Common use of DISPOSITION PROCEEDS Clause in Contracts

DISPOSITION PROCEEDS. The Credit Parties shall, prior to or concurrently with (A) any Disposition of any Real Property/ies constituting one or more Approved Properties, or (B) any Disposition of any Credit Party holding any such Approved Property/ies, prepay the Loans in an amount equal to not less than one hundred percent (100.0%) of the net proceeds payable to the Credit Parties in connection with the applicable Disposition (provided, that such prepayment shall not, in any case, be in an amount that is less than ninety percent (90.0%) of the gross proceeds generated by the applicable Disposition); provided, however, that notwithstanding the foregoing, no prepayment shall be required pursuant to this subclause (ii) in connection with a given Disposition if the Credit Parties deliver to the Administrative Agent, not more than five (5) days prior to such Disposition and not less than one (1) day prior to such Disposition, a duly completed pro forma Compliance Certificate executed by a Responsible Officer of the Borrower (1) showing that, immediately following such Disposition and taking into account both the subject Disposition and any other events or circumstances that have arisen since the most recent delivery of a Compliance Certificate pursuant to the terms hereof, the Credit Parties will be in compliance with all financial covenants contained herein and (2) certifying that no Defaults or Event of Default will exist immediately following such Disposition.