Optional Prepayment; Mandatory Prepayment Clause Samples
The "Optional Prepayment; Mandatory Prepayment" clause defines the circumstances under which a borrower can or must repay a loan before its scheduled maturity date. Optional prepayment allows the borrower to make early payments on the loan, either in part or in full, typically without penalty or with specified fees, providing flexibility to reduce interest costs. Mandatory prepayment, on the other hand, requires the borrower to repay all or part of the loan upon the occurrence of certain events, such as asset sales, insurance proceeds, or excess cash flow. This clause ensures both parties understand when early repayment is permitted or required, thereby managing the lender's risk and the borrower's obligations.
Optional Prepayment; Mandatory Prepayment. (a) Borrower may terminate Lender's commitment to make the Tranche B Loan (without penalty or premium) and prepay the Loans in whole but not in part, together with accrued and unpaid Fixed Interest on the amount prepaid to the extent required by clause (c) be- low; provided that (i) Borrower shall not be permitted to prepay the Tranche A Loan without concurrently prepaying the Tranche B Loan and the Borrower shall not be permitted to terminate Lender's commitment to make the Tranche B Loan or prepay the Tranche B Loan without concurrently prepaying the Tranche A Loan, (ii) to the extent required by clause (c) below, such termination and prepayment shall be accompanied by a payment of the amount(s), if any, required thereunder, and (iii) the Loans may, subject to the following sentence, be prepaid in whole at any time. If Borrower wishes to terminate Lender's commitment to make the Tranche B Loan and to make such a prepayment, it shall give the Lender Notice to that effect not later than the 5th day before the date of the termination and prepayment, specifying the date on which the termination is to take effect and the date on which the prepayment is to be made. Such Notice shall constitute Borrower's commitment to prepay the Loans on that date (although such commitment to prepay may be conditioned on the consummation of another transaction), together with Fixed Interest accrued on the amount prepaid to but excluding the prepayment date and accrued and unpaid Variable Interest in respect of the Loans through but excluding the prepayment date, in each case, to the extent required by clause (c) below.
(b) If any Prepayment Trigger or the Special Prepayment Trigger occurs, then the outstanding principal amount of the Loans plus any accrued and unpaid interest thereon shall be immediately due and payable hereunder, to the extent permitted by law, and the provisions of this Section 3.02 shall apply.
(c) Each prepayment of the Loans due to the occurrence of a Prepayment Trigger, and each voluntary prepayment of the Loans in whole pursuant to Section 3.02(a), shall be subject to the following (in addition to the other provisions contained in this Agreement):
(i) With respect to the Tranche A Loan, such prepayment shall be in the amount indicated in the second column of the table below (determined as of the date of the Prepayment Trigger or voluntary prepayment): On or prior to the first anniversary of the Closing Date $33,750,000 less any Payments previously made ...
Optional Prepayment; Mandatory Prepayment. (a) The Borrower shall have the right, upon three Business Days’ irrevocable notice to the Lender, to prepay on any Business Day, without premium or penalty, all or any portion of the Loans then outstanding. Prepayments must be accompanied by a payment of all accrued and unpaid interest on the amount so prepaid through the date of prepayment.
(b) If on any Business Day for any reason the total outstanding principal amount of the Loans at any time exceeds the Aggregate Commitment Amount then in effect, the Borrower shall immediately prepay Loans in an aggregate amount equal to such excess.
(c) Each payment pursuant to this Section 2.5 shall be accompanied by accrued interest to such date on the amount prepaid and any additional amounts required to be paid pursuant to Section 2.15.
Optional Prepayment; Mandatory Prepayment. This Note may be prepaid at any time at the option of the Company without penalty. In the event the Company receives at least $5 million in net proceeds from the sale of its equity or debt securities to one or more third parties (the "Qualified Financing") prior to the Initial Maturity Date, or the Extended Maturity Date, if applicable, then within ten (10) days from the closing of the Qualified Financing the Company shall pay this Note in full (the "Mandatory Prepayment Date") and redeem the Series B Preferred Stock held by Holder.
Optional Prepayment; Mandatory Prepayment. (a) At their option, the Borrowers may prepay at any time all or any part of the principal amount of, and accrued and unpaid interest on, this Non-Recourse Secured Promissory Note, without premium or penalty, either (i) in cash, or (ii) by delivering all or part of the Pledged Shares (as hereinafter defined), in accordance with Section 5 below. (b) At its option, the Company may require, on three (3) days prior written notice to the Borrowers that the Borrowers prepay at any time all or any part of the principal amount of, and accrued and unpaid interest on, this Non-Recourse Secured Promissory Note, without premium or penalty either (at the Borrowers option) (i) in cash, or (ii) by delivering all or part of the Pledged Shares (as hereinafter defined), in accordance with Section 5 below.
Optional Prepayment; Mandatory Prepayment. This Note may be prepaid in whole or in part without penalty or premium. Notwithstanding anything to the contrary herein, all amounts due under this Note shall accelerate and must be paid immediately upon, and as a condition to, the sale or transfer of the Pledged Interests (as defined in the Pledge Agreement), other than any sale or transfer of any Pledged Interests (as defined in the Pledge Agreement) to any Affiliate of the Borrower, provided that such Affiliate shall agree to be bound by that certain Pledge Agreement by and between the Borrower and the Lender of even date herewith (the “Pledge Agreement”). For purposes of this Note, “Affiliate” shall mean any person or entity now or hereafter in control, controlled by or in common control with the Borrower.
Optional Prepayment; Mandatory Prepayment. This Note may be prepaid at any time at the option of the Company.
Optional Prepayment; Mandatory Prepayment. The Borrower may, in its sole discretion, prepay this Debenture, in full or in part, at any time upon three (3) days' advance written notice to Lender. Concurrent with the consummation of a Qualified Financing, the Borrower shall be required to prepay this Debenture in full.
Optional Prepayment; Mandatory Prepayment. (a) The Borrowers shall have the right to prepay, without premium or penalty, all or any portion of the Loans by giving the Lender irrevocable notice by 11:00 a.m. New York City time, at least three (3) U.S. Government Securities Business Days prior to the prepayment of such Loan. Each prepayment notice shall specify (x) the prepayment date and (y) the principal amount of each Loan or portion thereof to be prepaid. Each prepayment notice shall be irrevocable.
(b) If on any Business Day for any reason the total outstanding principal amount of the Loans at any time exceeds the Aggregate Commitment Amount then in effect, the Borrowers shall immediately prepay Loans in an aggregate amount equal to such excess.
(c) Each payment pursuant to this Section 2.5 shall be accompanied by accrued interest to such date on the amount prepaid and any additional amounts required to be paid pursuant to this Agreements, including but not limited to Section 2.13.
(d) No prepayment of a Loan hereunder shall be made on any day that is not a U.S. Government Securities Business Day, and if any prepayment to be made by any Borrower shall fall due on a day that is not a U.S. Government Securities Business Day, payment shall be made on the next succeeding U.S. Government Securities Business Day and such extension of time shall be reflected in computing interest or fees, as the case may be.