Common use of Exit Premium Clause in Contracts

Exit Premium. The Borrower agrees to pay to the Administrative Agent, for the ratable account of each Amendment No. 2 Delayed Draw3 Term LenderLoans at the time of such payment, an exit premium in cash in an amount equal to 5.00% of the sum of the principal amount of Amendment No. 2 Delayed Draw3 Term Loans terminated, replaced, repaid or refinanced on such date (the “Exit Premium”) upon the earliest of (x) termination, acceleration, conversion, exchange and/or repayment or prepayment (whether pursuant to voluntary or mandatory prepayments provisions hereunder) of the Amendment No. 2 Delayed Draw3 Term Loans, including on the Maturity Date and (y) upon commencement of any proceeding under any Debtor Relief Laws with respect to the Borrower or any Subsidiary. The Exit Premium shall be (i) paid-in-kind in the event of any conversion (including any roll-up) into a debtor-in-possession facility or “take back” facility in connection with a RecapitalizationRestructuring Related Transaction, in each case, on terms satisfactory to the Lenders (for the avoidance of doubt, no additional Exit Premium shall be payable on any Amendment No. 2 Delayed Draw3 Term Loans that were deemed incurred as a result of the payment of the Exit Premium in kind), and (ii) in cash in any other circumstance. The Exit Premium shall be fully earned on the Amendment No. 23

Exit Premium. The Borrower agrees to pay to the Administrative Agent, for the ratable account of each Amendment No. 2 Delayed Draw3 Draw Term LenderLoans Lender at the time of such payment, an exit premium in cash in an amount equal to 5.00% of the sum of the principal amount of Amendment No. 2 Delayed Draw3 Draw Term Loans terminated, replaced, repaid or refinanced on such date (the “Exit Premium”) upon the earliest of (x) termination, acceleration, conversion, exchange and/or repayment or prepayment (whether pursuant to voluntary or mandatory prepayments provisions hereunder) of the Amendment No. 2 Delayed Draw3 Draw Term Loans, including on the Maturity Date and (y) upon commencement of any proceeding under any Debtor Relief Laws with respect to the Borrower or any Subsidiary. The Exit Premium shall be (i) paid-in-kind in the event of any conversion (including any roll-up) into a debtor-in-possession facility or “take back” facility in connection with a RecapitalizationRestructuring Related Recapitalization Transaction, in each case, on terms satisfactory to the Lenders (for the avoidance of doubt, no additional Exit Premium shall be payable on any Amendment No. 2 Delayed Draw3 Draw Term Loans that were deemed incurred as a result of the payment of the Exit Premium in kind), and (ii) in cash in any other circumstance. The Exit Premium shall be fully earned on the Amendment No. 232