Proceeds of Sale, Loss, Destruction or Condemnation of Collateral. Except for dispositions of assets permitted by subsection 8.2.9(ii) and dispositions in accordance with this Agreement of assets that are subject to a Lien permitted by subsection 8.2.5(iv) (in each case, the proceeds of which shall, at any time when a Dominion Period is in effect, be applied to reduce the outstanding principal balance of the Revolving Credit Loans, but shall not permanently reduce the Revolving Loan Commitments), if any Borrower or any of its Subsidiaries sells any of the Collateral or if any of the Collateral is lost, damaged or destroyed or taken by condemnation, at any time when a Dominion Period is in effect, the applicable Borrower shall, unless otherwise agreed by Majority Lenders, pay to Agent for the ratable benefit of Lenders as and when received by such Borrower or such Subsidiary and as a mandatory prepayment of the Loans, as herein provided, a sum equal to the proceeds (including insurance payments but net of costs and taxes incurred in connection with such sale or event) received by such Borrower or such Subsidiary from such sale, loss, damage, destruction or condemnation. Prepayments pursuant to this subsection 3.3.1 shall, subject to the third sentence of subsection 3.4.1, be applied first, to Agent’s costs and expenses relating to the relevant transaction, and second, to reduce the outstanding principal balance of the Revolving Credit Loans, but shall not permanently reduce the Revolving Loan Commitments (it being understood that prepayments required to be made pursuant to subsection 3.3.3 shall also be applied as set forth in this sentence). In addition, if the Collateral subject to such sale, loss, damage, destruction or condemnation consists of Eligible Accounts, Eligible Extended Municipal Accounts, Eligible Extra Extended Municipal Accounts, Eligible Inventory or Eligible Patterns and Core Boxes, such prepayment shall be specifically applied against the portion of the Borrowing Base predicated on such Collateral. Notwithstanding anything to the contrary set forth in this subsection 3.3.1, if with respect to any disposition, loss, damage, destruction or condemnation of Property that constitutes “Noteholder Priority Collateral” under and as defined in the Secured Bond Intercreditor Agreement, Borrowers use the proceeds thereof to permanently reduce the outstanding principal balance of, and/or pay accrued and unpaid interest, costs and expenses relating to, the Secured Bonds, Borrowers shall not be obligated to make any ...
Proceeds of Sale, Loss, Destruction or Condemnation of Collateral. If any Borrower sells, leases or otherwise disposes of or transfers any of the Collateral (other than Inventory sold in the ordinary course of business) having a value in excess of $10,000,000 or if any of the Collateral having a value in excess of $10,000,000 is lost or destroyed or taken by condemnation, Borrowers shall promptly either (a) deliver to Agent a Borrowing Base Certificate showing that after giving effect to such disposition, loss, destruction, or condemnation, Availability is greater than zero, or (b) pay to Agent for the ratable benefit of Lenders as and when received by any Borrower and as a mandatory prepayment of the Loans, such amount as is needed to cause Availability to be greater than zero from the proceeds (including insurance payments but net of costs and taxes incurred in connection with such sale or event) received by such Borrower from such disposition, loss, destruction, or condemnation. Any such prepayment shall be applied to reduce the outstanding principal balance of the Revolving Credit Loans, but shall not permanently reduce the Revolving Loan Commitments.
Proceeds of Sale, Loss, Destruction or Condemnation of Collateral. Except as provided in subsection 6.4.2 hereof, if Borrower sells any Collateral or, if any of the Collateral is lost or destroyed or taken by condemnation, Borrower shall pay to Lender, unless otherwise agreed by Lender, as and when received by Borrower and as a mandatory prepayment of the Revolving Loan, a sum equal to the proceeds (including insurance payments) received by Borrower from such sale, loss, destruction or condemnation.
Proceeds of Sale, Loss, Destruction or Condemnation of Collateral. Except as provided in subsections 6.4.2 and 8.2.9, if either Borrower or any of its Subsidiaries sells any of the Collateral or any of such Borrower’s or Subsidiary’s assets or if any of the Collateral or other assets is lost or destroyed or taken by expropriation or condemnation, the applicable Borrower shall, unless otherwise agreed by Majority Lenders, pay to the applicable Agent for the ratable benefit of the applicable Lenders as and when received by such Borrower or such Subsidiary and as a mandatory prepayment of the applicable Loans, as herein provided, a sum equal to the cash proceeds (including insurance payments but net of costs and taxes incurred in connection with such sale or event or in connection with the repatriation to Canadian Borrower of such proceeds) received by such Borrower or such Subsidiary from such sale, loss, destruction, expropriation or condemnation. To the extent that the Collateral or other assets sold, lost, destroyed or condemned consists of Property owned by Canadian Borrower or any of its Subsidiaries (other than U.S. Borrower) consisting of Equipment, real Property, or other Property other than Accounts or Inventory, the applicable prepayment shall be applied first to the installments of principal due under the Delayed Draw Term Loan Notes ratably, to be applied to future installment payments on a ratable basis until paid in full, second to the installments of principal due under the Canadian Closing Date Term Loan Note ratably, to be applied to future installment payments on a ratable basis until paid in full, third to be used by Canadian Borrower to make a loan to U.S. Borrower and for U.S. Borrower to apply such loan to the installments of principal due under the U.S. Closing Date Term Loan Notes ratably, to be applied to future installment payments on a ratable basis until paid in full, fourth to the outstanding principal of the Canadian Revolving Credit Loans, subject to Canadian Borrower’s right to reborrow to the extent provided herein, and fifth, following the occurrence and during the continuance of an Event of Default, to the extent of any surplus, such prepayment shall be applied to the outstanding principal due under the U.S. Revolving Credit Loans. To the extent that the Collateral or other assets sold, lost, destroyed or condemned consists of Property owned by U.S. Borrower or any of its Subsidiaries consisting of Equipment, real Property, or other Property other than Accounts or Inventory, the applicable...
Proceeds of Sale, Loss, Destruction or Condemnation of Collateral. Except as provided below or in Section 8.4.2 hereof, if any Borrower sells any of the Collateral (other than Inventory if a Trigger Period does not exist), or if any of the Collateral is lost or destroyed or taken by condemnation, Borrowers shall pay to Agent for the ratable benefit of Lenders, unless otherwise agreed by Required Lenders, as and when received by Borrowers and as a mandatory prepayment of the Loans, as herein provided, a sum equal to the net cash proceeds (including insurance payments) received by Borrowers from such sale, loss, destruction or condemnation. The applicable prepayment shall be applied to reduce the outstanding principal balance of the Revolver Loans.
Proceeds of Sale, Loss, Destruction or Condemnation of Collateral. If any Loan Party sells any of the Collateral (other than any sales or dispositions permitted under any clause of subsection 9.2.8, except clause (ix) thereof) or if any of the Collateral is lost or destroyed or taken by condemnation, Borrowers shall pay to Administrative Agent, for the ratable benefit of Lenders, as and when received by any Loan Party and as a mandatory prepayment of the Loans, as herein provided, a sum equal to 100% of the proceeds (including insurance payments but net of costs and taxes incurred in connection with such sale or event) received by such Loan Party from such sale, loss, destruction or condemnation. To the extent that the Collateral sold, lost, destroyed or condemned consists of Equipment, real Property, Inventory, or other Property other than Accounts, the applicable prepayment shall be applied first, to the installments of principal due under the Term Loan ratably, to be applied to future installment payments in inverse order of maturity until paid in full, and second to repay outstanding principal of Revolving Credit Loans without a reduction of the Revolving Credit Commitments. To the extent that the Collateral sold, lost, destroyed or condemned consists of Accounts, the applicable prepayment shall be applied to reduce the outstanding principal balance of the Revolving Credit Loans, without a reduction of the Revolving Credit Commitments. Notwithstanding the foregoing, if the proceeds of insurance (net of costs and taxes incurred) with respect to any loss or destruction of Equipment (other than Eligible Machinery and Equipment which constitutes the basis for any outstanding Term Loan Advance), or real Property (i) are less than $250,000, unless an Event of Default is then in existence, Administrative Agent shall remit such proceeds to Borrowers for use in replacing or repairing the damaged Collateral or (ii) are equal to or greater than $250,000 and Borrowers have requested that Administrative Agent agree to permit Borrowers or the applicable Loan Party to repair or replace the damaged Collateral, such amounts shall be provisionally applied to reduce the outstanding principal balance of the Revolving Credit Loans until the earlier of Administrative Agent’s decision with respect thereto or the expiration of one hundred eighty (180) days from such request. If Administrative Agent agrees, in its reasonable judgment, to permit such repair or replacement under such clause (ii), such amount shall, unless an Event of Default is...
Proceeds of Sale, Loss, Destruction or Condemnation of Collateral. Except for proceeds of Collateral received during the existence of a Event of Default (which shall be applied as set forth in subsection 3.4.2), if any Company or any Guarantor sells any of the Collateral or if any of the Collateral is lost, damaged or destroyed or taken by condemnation, the applicable Company or Guarantor shall, unless otherwise agreed by Majority Lenders, pay to Agent for the ratable benefit of Lenders as and when received by such Company or Guarantor and as a mandatory prepayment of the Loans, as herein provided, a sum equal to 100% of the net proceeds (including insurance payments but net of costs and taxes incurred in connection with such sale or event) received by such Company or Guarantor from such sale, loss, damage, destruction or condemnation. In each case, the applicable prepayment shall be applied to reduce the outstanding principal balance of the Revolving Credit Loans, but shall not permanently reduce the Revolving Loan Commitments and thereafter to any outstanding Obligations. In addition, if the Collateral subject to such sale, loss, damage, destruction or condemnation consists of Eligible Accounts, Eligible Inventory or Eligible Trailer Inventory, at all times such prepayment shall be specifically applied against any limits or sublimits contained in the Borrowing Base that are predicated on such Collateral.
Proceeds of Sale, Loss, Destruction or Condemnation of Collateral. Except for the replacements of Equipment that is substantially worn, damaged or obsolete with Equipment of like kind, function and value as provided in Section 6.4.2, if any Loan Party sells any of the Equipment or real Property, or if any of the Collateral is lost or destroyed or taken by condemnation, such Loan Party shall pay to Lender, unless otherwise agreed by Lender, as and when received by such Loan Party a sum equal to the amount (including insurance payments) received by such Loan Party from such sale, loss, destruction or condemnation. Nothing in this Section 3.3 shall authorize Loan Party to sell any of the Collateral without Lender's prior written consent except as otherwise expressly provided elsewhere in this Agreement.
Proceeds of Sale, Loss, Destruction or Condemnation of Collateral. If any Borrower sells any of its personal Property as expressly permitted pursuant to this Agreement or if any of the Collateral is lost or destroyed or taken by condemnation and no Event of Default is then outstanding, the proceeds of any such sale, loss, destruction or taking (including insurance proceeds) may be retained by Borrowers for any use in its business not prohibited hereunder. Under all other circumstances, all proceeds (including insurance proceeds) of any sale(s) of personal Property or of any loss, destruction, or taking of personal Property shall be immediately paid to or retained by Lender and applied as a mandatory prepayment of the Loans. If the Real Property is lost, destroyed or taken by condemnation, the proceeds of any such loss, destruction or taking (including insurance proceeds) shall be immediately paid to or retained by Lender and held as cash collateral (without interest accruing in favor of Borrowers), to secure any reimbursement obligations arising under the Special Purpose Credit. Such cash collateral shall be held until the earlier of (i) termination of the Special Purpose Credit or (ii) payment in full of any reimbursement obligations thereunder.
Proceeds of Sale, Loss, Destruction or Condemnation of Collateral. Except as provided in subsection 6.4.2 hereof, if Borrower sells any of the Equipment or real Property, or if any of the Collateral is lost or destroyed or taken by condemnation, Borrower shall pay to Lender, unless otherwise agreed by Lender, as and when received by Borrower and as a mandatory prepayment of the Term Loans (to be applied in such order and, as between the Term Loans, in such proportion as determined by Lender) a sum equal to the proceeds (including insurance payments) received by Borrower from such sale, loss, destruction or condemnation. Any such prepayment of the Term Loans shall be without premium or penalty.
