Dispositions and Involuntary Dispositions Sample Clauses

Dispositions and Involuntary Dispositions. Subject to Section 2.06(b)(ii)(D) and the terms set forth in any applicable Incremental Amendment, Extension Amendment, Refinancing Amendment or Replacement Amendment, the Borrower will prepay the Term Loans (if any) on the fifth Business Day following receipt of Net Cash Proceeds in an amount equal to 100% of the Net Cash Proceeds received from any Disposition pursuant Section 8.05(b) or any Involuntary Disposition by the Borrower or any Restricted Subsidiary; provided that if (x) the Borrower delivers, no later than the last day of such five Business Day period following receipt, a certificate of a Responsible Officer to the Administrative Agent setting forth the Borrower’s intent to reinvest such proceeds in assets useful in the business of the Borrower or any Restricted Subsidiary and (y) no Default or Event of Default shall have occurred and be continuing at the time of such certificate or at the proposed time of the application of such proceeds, and such proceeds shall not be required to be applied to prepay the Term Loans except to the extent such proceeds are not so reinvested within (A) twelve (12) months following receipt of such Net Cash Proceeds or (B) if the Borrower or any Restricted Subsidiary enters into a legally binding commitment to reinvest such Net Cash Proceeds within twelve (12) months following receipt thereof, the later of (I) twelve (12) months following receipt thereof and (II) one hundred eighty (180) days after the end of such 12-month period.
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Dispositions and Involuntary Dispositions. The Borrowers shall prepay the Loans and/or Cash Collateralize the L/C Obligations as hereinafter provided in an aggregate amount equal to 100% of the Net Cash Proceeds received by any Loan Party or any Restricted Subsidiary from all Dispositions and Involuntary Dispositions within five (5) Business Days (or 120 days from the closing of the CPI Disposition, in the case of the CPI Disposition, or such longer period as the Administrative Agent may agree giving due consideration to the Parent’s accounting requirements relating to transfer and repatriation of the portion of such Net Cash Proceeds allocated to Foreign Subsidiaries; it being understood that the Net Cash Proceeds of the CPI Disposition shall be payable on the terms set forth in this Section 2.05(b) whether the CPI Disposition closed, or closes, before or after the Closing Date) of the date such Net Cash Proceeds are received; provided, however, that so long as no Default shall have occurred and be continuing, such Net Cash Proceeds shall not be required to be so applied (A) until the aggregate amount of the Net Cash Proceeds derived from any such Disposition or Involuntary Disposition in any fiscal year of the Parent is equal to or greater than $5,000,000 and (B) at the election of the Borrower Representative (as notified by the Borrower Representative to the Administrative Agent on or prior to the date such Net Cash Proceeds are otherwise required to be used to prepay Loans as set forth above) to the extent such Loan Party or such Restricted Subsidiary reinvests all or any portion of such Net Cash Proceeds in operating assets (other than current assets as classified by GAAP) within three hundred sixty-five (365) days after the receipt of such Net Cash Proceeds; provided that any such Net Cash Proceeds that have not been so reinvested within such period shall be immediately applied to prepay the Loans and/or Cash Collateralize the L/C Obligations as hereinafter provided at the end of such period; provided further, that the threshold in clause (A) above and the reinvestment period in clause (B) above shall not apply to the Net Cash Proceeds received from the CPI Disposition, all of which shall be used to prepay the Loans and/or Cash Collateralize the L/C Obligations as hereinafter provided.
Dispositions and Involuntary Dispositions. The Borrowers shall prepay the Term Loans as hereinafter provided in an aggregate amount equal to 100% of the Net Cash Proceeds received by any Loan Party or any Subsidiary from all Dispositions (other than (i) Permitted Transfers and (ii) the Outdoo r Produ cts Group Spin- Of f so lon g as the Bo rro wer s ha ve sa tisfie d the Spin -O ff Conditions ) and Involuntary Dispositions within ten (10) days of the date of such Disposition or Involuntary Disposition; provided, however, that so long as no Default shall have occurred and be continuing, such Net Cash Proceeds shall not be required to be so applied (A) until the aggregate amount of the Net Cash Proceeds derived from any such Disposition or Involuntary Disposition in any fiscal year of the Borrowers is equal to or greater than $10,000,000 and (B) at the election of the Borrowers (as notified by the Borrower Representative to the Administrative Agent) to the extent such Loan Party or such Subsidiary reinvests all or any portion of such Net Cash Proceeds in operating assets (other than current assets) (but specifically excluding current assets as classified by GAAP) within two hundred seventy (270) days after the receipt of such Net Cash Proceeds; provided that if such Net Cash Proceeds shall have not been so reinvested shall be immediately applied to prepay the Loans.
Dispositions and Involuntary Dispositions. The Borrower shall promptly (and in any event, within ten (10) Business Days) offer to the Lenders to immediately prepay the Loans in an aggregate amount equal to one hundred percent (100%) of the Net Cash Proceeds of all Dispositions and Involuntary Dispositions received by any Loan Party or any Subsidiary; provided, however, that, so long as no Default shall have occurred and be continuing, such Net Cash Proceeds shall not be required to be so offered, at the election of the Borrower (as notified by the Borrower to the Administrative Agent in writing on or prior to the date on which such offer would be required) to the extent such Net Cash Proceeds are reinvested in Eligible Assets within one hundred and eighty (180) days of the date of such Disposition or Involuntary Disposition; provided, further, that, the failure to reinvest such Net Cash Proceeds by such date shall result in such Net Cash Proceeds shall being immediately applied to prepay the Loans. Any prepayment pursuant to this clause (i) shall be applied as set forth in clause (iv) below.
Dispositions and Involuntary Dispositions. The Borrower shall promptly (and, in any event, within three (3) Business Days) upon the receipt by any Loan Party or any Subsidiary of the Net Cash Proceeds of any Disposition or Involuntary Disposition, prepay the Loans in an aggregate amount equal to 100% of such Net Cash Proceeds, in each case other than (A) so long as no Default or Event of Default exists at the time prepayment would otherwise be required pursuant to this Section 2.03(b)(ii), Net Cash Proceeds of Dispositions and Involuntary Dispositions not exceeding $1,000,000 in the aggregate during any fiscal year, and (B) Net Cash Proceeds (other than any Insurance Net Cash Proceeds) of Dispositions and Involuntary Dispositions that are reinvested in Eligible Assets within 180 days of the date of such Disposition or Involuntary Disposition (or such longer period as the Administrative Agent shall agree in its sole discretion). Any prepayment pursuant to this clause (ii) shall be applied as set forth in clause (v) below.
Dispositions and Involuntary Dispositions. The Borrower shall prepay the Loans and Cash Collateralize the L/C Obligations as hereafter provided in an aggregate amount equal to 100% of the Net Cash Proceeds of all Dispositions and Involuntary Dispositions to the extent (A) such Net Cash Proceeds are not reinvested in the same or similar Property within 180 days of the date of such Disposition and (B) the aggregate amount of such Net Cash Proceeds not reinvested in accordance with the foregoing clause (A) shall exceed $2,500,000 in any fiscal year. Such prepayment shall be due immediately upon the expiration of the 180 day period set forth in clause (A) (to the extent such prepayment exceeds the threshold in clause (B)) and shall be applied as set forth in clause (v) below.
Dispositions and Involuntary Dispositions. The Borrower shall prepay the Loans and/or Cash Collateralize the L/C Obligations as hereafter provided in an aggregate amount equal to 100% of the Net Cash Proceeds of all Dispositions and Involuntary Dispositions to the extent such Net Cash Proceeds are not reinvested in Eligible Assets within 360 days of the date of such Disposition or Involuntary Disposition; provided, however, the Borrower shall be permitted to retain Net Cash Proceeds from Dispositions in an aggregate amount not to exceed $10,000,000 in any fiscal year. Any prepayment pursuant to this clause (ii) shall be applied as set forth in clause (iv) below.
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Dispositions and Involuntary Dispositions. Upon the receipt by any Loan Party or any Restricted Subsidiary of the Net Cash Proceeds of any Disposition or Involuntary Disposition consummated on or after the Closing Date pursuant to clauses (k) and (s) of the definition ofPermitted Dispositions”), the Borrower shall, on or prior to the date which is five (5) Business Days after the date of the realization or receipt by the Borrower or any other Restricted Subsidiary of such Net Cash Proceeds, prepay the Loans as hereafter provided in an aggregate amount equal to 100% of the Net Cash Proceeds of such Disposition or Involuntary Disposition.
Dispositions and Involuntary Dispositions. The Borrowers shall prepay the Loans and Cash Collateralize the L/C Obligations as hereafter provided in an aggregate amount equal to (A) if the Consolidated Senior Leverage Ratio as of the end of the fiscal quarter immediately preceding a particular Disposition or Involuntary Disposition is greater than or equal to 3.00 to 1.0, 100% of the Net Cash Proceeds of such Disposition or Involuntary Disposition, to be applied as set forth in clause (vi) below; provided, however, that 50% of the Net Cash Proceeds of all Dispositions and 100% of the Net Cash Proceeds of all Involuntary Dispositions may be reinvested by the Borrower to the extent (I) such Net Cash Proceeds are reinvested in Property useful in the Businesses within 180 days of the date of such Disposition or Involuntary Disposition and (II) the aggregate amount of Net Cash Proceeds of Dispositions reinvested in accordance with the foregoing clause (I) shall not exceed $10,000,000 in the aggregate and (B) if the Consolidated Senior Leverage Ratio as of the end of the fiscal quarter immediately preceding a particular Disposition or Involuntary Disposition is less than 3.00 to 1.0, 100% of the Net Cash Proceeds of such Disposition or Involuntary Disposition in excess of $2,500,000 in any fiscal year to the extent such Net Cash Proceeds are not reinvested in Property useful in the Businesses within 180 days of the date of such Disposition or Involuntary Disposition. With respect to prepayments pursuant to the proviso set forth above, such prepayment shall be due immediately upon the expiration of the 180 day period (to the extent such prepayment exceeds the applicable threshold) and shall be applied as set forth in clause (vi) below).
Dispositions and Involuntary Dispositions. 100% of the Net Cash Proceeds from the Disposition of any asset of Borrower or any of its Subsidiaries (excluding Dispositions expressly permitted under Section 7.05), unless, prior to or within 30 days after receipt of the proceeds, a Responsible Officer of Borrower delivers to Administrative Agent a certificate certifying that such proceeds will be used to purchase a replacement asset that is substantially similar to the asset being disposed of or to acquire another asset useful in the business of Borrower or such Subsidiary that received the Net Cash Proceeds within 60 days after receipt of such proceeds;
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