Common use of Term Loan Prepayments Clause in Contracts

Term Loan Prepayments. (i) On each occasion that a Prepayment Event occurs, the Borrower shall, within three Business Days after receipt of the Net Cash Proceeds of a Debt Incurrence Prepayment Event (other than one covered by clause (iii) below) and within ten Business Days after the occurrence of any other Prepayment Event (or, in the case of Deferred Net Cash Proceeds, within ten Business Days after the Deferred Net Cash Proceeds Payment Date), prepay, in accordance with clause (c) below, Initial Term Loans with an equivalent principal amount equal to 100% of the Net Cash Proceeds from such Prepayment Event; provided that, with respect to the Net Cash Proceeds of an Asset Sale Prepayment Event, the Borrower may use a portion of such Net Cash Proceeds to prepay or repurchase (or offer to prepay or repurchase) other Indebtedness with a Lien on the Collateral ranking pari passu with the Liens securing the Obligations (“Other First Lien Debt”), in each case in an amount not to exceed the product of (x) the amount of such Net Cash Proceeds multiplied by (y) a fraction, the numerator of which is the outstanding principal amount of the Other First Lien Debt and the denominator of which is the sum of the outstanding principal amount of such Other First Lien Debt and the outstanding principal amount of Initial Term Loans (and such amounts, in any case, shall no longer be required to be applied to prepay any Term Loans). 104

Appears in 1 contract

Samples: Credit Agreement (Skillsoft Corp.)

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Term Loan Prepayments. (i) (A) On each occasion that a Prepayment Event occurs, the Borrower shall, within three Business Days after its receipt of the Net Cash Proceeds of a Debt Incurrence Prepayment Event (other than one covered by clause (iii) below) and within ten seven Business Days after the occurrence of any other Prepayment Event (or, in the case of Deferred Net Cash Proceeds, within ten seven Business Days after the Deferred Net Cash Proceeds Payment Date), prepay, in accordance with clause (c) belowbelow and subject to clause (B) of this Section 5.2(a)(i), Initial Term Loans with an equivalent a Dollar Equivalent principal amount equal to 100% of the Net Cash Proceeds from such Prepayment Event; provided that, with respect to the Net Cash Proceeds of an Asset Sale Prepayment Event, Casualty Event or Permitted Sale Leaseback, in each case solely to the extent with respect to any Collateral, the Borrower may use a portion of such Net Cash Proceeds to prepay or repurchase Permitted Other Indebtedness (and with such prepaid or offer to prepay or repurchaserepurchased Permitted Other Indebtedness permanently extinguished) other Indebtedness with a Lien on the Collateral ranking pari passu with the Liens securing the Obligations (“to the extent any applicable Permitted Other First Lien Debt”)Indebtedness Document requires the issuer of such Permitted Other Indebtedness to prepay or make an offer to purchase such Permitted Other Indebtedness with the proceeds of such Prepayment Event, in each case in an amount not to exceed the product of (x) the amount of such Net Cash Proceeds multiplied by (y) a fraction, the numerator of which is the outstanding principal amount of the Other First Lien Debt and the denominator of which is the sum of the outstanding principal amount of such Other First Lien Debt and the outstanding principal amount of Initial Term Loans (and such amounts, in any case, shall no longer be required to be applied to prepay any Term Loans). 104a

Appears in 1 contract

Samples: Credit Agreement (First Data Corp)

Term Loan Prepayments. (i) On each occasion that a Prepayment Event occurs, the Borrower shall, within three Business Days after receipt of the Net Cash Proceeds of a Debt Incurrence Prepayment Event (other than one covered by clause (iii) below) and within ten Business Days after the occurrence of any other Prepayment Event (or, in the case of Deferred Net Cash Proceeds, within ten Business Days after the Deferred Net Cash Proceeds Payment Date), prepay, in accordance with clause (c) below, Initial Term Loans with an equivalent principal amount equal to 100% of the Net Cash Proceeds from such Prepayment Event; provided that, with respect to the Net Cash Proceeds of an Asset Sale Prepayment Event, the Borrower may use a portion of such Net Cash Proceeds to prepay or repurchase (or offer to prepay or repurchase) other Indebtedness with a Lien on the Collateral ranking pari passu with the Liens securing the Obligations (“Other First Lien Debt”), in each case in an amount not to exceed the product of (x) the amount of such Net Cash Proceeds multiplied by (y) a fraction, the numerator of which is the outstanding principal amount of the Other First Lien Debt and the denominator of which is the sum of the outstanding principal amount of such Other First Lien Debt and the outstanding principal amount of Initial Term Loans (and such amounts, in any case, shall no longer be required to be applied to prepay any Term Loans). 104.

Appears in 1 contract

Samples: Credit Agreement (Skillsoft Corp.)

Term Loan Prepayments. (i) (A) On each occasion that a Prepayment Event occurs, the Borrower shall, within three Business Days after its receipt of the Net Cash Proceeds of a Debt Incurrence Prepayment Event (other than one covered by clause (iii) below) and within ten seven Business Days after the occurrence of any other Prepayment Event (or, in the case of Deferred Net Cash Proceeds, within ten seven Business Days after the Deferred Net Cash Proceeds Payment Date), prepay, in accordance with clause (c) belowbelow and subject to clause (B) of this Section 5.2(a)(i), Initial Term Loans with an equivalent a Dollar Equivalent principal amount equal to 100% of the Net Cash Proceeds from such Prepayment Event; provided that, with respect to the Net Cash Proceeds of an Asset Sale Prepayment Event, Casualty Event or Permitted Sale Leaseback, in each case solely to the extent with respect to any Collateral, the Borrower may use a portion of such Net Cash Proceeds to prepay or repurchase Permitted Other Indebtedness (and with such prepaid or offer to prepay or repurchaserepurchased Permitted Other Indebtedness permanently extinguished) other Indebtedness with a Lien on the Collateral ranking pari passu with the Liens securing the Obligations (“to the extent any applicable Permitted Other First Lien Debt”), in each case in an amount not to exceed Indebtedness Document requires the product of (x) the amount issuer of such Net Cash Proceeds multiplied by (y) a fraction, the numerator of which is the outstanding principal amount of the Permitted Other First Lien Debt and the denominator of which is the sum of the outstanding principal amount of such Other First Lien Debt and the outstanding principal amount of Initial Term Loans (and such amounts, in any case, shall no longer be required to be applied Indebtedness to prepay any Term Loans). 104or make an offer to purchase such Permitted Other 117

Appears in 1 contract

Samples: 2016 October Joinder Agreement (First Data Corp)

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Term Loan Prepayments. (i) (A) On each occasion that a Prepayment Event occurs, the Borrower shall, within three Business Days after its receipt of the Net Cash Proceeds of a Debt Incurrence Prepayment Event (other than one covered by clause (iii) below) and within ten seven Business Days after the occurrence of any other Prepayment Event (or, in the case of Deferred Net Cash Proceeds, within ten seven Business Days after the Deferred Net Cash Proceeds Payment Date), prepay, in accordance with clause (c) belowbelow and subject to clause (B) of this Section 5.2(a)(i), Initial Term Loans with an equivalent a Dollar Equivalent principal amount equal to 100% of the Net Cash Proceeds from such Prepayment Event; provided that, with respect to the Net Cash Proceeds of an Asset Sale Prepayment Event, Casualty Event or Permitted Sale Leaseback, in each case solely to the extent with respect to any Collateral, the Borrower may use a portion of such Net Cash Proceeds to prepay or repurchase Permitted Other Indebtedness (and with such prepaid or offer to prepay or repurchaserepurchased Permitted Other Indebtedness permanently extinguished) other Indebtedness with a Lien on the Collateral ranking pari passu with the Liens securing the Obligations (“to the extent any applicable Permitted Other First Lien Debt”), in each case in an amount not to exceed Indebtedness Document requires the product of (x) the amount issuer of such Net Cash Proceeds multiplied by (y) a fraction, the numerator of which is the outstanding principal amount of the Permitted Other First Lien Debt and the denominator of which is the sum of the outstanding principal amount of such Other First Lien Debt and the outstanding principal amount of Initial Term Loans (and such amounts, in any case, shall no longer be required to be applied Indebtedness to prepay any Term Loans). 104or make an offer to purchase such Permitted Other

Appears in 1 contract

Samples: Credit Agreement (First Data Corp)

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