Common use of Proceeds of Certain Dispositions Clause in Contracts

Proceeds of Certain Dispositions. If, as a result of the receipt of any cash proceeds by the Borrower or any Subsidiary in connection with any sale, transfer, lease or other disposition of any asset, including any Equity Interest, the Borrower would be required by the terms of the Senior Note Indenture to make an offer to purchase any Senior Notes, as applicable, then, in the case of the Borrower or a Subsidiary, prior to the first day on which the Borrower would be required to commence such an offer to purchase, (i) prepay Loans in accordance with Section 2.11 or (ii) acquire assets, Equity Interests or other securities in a manner that is permitted by Section 6.04 or Section 6.05, in each case in a manner that will eliminate any such requirement to make such an offer to purchase.

Appears in 5 contracts

Samples: Credit Agreement (Alpha Natural Resources, Inc.), Credit Agreement (Foundation Coal Holdings, Inc.), Credit Agreement (Foundation Coal Holdings, Inc.)

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Proceeds of Certain Dispositions. If, as a result of the receipt of any cash proceeds by the Borrower or any Restricted Subsidiary in connection with any sale, transfer, lease or other disposition of any asset, including any Equity Interest, the Borrower would be required by the terms of the Senior Note Indenture to make an offer to purchase any Senior Notes, as applicable, then, in the case of the Borrower or a Subsidiary, prior to the first day on which the Borrower would be required to commence such an offer to purchase, (i) prepay Loans in accordance with Section 2.11 or (ii) acquire acquire, or cause a Restricted Subsidiary to acquire, assets, Equity Interests or other securities in a manner that is permitted by Section 6.04 or Section 6.056.01, in each case in a manner that will eliminate any such requirement to make such an offer to purchase.

Appears in 4 contracts

Samples: Reaffirmation Agreement (Alpha Natural Resources, Inc.), Credit Agreement (Alpha Natural Resources, Inc.), Credit Agreement (Massey Energy Co)

Proceeds of Certain Dispositions. If, as a result of the receipt of any cash proceeds by the Borrower Company or any Subsidiary in connection with any sale, transfer, lease or other disposition of any asset, including any Equity Interest, the Borrower Company would be required by the terms of the Senior Subordinated Note Indenture to make an offer to purchase any Senior Subordinated Notes, as applicable, then, in the case of the Borrower Company or a Subsidiary, prior to the first day on which the Borrower Company would be required to commence such an offer to purchase, (i) prepay Loans in accordance with Section 2.11 or (ii) acquire assets, Equity Interests or other securities in a manner that is permitted by Section 6.04 or Section 6.05, in each case in a manner that will eliminate any such requirement to make such an offer to purchase.

Appears in 2 contracts

Samples: Lease Agreement (Chart Industries Inc), Credit Agreement (Chart Industries Inc)

Proceeds of Certain Dispositions. If, as a result of the receipt of any cash proceeds by the Borrower Company or any Subsidiary in connection with any sale, transfer, lease or other disposition of any asset, including any Equity Interest, the Borrower Company would be required by the terms of the Senior Subordinated Note Indenture to make an offer to purchase any Senior Notes, as applicable, Subordinated Notes then, in the case of the Borrower Company or a Subsidiary, prior to the first day on which the Borrower Company would be required to commence such an offer to purchase, (i) prepay Loans in accordance with Section 2.11 or (ii) acquire assets, Equity Interests or other securities in a manner that is permitted by Section 6.04 or Section 6.05, in each case in a manner that will eliminate any such requirement to make such an offer to purchase.

Appears in 1 contract

Samples: Credit Agreement (Celanese CORP)

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Proceeds of Certain Dispositions. If, as a result of the receipt of any cash proceeds by the Borrower Company or any Subsidiary in connection with any sale, transfer, lease or other disposition of any asset, including any Equity Interest, the Borrower Company would be required by the terms of the Senior Note Indenture any Permitted Debt Securities to make an offer to purchase any Senior NotesPermitted Debt Securities, as applicable, then, in the case of the Borrower Company or a Subsidiary, prior to the first day on which the Borrower Company would be required to commence such an offer to purchase, (i) prepay Loans in accordance with Section 2.11 or (ii) acquire assets, Equity Interests or other securities in a manner that is permitted by Section 6.04 or Section 6.05, in each case in a manner that will eliminate any such requirement to make such an offer to purchase.

Appears in 1 contract

Samples: Lease Agreement (Chart Industries Inc)

Proceeds of Certain Dispositions. If, as a result of the receipt of any cash proceeds by the Borrower or any Subsidiary in connection with any sale, transfer, lease or other disposition of any asset, including any Equity Interest, the Borrower would be required by the terms of the Senior Subordinated Note Indenture to make an offer to purchase any Senior Subordinated Notes, as applicable, then, in the case of the Borrower or a Subsidiary, prior to the first day on which the Borrower would be required to commence such an offer to purchase, (i) prepay Loans in accordance with Section 2.11 or (ii) acquire assets, Equity Interests or other securities in a manner that is permitted by Section 6.04 or Section 6.05, in each case in a manner that will eliminate any such requirement to make such an offer to purchase.

Appears in 1 contract

Samples: Credit Agreement (Chart Industries Inc)

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