Mandatory Prepayment Upon Asset Disposition. On the first Business Day after the date of receipt thereof by Crown Holdings and/or any of its Subsidiaries of Net Proceeds from any Asset Disposition (other than an Asset Disposition permitted by Section 8.3 or Sections 8.5 (a) through 8.5(f) or 8.5(g), 8.5(j) or 8.5(k)), Borrowers shall apply an amount equal to 100% of the Net Proceeds from such Asset Disposition as a mandatory repayment of principal of the Term Loans, pursuant to the terms of Section 4.5(a), provided, that such Net Proceeds therefrom shall not be required to be so applied on such date to the extent that (i) no Credit Party would be obligated to make an offer to purchase any First Lien Notes or other Indebtedness if such Net Proceeds were not used to repay Term Loans and (ii) no Event of Default or Unmatured Event of Default then exists and Crown Holdings delivers a certificate to Administrative Agent on or prior to such date stating that such Net Proceeds shall be used to purchase assets used or to be used in the businesses referred to in Section 8.3(c) within 365 days following the date of such Asset Disposition (which certificate shall set forth the estimates of the proceeds to be so expended), provided, further, that (i) if all or any portion of such Net Proceeds not so applied to the repayment of Term Loans are not so used (or contractually committed to be used) within such 365 day period, such remaining portion shall be applied on the last day of the respective period as a mandatory repayment of principal of outstanding Term Loans as provided above in this Section 4.4(c) and (ii) if all or any portion of such Net Proceeds are not required to be applied on the 365th day referred to in clause (i) above because such amount is contractually committed to be used and subsequent to such date such contract is terminated or expires without such portion being so used, then such remaining portion shall be applied on the date of such termination or expiration as a mandatory repayment of principal of outstanding Term Loans as provided in this Section 4.4(c); provided that if the assets subject to such Asset Disposition constituted Collateral under the Security Documents, then any capital assets purchased with the Net Proceeds thereof pursuant to this subsection shall be mortgaged or pledged, as the case may be, to the applicable Collateral Agent, for its benefit and for the benefit of the other applicable Lenders in accordance with Section 7.14.
Mandatory Prepayment Upon Asset Disposition. On the first Business Day after the date of receipt thereof by Company or any of its Subsidiaries of Net Sale Proceeds from any Asset Disposition (other than an Asset Disposition permitted by Section 8.3 or Section 8.4(b), an amount equal to 100% of the Net Sale Proceeds from such Asset Disposition shall be applied as a mandatory repayment of principal of the Loans and cash collateralization of the L/C Obligations, in the order set forth in Section 4.4, provided, that with respect to no more than $25,000,000 of such Net Sale Proceeds arising from Asset Dispositions in any Fiscal Year of Company, the Net Sale Proceeds therefrom shall not be required to be so applied on such date to the extent that (i) no Event of Default or Unmatured Event of Default then exists, (ii) Company delivers a certificate to Administrative Agent on or prior to such date stating that such Net Sale Proceeds shall be used to purchase assets used or to be used in the businesses referred to in Section 8.10 within 365 days following the date of such Asset Disposition (which certificate shall set forth the estimates of the proceeds to be so expended); provided, further, that if all or any portion of such Net Sale Proceeds not so applied to the repayment of Loans are not so used within such 365 day period, such remaining portion shall be applied on the last day of the respective period as a mandatory repayment of principal of outstanding Loans as provided above in this Section 4.3(c).
Mandatory Prepayment Upon Asset Disposition. On the fifth Business Day after the date of receipt thereof by Company and/or any of its Subsidiaries of Net Sale Proceeds from any Asset Disposition (other than (x) sales, transfers or other dispositions of Capital Stock of Target constituting Margin Stock, (y) an Asset Disposition in the ordinary course of business and other than an Asset Disposition permitted by Section 8.3 or Sections 8.4(a) through 8.4(l), and (z) any leases, subleases, licenses or sublicenses), except to the extent that the Net Sale Proceeds of such Asset Disposition, when combined with the Net Sale Proceeds of all such Asset Dispositions from the date hereof, do not exceed (i) for any Asset Disposition prior to the Initial Funding Date, (A) $150,000,000 plus (B) if an Aerospace Asset Disposition occurred during such period, 50% of the Net Sale Proceeds from such Aerospace Asset Disposition (such amounts in aggregate, the “Pre-Funding Excluded Amounts”) or (ii) for any Asset Disposition on or after the Initial Funding Date, (A) $500,000,000 plus (B) if an Aerospace Asset Disposition occurred during such period, 50% of the Net Sale Proceeds from such Aerospace Asset Disposition (such amounts in aggregate, the “Post-Funding Excluded Amounts”), Company shall cause an amount equal to 100% of such Net Sale Proceeds:
Mandatory Prepayment Upon Asset Disposition. If Borrower or any of its Subsidiaries receives Net Sale Proceeds from an Asset Disposition, to the extent that such Net Sale Proceeds exceed $50,000,000, the aggregate Revolving Commitment shall be permanently reduced by the amount of such excess. After giving effect to the immediately preceding sentence, Borrower or any Subsidiary may reinvest up to $50,000,000 of the Net Sale Proceeds of such Asset Disposition (the "Reinvestable Proceeds") within two hundred seventy (270) days in productive replacement assets of a kind then used or useable in the business of Borrower or its Subsidiaries. If Borrower does not intend to so reinvest such Reinvestable Proceeds or if the period set forth in the immediately preceding sentence expires without Borrower having reinvested such Reinvestable Proceeds, the Aggregate Revolving Commitment shall be permanently reduced by the amount of the Reinvestable Proceeds which have not been reinvested by Borrower. On the date of, and after giving effect to, the reductions in the Revolving Commitments required by this SECTION 4.3(c), Borrower shall prepay outstanding Loans to the extent required by SECTION 4.3(a).
Mandatory Prepayment Upon Asset Disposition. If Borrower or any of its Subsidiaries receives, directly or indirectly, any Net Sale Proceeds attributable to an Asset Disposition, then, to the extent such Net Sale Proceeds, together with the Net Sale Proceeds of all other Asset Dispositions of Borrower and its Subsidiaries occurring in the previous twelve months exceed $25,000,000 ("Excess Net Sale Proceeds"), the Revolving Commitments shall be permanently reduced (on a pro rata basis in proportion to the then outstanding Total Commitment) by the amount of such Excess Net Sale Proceeds so received by Borrower and its Subsidiaries. Notwithstanding the foregoing, Borrower and its Subsidiaries shall not be required to apply Excess Net Sale Proceeds of up to $50,000,000 received in any twelve-month period as set forth in the preceding sentence to the extent that (i) no Event of Default or Unmatured Event of Default exists on the date(s) of receipt of such Excess Net Sale Proceeds, (ii) Borrower complies with, and causes its Subsidiaries to comply with, the provisions of Section 7.12 with respect to the assets referred to in clause (iii) below and (iii) Borrower uses such Excess Net Sale Proceeds to purchase assets to be used in the business of Borrower and its Subsidiaries within 365 days following the dates of the Asset Disposition(s) which give rise to such Excess Net Sale Proceeds and Borrower uses any Excess Net Sale Proceeds received from Asset Dispositions of Collateral to purchase property or assets that will constitute Collateral on and after the date of purchase; provided, however, that if all or any portion of such Excess Net Sale Proceeds not so applied to the prepayment of the Loans (resulting in a corresponding reduction in the Revolving Commitments) are not so used (or contractually committed to be used) within such 365-day period, such Excess Net Sale Proceeds or portion thereof shall be applied on the last day of such period to repay Loans and cash collateralize LC Obligations (in the manner set forth in Section 4.4(a)), and the Revolving Commitments shall be permanently reduced by an amount equal to such Excess Net Sale Proceeds or portion thereof. All prepayments pursuant to this Section 4.4(b) shall be applied in the manner set forth in Section 4.5.
Mandatory Prepayment Upon Asset Disposition. On the first Business Day after the date of receipt thereof by Borrower and/or any of their Subsidiaries of Net Sale Proceeds from any Asset Disposition, an amount equal to 100% of the Net Sale Proceeds from such Asset Disposition shall be applied as a mandatory repayment of the Obligations as provided in Section 4.5, provided, that with respect to no more than $5,000,000 in the aggregate of such Net Sale Proceeds received from and after the Closing Date, the Net Sale Proceeds therefrom shall not be required to be so applied to the extent that no Event of Default or Unmatured Event of Default then exists.
Mandatory Prepayment Upon Asset Disposition. On the first Business Day after the date of receipt thereof by Borrower and/or any of its Subsidiaries of Net Sale Proceeds from any Asset Disposition, an amount equal to 100% of the Net Sale Proceeds from such Asset Disposition shall be applied as a mandatory repayment of principal of the Loans as provided in Section 4.4.
Mandatory Prepayment Upon Asset Disposition. . . . . 56 (c) Mandatory Prepayment Upon Recovery Event . . . . . . . . . 57 4.5
Mandatory Prepayment Upon Asset Disposition. If Borrower or any of its Subsidiaries receives any Net Sale Proceeds attributable to any Asset Disposition, the Aggregate Revolving Commitment shall be permanently reduced by the amount of such Net Sale Proceeds. On the date of receipt of such Net Sale Proceeds and after giving effect to the reductions in the Revolving Commitments required by the preceding sentence, Borrower shall prepay outstanding Loans to the extent required by Section 4.3(a).
Mandatory Prepayment Upon Asset Disposition. On the first Business Day after the date of receipt thereof by Borrower and/or any of its Subsidiaries of Net Sale Proceeds from any Asset Disposition (other than the Vision-Ease Sale), an amount equal to 100% of the Net Sale Proceeds from such Asset Disposition (after providing, in the case of any sale of Bxxxxxx-Xxxxx division, for the payment or reserve for payment of any unpaid KERP Obligations associated with such Credit Party) shall be applied as a mandatory repayment of principal of the Loans and to cash collateralize the LC Obligations as provided in Section 4.4. The Total Commitment shall be permanently reduced at the time of and by the amount of such repayment, provided that if within five (5) Business Days of such reduction the Borrower delivers to the Agent a revised cash flow forecast pursuant to Section 7.2(e)(i) demonstrating to the satisfaction of the Required Lenders in their sole discretion the need to reinstate all or any portion of the Total Commitment, the Total Commitment shall be reinstated to that extent.
