Common use of Insurance/Condemnation Proceeds Clause in Contracts

Insurance/Condemnation Proceeds. No later than the fifth Business Day following the date of receipt by any Loan Party, or Administrative Agent as loss payee, of any Net Proceeds from insurance or any condemnation, taking or other casualty in excess of $5,000,000 in the aggregate in any Fiscal Year, Borrowers shall, subject to Section 2.12(b), prepay the Term Loan as set forth in Section 2.11(a) in an aggregate amount equal to such Net Proceeds in excess of $5,000,000 in the aggregate in any Fiscal Year; provided, such prepayment shall not be required so long as (i) no Default or Event of Default shall have occurred and be continuing, (ii) Company has delivered Administrative Agent prior written notice of Company’s intention to apply the Reinvestment Amounts to reinvest in or to the costs of purchase of other assets used or useful in the business of the Loan Parties (including capital expenditures), (iii) the monies are held in a Deposit Account in which Administrative Agent has a perfected first-priority security interest, and (iv) the Loan Parties complete such purchase within 365 days after the initial receipt of such monies; provided, that if any such Net Proceeds are no longer intended to be or cannot be so reinvested during the applicable 365 day period, and subject to Section 2.11(b), an amount equal to any such Net Proceeds shall be applied within five (5) Business Days after the Company reasonably determines that such Net Proceeds are no longer intended to be or cannot be so reinvested to the prepayment of the Term Loans as set forth in Section 2.11(a).

Insurance/Condemnation Proceeds. No later than the fifth Business Day following the date of receipt by the Parent or any Loan Partyof its Subsidiaries (or on the 271st day if the first proviso hereto applies), or Administrative Agent Lender as loss payee, of any Net Insurance/Condemnation Proceeds from insurance equal to or any condemnation, taking or other casualty in excess of $5,000,000 in the aggregate 500,000 received in any Fiscal Yearfiscal year through the applicable date of determination, Borrowers shallCompany shall prepay, subject to the provisions of Section 2.12(b)2.02(d) below, prepay the Term Loan as set forth in Section 2.11(a) Obligations in an aggregate amount equal to such Net Proceeds in excess of $5,000,000 in the aggregate in any Fiscal YearInsurance/Condemnation Proceeds; provided, such prepayment shall not be required provided that so long as (i) no Default or Event of Default shall have occurred and be continuing, Company need not so apply such Net Insurance/Condemnation Proceeds so long as the Parent or one or more of its Subsidiaries invests such Net Insurance/Condemnation Proceeds within two hundred seventy (ii270) Company has delivered Administrative Agent prior written notice days of Company’s intention to apply receipt thereof in assets of the Reinvestment Amounts to reinvest in or to the costs of purchase of other assets general type used or useful in the business of the Loan Parties (including capital expenditures)Parent and its Subsidiaries, (iii) which investment may include the monies are held in a Deposit Account in which Administrative Agent has a perfected first-priority security interestrepair, and (iv) restoration or replacement of the Loan Parties complete such purchase within 365 days after the initial receipt of such moniesapplicable assets thereof; provided, further, that if pending any such investment all such Net Insurance/Condemnation Proceeds, as the case may be, shall be invested in Cash or Cash Equivalents and deposited in the Designated Deposit Account and held therein until such time as such Net Insurance/Condemnation Proceeds are no longer intended to be or cannot be so reinvested during the applicable 365 day period, and subject to Section 2.11(b), an amount equal to any applied in payment of such Net Proceeds shall be applied within five (5) Business Days after the Company reasonably determines that such Net Proceeds are no longer intended to be or cannot be so reinvested to the prepayment of the Term Loans as set forth in Section 2.11(a)investment.

Insurance/Condemnation Proceeds. No later than the fifth second Business Day following the date of receipt by Xerium or any Loan Partyof its Subsidiaries, or Administrative Agent as loss payee, of any Net Insurance/Condemnation Proceeds from insurance or any condemnation, taking or other casualty in excess (but not including the first $2,000,000 of $5,000,000 Net Insurance/Condemnation Proceeds in the aggregate in any Fiscal Year, Borrowers shall, subject to Section 2.12(breceived after the Closing Date), each Borrower shall prepay the Term Loan Loans and/or the Revolving Commitments shall be permanently reduced as set forth in Section 2.11(a2.15(b) in an aggregate amount equal to such Net Proceeds in excess of $5,000,000 in the aggregate in any Fiscal YearInsurance/Condemnation Proceeds; provided, such prepayment shall not be required so long as (i) no Default or Event of Default shall have occurred and be continuing, each Borrower shall have the option, directly or through one or more of its Subsidiaries to commit to invest within one hundred eighty (ii180) Company has delivered Administrative Agent prior written notice days and invest such Net Insurance/Condemnation Proceeds within three hundred sixty (360) days of Company’s intention to apply receipt thereof in the Reinvestment Amounts to reinvest in or to acquisition of long term productive assets of the costs of purchase of other assets general type used or useful in the business of Xerium and its Subsidiaries, which assets need not be the Loan Parties (including capital expenditures)same as the assets lost or damaged and which Net Insurance/Condemnation Proceeds may, (iii) but need not, be invested in the monies are held in a Deposit Account in which Administrative Agent has a perfected first-priority security interestrepair, and (iv) restoration or replacement of the Loan Parties complete such purchase within 365 days after the initial receipt of such moniesapplicable assets thereof; providedprovided further, that if pending any such Net Proceeds are no longer intended to be or cannot be so reinvested during the applicable 365 day period, and subject to Section 2.11(b), an amount equal to any investment all such Net Proceeds Insurance/Condemnation Proceeds, as the case may be, shall be applied within five (5) Business Days after deposited in the Company reasonably determines that such Net Proceeds are no longer intended to be or cannot be so reinvested to the prepayment of the Term Loans as set forth in Section 2.11(a)Cash Collateral Account.

Insurance/Condemnation Proceeds. No later than the fifth five (5) Business Day Days following the date of receipt by any Loan Party, or Administrative Agent as loss payee, of any Net Insurance/Condemnation Proceeds from insurance or any condemnation, taking or other casualty in excess of $5,000,000 1,000,000, Borrowers shall prepay the Advances in the aggregate in any Fiscal Year, Borrowers shall, subject to Section 2.12(b), prepay the Term Loan as manner set forth in Section 2.11(aclause (c) below in an aggregate amount equal to such Net Proceeds in excess of $5,000,000 in the aggregate in any Fiscal YearInsurance/ Condemnation Proceeds; provided, such prepayment shall not be required so long as (i) no Default or Event of Default shall have occurred and be continuing, the Borrowers shall have the option to invest not more than $10,000,000 in Net Proceeds in the aggregate during the Term of Net Insurance/Condemnation Proceeds within one hundred eighty (ii180) Company has delivered Administrative Agent prior written notice days of Company’s intention to apply receipt thereof in long-term productive assets of the Reinvestment Amounts to reinvest in or to the costs of purchase of other assets general type used or useful in the business of the Loan Parties (including capital expenditures)Borrowers, (iii) which investment may include the monies are held in a Deposit Account in which Administrative Agent has a perfected first-priority security interestrepair, and (iv) restoration or replacement of the Loan Parties complete such purchase within 365 days after the initial receipt of such moniesapplicable assets thereof; providedprovided further, that if pending any such Net Proceeds are no longer intended to be or cannot be so reinvested during the applicable 365 day period, and subject to Section 2.11(b), an amount equal to any investment all such Net Insurance/Condemnation Proceeds shall be applied within five (5to prepay Revolving Advances to the extent outstanding in accordance with the provisions of Section 2.13(a)(i) Business Days after above, the Company reasonably determines that amount of such Net Proceeds are no longer intended so applied to such prepayment shall be or canmaintained as a special reserve against availability of Revolving Advances in accordance with Section 2.1(a)(v) and may be drawn only to make investments permitted under this clause (ii), and any such amounts not timely applied to investments in accordance with this clause (ii) shall be so reinvested immediately applied to prepay the prepayment of Advances in the Term Loans as manner set forth in Section 2.11(a)clause (c) below.

Insurance/Condemnation Proceeds. No later than the fifth five (5) Business Day Days following the date of receipt by any Loan Party, or Administrative Agent as loss payee, of any Net Insurance/Condemnation Proceeds from insurance or any condemnation, taking or other casualty in excess of $5,000,000 1,000,000, Borrowers shall prepay the Advances in the aggregate in any Fiscal Year, Borrowers shall, subject to Section 2.12(b), prepay the Term Loan as manner set forth in Section 2.11(aclause (c) below in an aggregate amount equal to such Net Proceeds in excess of $5,000,000 in the aggregate in any Fiscal YearInsurance/Condemnation Proceeds; provided, such prepayment shall not be required so long as (i) no Default or Event of Default shall have occurred and be continuing, the Borrowers shall have the option to invest not more than $10,000,000 in Net Proceeds in the aggregate during the Term of Net Insurance/Condemnation Proceeds within one hundred eighty (ii180) Company has delivered Administrative Agent prior written notice days of Company’s intention to apply receipt thereof in long-term productive assets of the Reinvestment Amounts to reinvest in or to the costs of purchase of other assets general type used or useful in the business of the Loan Parties (including capital expenditures)Borrowers, (iii) which investment may include the monies are held in a Deposit Account in which Administrative Agent has a perfected first-priority security interestrepair, and (iv) restoration or replacement of the Loan Parties complete such purchase within 365 days after the initial receipt of such moniesapplicable assets thereof; providedprovided further, that if pending any such Net Proceeds are no longer intended to be or cannot be so reinvested during the applicable 365 day period, and subject to Section 2.11(b), an amount equal to any investment all such Net Insurance/Condemnation Proceeds shall be applied within five (5to prepay Revolving Advances to the extent outstanding in accordance with the provisions of Section 2.13(a)(i) Business Days after above, the Company reasonably determines that amount of such Net Proceeds are no longer intended so applied to such prepayment shall be or canmaintained as a special reserve against availability of Revolving Advances in accordance with Section 2.1(a)(v) and may be drawn only to make investments permitted under this clause (ii), and any such amounts not timely applied to investments in accordance with this clause (ii) shall be so reinvested immediately applied to prepay the prepayment of Advances in the Term Loans as manner set forth in Section 2.11(a)clause (c) below.

Insurance/Condemnation Proceeds. No later than the fifth Business Day [***] following the date of receipt by any Loan Party, or Administrative Agent as loss payee, of any Net Proceeds from insurance or any condemnation, taking or other casualty in excess of $5,000,000 [***] in the aggregate in any Fiscal Year, Borrowers Company shall, subject to Section 2.12(b), prepay the Term Loan as set forth in Section 2.11(a) in an aggregate amount equal to such Net Proceeds in excess of $5,000,000 [***] in the aggregate in any Fiscal Year; provided, such prepayment shall not be required (i) so long as (i) no Default or Event of Default shall have occurred and be continuing, (ii) Company has delivered Administrative Agent prior written notice of Company’s intention to apply the Reinvestment Amounts such proceeds to reinvest in research, develop, Commercialize or to the costs of purchase of other assets or Products used or useful in the business of the Loan Parties (Parties, including capital expenditures), (iii) the monies are held in a Deposit Account in which Administrative Agent has a perfected first-priority security interestresearch and development and Permitted Acquisitions, and (iviii) the Loan Parties complete such purchase within 365 days after the initial receipt of such monies; provided, that if any such Net Proceeds are no longer intended to be or cannot be so reinvested during the applicable 365 day period, and subject to Section 2.11(b), an amount equal to any such Net Proceeds shall be applied within five (5) Business Days [***] after the Company Borrower reasonably determines that such Net Proceeds are no longer intended to be or cannot be so reinvested to the prepayment of the Term Loans as set forth in Section 2.11(a).

Insurance/Condemnation Proceeds. No later than the fifth Business Day following the date of receipt by the Parent or any Loan Partyof its Subsidiaries (or on the 271st day if the first proviso hereto applies), or Administrative Agent Lender as loss payee, of any Net Insurance/Condemnation Proceeds from insurance equal to or any condemnation, taking or other casualty in excess of $5,000,000 in the aggregate 500,000 received in any Fiscal Yearfiscal year through the applicable date of determination, Borrowers shallCompany shall prepay, subject to the provisions of Section 2.12(b)2.02(d) below, prepay the Term Loan as set forth in Section 2.11(a) in an aggregate amount equal to such Net Proceeds in excess of $5,000,000 in the aggregate in any Fiscal YearInsurance/Condemnation Proceeds; provided, such prepayment shall not be required provided that so long as (i) no Default or Event of Default shall have occurred and be continuing, Company need not so apply such Net Insurance/Condemnation Proceeds so long as the Parent or one or more of its Subsidiaries invests such Net Insurance/Condemnation Proceeds within two hundred seventy (ii270) Company has delivered Administrative Agent prior written notice days of Company’s intention to apply receipt thereof in assets of the Reinvestment Amounts to reinvest in or to the costs of purchase of other assets general type used or useful in the business of the Loan Parties (including capital expenditures)Parent and its Subsidiaries, (iii) which investment may include the monies are held in a Deposit Account in which Administrative Agent has a perfected first-priority security interestrepair, and (iv) restoration or replacement of the Loan Parties complete such purchase within 365 days after the initial receipt of such moniesapplicable assets thereof; provided, further, that if pending any such investment all such Net Insurance/Condemnation Proceeds, as the case may be, shall be invested in Cash or Cash Equivalents and deposited in the Designated Deposit Account and held therein until such time as such Net Insurance/Condemnation Proceeds are no longer intended to be or cannot be so reinvested during the applicable 365 day period, and subject to Section 2.11(b), an amount equal to any applied in payment of such Net Proceeds shall be applied within five (5) Business Days after the Company reasonably determines that such Net Proceeds are no longer intended to be or cannot be so reinvested to the prepayment of the Term Loans as set forth in Section 2.11(a)investment.