Common use of Special Mandatory Prepayments Clause in Contracts

Special Mandatory Prepayments. (a) Subject to any applicable restrictions contained in the Credit Agreement, within 5 days after the consummation of: (i) any sale, transfer, lease, sale and leaseback or other disposition by the Company to any person of all or any part of its property or assets, in any case in a single transaction or a series of related transactions (other than any of the foregoing for fair value of property that (x) is of inventory in the ordinary course of business or (y) is of worn-out or obsolete assets); or (ii) the issuance (other than by dividend) of any capital stock or other ownership interest of the Company pursuant to offerings registered under the Securities Act of 1933, as amended (the "Securities Act"); the Company shall be required to prepay the indebtedness outstanding under the Notes in an amount equal to 100% of the gross cash proceeds received by the Company from such transaction less all legal expenses, customary commissions and other fees and expenses incurred and all federal, state, local and foreign taxes assessed in connection therewith. (b) Subject to any applicable restrictions contained in the Credit Agreement, if there shall exist any Excess Cash Flow (as defined in paragraph (c) hereof) for any fiscal year, a mandatory prepayment (an "Excess Cash Flow Prepayment") of the indebtedness outstanding under the Notes shall be made on the date (the "Excess Cash Flow Prepayment Date") which is 105 days after the end of such fiscal year, in an amount equal to one hundred percent (100%) of such Excess Cash Flow.

Special Mandatory Prepayments. (a) Subject to any applicable restrictions contained in the Credit Agreement, within 5 days after the consummation of: (i) any sale, transfer, lease, sale and leaseback or other disposition by the Company to any person of all or any part of its property or assets, in any case in a single transaction or a series of related transactions (other than any of the foregoing for fair value of property that (x) is of inventory in the ordinary course of business or (y) is of worn-out or obsolete assets); or (ii) the issuance (other than by dividend) of any capital stock or other ownership interest of the Company pursuant to offerings registered under the Securities Act of 1933, as amended (the "Securities Act"); the Company shall be required to prepay the indebtedness outstanding under the Notes in an amount equal to 100% of the gross cash proceeds received by the Company from such transaction less all legal expenses, customary commissions and other fees and expenses incurred and all federal, state, local and foreign taxes assessed in connection therewith. Partial prepayments of the Notes pursuant to this paragraph (a) shall be applied to the then remaining installments of principal in inverse order of maturity. (b) Subject to any applicable restrictions contained in the Credit Agreement, if there shall exist any Excess Cash Flow (as defined in paragraph (c) hereof) for any fiscal year, a mandatory prepayment (an "Excess Cash Flow Prepayment") of the indebtedness outstanding under the Notes shall be made on the date (the "Excess Cash Flow Prepayment Date") which is 105 days after the end of such fiscal year, in an amount equal to one hundred percent (100%) of such Excess Cash Flow.. Partial prepayments of indebtedness pursuant to this paragraph (b) shall be applied in inverse order of maturity