Prepayments, Etc Sample Clauses
The "Prepayments, Etc" clause governs the conditions under which a borrower can make payments on a loan before the scheduled due dates. It typically outlines whether prepayments are allowed, if there are any penalties or fees for doing so, and how such payments are applied to the outstanding balance or future installments. For example, the clause may specify that any extra payments reduce the principal amount owed or that certain notice must be given before making a prepayment. The core function of this clause is to provide clarity and structure around early loan repayments, helping both parties understand their rights and obligations and preventing disputes over how prepayments are handled.
Prepayments, Etc of Indebtedness. Prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner, or make any payment in violation of any subordination terms of, any Indebtedness, except (a) the prepayment of the Credit Extensions in accordance with the terms of this Agreement and (b) regularly scheduled or required repayments or redemptions of Indebtedness set forth in Schedule 7.02 and refinancings and refundings of such Indebtedness permitted pursuant to Section 7.02(d).
Prepayments, Etc of Debt. Prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled amortization or maturity thereof in any manner, or make any payment in violation of any subordination terms of, any Debt except (i) the payment or prepayment of any or all of the Obligations under the Loan Documents, (ii) the Capital Lease Amendment Payments, (iii) the Contingent Payments, and (iv) regularly scheduled or required repayments or redemptions of Surviving Debt, or amend, modify or change in any manner any term or condition of any Surviving Debt, except for any amendment, modification or change of Surviving Debt (except as provided in any of clauses (i) through (iii) above or otherwise in this Agreement) that (A) could not reasonably be expected to have a Material Adverse Effect, (B) would not accelerate the scheduled amortization of such Surviving Debt and (C) would not increase the applicable interest rate of such Surviving Debt, or permit any of its Subsidiaries to do any of the foregoing other than to prepay any Debt payable to the Borrower or another Subsidiary of the Parent; provided, that, notwithstanding the foregoing, the Parent and its Subsidiaries may (1) consummate any Permitted Refinancing (and thereafter make any regularly scheduled or required repayment or redemptions of Debt incurred in connection with such Permitted Refinancing) and (2) repay or refinance the Debt under the Loan Documents in full or in such other amount as is approved by the Required Lenders pursuant to Section 5.02(b)(viii).
Prepayments, Etc of Indebtedness. Prepay, redeem, purchase, defease or otherwise satisfy in each case prior to the due date thereof in any manner (it being understood that payments of interest, fees, premiums, indemnification payments and expenses when due and mandatory prepayments shall be permitted) any Junior Indebtedness in an outstanding principal amount exceeding the greater of (1) $8,000,000 and (2) 15.0% of the Consolidated EBITDA of Holdings for the most recently ended Test Period or make any payment in violation of any subordination terms of any such Junior Indebtedness (collectively, “Restricted Prepayments”), except:
(a) the refinancing thereof with the net cash proceeds of (i) any issuance of Qualified Equity Interests of Holdings (or parent company thereof) to the extent not otherwise applied under this Agreement or constituting a Cure Amount or (ii) Indebtedness that (x) constitutes a Permitted Refinancing of such Junior Indebtedness and (y) is subordinated in right of payment to the Obligations;
(b) the conversion of any Junior Indebtedness to Qualified Equity Interests;
(c) Restricted Prepayments in an amount not to exceed the Available Amount; provided that with respect to Restricted Prepayments made in reliance on the Growth Amount, (x) no Event of Default shall result therefrom and (y) the Total Net Leverage Ratio shall not exceed the Total Net Leverage Ratio as of the Closing Date on a Pro Forma Basis;
(d) [reserved];
(e) additional Restricted Prepayments so long as (x) no Event of Default has occurred and is continuing or would result therefrom and (y) immediately after giving effect to such Restricted Prepayment, the Senior Secured Net Leverage Ratio calculated on a Pro Forma Basis is less than or equal to 3.00:1.00;
(f) Restricted Prepayments as part of an applicable high yield discount obligation catch-up payments; and
(g) Restricted Prepayments with respect to intercompany Indebtedness owed to Holdings or any of its Restricted Subsidiaries permitted under Section 7.03, subject to the subordination provisions applicable thereto.
Prepayments, Etc of Indebtedness. Prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner any Indebtedness at any time that an Event of Default exists or would result therefrom, except the prepayment of the Credit Extensions in accordance with the terms of this Agreement.
Prepayments, Etc of Indebtedness.
Prepayments, Etc of Indebtedness; Certain Amendments 175
Prepayments, Etc. (a) The applicable Borrower shall have the right at any time and from time to time to prepay any Borrowing in whole or in part, without premium or penalty (but subject to Section 2.16), in an aggregate principal amount that is an integral multiple of the Borrowing Multiple and not less than the Borrowing Minimum or, if less, the amount outstanding, subject to prior notice in accordance with Section 2.10(e), provided that such optional prepayments of the Term Loans shall be applied to reduce on a pro rata basis (based on the amount of such amortization payments) the remaining scheduled amortization payments in respect of the Term Loans.
(b) In the event and on such occasion that the Revolving Facility Credit Exposure exceeds (x) 105% of the total Revolving Facility Commitments solely as a result of currency fluctuations or (y) the total Revolving Facility Commitments (other than as a result of currency fluctuations), the Borrowers under the Revolving Facility shall prepay Revolving Facility Borrowings, Swingline Dollar Borrowings and/or Swingline Euro Borrowings (or, if no such Borrowings are outstanding, deposit cash collateral in an account with the Administrative Agent pursuant to Section 2.05(k)) made to such Borrowers, in an aggregate amount equal to the amount by which the Revolving Facility Credit Exposure exceeds the total Revolving Facility Commitments.
(c) Holdings shall cause (i) an amount equal to all Net Proceeds (rounded down to the nearest Borrowing Multiple) promptly upon receipt thereof to be used to prepay Term Loans in accordance with Section 2.10(c) and (ii) an amount equal to the Remaining Note Amount (rounded down to the nearest Borrowing Multiple) to be used to prepay Term Loans in accordance with Section 2.10(c) on the date three months after the Effective Date to the extent not previously used to redeem the Remaining Notes.
(d) On any day on which the aggregate CL Exposure exceeds the Total Credit-Linked Commitment at such time, CAC and the Company on a joint and several basis agree to pay to the Administrative Agent at the Payment Office on such day an amount of cash and/or Cash Equivalents equal to the amount of such excess, such cash and/or Cash Equivalents first, to be used to repay any outstanding CL Loans, with any remaining cash and/or Cash Equivalents to be held as security for all obligations of the respective CL Borrower to the Issuing Lenders and the CL Lenders hereunder in respect of CL Letters of Credit in a cash collat...
Prepayments, Etc of Debt. Prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner, or make any payment in violation of any subordination terms of, any Subordinated Debt of the Borrower.
Prepayments, Etc of Indebtedness. Prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner, or make any payment in violation of any subordination terms of, the Senior Notes, the Convertible Notes or any Subordinated Indebtedness or Senior Unsecured Indebtedness, except for (i) any Permitted Refinancing of the Senior Notes, the Convertible Notes, Subordinated Indebtedness or Senior Unsecured Indebtedness permitted by Section 7.02, (ii) any refinancing of the Senior Notes with the proceeds of the Incremental Term Loans; provided that the Borrower’s First Lien Secured Leverage Ratio is less than 4.75:1.00 on a Pro Forma Basis and (iii) the redemption or cash settlement of the Convertible Notes with (A) the proceeds of Subordinated Indebtedness, (B) the proceeds of Incremental Term Loans, (C) the proceeds of Revolving Credit Loans or Revolving Commitment Increases; provided that (i) in the case of clause (B) and (C) the Borrower’s First Lien Secured Leverage Ratio is less than 4.75:1.00 on a Pro Forma Basis and (ii) in the case of clause (C) the Borrower shall have not less than $100,000,000 in availability under the Revolving Credit Facility, (D) the proceeds of Senior Unsecured Indebtedness; provided that the Borrower’s Consolidated Leverage Ratio is less than 5.50:1.00 on a Pro Forma Basis, (E) an issuance of Equity Interests of the Borrower and (F) so long as no Default shall have occurred and be continuing or would result therefrom, the Cumulative Growth Amount.
Prepayments, Etc of Indebtedness 92 Section 7.15. Amendment of Purchase Agreement 92 Section 7.16. Activities of Holdings and Finance Co 92 Section 7.17. Designated Senior Debt 92 Section 7.18. Capital Expenditures 93 ARTICLE 8 EVENTS OF DEFAULT AND REMEDIES Section 8.01. Events of Default 93 Section 8.02. Remedies Upon Event of Default 95 Section 8.03. Application of Funds 96 ARTICLE 9 ADMINISTRATIVE AGENT AND OTHER AGENTS Section 9.01. Appointment and Authorization of Agents 96 Section 9.02. Delegation of Duties 97 Section 9.03. Liability of Agents 97 Section 9.04. Reliance by Agents 98 Section 9.05. Notice of Default 98 Section 9.06. Credit Decision; Disclosure of Information by Agents 98 Section 9.07. Indemnification of Agents 99 Section 9.08. Agents in their Individual Capacities 99 Section 9.09. Successor Agents 99 Section 9.10. Administrative Agent May File Proofs of Claim 100 Section 9.11. Collateral and Guaranty Matters 101 Section 9.12. Other Agents; Arrangers and Managers 101 Section 9.13. Appointment of Supplemental Administrative Agents 101 ARTICLE 10 MISCELLANEOUS Section 10.01. Amendments, Etc 102 Section 10.02. Notices and Other Communications; Facsimile Copies 104 Section 10.03. No Waiver; Cumulative Remedies 105 Section 10.04. Attorney Costs, Expenses and Taxes 105 Section 10.05. Indemnification by the Borrower 106 Section 10.06. Payments Set Aside 107 Section 10.07. Successors and Assigns 107 Section 10.08. Confidentiality 110 Section 10.09. Setoff 110 Section 10.10. Interest Rate Limitation 111 Section 10.11. Counterparts 111 Section 10.12. Integration 111 Section 10.13. Survival of Representations and Warranties 111 Section 10.14. Severability 112 Section 10.15. Tax Forms 112 Section 10.16. Governing Law 113 Section 10.17. Waiver of Right to Trial by Jury 114 Section 10.18. Binding Effect 114 Section 10.19. USA Patriot Act Notice 114 SIGNATURES SCHEDULES