Kodak 2011 Annual Report Download - page 196

prepayment shall be made not later than the Business Day immediately following the date such adjusted Reserves became effective.
(ii) Within three (3) Business Days of receipt by the Company or any of its Subsidiaries of the Net Cash Proceeds of any
Asset Sale or Casualty Event that results from the sale or other disposition of Accounts, Inventory, Equipment or machinery that in each case
constitutes Collateral, the Company shall apply an amount equal to 100% of such Net Cash Proceeds to prepay the Loans and, unless the
conditions set forth in Section 3.02 are at the time satisfied and a Responsible Officer of the Company shall have delivered to the Agent a
certificate to such effect (in which case such amounts may be transferred by the Company to a Collection Account and used by the Company and
its Subsidiaries for general corporate purposes), to Cash Collateralize the Letter of Credit Obligations in the following order: first to the ratable
prepayment of the outstanding Revolving Loans until all such Loans have been prepaid in full, second to Cash Collateralize the Letter of Credit
Obligations (if required) and third to the ratable prepayment of the outstanding Term Loans until all such Loans have been prepaid in full.
(iii) On each Business Day, all amounts collected in the Digital Imaging Patent Portfolio Disposition Cash Collateral
Account, will be applied to prepay the Loans and, unless the conditions set forth in Section 3.02 are at the time satisfied and a Responsible Officer
of the Company shall have delivered to the Agent a certificate to such effect (in which case such amounts may be transferred by the Company to a
Collection Account and used by the Company and its Subsidiaries for general corporate purposes), to Cash Collateralize the Letter of Credit
Obligations in the following order: first to the ratable prepayment to the outstanding Term Loans until all such Loans have been prepaid in full,
second to the ratable prepayment of the outstanding Revolving Loans until all such Loans have been prepaid in full and third to Cash Collateralize
the Letter of Credit Obligations (if required).
(iv) Subject to Section 2.10(b)(viii) , within three (3) Business Days after the day of receipt by the Company or any of its
Subsidiaries of Other Proceeds, the Company shall apply an amount equal to the Applicable Prepayment Percentage of such Other Proceeds to
prepay the Loans and to Cash Collateralize the Letter of Credit Obligations in the order set forth in (and, in the case of the Letter of Credit
Obligations, to the extent required by) Section 2.10(b)(iii) .
(v) Each prepayment of principal pursuant to this Section 2.10(b) shall be applied first to outstanding Base Rate Loans of
each applicable Class up to the full amount thereof and then to outstanding Eurodollar Rate Loans of each applicable Class up to the full amount
thereof. Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment
on the principal amounts prepaid and, in the case of any prepayment of a Eurodollar Rate Loan on a date other than the last day of an Interest
Period or at its maturity, any additional amounts which the applicable Borrower shall be obligated to reimburse to the Lenders in respect thereof
pursuant to Section 8.04(c) .
(vi) The Agent shall give prompt notice of any prepayment required under this Section 2.10(b) to Lenders.
(vii) No prepayment of Revolving Loans or Cash Collateralization made pursuant to this Section 2.10(b) shall reduce the
Revolving Credit Commitments or the Letter of Credit Commitments.
(viii) Notwithstanding any other provisions of this Section 2.10(b) and except with respect to any Digital Imaging Patent
Portfolio Disposition or IP Settlement Agreement, and with respect only to any Asset Sale, IP License or Casualty Event described in Section 2.10
(b)(iv) , to
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