Common use of Permitted Prepayment of Term Loans Clause in Contracts

Permitted Prepayment of Term Loans. Borrower shall also have the option to prepay all or part of the Term Loans, at any time or at multiple times, provided Borrower (i) provides written notice to Collateral Agent of its election to prepay the Term Loans at least ten (10) business days prior to such prepayment, (ii) prepays (if prepaying only a part of Term Loans) such part of the Term Loans in a denomination that is equal to or greater than Five Million Dollars ($5,000,000), and (iii) pays to the Lenders on the date of such prepayment, payable to each Lender in accordance with its respective Pro Rata Share, an amount equal to the sum of (A) the portion of outstanding principal of such Term Loans being prepaid plus all accrued and unpaid interest thereon through the prepayment date, (B) the applicable Final Payment with respect to the portion of Term Loans being prepaid, and (C) all other Obligations that are due and payable, including Lenders’ Expenses and interest at the Default Rate with respect to any past due amounts. For the purposes of clarity, any partial prepayment shall be applied pro-rata to all outstanding amounts under each Term Loan.

Permitted Prepayment of Term Loans. Subject to clause (i) below, Borrower shall also have the option to prepay all or any part of the outstanding principal of Term Loans, at any time or at multiple times, provided Borrower (i) Borrower provides written notice to Collateral Agent of its election to so prepay the Term Loans at least ten five (105) business days Business Days prior to such prepayment, (ii) prepays (if prepaying only a part such prepayment is consistent with the provisions of Term LoansSection 2.2(c) such part of the Term Loans in a denomination that is equal to or greater than Five Million Dollars ($5,000,000)this Agreement, and (iii) Borrower pays to Agent for the Lenders ratable account of each applicable Lender holding Term Loans subject to such prepayment on the date of such prepayment, payable to each Lender in accordance with its respective Pro Rata Share, an amount equal to the sum of prepayment (A) the portion amount of outstanding principal of such Term Loans being prepaid the prepayment plus all accrued and unpaid interest thereon through the prepayment date, (B) the applicable Final Payment with Exit Fee in respect to of the portion principal of Term Loans being prepaid, and plus (C) all other Obligations that are due and payablepayable on such prepayment date in respect of the principal of the Term Loans being prepaid, including any Lenders’ Expenses and interest at the Default Rate (if any) with respect to any past due amountsamounts in respect of the principal of the Term Loans being prepaid. For Prepayments to Agent of the purposes principal amount of clarity, any partial prepayment Term Loans shall be applied pro-rata to all outstanding amounts under each Term Loanin inverse order of maturity.

Permitted Prepayment of Term Loans. Borrower shall also have the option to prepay all or part all, but not less than all, of the Term Loans, at any time or at multiple timesA Loans and/or the Term B Loans and/or the Term C Loans advanced by the Lenders under this Agreement, provided Borrower (i) provides written notice to Collateral Agent of its election to prepay the applicable Term Loans at least ten five (105) business days Business Days prior to such prepayment, (ii) prepays (if identifying whether Borrower will be prepaying only a part of Term Loans) such part all of the Term A Loans in a denomination that is equal to or greater than Five Million Dollars ($5,000,000)and/or all of the Term B Loans and/or all of the Term C Loans, and (iiiii) pays to the Lenders on the date of such prepayment, payable to each Lender in accordance with its respective Pro Rata Share, an amount equal to the sum of (A) the portion of all outstanding principal of such the Term Loans being prepaid plus all accrued and unpaid interest thereon through the prepayment date, (B) the applicable Final Payment with in respect to of the portion of Term Loans being prepaid, and (C) the Prepayment Fee in respect of the Term Loans being prepaid, plus (D) all other Obligations sums, that are shall have become due and payable, including Lenders’ Expenses Expenses, if any, and interest at the Default Rate with respect to any past due amounts. For the purposes of clarity, any partial prepayment shall be applied pro-rata to all outstanding amounts under each Term Loan.

Permitted Prepayment of Term Loans. Borrower shall also have the option to prepay all or part all, but not less than all, of the outstanding principal balance of the Term Loans, at any time or at multiple timesLoans advanced by the Lenders under this Agreement, provided Borrower (i) provides written notice to Collateral Agent of its election to prepay the Term Loans at least ten five (105) business days Business Days prior to such prepayment, and (ii) prepays (if prepaying only a part of Term Loans) such part of the Term Loans in a denomination that is equal to or greater than Five Million Dollars ($5,000,000), and (iii) pays to the Lenders on the date of such prepayment, payable to each the respective Lender to which such payments are owed in accordance with its their respective Pro Rata ShareShares (except in the case of the Final Fee), an amount equal to the sum of (A) the portion of outstanding principal of such the Term Loans being prepaid plus all accrued and unpaid interest thereon through the prepayment date, (B) the applicable Final Payment Fee paid in accordance with respect to the portion of Term Loans being prepaiddefinition thereof, and (C) the Prepayment Premium, plus (D) all other Obligations that are due and payablepayable on such prepayment date, including any Lenders’ Expenses (to the extent invoiced at least one (1) Business Day prior to such prepayment) and interest at the Default Rate (if any) with respect to any past due amounts. For All outstanding Term Loan Commitments shall terminate in connection with a prepayment of the purposes of clarity, any partial prepayment shall be applied pro-rata to all outstanding amounts under each Term LoanLoans.

Permitted Prepayment of Term Loans. Borrower shall also have the option to prepay all or part of the Term Loans, at any time or at multiple times, provided Borrower (i) provides written notice to Collateral Agent of its election to prepay the Term Loans at least ten (10) business days prior to such prepayment, (ii) prepays (if prepaying only a part of Term Loans) such part of the Term Loans in a denomination increments that is are equal to or greater than Five Million Dollars ($5,000,0005,000,000.00), and (iii) pays to the Lenders on the date of such prepayment, payable to each Lender in accordance with its respective Pro Rata Share, an amount equal to the sum of (A) the portion of outstanding principal of such Term Loans being prepaid plus all accrued and unpaid interest thereon through the prepayment date, (B) the applicable Final Payment with respect to the portion of Term Loans being prepaid, and (C) the applicable Prepayment Fee with respect to the portion of Term Loans being prepaid, (D) all other Obligations that are due and payable, including Lenders’ Expenses and interest at the Default Rate with respect to any past due amounts. For the purposes of clarity, any partial prepayment shall be applied pro-rata to all outstanding amounts under each Term Loan.

Permitted Prepayment of Term Loans. Borrower shall also have the option to prepay all, but not less than all or part of the Term Loans, at any time or at multiple timesLoans advanced by the Lenders under this Agreement, provided Borrower (i) provides written notice to Collateral Agent of its election to prepay the Term Loans at least ten thirty (1030) business days prior to such prepayment, and (ii) prepays (if prepaying only a part of Term Loans) such part of the Term Loans in a denomination that is equal to or greater than Five Million Dollars ($5,000,000), and (iii) pays to the Lenders on the date of such prepayment, payable to each Lender in accordance with its respective Pro Rata Share, an amount equal to the sum of (A) the portion of all outstanding principal of such the Term Loans being prepaid plus all accrued and but unpaid interest thereon through the prepayment date, (B) the applicable Final Payment with respect to the portion of Term Loans being prepaidPayment, and (C) the Prepayment Fee, plus (D) all other Obligations sums, that are shall have become due and payablepayable but have not been paid, including Lenders’ Expenses Expenses, if any, and interest at the Default Rate with respect to any past due amounts. For Lenders shall apply the purposes proceeds of clarityany prepayment in any order and manner as Lenders determine, any partial prepayment shall be applied pro-rata to all outstanding amounts under each Term Loanin their sole discretion.

Permitted Prepayment of Term Loans. Borrower shall also have the option to prepay all or part of the Term Loans, at any time or at multiple times, provided Borrower (i) provides written notice to Collateral Agent of its election to prepay the Term Loans at least ten (10) business days prior to such prepayment, (ii) prepays (if prepaying only a part of Term Loans) such part of the Term Loans in a denomination increments that is are equal to or greater than Five Million Dollars ($5,000,0005,000,000.00), and (iii) pays to the Lenders on the date of such prepayment, payable to each Lender in accordance with its respective Pro Rata Share, an amount equal to the sum of (A) the portion of outstanding principal of such Term Loans being prepaid plus all accrued and unpaid interest thereon through the prepayment date, (B) the applicable Final Payment with respect to the portion of Term Loans being prepaid, (C) the applicable Prepayment Fee with respect to the portion of Term Loans being prepaid, (D) the First Amendment Fee, if applicable, (E) the Second Amendment Fee, if applicable, and (CF) all other Obligations that are due and payable, including Lenders’ Expenses and interest at the Default Rate with respect to any past due amounts. For the purposes of clarity, any partial prepayment shall be applied pro-rata to all outstanding amounts under each Term Loan.”

Permitted Prepayment of Term Loans. Borrower shall also have the option to prepay all or part a portion of the Term Loans, at any time or at multiple timesLoans advanced by the Lenders under this Agreement, provided Borrower (i) provides written notice to Collateral Agent and Lenders of its election to prepay the such Term Loans at least ten (10) business days prior to such prepayment, (ii) if applicable, prepays (if prepaying only a part of Term Loans) such part of the Term Loans in a denomination that is equal to or greater than a whole number multiple of Five Million Dollars ($5,000,0005,000,000.00), and (iii) pays to the Lenders on the date of such prepayment, payable to each Lender in accordance with its respective Pro Rata Share, an amount equal to the sum of (A) the portion of the outstanding principal of such Term Loans being prepaid plus all accrued and unpaid interest thereon through the prepayment date, (B) the Final Payment, (C) the applicable Final Payment pro-rated Prepayment Fee with respect to the portion of such Term Loans being prepaid, and plus (CD) all other Obligations that are due and payable, including Lenders’ Expenses and interest at the Default Rate (if the Required Lenders so elect) with respect to any past due amounts. For the purposes of clarity, any partial prepayment shall be applied pro-rata to all outstanding amounts under each Term Loan.

Permitted Prepayment of Term Loans. Borrower shall also have the option to prepay all or part any portion (but in increments of not less than One Hundred Thousand Dollars ($100,000.00) or such lesser amount as may then be due and owing), of the Term Loans, at any time or at multiple timesLoans advanced by the Lenders under this Agreement, provided Borrower (i) provides written notice to Collateral Agent of its election to prepay the Term Loans at least ten (10) business days prior to such prepayment, and (ii) prepays (if prepaying only a part of Term Loans) such part of the Term Loans in a denomination that is equal to or greater than Five Million Dollars ($5,000,000), and (iii) pays to the Lenders on the date of such prepayment, payable to each Lender in accordance with its respective Pro Rata Share, an amount equal to the sum of (A) the portion of all outstanding principal of such the Term Loans and the Advances being prepaid prepaid, plus all accrued and unpaid interest thereon through the prepayment date, (B) the applicable Final Payment Payment, (C) the Termination Fee in connection with respect to the portion of Term Loans Advances being prepaid, and plus (CD) all other Obligations Obligations, if any, that are shall have become due and payable, including Lenders’ Expenses and interest at the Default Rate with respect to any past due amounts. For the purposes of clarity, any partial prepayment shall be applied pro-rata to all outstanding amounts under each Term Loan, to reduce amortization payments under Section 2.2(b) on a pro-rata basis.

Permitted Prepayment of Term Loans. Borrower shall also have the option to prepay all all, or part any portion in minimum increments of Ten Million Dollars ($10,000,000) (or such lesser amount solely to the extent such lesser amount constitutes the entire outstanding principal amount of the Term Loans), at any time or at multiple timesof the outstanding principal balance of the Term Loans advanced by the Lenders under this Agreement, provided Borrower (i) provides written notice to Collateral Agent of its election to prepay the Term Loans at least ten five (105) business days Business Days prior to such prepayment, and (ii) prepays (if prepaying only a part of Term Loans) such part of the Term Loans in a denomination that is equal to or greater than Five Million Dollars ($5,000,000), and (iii) pays to the Lenders on the date of such prepayment, payable to each Lender in accordance with its respective Pro Rata Share, an amount equal to the sum of (A) the portion of outstanding principal of such the Term Loans Loans, or portion(s) thereof being prepaid prepaid, plus all accrued and unpaid interest thereon through the prepayment date, (B) any fees payable under the applicable Final Payment with respect to the portion Fee Letter by reason of Term Loans being prepaidsuch prepayment, and (C) the Prepayment Premium, plus (D) all other Obligations that are due and payablepayable on such prepayment date, including any Lenders’ Expenses and interest at the Default Rate (if any) with respect to any past due amounts. For Prepayments of the purposes of clarity, any partial prepayment Term Loan shall be applied pro-rata to all outstanding amounts under each the Term LoanLoan in inverse order of maturity.