Reinvestment Option Clause Samples

Reinvestment Option. With respect to any Net Cash Proceeds realized or received with respect to any Disposition or any Insurance and Condemnation Event by the Par Borrower or any Restricted Subsidiary (in each case, to the extent not excluded pursuant to Section 2.4(b)(ii) or (b)(iii)), subject to compliance with Section 5.24, at the option of the Borrowers, the Par Borrower and Restricted Subsidiaries may reinvest all or any portion of such Net Cash Proceeds in assets useful for the business of the Par Borrower and its Restricted Subsidiaries within (x) twelve (12) months following receipt of such Net Cash Proceeds or (y) if the Par Borrower or such Restricted Subsidiary enters into a bona fide commitment to reinvest such Net Cash Proceeds within twelve (12) months following receipt of such Net Cash Proceeds, within the eighteen (18) months following receipt of such Net Cash Proceeds; provided, that if any Net Cash Proceeds are no longer intended to be or cannot be so reinvested at any time after delivery of a notice of reinvestment election, or if such Net Cash Proceeds are not so reinvested within the time period required above, the Borrowers shall make an offer to prepay the Loans in accordance with Section 2.4(b)(ii) or 2.4(b)(iii), as applicable, no later than five (5) Business Days after the earlier to occur of the expiration of such time period or the Par Borrower or the applicable Restricted Subsidiary reasonably determines that such Net Cash Proceeds are no longer intended to be or cannot be so reinvested to the prepayment of the Loans as set forth in this Section 2.4(b); provided further that any Net Cash Proceeds relating to Collateral shall be reinvested in assets constituting Collateral. Notwithstanding anything in any Loan Document to the contrary, any Net Cash Proceeds received by the Par Borrower or any Restricted Subsidiary in connection with any Disposition of a Refinery owned by the Par Borrower or a Restricted Subsidiary (other than any Excluded Refinery or Specified Assets) shall not be subject to reinvestment rights set forth above, and a prepayment offer shall be required pursuant to Section 2.4(b)(ii).

Reinvestment Option. With respect to any Net Cash Proceeds realized or received with respect to any Asset Disposition or any Insurance and Condemnation Event by any Credit Party of any Subsidiary thereof (in each case, only to the extent contemplated pursuant to Section 2.11(b)(iii)), at the option of the Parent Borrower, the Credit Parties or their Subsidiaries may reinvest all or any portion of such Net Cash Proceeds in assets used or useful for the business of the Credit Parties and their Subsidiaries within twelve (12) months following receipt of such Net Cash Proceeds (or, if a commitment for such reinvestment has been made within such twelve (12) month period, within 90 days after the end of such twelve (12) month period); provided that if any Net Cash Proceeds are no longer intended to be or cannot be so reinvested at any time after delivery of a notice of reinvestment election, an amount equal to any such Net Cash Proceeds shall be applied within three (3) Business Days after the applicable Credit Party reasonably determines that such Net Cash Proceeds are no longer intended to be or cannot be so reinvested to the prepayment of the Term Loans as set forth in this Section 2.11(b);. Pending the final application of any such Net Cash Proceeds, the applicable Credit Party may invest an amount equal to such Net Cash Proceeds in any manner that is not prohibited by this Agreement.

Reinvestment Option. With respect to any Net Cash Proceeds realized or received with respect to any Disposition or any Insurance and Condemnation Event by Borrower or any of its Subsidiaries (in each case, to the extent not excluded pursuant to Section 2.4(b)(ii)), at the option of Borrower, Borrower may reinvest all or any portion of such Net Cash Proceeds in assets used or useful for the business of Borrower or any of its Subsidiaries within twelve (12) months following receipt of such Net Cash Proceeds; provided that if any Net Cash Proceeds are no longer intended to be or cannot be so reinvested at any time after delivery of a notice of reinvestment election, an amount equal to any such Net Cash Proceeds shall be applied within three (3) Business Days after Borrower reasonably determines that such Net Cash Proceeds are no longer intended to be or cannot be so reinvested to the prepayment of the Loans as set forth in this Section 2.4(b); provided further that any Net Cash Proceeds relating to Collateral shall be reinvested in assets constituting Collateral. Pending the final application of any such Net Cash Proceeds, Borrower may invest an amount equal to such Net Cash Proceeds in any manner that is not prohibited by this Agreement.

Reinvestment Option. With respect to any Net Cash Proceeds realized or received with respect to any Asset Disposition or any Insurance and Condemnation Event by any Loan Party or any Subsidiary thereof (in each case, to the extent not excluded pursuant to Section 2.5(C)), the Loan Parties may, at the Borrower’s option, reinvest all or any portion of such Net Cash Proceeds in assets used or useful for the business of the Loan Parties and their Subsidiaries within 270 days of receipt of such Net Cash Proceeds, so long as any Net Cash Proceeds (i) relating to Collateral are reinvested in assets constituting Collateral, and (ii) the Net Cash Proceeds from any transaction described in Section 2.5(C)(iv) are reinvested directly for the purpose of development of oil, gas and other hydrocarbons in respect of the Louisiana Austin Chalk Properties or Cotton Valley Properties. No prepayment with respect of Net Cash Proceeds to be reinvested is required under Section 2.5(C) if the Borrower gives the Administrative Agent written notice of its intent to reinvest in accordance with this Section 2.5(D) on or prior to the date such prepayment is required. If any Net Cash Proceeds are no longer intended to be or cannot be so reinvested at any time after delivery of a notice of reinvestment election, the Borrower shall make mandatory principal prepayments of the Term Loans in amounts equal to such Net Cash Proceeds within three Business Days after the applicable Loan Party reasonably determines that such Net Cash Proceeds are no longer intended to be or cannot be so reinvested. Pending the final application of any Net Cash Proceeds to be reinvested, the applicable Loan Party may invest an amount equal to such Net Cash Proceeds in any manner that is not prohibited by this Agreement.

Reinvestment Option. With respect to any Net Cash Proceeds realized or received with respect to any Asset Disposition or any Insurance and Condemnation Event by any Loan Party or any Subsidiary thereof (in each case, to the extent not excluded pursuant to Section 6.2.2(b)(ii)), at the option of the Company, the Loan Parties or any Subsidiary thereof may reinvest all or any portion of such Net Cash Proceeds in assets used or useful for the business of the Loan Parties and their Subsidiaries within (x) 365 days following receipt of such Net Cash Proceeds or (y) if such Loan Party enters into a bona fide commitment to reinvest such Net Cash Proceeds within 365 days following receipt thereof, within 180 days after such initial 365 day period; provided that if any Net Cash Proceeds are no longer intended to be or cannot be so reinvested at any time after delivery of a notice of reinvestment election, an amount equal to any such Net Cash Proceeds shall be applied within five (5) Business Days after the applicable Loan Party reasonably determines that such Net Cash Proceeds are no longer intended to be or cannot be so reinvested to the prepayment of the Loans as set forth in this Section 6.2.2(b)(iii).

Reinvestment Option. At the issuance of the Note, the Lender may elect to reinvest his, her, or its interest payments, whereby the Borrower, under the Lender’s election, retain One Hundred Percent (100%) of the interest payable and credit the principal balance due to the Lender. This reinvestment option does not involve the Borrower issuing additional Notes to Lenders. Instead, the Borrower will reinvest the interest payments that would be withheld in the Borrower’s business and lending activities as outlined herein. The retained interest will be accumulated commencing on the Date of Advance until the Full Repayment Date.

Reinvestment Option. At the issuance of the Note, the Lender may elect to reinvest his, her, or its interest payments, whereby the Borrower, under the Lender’s election, retain One Hundred Percent (100%) of the interest payable and credit the principal balance due to the Lender. The retained interest will be accumulated and compounded, commencing on the Date of Advance until redeemed.

Reinvestment Option. With respect to any Net Cash Proceeds realized or received as set forth in clause (e)(ii) above (to the extent not excluded pursuant to clause (e)(ii)), at the option of the Company, the Company or its Subsidiaries may reinvest all or any portion of such Net Cash Proceeds in assets used or useful for the business of the Company and its Subsidiaries within (x) twelve (12) months following receipt of such Net Cash Proceeds or (y) if the Company or such Subsidiary enters into a bona fide commitment to reinvest such Net Cash Proceeds within twelve (12) months following receipt thereof, within six (6) months of the date of such commitment; provided that if any Net Cash Proceeds are no longer intended to be or cannot be so reinvested at any time after delivery of a notice of reinvestment election, such Net Cash Proceeds shall be applied within three (3) Business Days after such determination to the prepayment of the Incremental Term-1 Loan as set forth in clause (e)(iv) below. Pending the final application of any such Net Cash Proceeds, the Company may invest an amount equal to such Net Cash Proceeds in any manner that is not prohibited by the Credit Agreement.

Reinvestment Option. With respect to any Net Cash Proceeds realized or received with respect to any Asset Disposition or any Casualty and Condemnation Event by any Borrower Party of any Subsidiary thereof (in each case, to the extent not excluded pursuant to Section 4.4(b)(ii)), at the option of the Borrower, the Borrower Parties or any of their Subsidiaries may reinvest all or any portion of such Net Cash Proceeds in fixed or capital assets used or useful for the business of the Borrower Parties and their Subsidiaries within: (x) twelve (12) months following receipt of such Net Cash Proceeds; or (y) if such Borrower Party or Subsidiary, within twelve (12) months following receipt of such Net Cash Proceeds, enters into a bona fide commitment to reinvest such Net Cash Proceeds, within eighteen (18) months following receipt of such Net Cash Proceeds; provided that if any Net Cash Proceeds have not been so reinvested within such twelve (12) months or eighteen (18) months, as applicable, an amount equal to such Net Cash Proceeds that have not been so reinvested shall be applied to the repayment of the Loans pursuant to Section 4.4(b) within three (3) Business Days after the end of such twelve (12) twelve months or eighteen (18) months, as applicable.