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 the Borrower would be required by the terms of the Subordinated Note Documents to make an offer to purchase any Subordinated Notes, then, in the case of the Borrower or any Subsidiary, prior to the first day on which the Borrower would be required to commence such an offer to purchase, (i) prepay Term Loans in accordance with Section 2.12 or (ii) acquire assets in a manner that is permitted hereby, in each case in a manner that will eliminate any such requirement to make such an offer to purchase.

Appears in 2 contracts

Samples: Credit Agreement (Spectrum Brands, Inc.), Credit Agreement (Spectrum Brands, 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 Subsidiary in connection with any sale, transfer, lease or other disposition of any asset the Borrower would be required by the terms of the Senior Subordinated Note Documents Indenture to make an offer to purchase any Senior Subordinated Notes, then, in the case of the Borrower or any Subsidiary, prior to the first day on which the Borrower would be required to commence such an offer to purchase, (i) prepay Term Loans in accordance with Section 2.12 2.11 or (ii) acquire assets in a manner that is permitted hereby, 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 (PQ Systems INC)

Proceeds of Certain Dispositions. If, as a result of the receipt of any cash proceeds by the Borrower Holdings or any Subsidiary in connection with any sale, transfer, lease or other disposition of any asset the Borrower asset, Holdings or any Subsidiary would be required by the terms of the Subordinated Senior Unsecured Note Documents to make an offer to purchase any Subordinated Senior Unsecured Notes, then, in the case of the Borrower or any Subsidiary, prior to the first day on which the Borrower such Person would be required to commence such an offer to purchase, Holdings or the applicable Subsidiary shall (i) prepay Term Loans in accordance with Section 2.12 or (ii) acquire assets in a manner that is permitted hereby, 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 (ASC Holdco, 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 Subsidiary in connection with any sale, transfer, lease or other disposition of any asset the Borrower would be required by the terms of the Subordinated Note Documents any instrument governing subordinated debt to make an offer to purchase any Subordinated Notessubordinated debt, then, in the case of the Borrower or any Subsidiary, prior to the first day on which the Borrower would be required to commence such an offer to purchase, (i) prepay Term Loans in accordance with Section 2.12 2.11 or (ii) acquire assets in a manner that is permitted hereby, 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 (St Louis Riverboat Entertainment Inc)

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