Repayments from Certain Asset Dispositions. Immediately upon receipt thereof, Borrower shall be obligated to repay the Loans (or reduce the Letter of Credit Usage by providing cash collateral for the Letter of Credit Usage in the manner set forth in Subsection 1.16) in an amount equal to all Net Proceeds received by Borrower or any Subsidiary of Borrower that are from Asset Dispositions other than (i) Net Proceeds which are insurance proceeds, (ii) Net Proceeds from Asset Dispositions permitted pursuant to Subsections 3.7(A) through (C), (E), (F), (G), (H), (I), or (K); provided, however, that (1) with respect to Asset Dispositions (other than the Tower Disposition), if (x) no Event of Default has occurred and is continuing at the time of such Asset Disposition and (y) the aggregate of all such Net Proceeds during the 12-month period ending on the date of such proposed reinvestment does not exceed 5% of Borrower’s then amount of consolidated assets, Borrower shall not be required to repay the Loans with the Net Proceeds if Borrower or one of its Subsidiaries applies such Net Proceeds to acquire assets that are used or useful in the business of Borrower or such Subsidiary (subject to the terms and conditions of this Agreement) within 180 days of receipt by Borrower or such Subsidiary of such Net Proceeds, and (2) with respect to the Tower Disposition, if no Event of Default has occurred and is continuing at the time of the Tower Disposition and if such Net Proceeds are deposited and held in a Controlled Account or other deposit account over which Administrative Agent has “control” (as defined in Article 9 of the Uniform Commercial Code of the Applicable Law), Borrower shall not be required to prepay the Loans with the Net Proceeds of the Tower Disposition (unless such Net Proceeds exceed $100,000,000 in the aggregate) if Borrower or one of its Subsidiaries applies such Net Proceeds to acquire assets that are used or useful in the business of Borrower or such Subsidiary (subject to the terms and conditions of this Agreement) within eighteen (18) months of receipt by Borrower or such Subsidiary of such Net Proceeds. If upon the expiration of such 180-day or 18 month period (as applicable) any of such Net Proceeds have not been so applied, Borrower immediately shall repay the Loans (or reduce the Letter of Credit Usage by providing cash collateral for the Letter of Credit Usage in the manner set forth in Subsection 1.16) in an amount equal to such remaining Net Proceeds. All such repayments shall be pai...
Repayments from Certain Asset Dispositions. Immediately upon receipt by Borrower or any of its Subsidiaries of Net Proceeds (other than insurance proceeds) from any Asset Disposition, Borrower shall be obligated to repay the Loans in an amount equal to such Net Proceeds; provided, however, that if no Default or Event of Default then exists or shall result from the Asset Disposition, Borrower shall not be required to repay the Loans with the Net Proceeds of (a) an Asset Disposition if Borrower or such Subsidiary applies such Net Proceeds to the acquisition of assets similar to the assets disposed of within one hundred twenty (120) days of such Asset Disposition or (b) the Latel Real Estate Transaction. All such repayments shall be paid and applied in accordance with Subsection 1.8.
Repayments from Certain Asset Dispositions. Immediately upon receipt thereof, Borrower shall be obligated to repay the Loans (or reduce the Letter of Credit Liability pursuant to Subsection 1.16) in an amount equal to all Net Proceeds by Borrower or any Subsidiary of Borrower that are from Asset Dispositions, other than insurance proceeds or from Asset Dispositions permitted pursuant to Subsection 3.7; provided, however, that if (i) no Default or Event of Default has occurred and is continuing and (ii) the aggregate of all such Net Proceeds during the 12-month period ending on the date of such proposed reinvestment does not exceed 5% of Borrower’s then amount of consolidated assets, Borrower shall not be required to repay the Loans with the Net Proceeds if Borrower or such Subsidiary applies such Net Proceeds to acquire equipment or other assets that are used or useful in the business of Borrower and or such Subsidiary within 180 days of receipt by Borrower or such Subsidiary of such Net Proceeds. All such repayments shall be paid and applied in accordance with Subsection 1.8. All prepayments shall be accompanied by accrued interest on the amount prepaid and any applicable Breakage Fees.
Repayments from Certain Asset Dispositions. Immediately upon receipt by Borrower or any of its Subsidiaries of Net Proceeds (other than insurance proceeds) from any Asset Disposition, Borrower shall repay the Loans in an amount equal to such Net Proceeds. All such repayments shall be applied in accordance with Section 1.6(f).
Repayments from Certain Asset Dispositions. Immediately upon receipt by Borrower or any of its Subsidiaries of Net Proceeds (other than insurance proceeds) from any Asset Disposition, Borrower shall repay the Loans in an amount equal to such Net Proceeds; provided, however, that Borrower shall not be required to repay the Loans with the Net Proceeds of Asset Dispositions if all of the following conditions are satisfied: (i) the aggregate market value of such assets sold in any one transaction or series of related transactions does not exceed $100,000; (ii) the aggregate market value of such assets sold during any calendar year does not exceed $250,000; (iii) the consideration received is at least equal to the fair value of such assets; (iv) the sole consideration received is cash or marketable securities; and (v) no Default or Event of Default then exists or shall result from the Asset Disposition. All such repayments shall be applied in accordance with Subsection 1.6(f).
