Net Cash Proceeds

Example Definitions of "Net Cash Proceeds"
Net Cash Proceeds. Shall have the meaning set forth in the Credit Agreement.
Net Cash Proceeds. Shall have the meaning set forth in the Senior Credit Agreement.
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Net Cash Proceeds. Net Cash Proceeds': (a) the amount of all proceeds constituting cash and Cash Equivalents of any Asset Sale or Recovery Event received by Parent, the Borrower and/or their respective Subsidiaries (including any such proceeds received by way of deferred payment of principal pursuant to a note or installment receivable or purchase price adjustment receivable or otherwise, but only as and when received) minus the sum of the following (which amounts may be paid out of the gross proceeds of any such... Asset Sale or Recovery Event): (i) (A) reasonable and customary attorneys' fees, accountants' fees, investment banking fees (including, but not limited to, any Transaction Fee which is earned upon, and paid from the proceeds of any sale of the Loan Parties' assets approved by the Bankruptcy Court that gives rise to the obligation to pay such Transaction Fee), in an aggregate amount for this clause (A) not to exceed $5,000,000 in respect of all Asset Sales and Recovery Events, and (B) relocation expenses, consulting and appraisal fees and expenses, amounts required to be applied to the repayment of Indebtedness secured by a Lien expressly permitted hereunder on any asset which is the subject of, or is owned by a Person that is the subject of, such Asset Sale or Recovery Event (other than any Lien -4- pursuant to a Security Document) to the extent such Indebtedness is required to be, and is repaid in connection with such Asset Sale or Recovery Event and reasonable and customary fees and expenses actually incurred in connection therewith and net of any income or transfer taxes paid or reasonably estimated to be payable as a result thereof (after taking into account any available tax credits or deductions and any tax sharing arrangements) and (ii) solely in connection with any such Asset Sale, any reserve established in accordance with GAAP, provided, that any such reserved amount shall be Net Cash Proceeds to the extent and at the time such reserve is no longer required in accordance with GAAP, and (b) the amount of proceeds constituting cash and Cash Equivalents received by the Parent, the Borrower and/or any of their respective Subsidiaries from the issuance or sale of equity securities or debt securities or instruments or the incurrence of Indebtedness, in each case net of reasonable and customary attorneys' fees, investment banking fees, accountants' fees, underwriting discounts and commissions and other customary fees and expenses actually incurred in connection therewith; in each case of clause (a) and (b) to the extent, but only to the extent, that the amounts so deducted are (x) actually paid or required to be paid to a Person that, except in the case of reasonable out-of-pocket expenses, is not an Affiliate of such Person or any of its Subsidiaries and (y) properly attributable to such transaction or to the asset that is the subject thereof. View More Arrow
Net Cash Proceeds. Net Cash Proceeds': (a) in connection with any Asset Sale or any Recovery Event, the amount proceeds thereof in the form of all proceeds constituting cash and Cash Equivalents of any Asset Sale or Recovery Event received by Parent, the Borrower and/or their respective Subsidiaries (including any such proceeds received by way of deferred payment of principal pursuant to a note or installment receivable or purchase price adjustment receivable or otherwise, but only as and when received) minus the... sum of the following (which amounts may be paid out of the gross proceeds of any such Asset Sale or Recovery Event): Event, net of (i) (A) reasonable and customary attorneys' fees, accountants' fees, investment banking fees (including, but not limited to, any Transaction Fee which is earned upon, and paid from the proceeds of any sale of the Loan Parties' assets approved by the Bankruptcy Court that gives rise to the obligation to pay such Transaction Fee), in an aggregate amount for this clause (A) not to exceed $5,000,000 in respect of all Asset Sales and Recovery Events, and (B) relocation expenses, consulting and appraisal fees and expenses, fees, amounts required to be applied to the repayment of Indebtedness secured by a Lien expressly permitted hereunder on any asset which is the subject of, or is owned by a Person that is the subject of, of such Asset Sale or Recovery Event (other than any Lien -4- pursuant to a Security Document) to the extent such Indebtedness is required to be, and is repaid in connection with such Asset Sale or Recovery Event and reasonable and other similar customary fees and expenses actually incurred in connection therewith and net of any income or transfer therewith, (ii) taxes paid or reasonably estimated to be payable as a result thereof (after taking into account any available tax credits or deductions and any tax sharing arrangements) arrangements), (iii) appropriate amounts to be provided by the Borrower or any Subsidiary, as the case may be, as a reserve, in accordance with GAAP, against any contingent liabilities directly associated with such Asset Sale and (ii) solely retained by the Borrower or any Subsidiary, as the case may be, after such Asset Sale, including liabilities related to environmental matters and liabilities under any indemnification obligations associated with such Asset Sale (provided that, if and to the extent that such reserves are no longer required to be maintained in accordance with GAAP, such amounts shall constitute Net Cash Proceeds) and (iv) in the case of Asset Sales expressly permitted hereunder consisting of the sales of the 150 restaurant properties listed on Schedule A to the letter dated August 16, 2000 from the Borrower to the Agent, an aggregate amount in respect of all such Asset Sales of up to $5,500,000 of rental expenses, demarking expenses, lease termination expenses and employee severance and other similar employment termination expenses, in each case, to the extent actually incurred in connection with the closure of stores located on such properties and paid by the Borrower or any of its Subsidiaries in cash and (b) in connection with any such Asset Sale, any reserve established in accordance with GAAP, provided, that any such reserved amount shall be Net Cash Proceeds to the extent and at the time such reserve is no longer required in accordance with GAAP, and (b) the amount of proceeds constituting cash and Cash Equivalents received by the Parent, the Borrower and/or any of their respective Subsidiaries from the issuance or sale of equity securities or debt securities or instruments or the incurrence of Indebtedness, in each case loans, the cash proceeds received from such issuance or incurrence, net of reasonable and customary attorneys' fees, investment banking fees, accountants' fees, underwriting discounts and commissions and other customary fees and expenses actually incurred in connection therewith; in each case of clause (a) and (b) to the extent, but only to the extent, that the amounts so deducted are (x) actually paid or required to be paid to a Person that, except in the case of reasonable out-of-pocket expenses, is not an Affiliate of such Person or any of its Subsidiaries and (y) properly attributable to such transaction or to the asset that is the subject thereof. therewith. View More Arrow
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Net Cash Proceeds. Cash payments received by any Credit Party from the sale, transfer or other disposition of shares of capital stock of US-SEARCH (whether directly or upon a later sale, transfer, collection or other disposition of non-cash proceeds), in each case net of all legal expenses, commissions and other fees and expenses incurred, and any taxes payable and reasonably estimated income taxes, as a consequence of such sale, transfer or other disposition, but only to the extent reserved for, whether or not... such reserve is required by GAAP. View More Arrow
Net Cash Proceeds. Shall have the meaning set forth in the Working Capital Loan and Security Agreement as in effect on the date hereof.
Net Cash Proceeds. Means (a) in connection with an asset disposition permitted under SECTION 8.2.7, the cash proceeds received from such asset disposition by the Borrower on an after-tax basis, net of attorney's fees, investment banking fees, accountants' fees, underwriting discounts and commissions and other customary fees and expenses actually incurred in connection therewith and (b) in connection with any issuance or sale of indebtedness... or Capital Stock, the cash proceeds received from such issuance or incurrence on an after-tax basis, net of attorney's fees, investment banking fees, accountants' fees, underwriting discounts and commissions and other customary fees and expenses actually incurred in connection therewith. View More Arrow
Net Cash Proceeds. Has the meaning provided to such term in the Notes Indenture, whether or not any of the Notes Debt is outstanding or the Notes Indenture remains effective.
Net Cash Proceeds. For the Amerex Sale, the gross cash proceeds of the Amerex Sale MINUS, the sum of (a) the amount of the transaction fee payable by the Borrower to Houlihan under the Houlihan Engagement Letter for the Amerex Sale, and (b) the reasonable amount of any other fees and expenses charged to the Borrower and constituting the direct transaction costs of the Amerex Sale.
Net Cash Proceeds. Shall mean proceeds (including, without limitation, cash payments that are received on account of deferred payment obligations as and when received) that Agent receives (or is lawfully entitled to receive) and, except for the sharing provisions set forth herein, is entitled to retain for the benefit of itself and the Pre-Petition Lenders in cash from the sale, transfer or other disposition of any of the Property, after payment of all... reasonable and customary costs and expenses of such sale, transfer or other disposition (including, without limitation, legal fees, sales commissions, property taxes and any payments made to satisfy the Association Lien and any other prior encumbrances other than any amounts owing to the Agent and Pre-Petition Lenders under the Syndicated Loan Documents or the AVS Investors or the AVS Investor Trustee under the AVS Investor Loan Documents); provided that Net Cash Proceeds shall not include any Rental Payments or Net Insurance Proceeds. View More Arrow
Net Cash Proceeds. (b) in connection with any issuance or sale of Capital Stock or any incurrence of Indebtedness for Borrowed Money, the cash proceeds received from such issuance or incurrence, net of (i) attorneys' fees, investment banking fees, accountants' fees, underwriting discounts, escrow fees, reserves, related swap costs and commissions and other customary fees and expenses actually incurred in connection therewith and other similar payment... obligations resulting therefrom (other than the obligations under this Agreement) that are required to be paid concurrently or otherwise as a result of such issuance or incurrence and (ii) other amounts that are to be refinanced or otherwise paid with all or part of the proceeds thereof View More Arrow
Net Cash Proceeds. Has the meaning assigned thereto in the Indenture.
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