Prepayment and Cancellation Clause Samples

Prepayment and Cancellation. 29 10. Interest........................................................ 31 11. Terms........................................................... 33 12.

Prepayment and Cancellation. (a) The Borrowers may at any time prepay, in whole or in part, Borrowings outstanding under the Facilities and thereby reduce or cancel, as the case may be, corresponding Commitments by the amount of such prepayment upon giving the Canadian Agent and/or the U.S. Agent, as the case may be, at least 3 Business Days’ prior written notice, in the case of the Canadian Facilities, in minimum amounts of Cdn.$10,000,000 and multiples of Cdn. $1,000,000 thereafter (or the Equivalent Amount thereof in U.S.$) and in the case of the U.S. Facilities, in minimum amounts of U.S. $10,000,000 and multiples of U.S. $1,000,000 thereafter. Any such prepayment of Borrowings outstanding under the Facilities shall be applied against reductions of Commitments and related repayment instalments required to be made under Section 3.11 in inverse order of maturity For greater certainty repayments made under a Revolving Facility or a Swingline Facility pursuant to Section 2.2 do not constitute prepayments under this Section 6.1. (b) The Borrowers may, at any time, reduce or cancel any unused portion of the Commitments, provided that to the extent any such reduction shall cause any Borrowings outstanding to exceed the Commitments so reduced or cancelled such Borrowers shall prepay any such excess in accordance with paragraph (a) above. (c) Any prepayment and reduction or cancellation relating to Bankers’ Acceptances, or Libor Loans shall be made subject to the Borrowers’ obligations under Section 7.4. (d) Any such prepayment and reduction shall reduce the Commitments of the Lenders pro rata according to their respective Participations.

Prepayment and Cancellation. Illegality If it becomes unlawful in any jurisdiction (other than by reason of Sanctions) for the Lender to perform any of its obligations as contemplated by this Agreement or to fund or maintain the Loan or it becomes unlawful for any Affiliate of the Lender for the Lender to do so: the Lender shall promptly notify the Borrower upon becoming aware of that event; upon the Lender notifying the Borrower, the availability of the Loan will be immediately cancelled; and the Borrower shall repay the Loan on the last day of the current Interest Period or, if earlier, the date specified by the Lender in the notice delivered to the Borrower (being no earlier than the last day of any applicable grace period permitted by law). Voluntary cancellation The Borrower may, if it gives the Lender not less than 14 Business Days' (or such shorter period as the Lender may agree) prior notice, cancel the whole or any part (being a minimum amount of $200,000) of the undrawn amount of the Loan. Voluntary prepayment of Loan The Borrower may prepay the whole or any part of the Loan freely and without penalty on the final day of an Interest Period (but, if in part, being an amount that reduces the Loan by an amount which is an integral multiple of $200,000 subject as follows: it gives the Lender not less than five Business Days' (or such shorter period as the Lender may agree) prior notice; the Loan may only be prepaid after the last day of the Availability Period; and any prepayment under this Clause 7.3 shall satisfy the obligations under Clause 6.1 (Repayment of Loan) by reducing the amount of the repayment instalments on a pro rata basis including the Balloon. Right of cancellation and prepayment If: any sum payable to the Lender by the Borrower is required to be increased under Clause 12.2.2 (Tax gross-up); or the Lender claims indemnification from the Borrower under Clause 12.3 (Tax indemnity) or Clause 13.1 (Increased costs), the Borrower may, whilst the circumstance giving rise to the requirement for that increase or indemnification continues, give the Lender notice of cancellation of the Loan and its intention to procure the repayment of the Loan. On the last day of the Interest Period which ends after the Borrower has given notice under Clause 7.4.1 (or, if earlier, the date specified by the Borrower in that notice), the Borrower shall repay the Loan together with all interest and other amounts accrued under the Finance Documents. Mandatory prepayment on sale or Total Loss...

Prepayment and Cancellation. 30 8. INTEREST............................................................. 34 9.

Prepayment and Cancellation. 26 10. Interest.............................................................29 11. Payments.............................................................30 12. Taxes................................................................33 13.

Prepayment and Cancellation. PAYMENTS..............................................................................................61 14. TAXES..............................................................................................

Prepayment and Cancellation. 9.1 Mandatory prepayment—illegality (a) A Lender must notify the Company promptly if it becomes aware that it is unlawful in any jurisdiction for that Lender to perform any of its obligations under a Finance Document or to fund or maintain its share in any Loan. (b) After notification under paragraph (a) above: (i) the Company must repay or prepay the share of that Lender in each Loan made to it on the date specified in paragraph (c) below; and (ii) the Commitment of that Lender will be immediately cancelled. (c) The date for repayment or prepayment of a Lender's share in a Loan will be: (i) the last day of the current Term of that Loan; or (ii) if earlier, the date specified by the Lender in the notification under paragraph (a) above and which must not be earlier than the last day of any applicable grace period allowed by law.

Prepayment and Cancellation. 32 8. INTEREST................................................................................................................................................................. 36 9.

Prepayment and Cancellation. 9.1 Mandatory Prepayment - illegality (a) A Lender must notify the Company through the Facility Agent promptly if it becomes aware that it is unlawful in any jurisdiction for that Lender to perform any of its obligations under a Finance Document or to fund or maintain its share in any Loan. (b) After notification under paragraph (a) above: (i) each Borrower must prepay the share of that Lender in each Loan made to it on the date specified in paragraph (c) below; and (ii) the Commitments of that Lender will be immediately cancelled. (c) The date for prepayment of a Lender's share in a Loan will be: (i) no later than the fifth Business Day following receipt by the Company of notice from the Lender under paragraph (a) above; or (ii) if later, the latest date allowed by the relevant law. 9.2 Mandatory prepayment - capital market issues (a) Each Obligor must apply the net proceeds of any capital market issue of securities made by it or on its behalf after the date of this Agreement towards prepayment of the Loans. (b) Any prepayment under paragraph (a) will be made on the last day(s) of the then current Terms of the Loans. (c) The amount of the Total Commitments will be reduced by an amount equal to the prepayment. 9.3 Mandatory prepayment and cancellation in relation to a single borrower. If it becomes unlawful for a Borrower to perform its obligations under Clause 13.2 (Tax gross-up) or under an equivalent provision of any Finance Document (the "Relevant Obligations"): (a) the Company must notify the Facility Agent promptly upon becoming aware of that event; (b) the Facility Agent must promptly notify the Lenders; (c) the relevant Borrower must repay the Loans made to it, together with all accrued interest on those Loans and all other amounts payable by that Borrower under the Finance Documents on the earlier of: (i) the last day of the then current Term of each Loan made to that Borrower; and (ii) the last day of any applicable grace period permitted by law; and (d) for so long as it remains unlawful for that Borrower to perform the Relevant Obligations, the relevant Borrower will not be entitled to borrow any further Loans.