Early Termination or Reduction Payments Sample Clauses

Early Termination or Reduction Payments. (a) If the --------------------------------------- Termination Date occurs prior to the Scheduled Termination Date (such occurrence being herein referred to as an "Early Termination"), then the rights and obligations of Borrower to issue ----------------- and sell to BofA, and the rights and obligations of BofA to purchase, Notes shall terminate and be discharged in full with respect to all Purchase Dates that have not occurred prior to the Termination Date, provided, that -------- notwithstanding such discharge and termination, the parties will remain obligated to make all payments set forth in this Section 1.09, and Sections 3.04, and 7.02(b). ----------- ------- ------------ (b) Promptly following any Early Termination, the parties will make payments to each other, as applicable, calculated as set forth in Section 3.04(a) and (b). -------------- --- (c) Upon the occurrence of an Early Termination, Borrower shall pay to BofA or BofA shall pay to Borrower (as applicable), at the times provided below, amounts calculated as follows (each an "Early Termination Payment"): ------------------------- (i) The date on which an Early Termination occurs is herein called the "Early Termination Date". ---------------------- (ii) BofA will calculate the gross Dollar amount that it would pay if it entered into forward contracts on the Early Termination Date for purchase by BofA for Dollars of all the Required Foreign Currency Amounts which, under all Supplements then in effect, relate to each of the Maturity Dates which have not yet occurred prior to the Early Termination Date (other than Maturity Dates of Notes which have been issued on or before the Early Termination Date), in each case with value dates that are the same as such Maturity Dates, and using rates determined by BofA in good faith based on market conditions; (iii) BofA will calculate the sum of all the Dollar amounts calculated in clause (ii) that would be payable by it under all such ----------- forward contracts with respect to each Maturity Date. (iv) If such aggregate Dollar amount for any Maturity Date is greater than the sum of the applicable Purchase Prices applicable to all the Notes which would have matured on such Maturity Date under all such applicable Supplements (other than Notes which have been issued on or before the Early Termination Date), Borrower will pay to BofA, within two Business Days after any demand therefor, the discounted present value of the excess, discounted from the applicabl...