Common use of Prepayments and Reductions Clause in Contracts

Prepayments and Reductions. Due to Issuance of Additional -------------------------------------------------------- Subordinated Indebtedness. On the date of receipt by Company of any ------------------------- proceeds of Additional Subordinated Indebtedness, if (x) the ratio of Consolidated Total Debt to Consolidated Broadcast Cash Flow then exceeds 4.50:1.00 and gross proceeds from such Additional Subordinated Indebtedness exceed $25,000,000, then (y) Company shall reduce the Commitments in an amount equal to the excess of the Net Debt Proceeds of such Additional Subordinated Indebtedness over the sum of (1) the purchase price of any Acquisition consummated substantially concurrently with the issuance of such Additional Subordinated Indebtedness, to the extent the proceeds of such Additional Subordinated Indebtedness were applied thereto and (2) the aggregate amount of such net proceeds applied to refinance or repurchase any other Subordinated Indebtedness pursuant to subsection 7.5(i) (such amount, the ``SUBORDINATED DEBT PREPAYMENT AMOUNT'') and prepay the Loans to the extent required under subsection 2.4B(iii)(b) as a result of such reduction in the Commitments. Concurrently with any prepayment of the Loans and/or reduction of the Commitments pursuant to this subsection 2.4B(iii)(c), Company shall deliver to Agent an Officers' Certificate demonstrating the derivation of the Net Debt Proceeds of the correlative issuance of Additional Subordinated Indebtedness from the gross sales price thereof and the calculation of the Subordinated Debt Repayment Amount.

Prepayments and Reductions. Due to Issuance of Additional -------------------------------------------------------- Subordinated IndebtednessInsurance and Condemnation Proceeds. On No later than the second Business Day following the date of receipt by Company or any of its Subsidiaries of any ------------------------- cash payments under any of the casualty insurance policies covering damage to or loss of property maintained pursuant to subsection 5.4 resulting from damage to or loss of all or any portion of the Collateral or any other tangible asset (net of actual and documented reasonable costs incurred by Company in connection with adjustment and settlement thereof, "INSURANCE PROCEEDS") or any proceeds resulting from the taking of Additional Subordinated Indebtednessassets by the power of eminent domain, if condemnation or otherwise (net of actual and documented reasonable costs incurred by Company in connection with adjustment and settlement thereof, "CONDEMNATION PROCEEDS") (other than (x) the ratio portion of Consolidated Total Debt such proceeds promptly applied to Consolidated Broadcast Cash Flow then exceeds 4.50:1.00 and gross repair or replace the property in respect of which such proceeds from such Additional Subordinated Indebtedness exceed $25,000,000were paid, then (y) the portion of such proceeds required to be paid to lien holders on aircraft other than Financed Aircraft or (z) proceeds applied pursuant to subsection 2.4B(iii)(d)), Company shall reduce (1) if such receipt of cash payments occurs prior to the Commitments Conversion Date, prepay, without premium or penalty (other than pursuant to subsection 2.6D), the Revolving Loans in an amount equal to the excess of the Net Debt Proceeds of such Additional Subordinated Indebtedness over the sum of (1) the purchase price of any Acquisition consummated substantially concurrently with the issuance of such Additional Subordinated Indebtedness, to the extent the proceeds of such Additional Subordinated Indebtedness were applied thereto and (2) if such receipt of cash payments occurs following the aggregate amount of such net proceeds applied to refinance Conversion Date, prepay, without premium or repurchase any penalty (other Subordinated Indebtedness than pursuant to subsection 7.5(i) (2.6D), Term Loans in such amount. Company shall, the ``SUBORDINATED DEBT PREPAYMENT AMOUNT'') and prepay the Loans no later than 180 days after receipt of any such Insurance Proceeds or Condemnation Proceeds that have not theretofore been applied to the extent required under subsection 2.4B(iii)(b) Obligations, make an additional prepayment of Revolving Loans or Term Loans, as a result of such reduction the case may be, in the Commitmentsmanner described above, in the full amount of all such proceeds that have not then been applied to repair or replace the property in respect of which such proceeds were paid. Concurrently with any prepayment of the Loans and/or reduction of the Commitments pursuant to this Any such mandatory prepayments shall be applied as specified in subsection 2.4B(iii)(c2.4B(iv), Company shall deliver to Agent an Officers' Certificate demonstrating the derivation of the Net Debt Proceeds of the correlative issuance of Additional Subordinated Indebtedness from the gross sales price thereof and the calculation of the Subordinated Debt Repayment Amount.

Prepayments and Reductions. Due to Issuance of Additional -------------------------------------------------------- Subordinated IndebtednessOther Debt or Equity Securities. On the date of receipt by Company 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 without limitation reasonable legal fees and expenses, being "NET SECURITIES PROCEEDS") from the issuance of any ------------------------- debt or equity Securities of Company or any of its Subsidiaries after the Fourth Amendment Effective Date (other than Cash proceeds of Additional Subordinated Indebtednessany Headquarters Financing or any other Indebtedness permitted under subsection 7.1), if (x) the ratio of Consolidated Total Debt to Consolidated Broadcast Cash Flow then exceeds 4.50:1.00 and gross proceeds from such Additional Subordinated Indebtedness exceed $25,000,000, then (y1) Company shall reduce prepay the Commitments Tranche B Term Loans in an amount equal to the excess of the Net Debt Proceeds Existing Lenders' Share of such Additional Subordinated Indebtedness over the sum of (1) the purchase price of any Acquisition consummated substantially concurrently with the issuance of such Additional Subordinated Indebtedness, to the extent the proceeds of such Additional Subordinated Indebtedness were applied thereto Net Securities Proceeds and (2) to the extent Existing Lenders' Share of such Net Securities Proceeds exceeds the aggregate outstanding principal amount of the Tranche B Term Loans, Company shall prepay in an amount equal to such net proceeds applied to refinance or repurchase any other Subordinated Indebtedness pursuant to subsection 7.5(i) (such amount, excess first the ``SUBORDINATED DEBT PREPAYMENT AMOUNT'') and prepay the Swing Line Loans to the full extent required under subsection 2.4B(iii)(b) as a result thereof and second the Revolving Loans, and the Revolving Loan Commitments shall be permanently reduced, in an amount equal to such excess; provided that to the extent any portion of New Lenders' Share of any such reduction in Net Securities Proceeds are not applied to prepay the Commitments. Concurrently with any New Term Loans, Company shall promptly make an additional prepayment of the Tranche B Term Loans, Swing Line Loans and/or reduction of or Revolving Loans, as the case may be (and, if applicable, the Revolving Loan Commitments pursuant to this subsection 2.4B(iii)(cshall be permanently reduced), Company shall deliver in the manner described above in an amount equal to Agent an Officers' Certificate demonstrating such portion not so applied to prepay the derivation of the Net Debt Proceeds of the correlative issuance of Additional Subordinated Indebtedness from the gross sales price thereof and the calculation of the Subordinated Debt Repayment AmountNew Term Loans.

Prepayments and Reductions. Due to Issuance of Additional -------------------------------------------------------- Subordinated Indebtednessfrom Net Insurance/Condemna tion ----------------------------------------------------------- Proceeds. On No later than the first Business Day following the date of -------- receipt by Agents or by Company or any of its Subsidiaries of any ------------------------- proceeds Net Insur ance/Condemnation Proceeds that are required to be applied to prepay the Loans pursuant to the provisions of Additional Subordinated Indebtednesssubsection 6.4B, if (x) the ratio of Consolidated Total Debt to Consolidated Broadcast Cash Flow then exceeds 4.50:1.00 and gross proceeds from such Additional Subordinated Indebtedness exceed $25,000,000, then (y) Company shall reduce the Commitments prepay in an amount equal to such Net Insurance/Condemnation Proceeds first the excess of the Net Debt Proceeds of such Additional Subordinated Indebtedness over the sum of (1) the purchase price of any Acquisition consummated substantially concurrently with the issuance of such Additional Subordinated Indebtedness, to the extent the proceeds of such Additional Subordinated Indebtedness were applied thereto and (2) the aggregate amount of such net proceeds applied to refinance or repurchase any other Subordinated Indebtedness pursuant to subsection 7.5(i) (such amount, the ``SUBORDINATED DEBT PREPAYMENT AMOUNT'') and prepay the Term Loans to the full ----- extent required under subsection 2.4B(iii)(b) as a result thereof, second after the second anniversary of such reduction in the CommitmentsClosing ------ Date, the Acquisition Loans and third the Revolving Loans. ----- Concurrently with any prepayment of the Loans and/or reduction of the Revolving Loan Commitments pursuant to this subsection 2.4B(iii)(c2.4B(iii)(e), Company shall deliver to Administrative Agent an Officers' Certificate demonstrating the calculation of the amount (the "NET PROCEEDS AMOUNT") of the Net Insurance/Condemnation Proceeds, that gave rise to such prepayment and/or reduction. In the event that Company shall subsequently determine that the actual Net Proceeds Amount was greater than the amount set forth in such Officers' Certificate, Company shall promptly make an additional prepayment of the Loans (and, if applicable, the Acquisition Loan Commitments and the Revolving Loan Commitments shall be permanently reduced) in an amount equal to the amount of such excess, and Company shall concurrently therewith deliver to Administrative Agent an Officers' Certificate demonstrating the derivation of the additional Net Debt Proceeds of the correlative issuance of Additional Subordinated Indebtedness from the gross sales price thereof and the calculation of the Subordinated Debt Repayment AmountAmount resulting in such excess. Any such mandatory prepayments shall be applied as specified in subsection 2.4B(iv).