Common use of Prepayment of Term Loans Clause in Contracts

Prepayment of Term Loans. (i) Borrower shall have the option, at any time after the Tranche A Closing Date, to prepay, in whole or in part (in amounts of not less than $20,000,000), outstanding principal amounts under the Term Loans advanced by Lenders under this Agreement; provided that (A) Borrower provides written notice to the Collateral Agent of its election (which shall be irrevocable unless the Collateral Agent otherwise consents in writing) to prepay all or the applicable portion of the Term Loans, which notice shall include the amount of the outstanding aggregate principal amount of the Term Loan Notes to be prepaid at least five (5) Business Days prior to such prepayment, and (B) the prepayment of such principal amount shall be accompanied by any and all accrued and unpaid interest thereon through the date of prepayment and any and all amounts payable in connection with such prepayment pursuant to Section 2.2(e) and Section 2.2(f) (as applicable) and, in the case of a prepayment in whole, any and all other amounts payable or accrued and not yet paid under this Agreement and the other Loan Documents (including pursuant to Section 2.4). The Collateral Agent will promptly notify each Lender of its receipt of such notice, and the amount of such Lender’s Applicable Percentage of such prepayment. Notwithstanding anything in this Section 2.2(c)(i) to the contrary, Borrower may rescind any notice of prepayment under this Section 2.2(c)(i) if such prepayment would have resulted from a refinancing of the Term Loans or other contingent transaction, which refinancing or transaction shall not be consummated or shall otherwise be delayed (in which case, a new notice shall be required to be sent in connection with any subsequent prepayment).

Appears in 1 contract

Samples: Loan Agreement (Evolus, Inc.)

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Prepayment of Term Loans. (i) Borrower shall have the option, at any time after the Tranche A Closing Date, to prepay, in whole or but not in part (in amounts of not less than $20,000,000)part, outstanding principal amounts under the Term Loans advanced by Lenders under this Agreement; provided that (A) Borrower provides written notice to the Collateral Agent of its election (which shall be irrevocable unless the Collateral Agent otherwise consents in writing) to prepay all or the applicable portion of the Term Loans, which notice shall include the amount of the outstanding aggregate principal amount of the Term Loan Notes to be prepaid Loans at least five three (53) Business Days prior to such prepayment, and (B) the prepayment of such principal amount shall be accompanied by any and all accrued and unpaid interest thereon through the date of prepayment and prepayment, any and all amounts payable in connection with such prepayment pursuant to Section 2.2(e) and Section 2.2(f) (as applicable) and, in the case of a prepayment in whole, and any and all other amounts payable or accrued and not yet paid under this Agreement and the other Loan Documents (including pursuant to Section 2.4). The Collateral Agent will promptly notify each Lender of its receipt of such notice, and the amount of such Lender’s Applicable Percentage of such prepayment. Notwithstanding anything in this Section 2.2(c)(i) to the contrary, Borrower may rescind any notice of prepayment under this Section 2.2(c)(i) if such prepayment would have resulted from a refinancing of the Term Loans or other contingent transaction, which refinancing or transaction shall not be consummated or shall otherwise be delayed (in which case, a new notice shall be required to be sent in connection with any subsequent prepayment).

Appears in 1 contract

Samples: Loan Agreement (UroGen Pharma Ltd.)

Prepayment of Term Loans. (i) Borrower shall have the option, at any time after the Tranche A Closing Date, to prepay, in whole or in part (in amounts multiples of not less than $20,000,000)25,000,000) or in whole, outstanding principal amounts under the Term Loans advanced by Lenders under this Agreement; provided that (A) Borrower provides written notice to the Collateral Agent of its election (which shall be irrevocable unless the Collateral Agent otherwise consents in writing) to prepay all prepay, in part (in multiples of not less than $25,000,000) or the applicable portion of in whole, the Term Loans, which notice shall include the amount of the outstanding aggregate principal amount of the Term Loan Notes to be prepaid Loans at least five (5) Business Days prior to such prepaymentprepayment (which notice shall include the amount of the outstanding principal amount of the Term Loans to be prepaid), and (B) the prepayment of such principal amount shall be accompanied by any and all accrued and unpaid interest thereon through the date of prepayment and prepayment, any and all amounts payable in connection with such prepayment pursuant to Section 2.2(e) and Section 2.2(f) (as applicable) and, in the case of a prepayment in wholewhole and not in part, any and all other amounts payable or accrued and not yet paid under this Agreement and the other Loan Documents (including pursuant to Section 2.4). The Collateral Agent will promptly notify each Lender of its receipt of such notice, and the amount of such Lender’s Applicable Percentage of such prepayment. Notwithstanding anything in this Section 2.2(c)(i) to the contrary, Borrower may rescind any notice of prepayment under this Section 2.2(c)(i) if such prepayment would have resulted from a refinancing of the Term Loans or other contingent transaction, which refinancing or transaction shall not be consummated or shall otherwise be delayed (in which case, a new notice shall be required to be sent in connection with any subsequent prepayment).

Appears in 1 contract

Samples: Loan Agreement (Reata Pharmaceuticals Inc)

Prepayment of Term Loans. (i) Borrower shall have the option, at any time after the Tranche A Closing Date, to prepay, in whole or in part (in amounts multiples of not less than $20,000,0005,000,000 or such lesser amount as may then be outstanding), outstanding principal amounts under the Term Loans Tranche A Loan or the Tranche B Loan advanced by Lenders under this Agreement; provided that (A) Borrower provides written notice to the Collateral Agent of its election (which shall be irrevocable unless the Collateral Agent otherwise consents in writing; provided that such notice of proposed prepayment may be revoked or modified in connection with a prepayment of Term Loans at any time on or prior to the date of prepayment if such prepayment is contingent, and notice of such contingency has been provided pursuant to this sentence, on the consummation of a refinancing or other specified transaction that does not close on the originally anticipated closing date) to prepay all or the applicable portion of the Term Loans, which such notice shall include the amount of the outstanding aggregate principal Tranche A Loan or the amount of the Term Tranche B Loan Notes to be prepaid prepaid, at least five (5) Business Days prior to such prepayment, and (B) the such prepayment of such principal amount shall be accompanied by any and all accrued, unpaid and uncapitalized interest on the aggregate principal amount (including accrued and unpaid interest thereon through capitalized PIK Interest) to be prepaid to the date of prepayment and any and all applicable amounts payable in connection solely with respect to the prepayment of such prepayment principal amount under this Section 2.2(c)(i) pursuant to Section 2.2(e) and ), Section 2.2(f) (as applicableor Section 2.7(b) and, in the case of a prepayment in wholewhole of the Term Loans, any and all other amounts payable or accrued and not yet paid (or capitalized) under this Agreement and the other Loan Documents (including Documents; provided, further, that any prepayment pursuant to this Section 2.4)2.2(c)(i) shall be applied first to the Tranche A Loan and then to the Tranche B Loan as described in Section 2.2(d) below. The Collateral Agent will promptly notify each Lender of its receipt of such notice, and the amount of such Lender’s Applicable Percentage of such prepayment. Notwithstanding anything in this Section 2.2(c)(i) to the contrary, Borrower may rescind any notice of prepayment under this Section 2.2(c)(i) if such prepayment would have resulted from a refinancing of the Term Loans or other contingent transaction, which refinancing or transaction shall not be consummated or shall otherwise be delayed (in which case, a new notice shall be required to be sent in connection with any subsequent prepayment).

Appears in 1 contract

Samples: Guaranty and Security Agreement (Sarepta Therapeutics, Inc.)

Prepayment of Term Loans. (i) Borrower i)Borrower shall have the option, at any time after the Tranche A Closing Date, to prepayprepay in whole, but not in whole or in part (in amounts of not less than $20,000,000)part, outstanding principal amounts under the Term Loans advanced by Lenders under this Agreement; provided that (A) Borrower provides written notice to the Collateral Agent of its election (which shall be irrevocable unless the Collateral Agent otherwise consents in writing) to prepay all or the applicable portion of in whole, but not in part, the Term Loans, which notice shall include the amount of the outstanding aggregate principal amount of the Term Loan Notes to be prepaid Loans at least five (5) Business Days prior to such prepaymentprepayment (which notice shall include the amount of the outstanding principal amount of the Term Loans to be prepaid), and (B) the prepayment of such principal amount shall be accompanied by any and all accrued and unpaid interest thereon through the date of prepayment and prepayment, any and all amounts payable in connection with such prepayment pursuant to Section 2.2(e) and Section 2.2(f) (as applicable) and, in the case of a prepayment in whole, and any and all other amounts payable or accrued and not yet paid under this Agreement and the other Loan Documents (including pursuant to Section 2.4). The Collateral Agent will promptly notify each Lender of its receipt of such notice, and the amount of such Lender’s Applicable Percentage of such prepayment. Notwithstanding anything in this Section 2.2(c)(i) to the contrary, Borrower may rescind any notice of prepayment under this Section 2.2(c)(i) if such prepayment would have resulted from a refinancing of the Term Loans or other contingent transaction, which refinancing or transaction shall not be consummated or shall otherwise be delayed (in which case, a new notice shall be required to be sent in connection with any subsequent prepayment).

Appears in 1 contract

Samples: Loan Agreement (ImmunoGen, Inc.)

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Prepayment of Term Loans. (i) Borrower shall have the option, at any time after the Tranche A Closing Date, to prepay, in whole or in part increments of $50 million (or, with respect to the Tranche B Term Loans and Tranche C Term Loans, in such other incremental amounts as otherwise agreed to under the Tranche B Term Loan Notes or Tranche C Term Loan Notes, as applicable) of not less than $20,000,000), outstanding principal amounts under thereunder, the Term Loans advanced by Lenders under this AgreementAgreement in accordance with the terms of the Term Loan Notes; provided that (A) Borrower provides written notice to the Collateral Agent of its election (which shall be irrevocable unless the Collateral Agent otherwise consents in writing) to prepay all or the applicable such portion of the Term LoansLoans in accordance with the terms of the Term Loan Notes, which notice shall include the amount of the outstanding aggregate principal amount of the Term Loan Notes to be prepaid at least five (5) Business Days prior to such prepayment, and (B) the prepayment of such principal amount shall be accompanied by any and all accrued accrued, unpaid and unpaid uncapitalized interest thereon through the date of prepayment and any and all amounts payable in connection with such prepayment pursuant to Section 2.2(e), Section 2.2(f) and Section 2.2(f2.7(b) (as applicable) and, in the case of a prepayment in whole, any and all other amounts payable or accrued and not yet paid under this Agreement and the other Loan Documents (including pursuant to Section 2.4). The Collateral Agent will promptly notify each Lender of its receipt of such notice, and the amount of such Lender’s Applicable Percentage of such prepayment. Notwithstanding anything in this Section 2.2(c)(i) to the contrary, Borrower may rescind any notice of prepayment under this Section 2.2(c)(i) if such prepayment would have resulted from a refinancing of the Term Loans or other contingent transaction, which refinancing or transaction shall not be consummated or shall otherwise be delayed (in which case, a new notice shall be required to be sent in connection with any subsequent prepayment).

Appears in 1 contract

Samples: Loan Agreement (LumiraDx LTD)

Prepayment of Term Loans. (i) Borrower shall have the option, at any time after the Tranche A Closing Date, to prepay, in whole or but not in part (in amounts of not less than $20,000,000)part, outstanding principal amounts under the Term Loans advanced by Lenders under this Agreement; provided that (A) Borrower provides written notice to the Collateral Agent of its election (which shall be irrevocable unless the Collateral Agent otherwise consents in writing) to prepay all or the applicable portion of the Term Loans, which notice shall include the amount of the outstanding aggregate principal amount of the Term Loan Notes to be prepaid Loans at least five three (53) Business Days prior to such prepayment, and (B) the prepayment of such principal amount shall be accompanied by any and all accrued and unpaid interest thereon through the date of prepayment and prepayment, any and all amounts payable in connection with such prepayment pursuant to Section 2.2(e) and Section 2.2(f) (as applicable) and, in the case of a prepayment in whole, and any and all other amounts payable or accrued and not yet paid under this Agreement and the other Loan Documents (including pursuant to Section 2.42.4 and Section 2.7). The Collateral Agent will promptly notify each Lender of its receipt of such notice, and the amount of such Lender’s Applicable Percentage of such prepayment. Notwithstanding anything in this Section 2.2(c)(i) to the contrary, Borrower may rescind any notice of prepayment under this Section 2.2(c)(i) if such prepayment would have resulted from a refinancing of the Term Loans or other contingent transaction, which refinancing or transaction shall not be consummated or shall otherwise be delayed (in which case, a new notice shall be required to be sent in connection with any subsequent prepayment).

Appears in 1 contract

Samples: Guaranty and Security Agreement (UroGen Pharma Ltd.)

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