash Payments from any Casualty Event may not be applied to the repair or replacement of any property and such Net Cash Payments shall be applied instead to prepay the Loans in an amount equal to by 100% of such the amount of Net Cash PaymentsPayments received from such Casualty Event.

Proceeds of Casualty Events. Upon the date that is 180 days following the receipt by the Borrower or any of its Restricted Subsidiaries Loan Party (or, if within such 180 day period the Borrower or any of its Restricted Subsidiaries Loan Party enters into contracts related to the reinvestment of such Net Cash Payments, such longer period not to exceed 365 days after the original date of receipt of such Net Cash Payments as is contemplated by such contracts) of the proceeds of insurance, condemnation award or other compensation in respect of any Casualty Event affecting any property of any Loan Party (or upon such earlier date as such Loan Party, as the Borrower case may be, shall have determined not to repair or any of its Restricted Subsidiariesreplace the property affected by such Casualty Event), except to the extent Net Cash Payments from Casualty Events do not exceed $5,000,000 individually or $10,000,000 2,500,000 in the aggregate during any fiscal year of after the BorrowerClosing Date, the Borrower shall prepay the Loans (and provide Cash Collateral for L/C Obligations as specified in Section 2.05(d) and Section 2.14)Loans, in an aggregate amount, if any, equal to 100% of the Net Cash Payments from such Casualty Event not theretofore applied or committed to be applied to the repair or replacement of such property or other assets useful to the business of the Borrower and its Restricted Subsidiaries (it being understood that if Net Cash Payments committed to be applied are not in fact applied within 180 days after receipt thereof (or such longer period not to exceed 365 days after the original date of receipt of such Net Cash Payments as contemplated by contracts related to the reinvestment of such Net Cash Payments), then such Net Cash Payments shall be applied to the prepayment of Loans and cover for L/C Obligations as provided in this Section 2.05(c)(iiiclause (iii) at the expiration of such 180 day or 365 day period, as applicable), such prepayment to be effected in each case in the manner and to the extent specified in paragraph (c) of this Section 2.05(d)2.05; provided that if at the time any Net Cash Payments from a Casualty Event are received by the Borrower or any of its Restricted Subsidiaries an Event of Default has occurred and is continuing, such no Net Cash Payments from any Casualty Event may not be applied to the repair or replacement of any property and such Net Cash Payments shall be applied instead to prepay the Loans in an amount equal to by 100% of the amount of Net Cash Payments received from such Casualty Event; provided, in the case of each of clauses (i), (ii), (iii) and (iv) above, if at the time that any such prepayment would be required, the Borrower is required to prepay the First Lien Debt with such Net Cash Payments, then the Borrower shall apply such Net Cash Payments first to the prepayment of First Lien Debt at such time; provided, that the portion of such Net Cash Payments.Payments allocated to the First Lien Debt shall not exceed the amount of such Net Cash Payments required to be allocated to the First Lien Debt pursuant to the terms thereof,

Proceeds of Casualty Events. Upon the date that is 180 days following the receipt by the Borrower Lender or any of its Restricted Subsidiaries (or, if within such 180 day period the Borrower or any of its Restricted Subsidiaries enters into contracts related to the reinvestment of such Net Cash Payments, such longer period not to exceed 365 days after the original date of receipt of such Net Cash Payments as is contemplated by such contracts) Credit Parties of the proceeds of insurance, condemnation award or other compensation in respect of any Casualty Event affecting any property of the Borrower or any of its Restricted Subsidiaries, except to the extent Net Cash Payments from Casualty Events do not exceed $5,000,000 individually or $10,000,000 in the aggregate during any fiscal year of the BorrowerCredit Parties, the Borrower Borrowers shall prepay the Loans (and provide Cash Collateral cash collateral for L/C Obligations Total LC and Acceptances Exposure as specified in Section 2.05(d) subsection 2.4(g)), and Section 2.14)the Revolving Credit Commitment shall be subject to automatic reduction, in an aggregate amount, if any, amount equal to 100% of the Net Cash Payments from such Casualty Event not theretofore applied or committed to be applied to the repair or replacement of such property or other assets useful to the business of the Borrower and its Restricted Subsidiaries (it being understood that if Net Cash Payments committed to be applied are not in fact applied within 180 days after receipt thereof (or such longer period not to exceed 365 days after the original date of receipt of such Net Cash Payments as contemplated by contracts related to the reinvestment of such Net Cash Payments), then such Net Cash Payments shall be applied to the prepayment of Loans and cover for L/C Obligations as provided in this Section 2.05(c)(iii) at the expiration of such 180 day or 365 day period, as applicable)Event, such prepayment and reduction to be effected in each case in the manner and to the extent specified in Section 2.05(d)subsection 2.7(c) below; provided that if there shall occur a Casualty Event and the aggregate market value of all property affected by such Casualty Event shall be less than or equal to $200,000, and if, at the time any Net Cash Payments from a proceeds of insurance in respect of such Casualty Event are received by the Borrower or any of its Restricted Subsidiaries an received, no Event of Default has shall have occurred and is be continuing, the Borrowers shall be entitled to utilize such Net Cash Payments may insurance proceeds (in an amount not in excess of $200,000) to repair or replace the property affected by such Casualty Event within 90 days (it being understood that if proceeds of insurance intended to be applied to repair or replace property are not in fact applied within 90 days after receipt thereof, then such proceeds shall be applied to the prepayment of Loans, cover for Total LC and Acceptances Exposure and reduction of the Revolving Credit Commitment as provided in this clause (iv) at the expiration of such 90 day period). For any Casualty Events in which the aggregate market value of all property affected by such Casualty Event is greater than $200,000, with the Lender’s prior written consent, which may be withheld in the Lender’s reasonable credit judgment, the Borrowers shall be permitted to utilize such insurance proceeds to repair or replacement of replace the property affected by such Casualty Event subject to any property and such Net Cash Payments shall be applied instead to prepay restrictions or conditions as are provided in the Loans in an amount equal to 100% of such Net Cash PaymentsLender’s consent.