Prepayments Due to Issuance of Debt. On the date of ----------------------------------- receipt by Holdings, Company or any of their respective Subsidiaries of the Cash proceeds of any Indebtedness, including debt Securities of Holdings, Company or any of their respective Subsidiaries (other than the Loans and any other Indebtedness permitted under subsection 7.1 of the Revolving Credit Agreement (such proceeds, net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, including reasonable legal fees and expenses, being the "Net Indebtedness Proceeds")), Company shall prepay the Loans in an aggregate amount equal to such Net Indebtedness Proceeds; provided, however, that -------- ------- payment or acceptance of the amounts provided for in this subsection 2.4B(ii)(d) shall not constitute a waiver of any Event of Default resulting from the incurrence of such Indebtedness or otherwise prejudice any rights or remedies of Agents or Lenders. If Company is required to apply any portion of Net Indebtedness Proceeds to prepay Indebtedness under the Revolving Credit Agreement or the Senior Subordinated Notes or the Discount Notes (under the terms of the New Sub Debt Indentures), then notwithstanding anything contained in this Agreement to the contrary (but subject to subsection 2.4B(iii)(c) hereof), Company shall apply such Net Indebtedness Proceeds to the prepayment of the Tranche A Term Loans and the Loans pro rata according to the respective outstanding principal amount, if any, of each, then to the prepayment of Revolving Loans and/or the reduction of Revolving Loan Commitments in accordance with the provisions of the Revolving Credit Agreement, in each case so as to eliminate or minimize any obligation to prepay any such Indebtedness evidenced by the Senior Subordinated Notes or the Discount Notes.
Prepayments Due to Issuance of Debt. On the date of receipt by Holdings, Company or any of their respective Subsidiaries of the Cash proceeds of any Indebtedness, including debt Securities of Holdings, Company or any of their respective Subsidiaries (other than the Loans and any other Indebtedness permitted under subsections 7.1 (such proceeds, net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, including reasonable legal fees and expenses, being the "Net Indebtedness Proceeds")), Company shall prepay the Loans in an aggregate amount equal to such Net Indebtedness Proceeds; provided, however, that payment or acceptance of the amounts provided for in this subsection 2.4B(iii)(c) shall not constitute a waiver of any Event of Default resulting from the incurrence of such Indebtedness or otherwise prejudice any rights or remedies of Agents or Lenders. If Company is otherwise required to apply any portion of Net Indebtedness Proceeds to prepay Indebtedness evidenced by the Second Priority Term Loans or the Senior Notes then, notwithstanding anything contained in this Agreement to the contrary, Company shall apply such Net Indebtedness Proceeds to the prepayment of the Loans so as to eliminate or minimize any obligation to prepay the Second Priority Term Loans or the Senior Notes.
Prepayments Due to Issuance of Debt. Concurrently with and as a condition to the closing of any transaction pursuant to which Holdings or any of the Borrower Entities incur Indebtedness (other than Indebtedness permitted under subsection 6.1), the Borrowers shall prepay the Loans in an amount equal to the amount of such Indebtedness paid or payable to Holdings or any of the Borrower Entities.
Prepayments Due to Issuance of Debt. No later than the fifth (5th) Business Day following the date of receipt by Holdings, the Company or any of the Subsidiaries of any proceeds of any Indebtedness (other than any Indebtedness permitted by subsection 6.1), the Company shall, to the extent there is no “Default” or “Event of Default” under and as defined in the Revolving Credit Agreement, prepay the Term Loans (and associated accrued interest and prepayment fees, if any) as provided in subsection 2.4C in an amount equal to the amount of such proceeds; provided that payment or acceptance of the amounts provided for in this subsection 2.4B(iii)(b) shall not constitute a waiver of any Event of Default resulting from the incurrence of such Indebtedness or otherwise prejudice any rights or remedies of the Administrative Agent or any Lender.
Prepayments Due to Issuance of Debt. On or prior to the ----------------------------------- first Business Day after receipt by Holdings or any of its Subsidiaries of the Cash proceeds (any such proceeds, net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, including reasonable legal fees and expenses, being "Net Debt Proceeds") from the issuance of any debt Securities of Holdings or any of its Subsidiaries after the Effective Date, Company shall prepay the Loans in an aggregate amount equal to such Net Debt Proceeds; provided that the -------- provisions of this subsection 2.4A(iii)(c) shall not apply to the issuance of any debt Securities permitted under subsection 7.1 as in effect on the Effective Date; and provided, further, however, that payment or acceptance -------- ------- ------- of any mandatory prepayment provided for in this subsection 2.4A(iii)(c) is not a permitted alternative to compliance with the provisions of subsection 7.1 and shall not constitute a waiver of any Event of Default resulting from noncompliance by Holdings or Company with the terms thereof or otherwise prejudice or limit any rights or remedies of Administrative Agent or any Lender.
Prepayments Due to Issuance of Debt. No later than the fifth (5th) Business Day following the date of receipt by (i) Holdings of any proceeds of any Indebtedness incurred by Holdings (other than any Indebtedness permitted by subsection 6.1), and (ii) Opco or any of the Subsidiaries of any proceeds of any Indebtedness incurred by Opco or any of the Subsidiaries (other than any Indebtedness permitted by subsection 6.1), to the extent (x) Opco or any of the Subsidiaries is not required to apply such proceeds to prepay obligations under the Opco Credit Agreement and (y) the Distribution of such proceeds to Holdings is permitted pursuant to the terms of the Opco Credit Agreement, the Revolving Credit Documents and the Senior Secured Documents, Holdings shall prepay the Term Loans (and associated accrued interest and prepayment fees, if any) as provided in subsection 2.4C in an amount equal to the amount of such proceeds; provided that payment or acceptance of the amounts provided for in this subsection 2.4B(iii)(b) shall not constitute a waiver of any Event of Default resulting from the incurrence of such Indebtedness or otherwise prejudice any rights or remedies of the Administrative Agent or any Lender.
Prepayments Due to Issuance of Debt. Subject to subsection 2.4(B)(iii)(f), on the date of receipt by any Obligor of cash proceeds (net of underwriting discounts and commissions and other reasonable costs associated therewith), from one or more issuances of any debt Securities of such Obligor (excluding issuances permitted by subsections 7.1 and all Obligations) (“Net Debt Securities Proceeds”), Borrower shall prepay the Term Loans by 100% of such Net Debt Securities Proceeds. Any such mandatory prepayments or reductions shall be applied as specified in subsection 2.4B(iv)(b).
Prepayments Due to Issuance of Debt. On or prior to the first (1st) Business Day after receipt by the Parent, the Company or any of its Subsidiaries of any proceeds of any Indebtedness (other than the Loans and any other Indebtedness permitted by this Agreement), the Company shall prepay the Term Loans in an amount equal to the amount of such proceeds; provided that payment or acceptance of the amounts provided for in this subsection 2.4B(iii)(b) shall not constitute a waiver of any Event of Default resulting from the incurrence of such Indebtedness or otherwise prejudice any rights or remedies of the Administrative Agent or any Lender.
Prepayments Due to Issuance of Debt. On the date of receipt by Company or any of its Subsidiaries of the Cash proceeds of any Indebtedness, including debt Securities of Company or any of its Subsidiaries (other than Indebtedness expressly permitted pursuant to subsections 7.1(i) through 7.1(vi) (such proceeds, net of underwriting discounts and commissions and other reasonable costs and expenses associated therewith, including reasonable legal fees and expenses, being the "Net Indebtedness Proceeds"), Company shall prepay the Loans in an aggregate amount equal to such Net Indebtedness Proceeds; provided however that payment or acceptance of amounts provided for in this subsection 2.4B(iii)(c) shall not constitute a waiver of any Event of Default resulting from the incurrence of such Indebtedness or otherwise prejudice any rights or remedies of Agents or Lenders.
Prepayments Due to Issuance of Debt. On or prior to the ----------------------------------- first Business Day after receipt by Company or any of its Subsidiaries of any proceeds of any Indebtedness (other than the Loans, and any other Indebted ness permitted by this Agreement), Company shall prepay in an amount equal to the amount of such proceeds to first the Term ----- Loans to the full extent thereof, second after the second anniversary ------ of the Closing Date, the Acquisi tion Loans and third the Revolving ----- Loans; provided that payment or acceptance of the amounts provided for -------- in this subsection 2.4B(iii)(d) shall not constitute a waiver of any Event of Default resulting from the incurrence of such Indebtedness or otherwise prejudice any rights or remedies of Agents or Lenders. Any such mandatory prepayments shall be further applied as specified in subsection 2.4(B)(iv).
