Mandatory Repayments Clause Samples
The Mandatory Repayments clause requires a borrower to make certain payments to the lender under specified circumstances, regardless of the regular repayment schedule. Typically, this clause applies when the borrower receives unexpected funds, such as proceeds from asset sales, insurance claims, or excess cash flow, which must then be used to pay down the outstanding loan balance. Its core function is to accelerate loan repayment when the borrower's financial position improves, thereby reducing the lender's risk and ensuring timely recovery of the loaned funds.
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Mandatory Repayments. (a) On any day on which the aggregate outstanding principal amount of Loans exceeds the Total Commitment as then in effect, the Borrowers shall prepay principal of Loans made to the Borrowers in an aggregate amount equal to such excess, provided that, in the event that such repayment is required as a result of a partial reduction in the Total Commitment, (x) the allocation of such required prepayment of Loans of the Borrowers shall be determined by the Borrowers or (y) in the absence of a determination by the Borrowers, the Administrative Agent shall allocate such mandatory repayments to outstanding Loans in its discretion, with an eye toward, but no obligation to, minimize breakage costs owing pursuant to Section 1.11.
(b) On any day on which the aggregate outstanding principal amount of Loans made to any Borrower exceeds the Borrowing Base of such Borrower as then in effect, such Borrower shall prepay principal of such Loans equal to such excess.
(c) On any day upon which any Borrower has had any Loans in any principal amount outstanding for more than 45 consecutive days, such Borrower shall repay on such day all then outstanding Loans made to such Borrower, together with accrued interest thereon.
(d) Notwithstanding anything to the contrary contained elsewhere in this Agreement, all then outstanding Revolving Loans shall be repaid in full on the Expiry Date, and all then outstanding Swingline Loans shall be repaid on the Swingline Expiry Date.
Mandatory Repayments. On the date of any Revolving Loan Commitment reduction provided for in this Subsection 1.6, Borrower shall repay Revolving Loans and the Swingline Loans or reduce the Letter of Credit Liability pursuant to Subsection 1.15 in an amount at least sufficient to reduce the aggregate principal balance of Revolving Loans and the Swingline Loans then outstanding plus the amount of the Letter of Credit Liability then outstanding to the amount of the Revolving Loan Commitment as so reduced. If at any time the aggregate outstanding amount of Revolving Loans and the Swingline Loans plus the amount of the Letter of Credit Liability then outstanding exceeds the Revolving Loan Commitment, Borrower shall repay Revolving Loans and Swingline Loans or reduce the Letter of Credit Liability pursuant to Subsection 1.15 in an amount at least sufficient to reduce the aggregate principal balance of Revolving Loans and Swingline Loans then outstanding plus the amount of the Letter of Credit Liability then outstanding to the amount of the Revolving Loan Commitment, and until such repayment is made, CoBank shall not be obligated to make any Loans or issue any Letters of Credit. Any repayments pursuant to this Subsection 1.6(C) shall be applied in accordance with Subsection 1.8, and shall be accompanied by accrued interest on the amount repaid and any applicable Breakage Fees. If at any time the aggregate outstanding amount of the Swingline Loans outstanding exceeds the Swingline Loan Commitment, Borrower shall repay Swingline Loans in an amount at least sufficient to reduce the aggregate principal balance of Swingline Loans then outstanding to the amount of the Swingline Loan Commitment, and until such repayment is made, CoBank shall not be obligated to make any Loans or issue any Letters of Credit. Any repayments pursuant to this Subsection 1.6(C) shall be applied in accordance with Subsection 1.8, and shall be accompanied by accrued interest on the amount repaid and any applicable Breakage Fees.
Mandatory Repayments. (a) In addition to any other mandatory repayments pursuant to this Section 5.02, on each date set forth below (each, a “Scheduled Repayment Date”), Borrower shall be required to repay to the Administrative Agent for the ratable account of the Lenders (i) on the last Business Day of each March, June, September and December, (a) commencing with December 31, 2021, an aggregate principal amount of Initial Term Loans equal to $5,312,500, and (ii) on the Initial Maturity Date for Initial Term Loans, the aggregate principal amount of all Initial Term Loans that remain outstanding on such date (each such repayment described in clauses (i) and (ii), as the same may be reduced as provided in this Agreement, including in Section 2.20, 2.21, 5.01 or 5.02(g), or as a result of the application of prepayments or otherwise in connection with any Extension as provided in Section 2.14, a “Scheduled Repayment”).
(b) In addition to any other mandatory repayments pursuant to this Section 5.02, Borrower shall be required to make, with respect to each new Tranche (i.e., other than Initial Term Loans, which are addressed in the preceding clause (a)) of Term Loans to the extent then outstanding, scheduled amortization payments of such Tranche of Term Loans to the extent, and on the dates and in the principal amounts, set forth in the Incremental Term Loan Amendment, Refinancing Term Loan Amendment or Extension Amendment applicable thereto.
(c) In addition to any other mandatory repayments pursuant to this Section 5.02, within 10 days following each date on or after the Closing Date upon which Borrower or any of its Restricted Subsidiaries receives any cash proceeds from any issuance or incurrence of Indebtedness (other than Indebtedness permitted to be incurred pursuant to Section 10.04 (other than Refinancing Term Loans and Refinancing Notes/Loans)), an amount equal to 100% of the Net Debt Proceeds therefrom shall be applied as a mandatory repayment in accordance with the requirements of Sections 5.02(g) and (h).
(d) In addition to any other mandatory repayments pursuant to this Section 5.02, within 10 days following each date on or after the Closing Date upon which Borrower or any of its Restricted Subsidiaries receives any Net Sale Proceeds from any Asset Sale (other than in respect of ABL Collateral), an amount equal to the Applicable Asset Sale/Recovery Event Prepayment Percentage of the Net Sale Proceeds therefrom shall be applied as a mandatory repayment in accordance with ...
Mandatory Repayments. (a) In addition to any other mandatory repayments pursuant to this Section 4.02, all then outstanding Loans of a respective Tranche shall be repaid in full on the Maturity Date for such Tranche.
(b) In addition to any other mandatory repayments pursuant to this Section 4.02, upon the occurrence of a Change of Control, the Borrower shall make an offer to prepay the Loans in full in accordance with the provisions of Section 4.02(i).
(c) In addition to any other mandatory repayments pursuant to this Section 4.02, on each date on or after the Closing Date upon which the Borrower or any of its Subsidiaries receives any cash proceeds from any capital contribution or any sale or issuance of its Equity Interests (other than, in any case, (i) issuances of Equity Interests to the Borrower or any Subsidiary of the Borrower to the extent made by any Subsidiary of the Borrower, (ii) any capital contributions to any Subsidiary of the Borrower to the extent made by the Borrower or any Subsidiary of the Borrower, (iii) sales or issuances of the Borrower’s Common Stock to employees, officers, consultants and/or directors of the Borrower and its Subsidiaries (including as a result of the exercise of any options with respect thereto), (iv) Issuances of Equity Interests pursuant to Warrants issued to any Lender or other warrants or rights outstanding as of and as in effect on the Closing Date, (v) other sales or issuances of Equity Interests resulting in Net Cash Proceeds to Borrower and its Restricted Subsidiaries of less then $1,000,000 in any twelve month period, provided that once such $1,000,000 threshold is reached or exceeded, the prepayment obligations set forth in this section shall apply with respect to the full amount of such Net Cash Proceeds, (vi) sales or issuance of the Borrower’s Common Stock to any Permitted Holder or (vii) up to the date falling on the first anniversary of the Closing Date, sales or issuances of the Borrower’s Common Stock for Net Funding Proceeds, together with the amount of consideration for sales or issuances under clauses (v) and (vi) above, not exceeding the amount equal to $47,500,000 less the principal amount of Incremental Loans at such time), the Borrower shall make an offer to prepay the Loans by an amount equal to 25% of the Net Cash Proceeds of such capital contribution or sale or issuance of Equity Interests in accordance with the requirements of Sections 4.02(i).
(d) In addition to any other mandatory repayments pursuant to thi...
Mandatory Repayments. 21 4.03 Method and Place of Payment........................................................... 22 4.04
Mandatory Repayments. The aggregate principal amount of the Revolving -------------------- Loans outstanding on the Maturity Date, together with accrued interest thereon, shall be due and payable in full on the Maturity Date. If at any time the aggregate outstanding Borrowings exceed the Revolving Commitment then in effect, the Borrower shall immediately repay the excess to the Bank without penalty or premium.
Mandatory Repayments. (a) In addition to any other mandatory repayments pursuant to this Section 4.02, on the last Business Day of each fiscal quarter ending on each date set forth below and on the Maturity Date (each, a “Scheduled Repayment Date”), the Borrower shall be required to repay that principal amount of Term Loans, to the extent then outstanding, as is set forth opposite each such date below (each such repayment, as the same may be reduced as provided in Section 4.01 or 4.02(g), a “Scheduled Repayment”): Fiscal Quarter Ending Amount December 31, 2010 $ 375,000 March 31, 2011 $ 375,000 June 30, 2011 $ 375,000 September 30, 2011 $ 375,000 December 31, 2011 $ 375,000 March 31, 2012 $ 375,000 June 30, 2012 $ 375,000 September 30, 2012 $ 375,000 December 31, 2012 $ 375,000 March 31, 2013 $ 375,000 June 30, 2013 $ 375,000 Maturity Date $145,875,000 (plus amounts attributable to PIK Interest added to outstanding principal of Term Loans pursuant to this Agreement)
(b) In addition to any other mandatory repayments pursuant to this Section 4.02, within five Business Days following each date on or after the Funding Date upon which Holdings or any of its Subsidiaries receives any cash proceeds from any capital contribution or any sale or issuance of its Equity Interests (other than (i) issuances of Equity Interests to Holdings or any of its Subsidiaries to the extent made by any Subsidiary of Holdings, (ii) any capital contributions to any Subsidiary of Holdings to the extent made by Holdings or any of its Subsidiaries, (iii) sales or issuances of Holdings Common Stock to employees, officers and/or directors of Holdings and its Subsidiaries (including as a result of the exercise of any options with respect thereto) and (iv) proceeds from capital contributions to, or the issuance of Equity Interests of, Holdings to finance Permitted Acquisitions, Permitted Business Investments, Capital Expenditures, the repayment of outstanding Indebtedness of Holdings and its Subsidiaries or operating and development expenses), an amount equal to 100% of the Net Cash Proceeds of such capital contribution or sale or issuance of Equity Interests shall be applied as a mandatory repayment in accordance with the requirements of Sections 4.02(g) and (h).
(c) In addition to any other mandatory repayments pursuant to this Section 4.02, within five Business Days following each date on or after the Funding Date upon which Holdings or any of its Subsidiaries receives any cash proceeds from any issuance or i...
Mandatory Repayments. On the date of each Revolving Loan Commitment reduction provided for in this Subsection 1.6, Borrower shall repay Revolving Loans in an amount at least sufficient to reduce the aggregate principal balance of Revolving Loans then outstanding to the amount of the Revolving Loan Commitment as so reduced. If at any time the aggregate outstanding amount of Revolving Loans exceeds the Revolving Loan Commitment, Borrower shall repay Revolving Loans in an amount at least sufficient to reduce the aggregate principal balance of Revolving Loans then outstanding to the amount of the Revolving Loan Commitment, and until such repayment is made, Lenders shall not be obligated to make Revolving Loans. Any repayments pursuant to this Subsection 1.6(D) shall be applied in accordance with Subsection 1.8, and shall be accompanied by accrued interest on the amount repaid and any applicable Breakage Fees.
Mandatory Repayments. (a) One hundred (100%) of the amount of any prepayment permitted hereunder that is offered to holders of Junior Debt pursuant to Section 7.5(f)(x) and refused by any or all of such holders shall be paid to the Administrative Agent within five (5) Business Days of the notice given to Administrative Agent pursuant to Section 2.12(f), following the receipt by the Borrower or any of its Subsidiaries of such refusal as a mandatory payment of the Obligations constituting Tranche B-2 Term Loans and Tranche B-3 Term Loans on a pro rata basis and otherwise in accordance with the terms of this Agreement and Section 2.12(g).
(b) If the Borrower or any Subsidiary shall incur any Indebtedness after the Closing Date (other than Indebtedness permitted under Section 7.1), one hundred percent (100%) of the Net Cash Proceeds received by the Borrower or such Subsidiary from such incurrence shall be paid to the Administrative Agent on the date of receipt of the proceeds thereof by the Borrower or such Subsidiary as a mandatory payment of the Loans. All such payments shall be applied to the Obligations in the order set forth in Section 2.12(g) below. Nothing in this Section 2.12(b) shall authorize the Borrower or any Subsidiary to incur any Indebtedness except to the extent permitted by this Agreement.
(c) Seventy percent (70%) of the Net Cash Proceeds from any Disposition or series of related Dispositions by any of the Borrower or any of its Subsidiaries made after the Closing Date which exceed $5,000,000 in the aggregate in any fiscal year, shall be paid to the Administrative Agent on the date of receipt thereof by such Person as a mandatory payment of the Obligations constituting Tranche B-2 Term Loans on a pro rata basis and thirty percent (30%) of the Net Cash Proceeds from any Disposition or series of related Dispositions by any of the Borrower or any of its Subsidiaries made after the Closing Date which exceed $5,000,000 in the aggregate in any fiscal year, shall be paid to the Administrative Agent on the date of receipt thereof by such Person as a mandatory payment of the Obligations constituting Tranche B-3 Term Loans on a pro rata basis (it being understood that, subject to the following sentence, not less than 100% of the Net Cash Proceeds from any Disposition or series of related Dispositions in excess of $5,000,000 in the aggregate in any fiscal year shall be subject to the mandatory prepayment set forth in this Section 2.12(c) and applied to the Tranche B-2 Term ...
Mandatory Repayments. (a) [Reserved]
(b) If the Borrower or any Subsidiary shall incur any Indebtedness after the Closing Date (other than Indebtedness permitted under Section 7.1), one hundred percent (100%) of the Net Cash Proceeds received by the Borrower or such Subsidiary from such incurrence shall be paid to the Administrative Agent on the date of receipt of the proceeds thereof by the Borrower or such Subsidiary as a mandatory payment of the Loans. All such payments shall be applied to the Obligations in the order set forth in Section 2.12(g) below. Nothing in this Section 2.12(b) shall authorize the Borrower or any Subsidiary to incur any Indebtedness except to the extent permitted by this Agreement.
(c) One hundred percent (100%) of the Net Cash Proceeds from any Disposition by any Loan Party made after the Closing Date which (together with the Net Cash Proceeds from all other Dispositions which were not reinvested in accordance with the following sentence) exceed $50,000,000 in the aggregate, shall be paid to the Administrative Agent on the date of receipt thereof by such Loan Party as a mandatory payment of the Obligations. Notwithstanding the foregoing and provided no Default or Event of Default has occurred and is continuing on the date of such Disposition or on the date of, or any date after such Disposition and prior to, any reinvestment permitted pursuant to this clause (c)(i), such Loan Party shall not be required to pay such Net Cash Proceeds to the Administrative Agent for payment of the Obligations to the extent such Loan Party reinvests such Net Cash Proceeds (the “Disposition Reinvestment Amount”), in productive assets of a kind then used or usable in the business of the Loan Parties, within one (1) year after the date of such Disposition (provided that such one (1) year period will be extended by an additional one hundred seventy-five (175) days if such Loan Party has committed (and only for so long as such commitment is not cancelled or terminated), prior to the date that is one (1) year after the date of such Disposition, pursuant to a legally binding written agreement to reinvest the Disposition Reinvestment Amount in productive assets of a kind then used or usable in the business of the Loan Parties during such additional one hundred seventy-five (175) day period); provided that pending any such reinvestment, such Disposition Reinvestment Amount shall be held at all times prior to such reinvestment in a deposit account subject to a Blocked Account Agr...