Prepayments from Asset Sales cility, effect a permanent reduction in the availability under such revolving credit facility (whether or not such prepayment and/or commitment reduction is required), (B) to make an investment in Replacement Assets or (C) a combination of prepayment and investment permitted by the foregoing clauses (A) and (B). On the 361st day after an Asset Sale or such earlier date, if any, as the Board of Directors of the Borrower or of such Restricted Subsidiary determines not to apply the Net Cash Proceeds relating to such Asset Sale as set forth in clauses (A), (B) and (C) of the next preceding sentence (each, a "Net Proceeds Offer Trigger Date"), such aggregate amount of Net Cash Proceeds which have not been applied on or before such Net Proceeds Offer Trigger Date as permitted in clauses (A), (B) and (C) of the next preceding sentence (each a "Net Proceeds Offer Amount") shall be applied by the Borrower or such Restricted Subsidiary to make an offer to prepay the Loans at a price in cash equal to the principal amount thereof, plus accrued and unpaid interest, if any, to the date of prepayment (the "Net Proceeds Offer") on a date (the "Net Proceeds Offer Payment Date") in accordance with the procedures set forth in Sections 3.3 through 3.5; provided, however, that if at any time any non-cash consideration received by the Borrower or any Restricted Subsidiary, as the case may be, in connection with any Asset Sale is converted into or sold or otherwise disposed of for cash, then such conversion or disposition shall be deemed to constitute an Asset Sale hereunder and the Net Cash Proceeds thereof shall be applied in accordance with this Section 3.2(a). The Borrower may defer the Net Proceeds Offer until there is an aggregate unutilized Net Proceeds Offer Amount equal to or in excess of $2.0 million resulting from one or more Asset Sales (at which time, the entire unutilized Net Proceeds Offer Amount, and not just the amount in excess of $2.0 million, shall be applied as required pursuant to this paragraph).
Prepayments from Asset Sales. Upon receipt by the Company or any Subsidiary of the Company of Cash Proceeds of any Asset Sale occurring after the Initial Takedown Closing Date, (A) the Company shall, or shall cause its Subsidiaries to, apply an amount equal to the Net Cash Proceeds of such Asset Sale to prepay loans outstanding under the Senior Credit Facility; provided that the commitment thereunder is permanently reduced to the extent of the prepayment; and (B) the Company or any Subsidiary of the Company may apply any Net Cash Proceeds remaining after any payment pursuant to clause (A) above to a Related Business. Concurrently with the consummation of any such Asset Sale, the Company shall deliver to the Agent an Officer's Certificate demonstrating the derivation of Net Cash Proceeds from the gross sales price of such Asset Sale. The Borrower shall prepay the Bridge Loan in an amount equal to the Net Cash Proceeds not used as provided in the preceding paragraph on a date not later than the Business Day next succeeding the 180th day after the consummation of such Asset Sale if and to the extent that such Net Cash Proceeds are not applied by the Company or any Subsidiary of the Company within 180 days after the consummation of such Asset Sale pursuant to the immediately preceding paragraph.
Prepayments from Asset Sales. No later than the fifth (5th) Business Day following the date of receipt by the Company or any of the Subsidiaries of Cash Proceeds of any Asset Sale, the Company shall, to the extent that it is not required to offer such Net Cash Proceeds to redeem or otherwise prepay the Senior Secured Notes (or following such offer, to apply such Net Cash Proceeds to so redeem or otherwise prepay the Senior Secured Notes), 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 Net Cash Proceeds received; provided that so long as no Default or Event of Default shall have occurred and be continuing, the Company shall have the option, directly or through one or more of the Subsidiaries, to invest such Net Cash Proceeds, within three hundred sixty (360) days of receipt thereof, in long-term productive assets of the general type used in the business of the Company and the Subsidiaries and, to the extent not so invested, shall apply such amounts as provided in subsection 2.4C; provided further, that none of Holdings or any of the Subsidiaries shall have such right to invest Net Cash Proceeds that (x) are arising from an Asset Sale of an asset of Holdings or (y) are distributed to Holdings in compliance with the Revolving Credit Agreement, the Holdings Credit Agreement and the Senior Secured Note Documents.
Prepayments from Asset Sales. Subject to and in accordance with the provisions of Section 6.13, and in accordance with clause (VI) below, the Company shall provide the Administrative Agent with a Prepayment Offer Notice and each Lender shall have the right to require the Company to apply, or to cause any Restricted Subsidiary of the Company to apply, up to 100% of the Excess Proceeds toward the prepayment at par of all or a portion of such Lender's outstanding portion of the Loan; provided that no such prepayment shall be required under this Section 2.5(a)(ii)(I) with respect to the disposition of property which constitutes a Casualty Event.
Prepayments from Asset Sales. Upon receipt by the Borrower or ---------------------------- any Subsidiary of the Borrower of Cash Proceeds of any Asset Sale occurring after the Closing Date, the Borrower shall, or shall cause its Subsidiaries to, apply an amount equal to the Net Cash Proceeds of such Asset Sale to prepay loans outstanding under the Senior Credit Facility; provided that -------- the commitment thereunder is permanently reduced to the extent of the prepayment. Concurrently with the consummation of any such Asset Sale, the Borrower shall deliver to the Agent an Officer's Certificate demonstrating the derivation of Net Cash Proceeds from the gross sales price of such Asset Sale. The Borrower shall, or shall cause its Subsidiaries to, prepay the Bridge Loan in an amount equal to the Net Cash Proceeds not used as provided in the preceding paragraph on a date not later than the Business Day next succeeding the 30th day after the consummation of such Asset Sale.
Prepayments from Asset Sales. No later than the fifth Business Day following the date of receipt by Borrower or any of its Subsidiaries of Cash Proceeds of any (x) Asset Sale generating Cash Proceeds in excess of $100,000 or (y) any Asset Sale that, together with previous Asset Sales occurring within the same twelve-month period, generates Cash Proceeds in excess of $250,000, Borrower shall prepay the Obligations in the amount of the Net Cash Proceeds of such Asset Sale. Concurrently with any prepayment of the Loans pursuant to this subsection 2.4(c)(iii)(A), Borrower shall deliver to Lender an Officers' Certificate demonstrating the derivation of the Net Cash Proceeds of the correlative Asset Sale from the gross sales price thereof. In the event that the prepayments previously made in respect of such Asset Sale were in an aggregate amount less than that required by the terms of this subsection 2.4(c)(iii)(A), Borrower shall promptly make an additional prepayment of the Term Loan, Acquisition Loans, or Revolving Loans, as the case may be, in an amount equal to the amount of any such deficit, and Borrower shall concurrently therewith deliver to Lender an Officers' Certificate demonstrating the derivation of the additional Net Cash Proceeds resulting in such deficit. Any mandatory prepayments pursuant to this subsection 2.4(c)(iii)(A) shall be applied as specified in subsection 2.4(c)(iv).
Prepayments from Asset Sales. Simultaneously with the receipt by Company or any of its Subsidiaries of Cash Proceeds of any Asset Sale, Company shall prepay the Acquisition Loans incurred to acquire Eligible Assets up to an amount equal to the Asset Loan Amount in connection with the Asset Sale. Concurrently with any prepayment of the Acquisition Loans, Company shall deliver to each Lender an Officers' Certificate demonstrating the derivation of the Asset Loan Amount of the Cash Proceeds of the correlative Asset Sale from the gross sales price thereof. If Company shall, at any time after receipt of Cash Proceeds of any Asset Sale requiring a prepayment pursuant to this Section 2.3A(ii), determine that the prepayments previously made in respect of such Asset Sale were in an aggregate amount less than that required by the terms of this Section 2.3A(ii), Company shall promptly make an additional prepayment of the Acquisition Loans in the manner described above in an amount equal to the amount of any such deficit, and Company shall concurrently therewith deliver to each Lender an Officers' Certificate demonstrating the derivation of the additional Net Cash Proceeds resulting in such deficit. Any mandatory prepayments pursuant to this Section 2.3A(ii) shall be applied as specified in Section 2.3B. Acquisition Loans prepaid pursuant to this Section 2.3A(ii) may be reborrowed in accordance with Section 2.1A."
Prepayments from Asset Sales. (I) No later than the second Business Day following the date of receipt by Holdings or any of its Subsidiaries of Cash Proceeds of any Asset Sale that is not an Asset Sale of Financed Aircraft, Company shall prepay, without premium or penalty (other than pursuant to subsection 2.6D), the Loans in an amount equal to the Net Cash Proceeds of such Asset Sale; PROVIDED that, with respect to Asset Sales which do not include the sale of a Financed Aircraft, so long as no Potential Event of Default or Event of Default has occurred and is continuing, Holdings or any of its Subsidiaries shall have the option to use the Net Cash Proceeds within one hundred eighty (180)
Prepayments from Asset Sales. At any time following receipt by the Company or any Subsidiary of the Company of cash proceeds of any Asset Sale occurring after the Closing Date, the Company or any Subsidiary of the Company (i) in the case of any Asset Sale made on or prior to the Conversion Date, shall immediately use the Net Cash Proceeds of such Asset Sale to prepay the Loans or (ii) in the case of any Asset Sale made subsequent to the Conversion Date, may use the Net Cash Proceeds of such Asset Sale as and to the extent permitted and subject to the terms and conditions hereunder and under the Indenture. Concurrently with the consummation of an Asset Sale, the Company shall deliver to the Agents an Officers' Certificate demonstrating the derivation of Net Cash Proceeds from the gross sales price of such Asset Sale. If any Exchange Notes are outstanding at the time any repayment of Loans is required under this Section 2.5A(ii)(a), such repayment shall be made pro rata with the repurchase of Exchange Notes that are required to be repurchased under the Indenture.
Prepayments from Asset Sales. (i) On or prior to the Conversion Date, upon receipt by the Company or any Subsidiary of the Company of Net Cash Proceeds of any Asset Sale occurring after the Closing Date, the Company or any Subsidiary of the Company will use the Net Cash Proceeds of such Asset Sale to prepay the Bank Facility (or, in the case of Net Cash Proceeds from Asset Sales of assets of the Acquired Business, the Target Facility) and permanently reduce any commitments thereunder to the extent of the prepayment. Concurrently with the consummation of an Asset Sale, the Company shall deliver to the Agent an Officer’s Certificate demonstrating the derivation of Net Cash Proceeds from the gross sales price of such Asset Sale. To the extent not used as above, the Company shall, or shall cause its Subsidiaries to, prepay the Loans with the Net Cash Proceeds received from any Asset Sale on a date not later than the Business Day next succeeding the 90th day after the consummation of such Asset Sale if and to the extent that such Net Cash Proceeds are not applied by the Company or any Subsidiary of the Company within 90 days as provided in the first sentence of this paragraph.
