Proceeds from ATM Offerings

Proceeds from ATM Offerings. No later than the third Business Day after the end of each Fiscal Quarter, commencing with the Fiscal Quarter ending June 30, 2022, Borrower shall contribute to Holdings (and Holdings shall in turn contribute to OpCo) an aggregate principal amount equal to 50% of the net cash proceeds received by Borrower in connection with any ATM Offering (if any) during the applicable Fiscal Quarter most recently ended, which shall be used for the prepayment of the Term Loans (as defined in the Credit and... Guaranty Agreement) pursuant to the terms of the Credit and Guaranty Agreement; provided that any net cash proceeds received in connection with any ATM Offering after the Amendment No. 5 Effective Date in excess of the amount required to be prepaid pursuant to Section 2.9(i) of the Credit and Guaranty Agreement during the applicable Fiscal Quarter (such proceeds "Excess ATM Offering Proceeds") may be utilized for working capital or general corporate purposes of Borrower and, to the extent contributed in accordance with Section 2.9(c)(ii) of the Credit and Guaranty Agreement, its Subsidiaries, including for Investments and Permitted Acquisitions; provided further, with respect to the Fiscal Quarter ending June 30, 2022, only ATM Offerings occurring after the Amendment No. 5 Effective Date shall be subject to the covenant in this Section 5.14. View More