Common use of Prepayment Option Clause in Contracts

Prepayment Option. The Town may not prepay the principal component of the Lease Payments prior to January 15, 2030. The Authority hereby grants an option to the Town to prepay the principal component of the Lease Payments in full, by paying the aggregate unpaid principal components of the Lease Payments as set forth in Exhibit D here- to, or in part, on and after January 15, 2030, in a prepayment amount equal to the principal amount of Lease Payments to be prepaid, and accrued interest to the date fixed for prepay- ment, plus the prepayment premium set forth in the following table: Prepayment Period Prepayment Premium January 15, 2030 through January 14, 2031 2% January 15, 2031 and thereafter 0 Said option shall be exercised by the Town by giving written notice to the Authority and the Trustee of the exercise of such option at least forty-five (45) days prior to said Lease Payment Date. Such option shall be exercised in the event of prepayment in full, by deposit- ing with said notice cash in an amount, which, together with amounts then on deposit in the Revenue Fund and the Insurance and Condemnation Fund, will be sufficient to pay the ag- gregate unpaid component of the Lease Payments on said Lease Payment Date as set forth in Exhibit D hereto, together with any Lease Payments then due but unpaid, or, in the event of prepayment in part, by depositing with said notice cash in an amount divisible by $5,000 equal to the amount desired to be prepaid together with any Lease Payments then due but unpaid. In the event of prepayment in part, the partial prepayment shall be applied against Lease Payments in such order of payment date as shall be selected by the Town. Lease Pay- ments due after any such partial prepayment shall be in the amounts set forth in a revised Lease Payment schedule which shall be provided by, or caused to be provided by, the Town to the Trustee and which shall represent an adjustment to the schedule set forth in Exhibit D attached hereto taking into account said partial prepayment.

Prepayment Option. The Town may Lessee shall have the option to prepay or satisfy all its obligations hereunder, at the following times and upon the following terms: (a) From and after the date specified (if any) in the Payment Schedule (the “Prepayment Option Commencement Date”), on the Rental Payment dates specified in the Payment Schedule, upon not prepay the principal component less than 30 days’ prior written notice, and upon payment in full of the Lease sum of all Rental Payments prior to January 15then due plus all other amounts then owing hereunder plus the then applicable Termination Value, 2030. The Authority hereby grants an option to which may include a prepayment premium on the Town to prepay the principal component of the Lease Payments in full, by paying the aggregate unpaid principal components of the Lease Payments balance as set forth in Exhibit D here- to, or in part, on and after January 15, 2030, in a prepayment amount equal to the principal amount of Lease Payments to be prepaid, and accrued interest to the date fixed for prepay- ment, plus the prepayment premium set forth in the following table: Prepayment Period Prepayment Premium January 15, 2030 through January 14, 2031 2% January 15, 2031 and thereafter 0 Said option shall be exercised by the Town by giving written notice to the Authority and the Trustee of the exercise of such option at least forty-five Payment Schedule; or (45b) days prior to said Lease Payment Date. Such option shall be exercised in In the event of prepayment in full, by deposit- ing with said notice cash in an amount, which, together with amounts then on deposit in the Revenue Fund and the Insurance and Condemnation Fund, will be sufficient substantial damage to pay the ag- gregate unpaid component or destruction or condemnation of substantially all of the Lease Payments Renewable Energy Equipment, on said Lease the day specified in Lessee’s notice to Lessor of its exercise of the prepayment option (which shall be the earlier of the next Rental Payment Date as set forth date or 60 days after the casualty event) upon payment in Exhibit D hereto, together with any Lease full to Lessor of the sum of (i) all Rental Payments then due but unpaid, plus (ii) the then applicable Termination Value (or, in the event such prepayment occurs on a date other than a Rental Payment date, the sum of prepayment in part, by depositing with said notice cash in an amount divisible by $5,000 equal (x) the Termination Value relating to the amount desired Rental Payment immediately prior to be prepaid together with any the date of such prepayment plus (y) accrued interest on the aggregate unpaid principal portion of Rental Payments immediately prior to the date of such prepayment) plus (iii) all other amounts then owing hereunder; or (c) Upon the expiration of the Lease Term, upon payment in full of all Rental Payments then due but unpaidand all other amounts then owing hereunder to Lessor. In After payment of the event applicable Termination Value and all other amounts owing hereunder, Lessor’s security interests in and to such Renewable Energy Equipment will be terminated and Lessee will own the Renewable Energy Equipment free and clear of prepayment in part, the partial prepayment shall be applied against Lease Payments in such order of payment date as shall be selected by the Town. Lease Pay- ments due after any such partial prepayment shall be Lessor’s security interest in the amounts set forth in a revised Lease Payment schedule which shall be provided by, or caused to be provided by, the Town to the Trustee and which shall represent an adjustment to the schedule set forth in Exhibit D attached hereto taking into account said partial prepaymentRenewable Energy Equipment.

Prepayment Option. The Town may not On or before November 15, 2022 (the “Prepayment Determination Date”), Construction Agent shall have an option (the “Prepayment Option”) to cause Landlord to prepay the principal component a portion of the Lease Payments prior Financing on December 10, 2022 in an amount specified by Tenant and to January 15, 2030be paid by Escrow Agent from Escrow Funds held in the Escrow Agreement (the “Prepayment Advance”). The Authority hereby grants an option In the event Construction Agent elects to the Town cause a Prepayment Advance pursuant to prepay the principal component this Section 4.3(a), (i) An amount equal to one and one hundredths percent (1.01%) of the Lease Payments in full, Prepayment Advance shall be paid to Landlord by paying Escrow Agent as a return on of its equity investment. (ii) The Prepayment Advance shall not exceed the aggregate unpaid principal components lesser of (A) an amount equal to six percent (6%) of the Lease Payments as set forth in Exhibit D here- toLandlord MIA Advance (B) the then current balance of the Escrow Funds held by Escrow Agent under the Escrow Agreement, or in partless the amount to be paid under 4.3(a)(i) above, on and after January 15, 2030, in a prepayment (C) an amount equal to the principal amount of Lease Payments to be prepaiddifference between the Landlord MIA Advance, and accrued interest to the date fixed for prepay- ment, plus the prepayment premium set forth in the following table: Prepayment Period Prepayment Premium January 15, 2030 through January 14, 2031 2% January 15, 2031 and thereafter 0 Said option shall be exercised as adjusted by the Town Landlord MIA Advance Adjustment as of February 10, 2020 less $611,500,000.00, such that in no event shall the Landlord MIA Advance, as reduced by giving the Prepayment Advance, be less than $611,500,000. DMEAST #39698570 v7 20 (iii) In order to exercise the Prepayment Option, Construction Agent shall deliver written notice of such election (the “Prepayment Notice”) to Landlord and Escrow Agent on or before the Authority and Prepayment Determination Date. In connection with the Trustee delivery of the exercise of such option at least forty-five (45) days prior Prepayment Notice on or before the Prepayment Determination Date, Escrow Agent shall advance to said Lease Payment Date. Such option Lender from the Escrow Funds the Prepayment Advance, which funds shall be exercised in the event of prepayment in full, by deposit- ing with said notice cash in an amount, which, together with amounts then on deposit in the Revenue Fund and the Insurance and Condemnation Fund, will be sufficient to pay the ag- gregate unpaid component prepay a portion of the Lease Payments on said Lease Payment Date as set forth in Exhibit D hereto, together Financing at par (without payment of any prepayment penalty or premium); and (iv) In connection with any Lease Payments then due but unpaid, or, in the event of such prepayment in part, by depositing with said notice cash in an amount divisible by $5,000 equal pursuant to the amount desired to be prepaid together with any Lease Payments then due but unpaid. In the event of prepayment in partthis Section 4.3(a), the partial prepayment final Landlord MIA Advance (“Final Landlord MIA Advance”) shall be applied against Lease Payments in such order of payment date equal the Landlord MIA Advance as shall be selected by determined on February 10, 2020, less the Town. Lease Pay- ments due after any such partial prepayment shall be in the amounts set forth in a revised Lease Payment schedule which shall be provided by, or caused to be provided by, the Town to the Trustee and which shall represent an adjustment to the schedule set forth in Exhibit D attached hereto taking into account said partial prepaymentPrepayment Advance.

Prepayment Option. The Town may So long as no Default shall have occurred and be continuing and Lessee shall have given Lessor at least 90 but not prepay more than 180 days prior written notice, Lessee shall have the principal component of the Lease Payments prior to January 15, 2030. The Authority hereby grants an option to the Town to prepay the principal component of Lease on any Rent Payment Date occurring after the Lease Payments in fulldate which is 12 months after the Rent Commencement Date (each, by paying a Prepayment Date) for an amount (the aggregate Prepayment Amount) equal to (1) any unpaid principal components of the Lease Payments as set forth in Exhibit D here- toRent and all other amounts due on or before such Prepayment Date, or in part, on and after January 15, 2030, in a prepayment plus (2) an amount equal to the principal Rent payable for the remainder of the Initial Term (calculated using the Rent amount due as of Lease Payments the first Rent Payment Date), after discounting such future Rent to be prepaid, and accrued interest present worth as of such Prepayment Date on the basis of a per annum rate of discount equal to the date fixed for prepay- mentrate at which such Rent was originally calculated, determined in Lessors sole discretion, from the respective dates upon which such Rent would have been paid had this Lease not been prepaid (the Present Value Future Rents), plus the (3) any applicable sales taxes, plus (4) $1.00, plus (5) a prepayment premium set forth in expressed as a percentage of the following tablePresent Value Future Rents applied as follows: Prepayment Period Months Prepayment Premium January 15, 2030 through January 14, 2031 21-12 No prepayment permitted 13-End of 0% January 15, 2031 and thereafter 0 Said option shall be exercised by the Town by giving written notice to the Authority and the Trustee Term Payment of the exercise of such option at least forty-five (45) days prior to said Lease Payment Date. Such option shall be exercised in the event of prepayment in full, by deposit- ing with said notice cash in an amount, whichPrepayment Amount, together with all other amounts then due and owing by Lessee under the Lease (including, without limitation, Rent) on deposit or before the Prepayment Date, shall be made on the Prepayment Date in immediately available funds. Thereafter, upon Lessees written request, Lessor shall deliver to Lessee a bill of sale transferring to Lessee all right, title and interest ▇▇ ▇essor in and to the Revenue Fund and the Insurance and Condemnation FundEquipment ON AN AS IS, will be sufficient WHERE IS BASIS, WITHOUT ANY WARRANTIES, EXPRESS OR IMPLIED, AS TO ANY MATTER WHATSOEVER. If Lessee shall fail to pay the ag- gregate unpaid component of all amounts required to be paid under the Lease Payments on said Lease Payment Date as set forth in Exhibit D hereto, together with any Lease Payments then due but unpaid, or, in the event of prepayment in part, by depositing with said notice cash in an amount divisible by $5,000 equal to the amount desired to be prepaid together with any Lease Payments then due but unpaid. In the event of prepayment in partPrepayment Date, the partial prepayment Lease shall be applied against Lease Payments continue in such order of payment date as shall be selected by the Town. Lease Pay- ments due after any such partial prepayment shall be full force and effect and Lessee agrees to reimburse Lessor for all reasonable attorneys fees, costs, expenses and liabilities incurred in the amounts set forth in a revised Lease Payment schedule which shall be provided by, or caused to be provided by, the Town to the Trustee and which shall represent an adjustment to the schedule set forth in Exhibit D attached hereto taking into account said partial prepaymentconnection therewith.

Prepayment Option. The Town may Lessee shall have the option to prepay or satisfy all its obligations under a Lease, at the following times and upon the following terms: (a) From and after the date specified (if any) in the applicable Payment Schedule (the “Prepayment Option Commencement Date”), on the Rental Payment Dates specified in such Payment Schedule, upon not prepay the principal component less than 30 days’prior written notice, and upon payment in full of the Rental Payments then due and all other amounts then owing under the applicable Lease Payments prior to January 15plus the then applicable Prepayment Price, 2030. The Authority hereby grants an option to which may include a prepayment premium on the Town to prepay the principal component of the Lease Payments in full, by paying the aggregate unpaid principal components of the Lease Payments balance as set forth in Exhibit D here- to, such Payment Schedule; or (b) In the event of substantial damage to or destruction or condemnation of substantially all of the Equipment listed in parta Lease, on and the day specified in Lessee’s notice to Lessor of its exercise of the prepayment option (which shall be the earlier of the next applicable Rental Payment Date under such Lease or 60 days after January 15the casualty event) upon payment in full to Lessor of the sum of (i) the Rental Payment then due under such Lease plus (ii) the then applicable Prepayment Price under such Lease or if the prepayment date occurs prior to the first Rental Payment Date for which the Prepayment Price is shown, 2030, in then the sum that is equal to the then aggregate unpaid principal component of Rental Payments (the “Outstanding Balance”) on such prepayment date plus a prepayment premium in an amount equal to the principal amount of Lease Payments to prepayment premium that would be prepaidpayable on such first Rental Payment Date plus (iii) in the event such prepayment occurs on a date other than a Rental Payment Date, and accrued interest to such prepayment date on the Outstanding Balance set forth on the applicable Payment Schedule relating to the Rental Payment immediately prior to the date fixed for prepay- mentof such prepayment, plus (iv) all other amounts then owing under the prepayment premium set forth in the following table: Prepayment Period Prepayment Premium January 15, 2030 through January 14, 2031 2% January 15, 2031 and thereafter 0 Said option shall be exercised by the Town by giving written notice to the Authority and the Trustee of the exercise of such option at least forty-five applicable Lease; or (45c) days prior to said Lease Payment Date. Such option shall be exercised in the event of Upon payment or prepayment in full, by deposit- ing with said notice cash in an amount, which, together with amounts then on deposit in the Revenue Fund and the Insurance and Condemnation Fund, will be sufficient to pay the ag- gregate unpaid component full of the Lease Payments on said Lease Payment Date as set forth in Exhibit D hereto, together with any Lease all Rental Payments then due but unpaidand all other amounts then owing under such Lease to Lessor. After payment of the applicable Prepayment Price and all other amounts owing under a Lease, or, Lessor’s security interests in the event of prepayment in part, by depositing with said notice cash in an amount divisible by $5,000 equal and to the amount desired to Equipment under such Lease will be prepaid together with any Lease Payments then due but unpaid. In terminated and Lessee will own the event Equipment free and clear of prepayment in part, the partial prepayment shall be applied against Lease Payments Lessor’s security interest in such order of payment date as shall be selected by the Town. Lease Pay- ments due after any such partial prepayment shall be in the amounts set forth in a revised Lease Payment schedule which shall be provided by, or caused to be provided by, the Town to the Trustee and which shall represent an adjustment to the schedule set forth in Exhibit D attached hereto taking into account said partial prepaymentEquipment.

Prepayment Option. The Town may Lessee shall have the option to prepay or satisfy all its obligation hereunder, at the following times and upon the following terms: (a) From and after the date specified (if any) in the Payment Schedule (the “Prepayment Option Commencement Date”), on the Rental Payment dates specified in the Payment Schedule, upon not prepay the principal component less than 30 days’ prior written notice, and upon payment in full of the Lease Rental Payments prior to January 15then due and all other amounts then owing under this Agreement plus the then applicable Prepayment Price, 2030. The Authority hereby grants an option to which may include a prepayment premium on the Town to prepay the principal component of the Lease Payments in full, by paying the aggregate unpaid principal components of the Lease Payments balance as set forth in Exhibit D here- to, or in part, on and after January 15, 2030, in a prepayment amount equal to the principal amount of Lease Payments to be prepaid, and accrued interest to the date fixed for prepay- ment, plus the prepayment premium set forth in the following table: Prepayment Period Prepayment Premium January 15, 2030 through January 14, 2031 2% January 15, 2031 and thereafter 0 Said option shall be exercised by the Town by giving written notice to the Authority and the Trustee of the exercise of such option at least forty-five Payment Schedule; or (45b) days prior to said Lease Payment Date. Such option shall be exercised in In the event of prepayment in full, by deposit- ing with said notice cash in an amount, which, together with amounts then on deposit in the Revenue Fund and the Insurance and Condemnation Fund, will be sufficient substantial damage to pay the ag- gregate unpaid component or destruction or condemnation of substantially all of the Lease Payments Equipment, on said Lease the day specified in Lessee’s notice to Lessor of its exercise of the prepayment option (which shall be the earlier of the next Rental Payment Date as set forth date or 60 days after the casualty event) upon payment in Exhibit D hereto, together with any Lease Payments full to Lessor of the Rental Payment then due but unpaid, plus the then applicable Prepayment Price (or, in the event such prepayment occurs on a date other than a Rental Payment date, the sum of prepayment in part, by depositing with said notice cash in an amount divisible by $5,000 equal (i) the Prepayment Price set forth on the Payment Schedule relating to the amount desired Rental Payment immediately prior to be prepaid together with any the date of such prepayment plus (ii) accrued interest on the Outstanding Balance set forth on the Payment Schedule relating to the Rental Payment immediately prior to the date of such prepayment, plus all other amounts then owing hereunder; or (c) Upon the expiration of the Lease Term, upon payment in full of all Rental Payments then due but unpaidand all other amounts then owing hereunder to Lessor. In After payment of the event applicable Prepayment Price and all other amounts owing hereunder, ▇▇▇▇▇▇’s security interests in and to such Equipment will be terminated and Lessee will own the Equipment free and clear of prepayment in part, the partial prepayment shall be applied against Lease Payments in such order of payment date as shall be selected by the Town. Lease Pay- ments due after any such partial prepayment shall be Lessor’s security interest in the amounts set forth in a revised Lease Payment schedule which shall be provided by, or caused to be provided by, the Town to the Trustee and which shall represent an adjustment to the schedule set forth in Exhibit D attached hereto taking into account said partial prepaymentEquipment.

Prepayment Option. The Town For Loans in which Borrower has a Prepayment Option (e.g. Open Loans, Term Loans with Prepayment Option, etc.): (i) Borrower may not prepay give Lender an irrevocable Written Notice to notify Lender during Business Hours of Borrower’s intent to return or repay the principal component of the Lease Payments Loan prior to January 15, 2030. The Authority hereby grants an option maturity without being subject to the Town to prepay the principal component of the Lease Payments in full, by paying the aggregate unpaid principal components of the Lease Payments Early Termination Fees as set forth in Exhibit D here- toSection [3.4] (the “Exercise of the Prepayment Option”), or provided that in partthe case of Open Loans, on and such Exercise of the Prepayment Option could only be made by the Borrower after January 15the expiration of 30 days from the Loan Effective Date, 2030, in a prepayment amount equal to unless otherwise agreed by the principal amount of Lease Payments to be prepaid, and accrued interest Lender. Borrower shall provide said Written Notice at least 5 calendar days prior to the date fixed for prepay- ment, plus on which the prepayment premium set forth in the following table: Prepayment Period Prepayment Premium January 15, 2030 through January 14, 2031 2% January 15, 2031 and thereafter 0 Said option shall be exercised by the Town by giving written notice to the Authority and the Trustee Borrower will repay all or a portion of the exercise of such option at least forty-five Loan Balance (45) days prior to said Lease Payment Datelater date, the “Redelivery Day”). Such option shall be exercised in the event of prepayment in full, by deposit- ing with said notice cash in an amount, which, together with amounts then on deposit in the Revenue Fund and the Insurance and Condemnation Fund, will be sufficient to pay the ag- gregate unpaid component Borrower’s Exercise of the Lease Payments on said Lease Payment Date as set forth in Exhibit D heretoPrepayment Option shall not relieve it of any of its obligations herein, together with any Lease Payments then due but unpaid, or, in the event including without limitation its payment of prepayment in part, by depositing with said notice cash in an amount divisible by $5,000 equal to the amount desired to be prepaid together with any Lease Payments then due but unpaidowed Loan Fees and Late Fees. In the event of prepayment in parta Prepayment Option where the Borrower repays only a portion of the Loan Balance, Borrower shall repay said portion of the Loan Balance on the Redelivery Day and the remaining portion of the Loan Balance on the earlier of the Maturity Date and if applicable, the partial prepayment subsequent Redelivery Day. For Open Loans, the Lender can terminate the Loan at any time in its sole discretion without being subject to any fees or liabilities. The Lender shall be applied against Lease Payments in give the Borrower a Written Notice to notify the Borrower its intent to terminate the Loan and the Borrower shall repay the full amount of the Loan Balance within two Business Days after receiving such order notice. If the Borrower fails to repay the full amount of the Loan Balance within such timeline, the Lender shall have the right to immediately transfer any and all of Borrower’s Collateral from the collateral account to Lender’s operating account necessary for the payment date as shall be selected of any nonpayment, liability, obligation, or indebtedness owed by the Town. Lease Pay- ments due after any such partial prepayment shall be in the amounts set forth in a revised Lease Payment schedule which shall be provided by, or caused to be provided by, the Town Borrower to the Trustee and which shall represent an adjustment to the schedule set forth in Exhibit D attached hereto taking into account said partial prepaymentLender.

Prepayment Option. The Town may Lessee shall have the option to prepay or satisfy all its obligations under a Lease, at the following times and upon the following terms: (a) From and after the date specified (if any) in the applicable Payment Schedule (the “Prepayment Option Commencement Date”), on the Rental Payment Dates specified in such Payment Schedule, upon not prepay the principal component less than 30 days’ prior written notice, and upon payment in full of the Rental Payments then due and all other amounts then owing under the applicable Lease Payments prior to January 15plus the then applicable Prepayment Price, 2030. The Authority hereby grants an option to which may include a prepayment premium on the Town to prepay the principal component of the Lease Payments in full, by paying the aggregate unpaid principal components of the Lease Payments balance as set forth in Exhibit D here- to, such Payment Schedule; or (b) In the event of substantial damage to or destruction or condemnation of substantially all of the Equipment listed in parta Lease, on and the day specified in Lessee’s notice to Lessor of its exercise of the prepayment option (which shall be the earlier of the next applicable Rental Payment Date under such Lease or 60 days after January 15the casualty event) upon payment in full to Lessor of the sum of (i) the Rental Payment then due under such Lease plus (ii) the then applicable Prepayment Price under such Lease or if the prepayment date occurs prior to the first Rental Payment Date for which the Prepayment Price is shown, 2030, in then the sum that is equal to the then aggregate unpaid principal component of Rental Payments (the “Outstanding Balance”) on such prepayment date plus a prepayment premium in an amount equal to the principal amount of Lease Payments to prepayment premium that would be prepaidpayable on such first Rental Payment Date plus (iii) in the event such prepayment occurs on a date other than a Rental Payment Date, and accrued interest to such prepayment date on the Outstanding Balance set forth on the applicable Payment Schedule relating to the Rental Payment immediately prior to the date fixed for prepay- mentof such prepayment, plus (iv) all other amounts then owing under the prepayment premium set forth in the following table: Prepayment Period Prepayment Premium January 15, 2030 through January 14, 2031 2% January 15, 2031 and thereafter 0 Said option shall be exercised by the Town by giving written notice to the Authority and the Trustee of the exercise of such option at least forty-five applicable Lease; or (45c) days prior to said Lease Payment Date. Such option shall be exercised in the event of Upon payment or prepayment in full, by deposit- ing with said notice cash in an amount, which, together with amounts then on deposit in the Revenue Fund and the Insurance and Condemnation Fund, will be sufficient to pay the ag- gregate unpaid component full of the Lease Payments on said Lease Payment Date as set forth in Exhibit D hereto, together with any Lease all Rental Payments then due but unpaidand all other amounts then owing under such Lease to Lessor. After payment of the applicable Prepayment Price and all other amounts owing under a Lease, or, Lessor’s security interests in the event of prepayment in part, by depositing with said notice cash in an amount divisible by $5,000 equal and to the amount desired to Equipment under such Lease will be prepaid together with any Lease Payments then due but unpaid. In terminated and Lessee will own the event Equipment free and clear of prepayment in part, the partial prepayment shall be applied against Lease Payments Lessor’s security interest in such order of payment date as shall be selected by the Town. Lease Pay- ments due after any such partial prepayment shall be in the amounts set forth in a revised Lease Payment schedule which shall be provided by, or caused to be provided by, the Town to the Trustee and which shall represent an adjustment to the schedule set forth in Exhibit D attached hereto taking into account said partial prepaymentEquipment.