Prepayments. (a) The Borrower may, upon notice to the Administrative Agent, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05. Each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicable.
Appears in 2 contracts
Samples: Credit Agreement (Walter Industries Inc /New/), Credit Agreement (Walter Industries Inc /New/)
Prepayments. (a) The Borrower may, upon notice to the Administrative AgentAgent pursuant to delivery to the Administrative Agent of a Notice of Loan Prepayment, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate RateTerm Benchmark Loans or (B) five U.S. Government Securities Business Days prior to any date of prepayment of RFR Loans and (BBC) on the date of prepayment of Base Rate Loans or LIBOR Floating Rate Loans; (ii) any prepayment of Eurodollar Rate RateTerm Benchmark Loans under any such credit facility shall be in a principal amount of $5,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof; and (iii) any prepayment of Base Rate Loans under any such credit facility or LIBOR Floating RateRFR Loans shall be in a principal amount of $5,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Loans to be prepaid, prepaid and, if the Borrower is prepaying all or a portion of the Term Loan BEurodollar RateTerm Benchmark Loans are to be prepaid, the installments Interest Period(s) of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided that any such notice of prepayment may state that such notice is conditioned upon the effectiveness of other credit facilities or the closing of another transaction, the proceeds of which will be used to prepay any outstanding Loans, in which case such prepayment may be conditional upon the effectiveness of such other credit facilities or the closing of such other transaction. For the avoidance of doubt, any such conditional notice that does not result in a prepayment on the proposed prepayment date set forth in such notice shall be subject to the provisions of Section 3.05. Any prepayment of a Eurodollar Rate RateTerm Benchmark Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.16, each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages.
Appears in 2 contracts
Samples: Credit Agreement (Safehold Inc.), Credit Agreement (Istar Inc.)
Prepayments. (a) The Borrower may, upon notice to the Administrative AgentAgent pursuant to delivery to the Administrative Agent of a Notice of Loan Prepayment, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Term Benchmark Loans or (B) five U.S. Government Securities Business Days prior to any date of prepayment of RFR Loans and (BC) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Term Benchmark Loans under any such credit facility shall be in a principal amount of $5,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof; and (iii) any prepayment of Base Rate Loans under any such credit facility or RFR Loans shall be in a principal amount of $5,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Loans to be prepaid, prepaid and, if the Borrower is prepaying all or a portion of the Term Loan BBenchmark Loans are to be prepaid, the installments Interest Period(s) of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided that any such notice of prepayment may state that such notice is conditioned upon the effectiveness of other credit facilities or the closing of another transaction, the proceeds of which will be used to prepay any outstanding Loans, in which case such prepayment may be conditional upon the effectiveness of such other credit facilities or the closing of such other transaction. For the avoidance of doubt, any such conditional notice that does not result in a prepayment on the proposed prepayment date set forth in such notice shall be subject to the provisions of Section 3.05. Any prepayment of a Eurodollar Rate Term Benchmark Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.16, each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages.
Appears in 2 contracts
Samples: Credit Agreement (Istar Inc.), Credit Agreement (Safehold Inc.)
Prepayments. (a) The Borrower may, upon notice to the Administrative Agent, may at any time or and from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility Loans, in whole or in part part, without premium or penalty; penalty (except as specifically provided that (i) such in the last sentence of this Section 2.08(a)), upon notice must be received by delivered to the Administrative Agent not no later than 12:00 noon, New York City time (or in the case of an Alternative Currency, 11:00 a.m. (A) a.m., London time), not less than three Business Days prior to any date thereto, in the case of prepayment of Eurodollar Rate Loans and (B) Eurocurrency Loans, no later than 12:00 noon, New York City time, on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof ornotice, in each casethe case of ABR Loans, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such which notice shall specify the date and amount of such prepayment, prepayment and the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and; provided that, if a Eurocurrency Loan is prepaid on any day other than the Borrower is prepaying all or a portion last day of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each Interest Period applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by the Borrowerthereto, the Borrower shall make also pay any amounts owing pursuant to Section 2.13. Each such notice may be conditioned on the occurrence of one or more events (it being understood that the Administrative Agent and Lenders shall be entitled to assume that the Loans contemplated by such notice are to be made unless the Administrative Agent shall have received written notice revoking such notice of prepayment and on or prior to the payment date of such prepayment). Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional accrued interest to such date on the amount prepaid. Partial prepayments of Loans shall be in an aggregate principal amount that is an integral multiple of $1,000,000 and not less than $5,000,000 (or comparable amounts required determined by the Administrative Agent in the case of Alternative Currency). In the case of each prepayment of Loans pursuant to this Section 4.05. Each 2.08(a), the Borrower may in its sole discretion select the Loans (of any Class) to be repaid, and such prepayment shall be applied paid to the Loans of the applicable appropriate Lenders in accordance with their Pro Rata Revolving Shares respective pro rata share of such Loans. If any Repricing Event occurs prior to the date occurring 12 months after the Incremental Assumption Agreement No.1 Effective Date, the Borrower agrees to pay to the Administrative Agent, for the ratable account of each Lender with Term B-1 Loans that are subject to such Repricing Event (including any Lender which is replaced pursuant to Section 2.16(c) as a result of its refusal to consent to an amendment giving rise to such Repricing Event), a fee in an amount equal to 1.00% of the aggregate principal amount of the Term B-1 Loans subject to such Repricing Event. Such fees shall be earned, due and Pro Rata Term B Shares, as applicablepayable upon the date of the occurrence of such Repricing Event.
Appears in 2 contracts
Samples: Credit Agreement (Iac/Interactivecorp), Credit Agreement (Match Group, Inc.)
Prepayments. (a) The 6.2.1 Any Borrower may, upon notice to the Administrative Agent, at any time or may from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part part, without premium or penalty; , provided that (i) such notice must be received by the Company shall give the Administrative Agent (which shall promptly advise each Lender) notice thereof not later than 11:00 a.m. (Aa) three Business Days prior to any date 2:30 p.m. (Local Time) (or, in the case of prepayment of Eurodollar Rate Loans and Swing Line Loans, 4:00 p.m. (BNew York City time) on the date of such prepayment (which shall be a Business Day), in the case of Base Rate Loans and Swing Line Loans; , and (iib) any two Business Days prior to the date of such prepayment, in the case of Eurodollar Loans, in each case specifying the Loans to be prepaid and the date and amount of prepayment. Subject to Section 2.2.1, each partial prepayment of Eurodollar Rate Facility A Revolving Loans under any such credit facility and Facility B Revolving Loans shall be in a principal minimum amount of such that the Dollar Equivalent thereof is $5,000,000 or a whole 1,000,000 and an integral multiple of $1,000,000 in excess thereof; (iii) any . Each partial prepayment of Base Rate Term Loans under any such credit facility shall be in a principal minimum amount of $5,000,000 or a whole 3,000,000 and an integral multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be appliedthereof. Prepayments of the Term Loan B Facility A Revolving Loans shall be applied pro rata to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender Facility A Revolving Loans of its receipt of each such notice, and of all Facility A Revolving Lenders based on the outstanding amount thereof for the account of such applicable Facility A Revolving Lender’s ratable share . Prepayments of Facility B Revolving Loans shall be applied pro rata to the applicable Facility B Revolving Loans of all Facility B Revolving Lenders based on the outstanding amount thereof for the account of such prepaymentapplicable Facility B Revolving Lender. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice Prepayments of Term Loans shall be due and payable applied pro rata to applicable Term Loans of all Term Lenders based on the date specified thereinoutstanding amount thereof for the account of such applicable Term Lender. Any prepayment of a Eurodollar Rate Loan on a day other than the last day of an Interest Period therefor shall include interest on the principal amount being repaid and shall be accompanied subject to Section 8.4. Each notice of prepayment under this Section 6.2.1 shall be irrevocable; provided that a notice delivered by all accrued interest thereon, together the Company of the prepayment of Loans in connection with any additional amounts required the termination of the Commitments pursuant to Section 4.05. Each 6.1.1(b) may state that such prepayment shall notice is conditioned upon the consummation of another transaction, in which case such notice may be applied revoked by the Company (by notice to the Loans of Administrative Agent on or prior to the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablespecified effective date) if such condition is not satisfied.
Appears in 2 contracts
Samples: Credit Agreement (Regal Beloit Corp), Credit Agreement (Regal Beloit Corp)
Prepayments. (a) The Borrower may, upon notice to the Administrative AgentAgent pursuant to delivery to the Administrative Agent of a Notice of Loan Prepayment, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans or LIBOR Floating Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof; and (iii) any prepayment of Base Rate Loans under any such credit facility or LIBOR Floating Rate Loans shall be in a principal amount of $5,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Loans to be prepaid, prepaid and, if the Borrower is prepaying all or a portion of the Term Loan BEurodollar Rate Loans are to be prepaid, the installments Interest Period(s) of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided that any such notice of prepayment may state that such notice is conditioned upon the effectiveness of other credit facilities or the closing of another transaction, the proceeds of which will be used to prepay any outstanding Loans, in which case such prepayment may be conditional upon the effectiveness of such other credit facilities or the closing of such other transaction. For the avoidance of doubt, any such conditional notice that does not result in a prepayment on the proposed prepayment date set forth in such notice shall be subject to the provisions of Section 3.05. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.16, each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages.
Appears in 2 contracts
Samples: Credit Agreement (Istar Inc.), Credit Agreement (Safehold Inc.)
Prepayments. (a) The Borrower Borrowers may, upon notice to the Administrative Agent, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility Loans, Term A-1 Loans or the Term Loan B Facility A-2 Loans in whole or in part without premium or penalty; provided that (i) such notice must be in a form acceptable to Administrative Agent and be received by the Administrative Agent not later than 11:00 a.m. (A) three two (2) Business Days (or such lesser number of days as may be agreed to by the Administrative Agent) prior to any date of prepayment of Eurodollar Term SOFR Rate Loans and (B) on the date of prepayment of Daily SOFR Rate Loans or Base Rate Loans; (ii) any prepayment of Eurodollar Term SOFR Rate Loans under any such credit facility or Daily SOFR Rate Loans shall be in a the principal amount of $5,000,000 2,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof; and (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a the principal amount of $5,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan BSOFR Rate Loans are to be prepaid, the installments Interest Period(s) of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share portion of such prepayment (based on such Lender’s Applicable Percentage in respect of the relevant Facility) of such prepayment. If such notice is given by the BorrowerBorrowers, the Borrower Borrowers shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein (which date may be conditioned upon the effectiveness of other credit facilities or other transactions specified therein). Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with with, in the case of any Term SOFR Rate Loans, any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.16, each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages in respect of the relevant Facility.
Appears in 2 contracts
Samples: Credit Agreement (Highwoods Realty LTD Partnership), Credit Agreement (Highwoods Realty LTD Partnership)
Prepayments. (a) The Borrower may, upon notice to the Administrative Agent, at any time or from time to time voluntarily prepay Loans under the Term Loans, Revolving Credit Facility or the Term Loan B Facility Loans and Swingline Loans in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. 1:00 p.m. (A) three two (2) Business Days prior to any date of prepayment of Fixed Period Eurodollar Rate Loans Loans, and (B) on the date of prepayment of Base Rate Loans and Daily Floating Eurodollar Loans; (ii) any prepayment of Fixed Period Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility (other than Swingline Loans) shall be in a principal amount of $5,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereof and (iv) any prepayment of Swingline Loans shall be in a principal amount of $100,000 or a whole multiple of $100,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify (w) the date and amount of such prepayment, (x) whether the credit facility to which the prepayment Loan being prepaid is to be applieda Term Loan, Revolving Credit Loan and/or a Swingline Loan, (y) the Type(s) of Loans to be prepaid and (z) if Fixed Period Eurodollar Rate Loans are to be prepaid, and, if the Borrower is prepaying all or a portion Interest Period(s) of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share portion of such prepaymentprepayment (based on such Lender’s Applicable Percentage in respect of the relevant Facility). If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Fixed Period Eurodollar Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each such prepayment of the outstanding Term Loans pursuant to this Section 2.06(a) shall be applied to the principal repayment installments thereof on a pro-rata basis, and each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares respective Applicable Percentages in respect of each of the relevant Facilities. Notwithstanding anything to the contrary contained in this Agreement (but subject always to the provisions of Section 3.05), the Borrower may rescind any notice of prepayment under this paragraph (a) if such prepayment would have been made with proceeds of any refinancing of the Obligations, and Pro Rata Term B Shares, as applicablesuch refinancing is not consummated or is otherwise delayed.
Appears in 2 contracts
Samples: Credit Agreement (Meredith Corp), Credit Agreement (Meredith Corp)
Prepayments. (a) The Except as otherwise provided in this Agreement (including, without limitation, the other terms and provisions of this Section 2.7 and Section 7.4 hereof), Borrower shall not have the right to prepay the Loan in whole or in part. Prior to December 6, 2026 (such period from and after December 6, 2026, the “Open Prepayment Period”), Borrower may, provided no Event of Default has occurred and is continuing, at its option and upon thirty (30) days prior notice to Lender (or such shorter period of time as may be permitted by Lender in its sole discretion), prepay the Administrative AgentDebt in whole (and not in part except as otherwise provided in this Agreement) on any Business Day together with payment to Lender of the Yield Maintenance Premium. On and after the first Business Day of the Open Prepayment Period, Borrower may, provided no Event of Default has occurred and is continuing, at any its option and upon ten (10) days prior notice to Lender (or such shorter period of time as may be permitted by Lender in its sole discretion or from time to time voluntarily as otherwise may be provided herein), prepay Loans under the Revolving Credit Facility or the Term Loan B Facility Debt in whole or in part on any Business Day without payment of any prepayment premium or penalty; provided that penalty (iincluding, without limitation, any Yield Maintenance Premium). Notwithstanding anything to the contrary herein, Borrower shall have the right to make a prepayment in part in accordance with the terms and conditions of this Section 2.7(a) such notice must be in order to cure a Trigger Period pursuant to clause (A)(ii) in the definition thereof, but subject to the terms and conditions of the definition of Trigger Period and other provisions of this Agreement. Any prepayment received by the Administrative Agent not later Lender on a date other than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Monthly Payment Date shall include an additional amount equal interest which would have accrued thereon to one percent (1%) the end of the amount of principal to be prepaid. Each Interest Accrual Period during which such notice shall specify the date and amount of payment is made (such prepaymentamounts, the credit facility to which the prepayment is to be applied“Interest Shortfall”) and such amounts (i.e., the Type(sprincipal and interest prepaid by Borrower) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied held by Lender as collateral security for the Loan in an interest bearing Eligible Account at an Eligible Institution, with interest accruing on such amounts to installments in the benefit of Borrower; such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05. Each such prepayment prepaid shall be applied to the Loans Loan on the next Monthly Payment Date, with any interest on such funds paid to Borrower on such date provided no Event of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicableDefault then exists.
Appears in 2 contracts
Samples: Loan Agreement (American Realty Capital New York City REIT, Inc.), Loan Agreement (American Realty Capital New York City REIT, Inc.)
Prepayments. (a) The Borrower Borrowers may, upon irrevocable notice (unless the notice is conditioned on a refinancing, a Change of Control or asset sale transaction or other transaction of a similar nature, in which case such notice may be revoked on or prior to such date, in the event such transaction is not consummated on or prior to such date) from the Lead Borrower to the Administrative Agent, at any time or from time to time voluntarily prepay Committed Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar LIBO Rate Loans and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar LIBO Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof; and (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Committed Loans to be prepaid, prepaid and, if the Borrower is prepaying all or a portion of the Term Loan BLIBO Rate Loans, the installments Interest Period(s) of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeCommitted Loans. The Administrative Agent will promptly notify each applicable Revolving Lender of its receipt of each such notice, and of the amount of such Revolving Lender’s ratable share Applicable Percentage of such prepayment. If such notice is given by the Lead Borrower, the Borrower Borrowers shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar LIBO Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each such prepayment shall be applied to the Committed Loans of the applicable Revolving Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages.
Appears in 1 contract
Prepayments. (a) The Borrower Borrowers may, upon notice to the Administrative Agent, at any time or from time to time voluntarily prepay Revolving Loans under the Revolving Credit Facility or the Term Loan B Facility Loans in whole or in part without premium or penalty; provided that (i) such notice must be in a form acceptable to Administrative Agent and be received by the Administrative Agent not later than 11:00 a.m. 1:00 p.m. (A) threeone U.S. Government Securities Business Day prior to any date of prepayment of Daily Simple SOFR Loans, (B) three U.S. Government Securities Business Days prior to any date of prepayment of Eurodollar Rate LIBORTerm SOFR Loans and (BBC) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate LIBORSOFR Loans under any such credit facility shall be in a minimum principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; and (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a minimum principal amount of $5,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Revolving Loans or Term Loans to be prepaid and, if LIBORTerm SOFR Loans are to be prepaid, and, if the Borrower is prepaying all or a portion Interest Period(s) of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Revolving Percentage or Applicable Term Percentage, as the case may be, of such prepayment. If such notice is given by the BorrowerBorrowers, the Borrower Borrowers shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Aggregate Revolving Loan Commitments as contemplated by Section 2.07, then such notice of prepayment may be revoked if such termination is revoked in accordance with Section 2.07. Any prepayment of a Eurodollar Rate LIBORSOFR Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.18, each such prepayment shall be applied to the Revolving Loans or the Term Loans, as applicable, of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages.
Appears in 1 contract
Prepayments. (a) The Without prepayment premium or penalty but subject to Section 3.05, Borrower may, upon at least one (1) Banking Day's notice to Administrative Agent in the case of the Base Rate Loans, and at least three (3) Banking Days' notice to Administrative Agent in the case of LIBOR Loans, prepay the Ratable Loans in whole or, with respect to Base Rate Loans only, in part, provided that (1) any partial prepayment under this Section shall be in integral multiples of One Million Dollars ($1,000,000); and (2) each prepayment under this Section shall include, at Administrative Agent's option, at any time all interest accrued on the amount of principal prepaid to (but excluding) the date of prepayment. Borrower shall have the right to prepay Bid Rate Loans only with the consent of the Bank or the Designated Lender that funded the Bid Rate Loan that Borrower desires to prepay. Borrower may, from time to time voluntarily on any Banking Day so long as prior notice is given to Administrative Agent and Swingline Lender no later than 1:00 p.m. (New York City time) on the day on which Borrower intends to make such prepayment, prepay any Swingline Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that in amounts aggregating at least One Hundred Thousand Dollars (i$100,000), and in an integral multiple of One Hundred Thousand Dollars ($100,000) such notice must (or, if less, the aggregate outstanding principal amount of all Swingline Loans then outstanding) by paying the principal amount to be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior prepaid together with accrued interest thereon to any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in by initiating a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary wire transfer of the Closing Date principal and interest on the Swingline Loans no later than 1:00 P.M. (New York City time) on such day and Borrower shall include an additional amount equal deliver a federal reference number evidencing such wire transfer to one percent (1%) of the amount of principal to be prepaidAdministrative Agent as soon as available thereafter on such day. Each such notice shall specify the date and amount of such prepaymentUnless otherwise directed by Borrower, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if any prepayments made by the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied first to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such noticeany and all Loans outstanding that are not secured by a Refinancing Mortgage, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given only to Loans secured by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice Refinancing Mortgages if there shall be due and payable on no other Loans outstanding at the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05. Each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicabletime.
Appears in 1 contract
Prepayments. (a) The Borrower may, upon notice to may prepay the Administrative Agent, at principal amount of any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility Prime Advance in whole or in part from time to time without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment penalty. The Borrower may not prepay any LIBOR Advance before the expiration of Eurodollar Rate Loans under the LIBOR Interest Period applicable to such LIBOR Advance, except upon the payment of the amount provided for below. If any such credit facility shall be in a principal amount of $5,000,000 LIBOR Advance becomes due and payable or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time is prepaid prior to the first anniversary last day of the Closing Date shall include an additional amount equal to one percent applicable LIBOR Interest Period (1%) including any prepayment resulting from the acceleration of the amount Revolving Facility by the Lenders as a consequence of principal to be prepaid. Each such notice shall specify the date and amount an Event of such prepaymentDefault), the credit facility Borrower also promises to which reimburse the prepayment is to be appliedLenders on demand for any resulting loss, cost, or expense incurred by the Type(s) Lenders as a result thereof including, without limitation, any loss incurred in obtaining, liquidating, or employing deposits from third parties, but excluding the Lenders’ loss of Loans to be prepaidmargin for the period after any such payment. If, and, if the Borrower is prepaying all or a portion because of the Term Loan Bintroduction of or any change in, the installments or because of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B any judicial, administrative, or other governmental interpretation of, any law or regulation, there shall be applied any increase in the cost to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender Lenders of its receipt of each such noticemaking, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given funding, maintaining, or allocating capital to LIBOR Advances, then from time to time, within fifteen (15) days after demand by the BorrowerAgent, the Borrower shall make such prepayment and either (a) pay to the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any Lenders additional amounts required pursuant sufficient to Section 4.05compensate the Lenders for such increased cost; or (b) convert all LIBOR Advances to a Prime Advance. Each such prepayment If the Borrower elects the option provided in the foregoing subparagraph (b), the Borrower shall not be applied subject to the Loans requirement hereunder that the Borrower reimburse the Lenders for any loss, cost or expense incurred by the Lenders as a result of the Borrower paying a LIBOR Advance prior to the end of the applicable LIBOR Interest Period; provided, however, thereafter the Borrower may not elect for any Advances to be LIBOR Advances. If, because of the introduction of or any change in, or because of any judicial, administrative, or other governmental interpretation of, any law or regulation, it becomes unlawful for the Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Sharesto make, as applicablefund, or maintain any LIBOR Advance, then the Lenders’ obligation to make, fund, or maintain any LIBOR Advance shall terminate.
Appears in 1 contract
Samples: Secured Revolving Credit Agreement (Windrose Medical Properties Trust)
Prepayments. (a) The Borrower may, upon notice to the Administrative Agent, at any time or from time to time voluntarily may prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that penalty (but, if in part, then: (i) if such Borrowing is of Base Rate Loans, in an amount not less than $1,000,000 or such greater amount which is an integral multiple of $1,000,000, (ii) if such Borrowing is of Eurodollar Loans, in an amount not less than $5,000,000 or such greater amount which is an integral multiple of $1,000,000, and (iii) in each case, in an amount such that the minimum amount required for a Borrowing pursuant to Section 1.5 hereof remains outstanding) any Borrowing of Eurodollar Loans on the last day of the Interest Period therefor and at any other time upon three (3) Business Days prior notice must be received by the Borrower to the Administrative Agent, and in the case of a Borrowing of Base Rate Loans, notice delivered by the Borrower to the Administrative Agent not no later than 11:00 10:0011:00 a.m. (A) three Business Days prior to any date ChicagoNew York City Table of prepayment of Eurodollar Rate Loans and (BContents time) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, such shorter period of time then agreed to by the entire Administrative Agent), each such notice to specify the prepayment date, the Borrowing or Borrowings to be prepaid and the principal amount of each Borrowing or portion thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid; provided that a notice of prepayment delivered by the Borrower may state that the prepayment contemplated thereby is subject to the effectiveness or funding of other credit facilities, the completion of any debt or equity offering or the completion of any other corporate transaction or event that will provide the proceeds for such prepayment or otherwise result in such prepayment being required hereunder. Promptly following receipt of any such notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each such notice prepayment shall specify be made by the payment of the principal amount to be prepaid and accrued interest and fees thereon to the date and amount fixed for prepayment plus, in the case of such prepaymentany Eurodollar Loans, any amounts due the credit facility to which the Lenders under Section 1.12 hereof. Each prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B Borrowing shall be applied ratably to installments the Loans included in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, prepaid Borrowing and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05. Each such prepayment shall be applied to the Loans scheduled payments of principal pursuant to Section 1.8 in the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicabledirect order of maturity.
Appears in 1 contract
Samples: Credit Agreement (J M SMUCKER Co)
Prepayments. (a) The Borrower may, upon notice to the Administrative Agent, may at any time or and from time to time voluntarily prepay (or cause any Subsidiary Borrower to prepay) any Loans under the Revolving Credit of any Facility or the Term Loan B Facility (other than Multicurrency Loans), in whole or in part part, without premium or penalty; provided that (i) such , upon irrevocable notice must be received by delivered to the Administrative Agent not no later than 11:00 a.m. (A) A.M., New York City time, three Business Days prior to any date of prepayment thereto, in the case of Eurodollar Rate Loans Loans, and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof orno later than 11:00 A.M., New York City time, one Business Day prior thereto, in each casethe case of ABR Loans, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such which notice shall specify the date and amount of such prepayment, the credit facility to which prepayment and whether the prepayment is to be appliedof Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion last day of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each Interest Period applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by the Borrowerthereto, the Borrower shall make also pay (or cause any Subsidiary Borrower to pay) any amounts owing pursuant to Section 2.20; provided, further, that a notice of optional prepayment may state that such notice is conditional upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other Indebtedness or other transaction, in which case such notice of prepayment and may be revoked by the payment Borrower. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to Section 4.05such date on the amount prepaid. Each such prepayment Partial prepayments of Loans (other than Swingline Loans) shall be applied to the in an aggregate principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicable$100,000 or a whole multiple thereof.
Appears in 1 contract
Samples: Credit Agreement (Synopsys Inc)
Prepayments. (a) The Borrower may, upon notice delivery of a Notice of Loan Prepayment to the Administrative Agent, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B any Facility in whole or in part without premium or penalty; provided that (ia) such notice must be received by the Administrative Agent not later than 11:00 a.m. (Ai) three Business Days prior to any date of prepayment of Eurodollar Rate Term SOFR Loans and (Bii) on the date of prepayment of Base Rate Loans; (iib) any prepayment of Eurodollar Rate Term SOFR Loans under any such credit facility shall be in a principal amount of $5,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof; and (iiic) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is Facility (or Facilities) to be applied, prepaid and the Type(s) of Loans to be prepaid, prepaid and, if the Borrower is prepaying all or a portion of the Term Loan BSOFR Loans are to be prepaid, the installments Interest Period(s) of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each Lender under the applicable Lender Facility of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Loan Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided that, so long as the Administrative Agent is notified prior to the prepayment date, a notice of optional prepayment may state that such notice is conditional upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other Indebtedness or the occurrence of some other identifiable event or condition, in which case such notice of prepayment may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified date of prepayment) if such condition is not satisfied. Any prepayment of a Eurodollar Rate Term SOFR Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.15, each such prepayment shall be applied to the Loans of the Lenders under the applicable Lenders Facility in accordance with their Pro Rata Revolving Shares respective Applicable Loan Percentages. Notwithstanding anything to contrary and Pro Rata Term B Sharesfor the avoidance of doubt, the provisions of this Section 2.05 shall permit any prepayment of Loans on a Facility by Facility basis and on a non-pro rata basis across Facilities (but not within a single Facility), in each case, as applicableselected by the Borrower in its sole discretion.
Appears in 1 contract
Samples: Credit Agreement (Broadcom Inc.)
Prepayments. (a) The Borrower may, upon notice to the Administrative Agent, may at any time or and from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility any Loans, in whole or in part part, without premium or penalty; provided that (i) such , upon irrevocable notice must be received by delivered to the Administrative Agent not no later than 11:00 a.m. (A) A.M., New York City time, three Business Days prior to any date thereto, in the case of prepayment Term Benchmark Loans, and no later than 11:00 A.M., New York City time, one Business Day prior thereto, in the case of Eurodollar Rate Loans and ABR Loans, which notice shall specify (Bi) on the date of prepayment of Base Rate Loans; applicable Tranche, (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which prepayment and (iii) whether the prepayment is to be applied, of Term Benchmark Loans or ABR Loans; provided that if a Term Benchmark Loan is prepaid on any day other than the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion last day of the Term Loan BInterest Period applicable thereto, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select also pay any amounts owing pursuant to Section 2.20; provided, further, that a notice of optional prepayment may state that such notice is conditional upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other Indebtedness or other transaction, in its noticewhich case such notice of prepayment may be revoked by the Borrower. The Upon receipt of any such notice the Administrative Agent will shall promptly notify each applicable Tranche 1 Lender of its receipt of each such noticenotice in respect of any Tranche 1 Loans, and of the amount of such Tranche 1 Lender’s ratable share Applicable Tranche 1 Loan Percentage of such prepayment and will promptly notify each Tranche 2 Lender of its receipt of each such notice in respect of any Tranche 2 Loans, and of the amount of such Tranche 2 Lender’s Applicable Tranche 2 Loan Percentage of such prepayment. If any such notice is given by the Borrowergiven, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant accrued interest to such date on the amount prepaid. Subject to Section 4.05. Each 2.25, each such prepayment of Tranche 1 Loans shall be applied to the Tranche 1 Loans of the applicable Tranche 1 Lenders in accordance with their Pro Rata Revolving Shares respective Applicable Tranche 1 Loan Percentages and Pro Rata Term B Shares, as applicableeach such prepayment of Tranche 2 Loans shall be applied to the Tranche 2 Loans of the Tranche 2 Lenders in accordance with their respective Applicable Tranche 2 Loan Percentages. Partial prepayments of Loans shall be in an aggregate principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof.
Appears in 1 contract
Samples: Guarantee Agreement (Synopsys Inc)
Prepayments. (a) The Borrower may, upon notice by the Borrower to the Administrative AgentAgent pursuant to delivery to the Administrative Agent of a Notice of Loan Prepayment, at any time or from time to time time, voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be in a form reasonably acceptable to the Administrative Agent and be received by the Administrative Agent not later than 11:00 a.m. (A) three two (2) Business Days (or such shorter period as the Administrative Agent shall agree) prior to any date of prepayment of Eurodollar Rate Term SOFR Loans and (B) on the date of prepayment of Base Rate Loans and Daily SOFR Loans; (ii) any prepayment of Eurodollar Rate Term SOFR Loans under any such credit facility shall be in a minimum principal amount of $5,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereof; and (iii) any prepayment of Loans that are Base Rate Loans under any such credit facility or Daily SOFR Loans shall be in a minimum principal amount of $5,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereof orthereof, or in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, Facility and the Type(s) of Loans to be prepaid, prepaid and, if the Borrower is prepaying all or a portion of the Term Loan BSOFR Loans are to be prepaid, the installments Interest Period(s) of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Appropriate Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided, however, that a notice of voluntary prepayment may state that such notice is conditioned upon an event, such as the effectiveness of other credit facilities, the receipt of the proceeds from the issuance of Equity Interests or other Indebtedness or the receipt of the proceeds from a Disposition, in which case such notice of prepayment may be revoked by the Borrower if such condition is not satisfied. Any prepayment of a Eurodollar Rate Loan Loans that are Term SOFR Loans shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each such Subject to Section 2.18, each prepayment made pursuant to this clause (a) shall be applied to made ratably among the Loans of the applicable Appropriate Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages in respect of the applicable Facility.
Appears in 1 contract
Prepayments. (a) The Each Borrower may, upon notice to the Administrative Agent, at any time or from time to time voluntarily prepay Committed Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be in a form acceptable to the Administrative Agent and be received by the Administrative Agent not later than 11:00 a.m. (A) two Business Days prior to any date of prepayment of Term SOFR Loans, (B) three Business Days prior to any date of prepayment of Eurodollar Rate Alternative Currency Loans and (BC) on the date of prepayment of Base Rate Committed Loans; , (ii) any prepayment of Eurodollar Rate Term SOFR Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Alternative Currency Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof (or, if such prepayment is in an Alternative Currency, an approximately equivalent amount in the relevant currency, as agreed by the Company and Administrative Agent) and (iii) any prepayment of Base Rate Committed Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Committed Loans to be prepaid and, if Term SOFR Loans or Euro Term Rate Loans are to be prepaid, andthe Interest Period(s) of such Loans; provided, however, that a notice of prepayment may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Company (by notice to the Administrative Agent on or prior to the specified effective date) if the Borrower such condition is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticenot satisfied. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Percentage of such prepayment. If such notice is given by the a Borrower, the such Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.14, each such prepayment shall be applied ratably to the Committed Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages.
Appears in 1 contract
Prepayments. Borrower can voluntarily prepay, upon five (5) Business Days’ prior written notice to Agent, any Term Loan in full, but not in part. Upon the date of (a) The any voluntary prepayment of a Term Loan in accordance with the immediately preceding sentence or (b) any mandatory prepayment of a Term Loan required under this Agreement (whether by acceleration of the Obligations pursuant to Section 8.2 or otherwise), Borrower may, upon notice shall pay to the Administrative Agent, at any time or from time for the ratable benefit of the Lenders, a sum equal to time voluntarily prepay Loans under (a) all outstanding principal plus accrued interest with respect to such Term Loan, (b) the Revolving Credit Facility or Final Payment Fee (as such term is defined in Section 2.7(b)) for such Term Loan, and (c) a prepayment premium (as yield maintenance for the loss of a bargain and not as a penalty) equal to: (i) 3.00% of the outstanding principal amount of the Term Loan B Facility in whole being prepaid, if such prepayment is made on or in part without premium or penalty; provided that (i) before the one year anniversary of such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans; Term Loan, (ii) any prepayment 2.00 % of Eurodollar Rate Loans under any such credit facility shall be in a the outstanding principal amount of $5,000,000 the Term Loan being prepaid, if such prepayment is made after the one year anniversary of such Term Loan but on or a whole multiple before the two year anniversary of $1,000,000 in excess thereof; such Term Loan, and (iii) any prepayment 1.00 % of Base Rate Loans under any such credit facility shall be in a the outstanding principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility being prepaid, if such prepayment is made pursuant after the two year anniversary of such Term Loan but before the Scheduled Maturity Date. Notwithstanding the foregoing, if the Term Loans are refinanced with a new facility in an amount greater than or equal to the then outstanding Obligations and a Closing Date Lender becomes a lender under such refinancing, then such Closing Date Lender agrees to waive its Pro Rata Share of the prepayment premium described in this Section 2.06(a) at 2.4 in respect of the Terms Loans refinanced by such new facility. Nothing in this Section 2.4 is intended to be or constitutes a commitment on the part of Agent, any time prior Lender or any other Person to provide or arrange for financing or refinancing of the first anniversary obligations hereunder. “Closing Date Lender” shall mean each Lender listed on Schedule A, attached hereto as of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount Date, or any affiliate of such prepayment, the credit facility Lender to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying whom all or a any portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05. Each such prepayment shall be applied to the Loans of the applicable Lenders are assigned in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablethis Agreement.
Appears in 1 contract
Prepayments. (a) The Borrower may, may prepay the Term Loan only upon three (3) Business Days prior written notice to the Administrative AgentBank (which notice shall be irrevocable), at and any time such prepayment shall occur only on the last day of the Interest Period involved. As a condition to the Borrower's right to make such prepayment, the Borrower shall upon the request of the Bank pay to the Bank such amount or from time amounts as shall be sufficient (in the reasonable opinion of the Bank) to time voluntarily prepay Loans under the Revolving Credit Facility compensate it for any loss, cost or expense incurred as a result of (i) any prepayment of the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received on a date other than the last day of the Interest Period excepting only principal payments made by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date Borrower as scheduled under the terms of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans; Note, or (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under failure by Borrower to prepay the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior on the date for prepayment specified in Borrower's written notice. Without limiting the foregoing, the Borrower shall pay to the first anniversary Bank a "yield maintenance fee" in an amount computed as follows: The current rate for United States Treasury Securities (bills on a discounted basis shall be converted to a bond equivalent) with a maturity date closest to the end of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to Interest Period during which the prepayment is made, shall be subtracted from the LIBOR in effect at the time of prepayment. If the result is zero or a negative number, there shall be no yield maintenance fee. If the result is a positive number, then the resulting percentage shall be multiplied by the amount of the principal balance being prepaid. The resulting amount shall be divided by three hundred sixty (360) and multiplied by the number of days remaining the Interest Period during which the prepayment is made. Such amount shall be reduced to a present value calculated using the above-referenced United States Treasury Securities rate and the number of days remaining in the Interest Period during which the prepayment is made. The resulting amount shall be appliedthe yield maintenance fee due to the Bank upon the prepayment. If by reason of an Event of Default, the Type(s) of Loans Bank elects to be prepaid, and, if the Borrower is prepaying all or a portion of declare the Term Loan Bto be immediately due and payable, the installments of then any yield maintenance fee with respect to the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be become due and payable on in the date specified therein. Any prepayment same manner as though the Borrower had exercised such right of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05. Each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicableprepayment.
Appears in 1 contract
Samples: Loan Agreement (Oneida LTD)
Prepayments. (a) The Borrower may, upon notice to the Administrative Agent, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility any Borrowing in whole or in part without premium or penalty; provided that (ia) such notice must be received by the Administrative Agent not later than 11:00 a.m. 1:00 p.m., New York City time, (Ai) three Business Days prior to any date of prepayment of Eurodollar Rate Loans Term SOFR Loans, (ii) three U.S. Government Securities Business Days prior to any date of prepayment of Daily Simple SOFR Loans, and (Biii) on the one Business Day prior to any date of prepayment of Base Rate Loans; , and (iib) any prepayment of Eurodollar Rate Loans under any such credit facility Borrowing shall be in a principal an aggregate amount of $5,000,000 or a whole that is an integral multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof the Borrowing Multiple and not less than the Borrowing Minimum or, in each caseif less, the entire principal amount thereof of such Borrowing then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, prepayment and the credit facility to which the prepayment is Borrowing or Borrowings to be appliedprepaid and, the Type(s) of Loans if a Term SOFR Borrowing is to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeInterest Period applicable thereto. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such LenderXxxxxx’s ratable share of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment prepayment, and the payment amount specified in such notice shall be due and payable payable, on the date specified in the applicable notice; provided that such notice of prepayment may state that such prepayment is conditioned upon the occurrence of one or more events specified therein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the date of such prepayment) if any applicable condition is not satisfied. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant on the amount prepaid. Subject to Section 4.05. Each such 2.13, each prepayment of a Borrowing shall be applied to the Loans of the applicable Lenders comprising such Borrowing ratably in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablethe respective principal amounts of such Loans.
Appears in 1 contract
Samples: Term Loan Agreement (Amazon Com Inc)
Prepayments. (a) The Borrower may, upon notice to the Administrative Agentat its option, at any time or from time to time voluntarily repay or prepay part or all of the outstanding principal balance of the Loans under bearing interest based on the Prime Rate or the Revolving Credit Facility Note LIBOR Rate without premium. The Borrower may, at its option, from time to time repay or prepay part or all of the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by outstanding principal balance of any of the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Revolving Loans and (B) bearing interest based on the date LIBOR Rate and/or the Construction Loans at the end of prepayment a Loan Period without premium. If any LIBOR Rate Loan (including, without limitation, any advances of Base Revolving Loans that Borrower has elected to be a LIBOR Rate Loans; (iiLoan) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time is prepaid prior to the first anniversary end of the Closing Date shall include an additional amount equal Loan Period for such loan, whether voluntarily or because prepayment is required due to one percent (1%) such loan's maturing or accelerating upon default or otherwise, the Borrower agrees to pay all of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepaymentBank's costs, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such noticeexpenses, and of Interest Differential (as determined by the amount of such Lender’s ratable share Bank) incurred as a result of such prepayment. If such notice is given by Because of the Borrowershort-term nature of this facility, the Borrower agrees that the Interest Differential shall make such prepayment and the payment amount specified in such notice shall not be due and payable on the date specified thereindiscounted to its present value. Any prepayment of a Eurodollar LIBOR Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant in an amount equal to Section 4.05the remaining entire principal balance of such loan. Each such prepayment There shall be applied no prepayments of any Cost of Funds Rate Term Loan, provided that the Bank may consider requests for its consent with respect to prepayment of any Cost of Funds Rate Term Loan, without incurring an obligation to do so, and the Borrower acknowledges that in the event that such consent is granted, the Borrower shall be required to pay the Bank, upon prepayment of all or part of the principal amount of a Cost of Funds Rate Term Loan before final maturity, a prepayment indemnity ("Prepayment Fee") equal to the Loans greater of zero, or that amount, calculated on any date of prepayment ("Prepayment Date"), which is derived by subtracting: (a) the principal amount of such Cost of Funds Rate Term Loan or portion of such Cost of Funds Rate Term Loan to be prepaid from (b) the Net Present Value of such Cost of Funds Rate Term Loan or portion of such Cost of Funds Rate Term Loan to be prepaid on such Prepayment Date; provided, however, that the Prepayment Fee shall not in any event exceed the maximum prepayment fee permitted by applicable law. Notwithstanding the foregoing, if prior to the conversion of a Construction Period Construction Loan to a Cost of Funds Rate Term Loan, the Bank and the Borrower mutually agree that the Cost of Funds-Based Rate will include a premium as payment to the Bank for waiver by the Bank of any Prepayment Fee (determined by the Bank in its sole discretion) over the then applicable Cost of Funds-Based Rate and such premium is expressly described in the applicable Lenders in accordance Note, then the Borrower may prepay such Cost of Funds Rate Term Loan without incurring a Prepayment Fee. If the Borrower initially elects less than a 12 year maturity for a Construction Term Loan or an Existing Construction Term Loan that is also a Cost of Funds Rate Term Loan and later the Borrower exercises its option to extend the maturity up to 12 years from the Construction Conversion Date (or with their Pro Rata Revolving Shares respect to an Existing Construction Term Loan, from the date of issuance of such Existing Construction Term Loan), if the Borrower did not pay a premium to the Bank for waiver by the Bank of any Prepayment Fee at the Construction Conversion Date (or with respect to an Existing Construction Term Loan, at the date of issuance of such Existing Construction Term Loan), then the Borrower will be subject to a Prepayment Fee at the time the Borrower elects to extend the maturity date of such Construction Term Loan or Existing Construction Term Loan; provided, however, the Bank shall waive any Prepayment Fee that would otherwise apply to any Cost of Funds Rate Term Loan issued on or after September 1, 2007 and Pro Rata Term B Sharesprior to October 21, as applicable2010.
Appears in 1 contract
Prepayments. (a) The Borrower may, upon notice to the Administrative Agent, at any time or from time to time voluntarily prepay Committed Loans under the Revolving Credit and Additional Term Facility or the Term Loan B Facility Loans in whole or in part without premium or penaltypenalty (unless otherwise set forth in the amendment or supplement to this Agreement executed in connection with an Additional Term Facility pursuant to Section 2.15); provided that (i) such notice must be received by the Administrative Agent not later than 11:00 10:00 a.m. (A1) three Business Days prior to any date of prepayment of Eurodollar Rate Loans and (B2) on the date of prepayment of Base Rate Committed Loans and Additional Term Facility Loans that are Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 2,500,000 or a whole multiple of $1,000,000 500,000 in excess thereof; and (iiiC) any prepayment of Base Rate Committed Loans under any such credit facility and Additional Term Facility Loans that are Base Rate Loans shall be in a principal amount of $5,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Committed Loans and Additional Term Facility Loans to be prepaid, the Facility under which such Committed Loans and such Additional Term Facility Loans are outstanding and, if the Borrower is prepaying all or a portion of the Term Loan BEurodollar Rate Loans are to be prepaid, the installments Interest Period(s) of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeEurodollar Rate Loans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepaymentprepayment (based on such Lender’s Applicable Percentage in respect of the relevant Facility). If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.17, each such prepayment shall be applied to the Committed Revolving Loans or the Committed Term Loans of the Lenders, as directed by the Borrower, in accordance with their respective Applicable Percentages. Each prepayment of any Additional Term Facility Loans pursuant to this Section 2.05(a) shall be applied to the principal installments due thereon as set forth in the amendment or supplement to this Agreement executed in connection with the Additional Term Facility pursuant to Section 2.15 under which such Additional Term Facility Loans are outstanding, and each such prepayment shall be paid to the applicable Additional Term Facility Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata respective Applicable Percentages of such Additional Term B SharesFacility; provided that in the event that such amendment or supplement to this Agreement is silent as to the application of prepayments, then prepayments shall be applied as applicabledirected by the Borrower.
Appears in 1 contract
Samples: Credit Agreement (Coinstar Inc)
Prepayments. (a) The Borrower may, upon notice to the Administrative Agent, may at any time or and from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility Loans, in whole or in part part, without premium or penalty; penalty (except as specifically provided that (i) such in the last sentence of this Section 2.08(a)), upon notice must be received by delivered to the Administrative Agent not no later than 12:00 noon, New York City time (or in the case of an Alternative Currency, 11:00 a.m. (A) a.m., London time), not less than three Business Days prior to any date thereto, in the case of prepayment of Eurodollar Rate Loans and (B) Eurocurrency Loans, no later than 12:00 noon, New York City time, on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof ornotice, in each casethe case of ABR Loans, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such which notice shall specify the date and amount of such prepayment, prepayment and the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and; provided that, if a Eurocurrency Loan is prepaid on any day other than the Borrower is prepaying all or a portion last day of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each Interest Period applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by the Borrowerthereto, the Borrower shall make also pay any amounts owing pursuant to Section 2.13. Each such notice may be conditioned on the occurrence of one or more events (it being understood that the Administrative Agent and Lenders shall be entitled to assume that the Loans contemplated by such notice are to be made unless the Administrative Agent shall have received written notice revoking such notice of prepayment and on or prior to the payment date of such prepayment). Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional accrued interest to such date on the amount prepaid. Partial prepayments of Loans shall be in an aggregate principal amount that is an integral multiple of $1,000,000 and not less than $5,000,000 (or comparable amounts required determined by the Administrative Agent in the case of Alternative Currency). In the case of each prepayment of Loans pursuant to this Section 4.05. Each 2.08(a), the Borrower may in its sole discretion select the Loans (of any Class) to be repaid, and such prepayment shall be applied paid to the Loans of the applicable appropriate Lenders in accordance with their Pro Rata Revolving Shares respective pro rata share of such Loans. If any Repricing Event occurs prior to the date occurring 6 months after the Amendment No. 34 Effective Date, the Borrower agrees to pay to the Administrative Agent, for the ratable account of each Lender with Term B-1 Loans that are subject to such Repricing Event (including any Lender which is replaced pursuant to Section 2.16(c) as a result of its refusal to consent to an amendment giving rise to such Repricing Event), a fee in an amount equal to 1.00% of the aggregate principal amount of the Term B-1 Loans subject to such Repricing Event. Such fees shall be earned, due and Pro Rata Term B Shares, as applicablepayable upon the date of the occurrence of such Repricing Event.
Appears in 1 contract
Samples: Credit Agreement (Match Group, Inc.)
Prepayments. (aSubject to SECTION 9.04(b) The Borrower mayhereof, upon notice and to the Administrative Agentterms of the applicable Local Currency Addendum, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that if applicable, a Borrower may (i) such following notice must be received given to the Agent by the Administrative Agent Company (on behalf of such Borrower) not later than 11:00 a.m. A.M. (ANew York City time or local time, as applicable) on the proposed date of prepayment (or two Business Days prior to such prepayment in the case of a Designated Prepayment), such notice specifying the applicable Borrower, the proposed date and aggregate principal amount of the prepayment, and if such notice is given such Borrower shall, prepay the outstanding principal amounts of the Base Rate Advances comprising part of the same A Borrowing or Floating Rate Advances comprising the same Local Currency Borrowing in whole or ratably in part, together with accrued interest to the date of such prepayment on the principal amount prepaid and (ii) following notice given to the Agent (or, in the case of Fixed Rate Advances denominated in any Alternative Currency, the Euro-Agent or the applicable Local Currency Agent, as applicable) by the Company (on behalf of such Borrower) not later than 11:00 A.M. (London time or local time, as applicable) three Business Days prior to any the proposed date of prepayment of Eurodollar Rate Loans and (B) on or five Business Days prior to the proposed date of prepayment in the case of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any a Designated Prepayment), such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each casenotice specifying the applicable Borrower, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary proposed date of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, and if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by such Borrower shall, prepay the Borrower, outstanding principal amounts of the Borrower shall make such prepayment Fixed Rate Advances comprising a Committed Borrowing in whole (and the payment amount specified not in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereonpart), together with any additional amounts required pursuant accrued interest to Section 4.05the date of such prepayment on the principal amount prepaid; PROVIDED, HOWEVER, that Fixed Rate Advances that are A Advances may be prepaid ratably in part if such prepayment is a Designated Prepayment. Each In the case of a Designated Prepayment which provides for a prepayment in part of an A Borrowing, such prepayment shall be applied allocated only to the Loans Local Currency Banks under the Australian Local Currency Addendum and allocated among such Banks according to their Local Currency Commitments under the Australian Local Currency Addendum. In the case of the applicable Lenders a Committed Borrowing comprised of Base Rate Advances or other Floating Rate Advances, each partial prepayment shall be in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablean aggregate principal amount not less than $1,000,000.
Appears in 1 contract
Prepayments. (a) The Each Borrower may, upon notice from such Borrower to the Administrative Agent, at any time or from time to time voluntarily prepay Committed Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. 12:00 p.m. (A) three Business Days prior to any date of prepayment of Eurodollar Eurocurrency Rate Committed Loans denominated in Dollars, (B) four Business Days prior to any date of prepayment of Eurocurrency Rate Committed Loans denominated in Available Foreign Currencies, and (BC) on the date of prepayment of Base Rate Committed Loans; and (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof oror the Dollar Equivalent thereof, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaidif applicable. Each such notice shall specify (i) the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, ; (ii) the Type(s) of Committed Loans to be prepaid, and, if ; (iii) the Facility being prepaid; (iv) the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B Borrowers to which such prepayments will prepayment applies; and, (v) if Eurocurrency Rate Loans are to be applied. Prepayments prepaid, the Interest Period(s) of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Percentage of such prepayment. If any notice fails to indicate the Borrower or Borrowers to which such prepayment applies, such prepayment will be applied to the obligations of ACS. If such notice is given by the Borrowergiven, the applicable Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Eurocurrency Rate Committed Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.5. Each such prepayment shall be applied to the Committed Loans of the Lenders under the applicable Lenders Facility in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages for such Facility.
Appears in 1 contract
Samples: Credit Facility Agreement (Affiliated Computer Services Inc)
Prepayments. (a) The Borrower may, upon notice to the Administrative Agentat its option, at any time or from time to time voluntarily repay or prepay part or all of the outstanding principal balance of the Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Loans and (B) bearing interest based on the date of prepayment of Base Prime Rate Loans; (ii) without premium. If any prepayment of Eurodollar LIBOR Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time is prepaid prior to the first anniversary end of the Closing Date shall include an additional amount equal Loan Period for such loan, whether voluntarily or because prepayment is required due to one percent (1%) such loan’s maturing or accelerating upon default or otherwise, the Borrower agrees to pay all of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepaymentBank’s costs, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such noticeexpenses, and of Interest Differential (as determined by the amount of such Lender’s ratable share Bank) incurred as a result of such prepayment. If such notice is given by Because of the Borrowershort-term nature of this facility, the Borrower agrees that the Interest Differential shall make such prepayment and the payment amount specified in such notice shall not be due and payable on the date specified thereindiscounted to its present value. Any prepayment of a Eurodollar LIBOR Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant in an amount equal to Section 4.05the remaining entire principal balance of such loan. Each such prepayment There shall be applied no prepayments of any Cost of Funds Rate Term Loan, provided that the Bank may consider requests for its consent with respect to prepayment of any Cost of Funds Rate Term Loan, without incurring an obligation to do so, and the Borrower acknowledges that in the event that such consent is granted, the Borrower shall be required to pay the Bank, upon prepayment of all or part of the principal amount of a Cost of Funds Rate Term Loan before final maturity, a prepayment indemnity (“Prepayment Fee”) equal to the Loans greater of zero, or that amount, calculated on any date of prepayment (“Prepayment Date”), which is derived by subtracting: (a) the principal amount of such Cost of Funds Rate Term Loan or portion of such Cost of Funds Rate Term Loan to be prepaid from (b) the Net Present Value of such Cost of Funds Rate Term Loan or portion of such Cost of Funds Rate Term Loan to be prepaid on such Prepayment Date; provided, however, that the Prepayment Fee shall not in any event exceed the maximum prepayment fee permitted by applicable law. Notwithstanding the foregoing, if prior to the conversion of a Construction Loan to a Cost of Funds Rate Term Loan, the Bank and the Borrower mutually agree that the Cost of Funds-Based Rate will include a premium as payment to the Bank for waiver by the Bank of any Prepayment Fee (determined by the Bank in its sole discretion) over the then applicable Cost of Funds-Based Rate and such premium is expressly described in the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Promissory Note, then the Borrower may prepay such Cost of Funds Rate Term B Shares, as applicableLoan without incurring a Prepayment Fee.
Appears in 1 contract
Prepayments. (a) The Borrower Issuer may, upon notice to at its option, prepay the Administrative Agent, at Notes of any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility Series in whole or in part without premium or penaltyon any Business Day; provided that (i) the Issuer shall have provided written notice of such notice must be received by prepayment to the Administrative Agent not Indenture Trustee, the Paying Agent, the Back-Up Manager and Servicer no later than 11:00 a.m. ten (A10) three Business Days (or such shorter notice period set forth in the Variable Funding Note Purchase Agreement for any Series of Variable Funding Notes) prior to any date of prepayment of Eurodollar Rate Loans and (B) on the date of such prepayment of Base Rate Loans; and (ii) any such prepayment of Eurodollar Rate Loans under any such credit facility shall be in a is accompanied by all accrued and unpaid interest on the principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify Notes being prepaid through the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the applicable Prepayment Consideration if such prepayment occurs during the Prepayment Consideration Period with respect to such Series; provided that payment amount specified in such notice of any Prepayment Consideration shall be due and payable subject to Section 2.09(d). On the date of any prepayment in connection with which Prepayment Consideration is payable, the Indenture Trustee or the Paying Agent, as applicable, in either case at the prior written direction of the Manager (or, at any time that the Notes are Specially Serviced Notes, the Servicer), shall pay such Prepayment Consideration received in respect of any Class or Series of Notes to the Holders of the corresponding Class or Series of Notes pro rata based on the date specified thereinamount prepaid on each such Note. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05. Each such Such prepayment shall be applied subject in all respects to the Loans applicable requirements of the applicable Lenders Depositary in accordance connection with their Pro Rata Revolving Shares any prepayment and Pro Rata Term B Sharesneither the Indenture Trustee nor the Paying Agent shall have any responsibility or liability for the failure or delay of any such prepayments due to lack of compliance (other than, subject to timely receipt of any information or documents required for its compliance, by the Indenture Trustee or the Paying Agent, as applicable) with the applicable requirements of or any other policies and procedures of the Depositary or any other act or omission of the Depositary.
Appears in 1 contract
Samples: Base Indenture (Tucows Inc /Pa/)
Prepayments. (a) The Borrower may, upon notice to the Administrative Agentat its option, at any time or from time to time voluntarily repay or prepay part or all of the outstanding principal balance of the Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Loans and (B) bearing interest based on the date of prepayment of Base Prime Rate Loans; (ii) without premium. If any prepayment of Eurodollar LIBOR Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 Loan or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Money Market Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time is prepaid prior to the first anniversary end of the Closing Date shall include an additional amount equal Loan Period for such loan, whether voluntarily or because prepayment is required due to one percent (1%) such loan’s maturing or accelerating upon default or otherwise, the Borrower agrees to pay all of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepaymentBank’s costs, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such noticeexpenses, and of Interest Differential (as determined by the amount of such Lender’s ratable share Bank) incurred as a result of such prepayment. If such notice is given by Because of the Borrowershort-term nature of this facility, the Borrower agrees that the Interest Differential shall make such prepayment and the payment amount specified in such notice shall not be due and payable on the date specified thereindiscounted to its present value. Any prepayment of a Eurodollar LIBOR Rate Loan or a Money Market Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant in an amount equal to Section 4.05the remaining entire principal balance of such loan. Each such prepayment There shall be applied no prepayments of any Cost of Funds Rate Term Loan, provided that the Bank may consider requests for its consent with respect to prepayment of any Cost of Funds Rate Term Loan, without incurring an obligation to do so, and the Borrower acknowledges that in the event that such consent is granted, the Borrower shall be required to pay the Bank, upon prepayment of all or part of the principal amount of a Cost of Funds Rate Term Loan before final maturity, a prepayment indemnity (“Prepayment Fee”) equal to the Loans greater of zero, or that amount, calculated on any date of prepayment (“Prepayment Date”), which is derived by subtracting: (a) the principal amount of such Cost of Funds Rate Term Loan or portion of such Cost of Funds Rate Term Loan to be prepaid from (b) the Net Present Value of such Cost of Funds Rate Term Loan or portion of such Cost of Funds Rate Term Loan to be prepaid on such Prepayment Date; provided, however, that the Prepayment Fee shall not in any event exceed the maximum prepayment fee permitted by applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablelaw.
Appears in 1 contract
Prepayments. (a) The Borrower may, upon notice to the Administrative Agent, at any time or from time to time voluntarily prepay Committed Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be in a form acceptable to the Administrative Agent and be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Committed Loans and (B) on the date of prepayment of Base Rate Committed Loans; (ii) any prepayment of Eurodollar Rate Committed Loans under any such credit facility shall be in a minimum principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof2,000,000; and (iii) any prepayment of Base Rate Committed Loans under any such credit facility shall be in a minimum principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof 500,000 or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Committed Loans to be prepaid and, if Eurodollar Rate Committed Loans are to be prepaid, and, if the Borrower is prepaying all or a portion Interest Period(s) of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.20, each such prepayment received (i) at a time that no Event of Default is continuing shall be applied to the Committed Loans of the applicable Lenders in accordance with their Pro Rata respective Applicable Percentages and (ii) at a time that an Event of Default is continuing shall be applied to or, in the case of L/C Obligations that consist of the aggregate amount available to be drawn under all outstanding Letters of Credit, Cash Collateralize, the Revolving Shares and Pro Rata Term B Shares, as applicableCredit Exposure of all Lenders in accordance with their respective Applicable Percentages.
Appears in 1 contract
Prepayments. (a) The Borrower Company may, upon notice to the Administrative Agent, at any time or from time to time voluntarily prepay Committed Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. than, (A) in the case of Eurodollar Loans, 10:00 a.m. two Business Days prior to the date of prepayment, (B) in the case of other Eurocurrency Rate Loans, 11:00 a.m. three Business Days prior to any the date of prepayment of Eurodollar Rate Loans prepayment, and (BC) in the case of Base Rate Committed Loans, on the date of prepayment of Base Rate Loansprepayment; (ii) any prepayment of Eurodollar Rate Committed Loans under any such credit facility shall be in a Required Borrowing Amount or the entire outstanding principal amount of $5,000,000 Committed Loans (provided that this clause (ii) shall not apply to the first payment after any Committed Loans are made under Section 2.3(e) or a whole multiple 2.5(c) that result in any Borrowing of $1,000,000 Committed Loans not being in excess thereof; the Required Borrowing Amount) and (iii) after giving effect to any prepayment of Base Rate Loans under any such credit facility Committed Loans, each Committed Borrowing shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaidRequired Borrowing Amount. Each such notice shall specify the date and amount of such prepayment, prepayment and the credit facility to which the prepayment is to be applied, the Type(s) of Committed Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, notice and of the amount of such Lender’s ratable share Pro Rata Share of such prepayment. If such notice is given by the BorrowerCompany, the Borrower Company shall make such prepayment and on the date specified in such notice, with the payment amount specified in such notice shall be being due and payable on such specified date, it being understood, however, that the date specified thereinCompany may condition any prepayment of the entire outstanding amount of Committed Loans upon the consummation of replacement financing. Any prepayment of a Eurodollar Eurocurrency Rate Committed Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.053.5. Each such prepayment shall be applied to the Committed Loans of the applicable Lenders in accordance with their respective Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicable.
Appears in 1 contract
Samples: Credit Agreement (Pentair Inc)
Prepayments. (a) The Borrower may, upon notice to the Administrative Agent, If at any time or from time to time voluntarily prepay Loans under and for any reason the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary aggregate of the Closing Date Total New Vehicle Loan Outstandings plus the Swingline Loan Outstandings shall include an additional amount equal to one percent (1%) of exceed the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepaymentTotal New Vehicle Commitment, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of immediately pay the amount of such Lender’s ratable share excess to the Agent for application in accordance with the terms of such prepaymentSection 2.8(d) of this Agreement. If such notice is given at any time Total New Vehicle Loan Outstandings include amounts advanced as Other Purpose Loans and for any reason the aggregate amount outstanding of Total New Vehicle Loan Outstandings plus Swingline Loan Outstandings shall exceed the applicable Borrowing Base (whether reflected on a Borrowing Base Certificate, determined by the Borrowera Collateral inspection, or otherwise), the Borrower shall make immediately pay the amount of such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05. Each such prepayment shall be applied excess to the Loans of the applicable Lenders Agent for application in accordance with their Pro Rata Revolving Shares the terms of Section 2.8(d) of this Agreement. If at any time and Pro Rata Term B Sharesfor any reason the aggregate of the Swingline Loan Outstandings shall exceed the Swingline Commitment, as applicablethe Borrower shall immediately pay the amounts of such excess to the Agent for application in accordance with the terms of Section 2.8(d) of this Agreement. If at any time and for any reason the aggregate of the Total Program and Used Vehicle Loan Outstandings shall exceed the lesser of the Total Program and Used Vehicle Commitment or the applicable Borrowing Base (whether reflected on a Borrowing Base Certificate, determined by a Collateral inspection, or otherwise), the Borrower shall immediately pay the amount of such excess to the Agent for application in accordance with the terms of Section 2.8(d) of this Agreement. If at any time and for any reason the aggregate of the Total Demonstrator Vehicle Loan Outstandings shall exceed the Total Demonstrator Vehicle Commitment, the Borrower shall immediately pay the amount of such excess to the Agent for application in accordance with the terms of Section 2.8(d) of this Agreement. If at any time and for any reason the aggregate of the Total Acquisition Loan Outstandings shall exceed the lesser of the Total Acquisition Loan Commitment or the applicable Borrowing Base (whether reflected on a Borrowing Base Certificate, determined by a Collateral inspection, or otherwise), the Borrower shall immediately pay the amount of such excess to the Agent for application in accordance with the terms of Section 2.8(d) of this Agreement.
Appears in 1 contract
Samples: Credit Agreement (Lithia Motors Inc)
Prepayments. (a) The Borrower may, upon notice to the Administrative Agent (which notice, in the case of a termination of the full amount of the Facility and prepayment of all Loans in connection therewith, may state that it is conditioned on the Borrower receiving proceeds of other financing, in which case such notice may be revoked by the Borrower (by providing notice to the Administrative Agent) if such financing is not received by the Borrower on or prior to the proposed termination date of the Facility and prepayment of all Loans in connection therewith), at any time or from time to time voluntarily prepay Term Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (iA) such notice must be in a form reasonably acceptable to the Administrative Agent and received by the Administrative Agent not later than 11:00 a.m. (A1) three Business Days prior to any date of prepayment of Eurodollar Rate Term SOFR Loans and (B2) on the date of prepayment of Daily Simple SOFR Loans or Base Rate Loans; (iiB) any prepayment of Eurodollar Rate Term SOFR Loans under any such credit facility shall be in a principal amount of $5,000,000 3,000,000 or a whole multiple of $1,000,000 in excess thereof; and (iiiC) any prepayment of Daily Simple SOFR Loans or Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 300,000 or a whole multiple of $1,000,000 100,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Loans to be prepaid, prepaid and, if the Borrower is prepaying all or a portion of the Term Loan BSOFR Loans are to be prepaid, the installments Interest Period(s) of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share portion of such prepaymentprepayment (based on such Lender’s Applicable Percentage in respect of the Facility). If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Term SOFR Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.19, each such prepayment shall be applied paid to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages in respect of the Facility.
Appears in 1 contract
Samples: Assignment and Assumption (American Assets Trust, L.P.)
Prepayments. (a) The Borrower may, upon notice to the Administrative Agent, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penaltypart; provided that (i) such notice must be in a form acceptable to Administrative Agent and be received by the Administrative Agent not later than 11:00 a.m. (A) three (3) Business Days prior to any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a minimum principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof5,000,000; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a minimum principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof 500,000 or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any if such prepayment of Loans under occurs (A) before January 14, 2017, then Borrower shall, concurrently with such prepayment, pay to Administrative Agent, for the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary ratable benefit of the Closing Date shall include an additional amount Lenders, a prepayment penalty equal to one two percent (12.00%) of the amount Loans being prepaid, and (B) on or after January 14, 2017, but before January 14, 2018, then Borrower shall, concurrently with such prepayment, pay to Administrative Agent, for the ratable benefit of principal to be the Lenders, a prepayment penalty equal one percent (1.00%) of the Loans being prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Loans to be prepaid, prepaid and, if the Borrower is prepaying all or a portion of the Term Loan BEurodollar Rate Loans are to be prepaid, the installments Interest Period(s) of the Term Loan B to which such prepayments will be appliedLoans. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share portion of such prepayment (based on such Lender’s Applicable Percentage) of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided, however, that Borrower shall be entitled to make any such payment conditional on the receipt of other financing or the proceeds of other transactions (if such payment is made in connection with a refinancing or other payment in full of the Loans) to the extent specified in such notice. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.13, each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages.
Appears in 1 contract
Prepayments. (a) The Borrower may, upon notice to Each of the Administrative Agent, Borrowers may at any time or and from time to time voluntarily prepay the Loans under made to it and the Revolving Reimbursement Obligations in respect of Letters of Credit Facility or the Term Loan B Facility issued for its account, in whole or in part part, subject to subsection 4.12, without premium or penalty, upon at least three Business Days’ (or such shorter period as may be agreed to by the Administrative Agent) irrevocable notice by the Borrower Representative to the Administrative Agent (in the case of EurocurrencyTerm SOFR Loans outstanding in Dollars or BA Equivalent Loans and Reimbursement Obligations outstanding in any Canadian Dollars) or same day irrevocable notice by the Borrower Representative to the Administrative Agent (in the case of (x) ABR Loans and (y) Reimbursement Obligations outstanding in Dollars or Canadian Dollars); provided that (i) if any such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment is given in connection with a conditional notice of Eurodollar Rate Loans and (B) on the date termination of Commitments as contemplated by subsection 2.3 then such notice of prepayment may be revoked if such notice of Base Rate Loans; (ii) termination is revoked in accordance with subsection 2.3. Such notice shall specify, in the case of any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each caseLoans, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary identity of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify prepaying Borrower, the date and amount of such prepayment and whether the prepayment is (i) of Revolving Credit Loans or Swing Line Loans, or a combination thereof, and (ii) of EurocurrencyTerm SOFR Loans, BA Equivalent Loans or ABR Loans or a combination thereof and, in each case if a combination thereof, the principal amount allocable to each and, in the case of any prepayment of Reimbursement Obligations, the date and amount of prepayment, the credit facility identity of the applicable Letter of Credit or Letters of Credit and the amount allocable to which each of such Reimbursement Obligations. Upon the prepayment is to be appliedreceipt of any such notice, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will shall promptly notify each applicable affected Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepaymentthereof. If any such notice is given by the Borrowergiven, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with (if a EurocurrencyTerm SOFR Loan or BA Equivalent Loan is prepaid other than at the end of the Interest Period applicable thereto) any additional amounts required payable pursuant to Section 4.05subsection 4.12 and accrued interest to such date on the amount prepaid. Each such prepayment Partial prepayments of the Loans and the Reimbursement Obligations pursuant to this subsection 4.4(a) shall (unless the Borrower Representative otherwise directs) be applied, first, to payment of any Agent Advances then outstanding, second, to the payment of the Swing Line Loans, then outstanding, third, to the payment of any Revolving Credit Loans that are Tranche A Revolving Credit Loans then outstanding, fourth, to the payment of any Revolving Credit Loans that are Tranche A-1 Revolving Credit Loans then outstanding, fifth, to the payment of any Reimbursement Obligations then outstanding and, last, to cash collateralize any outstanding L/C Obligation on terms reasonably satisfactory to the Administrative Agent; provided, further, that any pro rata calculations required to be made pursuant to this subsection 4.4(a) in respect of any Loan denominated in Canadian Dollars shall be applied made on a Dollar Equivalent basis. Partial prepayments pursuant to this subsection 4.4(a) shall be in multiples of $1,000,000; provided that, notwithstanding the Loans of the applicable Lenders foregoing, any Loan may be prepaid in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicableits entirety.
Appears in 1 contract
Samples: Abl Credit Agreement (Veritiv Corp)
Prepayments. (a1) The Borrower may, upon notice Subject to the Administrative Agentfollowing, during the term of this Agreement, Borrower shall have the option of paying the principal amount under any of the Loans in advance of the Maturity Date, in whole or in part, at any time or and from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility upon written notion received by Bank at least three (3) business days prior to making such payment. If (i) Borrower prepays, in whole or in part without premium or penalty; provided that part, any principal amount under any Loan when the applicable interest rate for such Loan is a fixed rate based upon the Cost of Funds, the Borrower shall be liable for an amount equal to the difference between (ix) such notice must be received by the Administrative Agent not later than 11:00 a.m. maximum total interest (Aexcluding any default rate) three Business Days prior to any date of prepayment of Eurodollar Rate Loans and (B) hereunder which could have been earned based on the interest rate hereunder in effect on the date of such prepayment on the principal amount of Base Rate Loans; the Loans being prepaid from the effective date of any prepayment through and including the maturity date of such Loan, and (iiy) the total amount of interest which would accrue on an amount equal to the amount being prepaid from the date of such prepayment through and including the maturity date of such Loan calculated at an interest rate per annum equal to the latest published (as published in The Wall Street Journal) rate preceding the effective date of any prepayment for United States Treasury Notes or Bills (Bills on a discounted basis shall be converted to a bond equivalent) with a mature date closest to the maturity date of such Loan. The determination of the Bank of the foregoing amount shall, in the absence of manifest error, be conclusive and binding upon Borrower. Upon making any prepayment of Eurodollar Rate Loans the entire outstanding principal amount under any such credit facility Loan, Borrower shall pay to Bank all interest and expenses owing pursuant to the applicable Note and remaining unpaid. Each partial prepayment of principal under the Loans shall be applied in a principal amount inverse order of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior maturity to the first anniversary principal included in the installments provided herein. In the event that the Maturity Date is accelerated following an Event of the Closing Date shall include an additional amount equal to one percent (1%) Default, any tender of payment of the amount necessary to satisfy the entire indebtedness made after such Event of principal Default shall be expressly deemed a voluntary prepayment. In such a case, to be prepaid. Each such notice shall specify the date and amount of such prepaymentextent permitted by law, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B Bank shall be applied entitled to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by necessary to satisfy the Borrowerentire indebtedness, plus the Borrower shall make such appropriate prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05. Each such prepayment shall be applied to the Loans of the applicable Lenders premium calculated in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablethis Section 2.e.
Appears in 1 contract
Samples: Credit Agreement (Youbet Com Inc)
Prepayments. (a) The Borrower may, upon at least five (5) Business Days' notice to the Administrative AgentBank, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility Note in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior with accrued interest to any date of prepayment of Eurodollar Rate Loans and (B) on the date of such prepayment on the amount prepaid without penalty or premium (but subject to payment of Base Rate Loans; (ii) any break-funding costs, if any, of the Bank in the case of a prepayment on a day other than the last day of Eurodollar Rate Loans under any such credit facility an Interest Period), provided, that each partial prepayment shall be in a principal amount of not less than Fifty Thousand Dollars ($5,000,000 50,000.00) and the Borrower pays to the Bank any and all other fees and charges then due hereunder and under the other Loan Documents in connection with such prepayment. All partial prepayments shall be applied to principal in the inverse order of maturity. Without limiting the foregoing, if the Note is prepaid on any day other than the last day of an Interest Period applicable thereto, the Borrower shall also pay to the Bank any loss or expense that the Bank may sustain or incur as a whole multiple consequence of $1,000,000 (i) a default by the Borrower in excess thereof; (iii) making any prepayment of Base Rate Loans under the Note after the Borrower has given a notice thereof to the Bank in accordance with the provision of this Agreement or (ii) the making of any prepayment (irrespective of the timing of any notice) on a day that is not the last day of an Interest Period with respect thereto. Any such credit facility loss and/or expense shall be in a principal include any amount equal to the excess, if any, of (a) the amount of $5,000,000 or interest that would have accrued on the amount so prepaid for a whole multiple period from the date of $1,000,000 such prepayment to the last day of such Interest Period at the applicable rate of interest for such Note, excluding the applicable LIBOR Margin, over (b) the amount of interest (as reasonably determined by the Bank) that would have accrued to the Bank on such amount by placing such amount on deposit for a comparable period with leading banks in excess thereof or, in each case, the entire principal London interbank market. A statement as to any amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made payable pursuant to this Section 2.06(a) at any time prior 2.04 submitted to the first anniversary Borrower by the Bank shall be conclusive in the absence of manifest error. This provision shall survive the payment in full of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05. Each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicableNote.
Appears in 1 contract
Prepayments. (a) The A Borrower may, upon notice delivery of a Notice of Loan Prepayment to the Administrative Agent, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (ia) such notice must be received by the Administrative Agent not later than 11:00 a.m. (Ai) three Business Days prior to any date of prepayment of Eurodollar Eurocurrency Rate Loans and (Bii) on the date of prepayment of Base Rate Loans; (iib) any prepayment of Eurodollar Eurocurrency Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof; and (iiic) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, prepaid and, if the Borrower is prepaying all or a portion of the Term Loan BEurocurrency Rate Loans are to be prepaid, the installments Interest Period(s) of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Percentage of such prepayment. If such notice is given by the a Borrower, the such Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided that, so long as the Administrative Agent is notified prior to the prepayment date, a notice of optional prepayment may state that such notice is conditional upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other Indebtedness or the occurrence of some other identifiable event or condition, in which case such notice of prepayment may be revoked by such Borrower (by notice to the Administrative Agent on or prior to the specified date of prepayment) if such condition is not satisfied. Any prepayment of a Eurodollar Eurocurrency Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.15, each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages.
Appears in 1 contract
Prepayments. (a1) The Borrower mayCompany shall prepay Acquisition Loans and, after prepayment in full of Acquisition Loans, Revolving Loans (and after prepayment in full of Revolving Loans shall cash collateralize Letters of Credit) upon notice receipt of Net Proceeds of any Debt Securities Issuance or Equity Securities Issuance (other than from Equity Securities Issuances made pursuant to employee stock plans, issuances to management in connection with the Administrative Agent, at commencement of employment or as an incentive) in an amount equal to 100% of the Net Proceeds of such Debt Securities Issuance and 50% of such Equity Securities Issuance (other than any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that Equity Securities Issuance (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior made pursuant to any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans; employee stock plans, (ii) any prepayment made to management in connection with commencement of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 employment or a whole multiple of $1,000,000 in excess thereof; otherwise as an incentive), (iii) any prepayment the proceeds of Base Rate Loans under any such credit facility shall be in which are promptly applied to make a principal amount of $5,000,000 Permitted Acquisition or a whole multiple of $1,000,000 in excess thereof orPermitted Investment, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the Company notifies the Lenders that the proceeds will be applied to make a Permitted Acquisition or Permitted Investment and concurrently with which the Company pledges to the Agent, as cash collateral (and the Company hereby grants to the Agent a first priority perfected security interest as collateral security for the Obligations) the Net Cash Proceeds that will be subject to release upon consummation of such Permitted Acquisition or Permitted Investment, or (v) for strategic reasons approved in writing by the Majority Lenders; provided, that to the extent that any prepayment is premium or penalty would be payable by the Company pursuant to Paragraph 4(h) above as a result of making any such prepayment as required by this subparagraph (1) on a date other than the last day of one or more Interest Payment(s), such prepayment may, at the option of the Company, be deposited with the Agent to be appliedheld as cash collateral for the Obligations of the Company under this Agreement (and the Company hereby grants to the Agent for the benefit of the Lenders a first priority perfected security interest therein) until the end of the then applicable Interest Period(s), and on the last day of each such Interest Period, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B amount so deposited shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and repayment of the amount of such Lender’s ratable share of such prepayment. If such notice is given relevant Loans until applied in full to prepayments as contemplated by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05. Each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablethis subparagraph (1).
Appears in 1 contract
Samples: Credit Agreement (Osi Systems Inc)
Prepayments. (a) The Borrower Company may, upon notice to the Administrative Agent, at any time or from time to time voluntarily prepay Committed Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be appropriately completed and signed by a Responsible Officer, and received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Eurocurrency Rate Loans and (B) on one Business Day prior to the date of prepayment of Base Rate Committed Loans; (ii) any prepayment of Eurodollar Eurocurrency Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; and (iii) any prepayment of Base Rate Committed Loans under any such credit facility shall be in a principal amount of $5,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, the Type(s) of Committed Loans to be prepaid, and the applicable Tranche, and, if the Borrower is prepaying all or a portion of the Term Loan BEurocurrency Rate Loans are to be prepaid, the installments Interest Period(s) of such Loans, and any such notice may state that it is conditioned upon the Term Loan B occurrence or non-occurrence of any event specified therein (including the effectiveness of other credit facilities), in which case such notice may be revoked by the Company (by written notice to which the Administrative Agent on or prior to the specified effective date) if such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticecondition is not satisfied. The Administrative Agent will promptly notify each applicable Tranche 1 Lender of its receipt of each such noticenotice in respect of any Tranche 1 Loans, and of the amount of such Tranche 1 Lender’s ratable share Applicable Tranche 1 Loan Percentage of such prepayment and will promptly notify each Tranche 2 Lender of its receipt of each such notice in respect of any Tranche 2 Loans, and of the amount of such Tranche 2 Lender’s Applicable Tranche 2 Loan Percentage of such prepayment. If Following such notice is given by the BorrowerCompany, the Borrower Company shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Eurocurrency Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.17, each such prepayment of Tranche 1 Loans shall be applied to the Tranche 1 Loans of the applicable Tranche 1 Lenders in accordance with their Pro Rata Revolving Shares respective Applicable Tranche 1 Loan Percentages and Pro Rata Term B Shareseach such prepayment of Tranche 2 Loans shall be applied to the Tranche 2 Loans of the Tranche 2 Lenders in accordance with their respective Applicable Tranche 2 Loan Percentages. Any prepayment of Committed Loans pursuant to this Section 2.05 shall be applied to reduce the subsequent scheduled repayments of Committed Loans of the applicable Tranche to be made pursuant to Section 2.07 as directed in writing by the Company or, as applicableif no such direction has been provided, in direct order of maturity.
Appears in 1 contract
Prepayments. (a) The Borrower may, upon notice from the Company to the Administrative Agent, at any time or from time to time voluntarily prepay Committed Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than (x) in the case of prepayment of (1) a Term Benchmark Borrowing, not later than 11:00 a.m. (A) a.m., New York City time, three Business Days prior to any before the date of prepayment or (2) an RFR Borrowing, not later than 11:00 a.m., New York City time, five Business Days before the date of Eurodollar prepayment or (y) in the case of prepayment of a Base Rate Loans and (B) Borrowing, not later than 11:00 a.m., New York City time, on the date of prepayment of Base Rate Loansprepayment; (ii) any prepayment of Eurodollar Rate Term Benchmark Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; and (iii) any prepayment of Base Rate Loans under any such credit facility or RFR Loans shall be in a principal amount of $5,000,000 1,000,000 or a whole multiple of $1,000,000 100,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Committed Loans to be prepaid and, if Term Benchmark Loans are to be prepaid, and, if the Borrower is prepaying all or a portion Interest Period(s) of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Percentage of such prepayment. If such notice is given by the BorrowerCompany, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.16, each such prepayment shall be applied to the Committed Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages.
Appears in 1 contract
Prepayments. (a) The Borrower may, upon notice to the Administrative Agent, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility This Note may be pre-paid in whole or in part without on any Business Day subject to the terms hereof and upon at least two Business Days' prior written notice to the Lender specifying the amount of prepayment. The Borrower shall, at the time of any prepayment, whether optional or at any other time this Note is paid earlier than its scheduled maturity, pay to the Lender the interest accrued to the date of prepayment on the principal amount being prepaid plus an additional fee or redemption premium equal to the present value of the difference between (1) the amount that would have been realized by the Lender on the prepaid amount for the remaining term of the loan at the ICE Benchmark Administration ("IBA") rate for fixed-rate payers in U.S. Dollar interest rate swaps for a term corresponding to the term of the Note, interpolated to the nearest month, if necessary, that was in effect three Business Days prior to the issuance date of this Note, and (2) the amount that would be realized by the Lender by reinvesting such prepaid funds for the remaining term of the loan at the IBA Index for rates for fixed-rate payers in U.S. Dollar interest rate swaps, interpolated to the nearest month, that was in effect three Business Days prior to the loan repayment date; both discounted at the same interest rate utilized in determining the applicable amount in (2). Should the present value have no value or penaltya negative value, the Borrower may prepay with no additional fee or redemption premium. Should the IBA no longer release rates for fixed-rate payers in U.S. Dollar interest rate swaps, the Lender may substitute the IBA Index for rates for fixed-payers in U.S. Dollar interest rate swaps with another similar index as determined by SunTrust Bank (or affiliate thereof). The Lender shall provide the Borrower with a written statement explaining the calculation of the premium due, which statement shall, in absence of manifest error, be conclusive and binding. The application of such fee or prepayment premium is not intended to, and shall not be deemed to be, an increase in the Interest Rate. Any partial prepayment shall be applied as determined by the Lender in its sole discretion. This Note shall be and have all the qualities and incidents of negotiable instruments under the law merchant and the Uniform Commercial Code of the State of Florida, subject to the provisions for registration of transfer contained herein and in the Loan Agreement. It is further agreed between the Borrower and the Holder of this Note that the Note and the indebtedness evidenced hereby shall not constitute a lien upon any real or tangible personal property of the Borrower. Neither the members of the governing body of the Borrower nor any person executing the Note shall be liable personally on the Note by reason of its issuance. This Note may be assigned as provided in the Loan Agreement by the Holder of this Note, or any assignee or successor-in-interest thereto. Such assignment shall only be effective, and the Borrower obligated to pay such assignee, upon delivery to the Chief Financial Officer of the Borrower at the address set forth below of a written instrument or instruments of assignment in the form provided herein, duly executed by the Holder of this Note or by his attorney-in-fact or legal representative, containing written instructions as to the details of assignment of this Note, along with the social security number or federal employer identification number of such assignee. In all cases of an assignment of this Note the Borrower shall at the earliest practical time in accordance with the provisions of the Resolution enter the change of ownership in the registration books; provided that (i) such provided, however, the written notice of assignment must be received by the Administrative Agent not Chief Financial Officer of the Borrower no later than 11:00 a.m. (A) three the close of business on the fifth Business Days Day prior to any date of prepayment of Eurodollar Rate Loans a Payment Date in order to carry the right to receive the interest and (B) principal payment due on such Payment Date. The Borrower may conclusively rely on the date authenticity of prepayment any Form of Base Rate Loans; (ii) any prepayment Assignment delivered to it in accordance with this paragraph and accompanied by the original of Eurodollar Rate Loans under any such credit facility the Note to which it relates. Any payment or notice required to be given to the Holder hereunder shall be given to the Holder at 000 Xxxx Xxx Xxxx Xxxxxx, 0xx Xxxxx, Xxxx Xxxxxxxxxx, XX 00000, Attention: Institutional & Government Banking, or such other address or addresses as the Holder shall provide the Borrower in a principal amount writing. In the event of $5,000,000 an assignment of this Note, any payment or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility notice required to be given to the Holder hereunder shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior given to the first anniversary Holder at the address or addresses shown on the Form of Assignment hereto, or such other address or addresses as the Holder shall provide the Borrower in writing. Any notice required to be given to the Borrower hereunder shall be given to the Chief Financial Officer of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each Borrower at 000 XX Xxxxx Xxxxxx, Xxxx Xxxxxxxxxx, Xxxxxxx 00000 or such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all other address or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order addresses as the Borrower shall select provide the Holder in its noticewriting. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such noticeIt is hereby certified and recited that all acts, conditions and things required to exist, to happen, and to be performed precedent to and in the issuance of this Note exist, have happened and have been performed in regular and due form and time as required by the laws and Constitution of the amount State of such Lender’s ratable share of such prepayment. If such notice is given by Florida applicable hereto, and that the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05. Each such prepayment shall be applied to the Loans issuance of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B SharesNote does not violate any constitutional or statutory limitation or provision. THE HOLDER, as applicableBY ITS ACCEPTANCE OF THIS NOTE, AND THE BORROWER, BY ITS ACCEPTANCE OF THE PROCEEDS OF THE NOTE, VOLUNTARILY AND INTENTIONALLY WAIVE THE RIGHT EITHER MAY HAVE TO A TRIAL BY JURY IN RESPECT TO ANY LITIGATION BASED HEREON, OR ARISING OUT OF, UNDER OR IN CONNECTION WITH THIS NOTE, THE LOAN AGREEMENT, THE RESOLUTION OR ANY AGREEMENT CONTEMPLATED TO BE EXECUTED IN CONJUNCTION HEREWITH, OR ANY COURSE OF CONDUCT, COURSE OR DEALING, STATEMENTS (WHETHER VERBAL OR WRITTEN) OR ACTIONS OF EITHER PARTY.
Appears in 1 contract
Samples: Tax Regulatory Agreement
Prepayments. (a) The Each Borrower may, upon notice from such Borrower to the Administrative AgentAgent pursuant to delivery to the Administrative Agent of a Notice of Loan Prepayment, at any time or from time to time voluntarily prepay Committed Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penaltypenalty (subject to Section 3.05); provided that that, except as otherwise agreed to by the Administrative Agent: (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. 1:00 p.m. (A) three threetwo Business Days prior to any date of prepayment of Eurodollar Rate Eurocurrency RateTerm SOFR Loans, (B) four Business Days (or five Business Days, in the case of prepayment of Committed Loans denominated in Special Notice Currencies) prior to any date of prepayment of Alternative Currency Loans, and (BC) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Eurocurrency RateTerm SOFR Loans or Alternative Currency Term Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 500,000 units of the Applicable Currency or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment 100,000 units of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 the Applicable Currency in excess thereof or, in each caseif less, the entire principal amount thereof then outstanding; and (iviii) any prepayment of Base Rate Loans under shall be in a principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof or, if less, the Term entire principal amount thereof then outstanding; provided, further that a Notice of Loan B Facility made pursuant Prepayment may state that such notice is conditioned upon the effectiveness of other credit facilities or the occurrence of any one or more other transactions or events specified therein, in which case such notice may be revoked by the applicable Borrower (by notice to this Section 2.06(a) at any time the Administrative Agent on or prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%specified effective date) of the amount of principal to be prepaidif such condition is not satisfied. Each such notice shall specify the date and the amount of such prepayment, the credit facility to which the prepayment is to be applied, the Type(s) of Committed Loans to be prepaid, the currency or currencies of Committed Loans to be prepaid and, if the Borrower is prepaying all Term SOFR Loans or a portion of the Alternative Currency Term Loan BRate Loans are to be prepaid, the installments Interest Period(s) of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Percentage of such prepayment. If such notice is given by the a Borrower, the such Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate any Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with with, in the case of any Eurocurrency RateTerm SOFR Loan and any Alternative Currency Loan, any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.18, each such prepayment shall be applied to the Committed Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages.
Appears in 1 contract
Samples: Credit Agreement (Revvity, Inc.)
Prepayments. (a) The Borrower may, upon notice to the Administrative Agent, at any time or from time to time voluntarily prepay Committed Revolving Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that provided, that, except as otherwise agreed by the Administrative Agent in its sole discretion, (i) such notice must be in the form of a Notice of Loan Prepayment and be received by the Administrative Agent not later than 11:00 a.m. 1:00 p.m. (A) three (3) Business Days prior to any date of prepayment of Eurodollar Rate Loans Loans, and (B) on the date of prepayment of Base Rate Committed Revolving Loans; , (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; , and (iii) any prepayment of Base Rate Committed Revolving Loans under any such credit facility shall be in a principal amount of $5,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice Notice of Loan Prepayment shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Committed Revolving Loans to be prepaid and, if Eurodollar Rate Loans are to be prepaid, and, if the Borrower is prepaying all or a portion Interest Period(s) of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such noticeNotice of Loan Prepayment, and of the amount of such Lender’s ratable share Applicable Percentage of such prepayment. If such notice a Notice of Loan Prepayment is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice Notice of Loan Prepayment shall be due and payable on the date specified therein; provided, that, a Notice of Loan Prepayment delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.16, each such prepayment shall be applied to the Committed Revolving Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages.
Appears in 1 contract
Samples: Credit Agreement (Ansys Inc)
Prepayments. (a) The Borrower may, upon notice to the Administrative Agent, at any time or from time to time voluntarily prepay Committed Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penaltypart; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) 1:00 p.m. three Business Days prior to any date of prepayment of Eurodollar Eurocurrency Rate Loans and Loans, (B) 1:00 p.m. on the date of prepayment of Base Rate Loans and (C) 12:00 p.m. (London time) one Business Day prior to any date of prepayment of any Pound Sterling Overnight Rate Loans or Euro Overnight Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 5.0 million or a whole multiple of $1,000,000 1.0 million in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Committed Loans to be prepaid and, if Eurocurrency Rate Loans are to be prepaid, and, if the Borrower is prepaying all or a portion Interest Period(s) of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein, provided that a notice of prepayment delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may be revoked by the Borrower if such condition is not satisfied. Any prepayment of a Eurodollar Eurocurrency Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.05. Each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicable.to
Appears in 1 contract
Samples: Credit Agreement (AOL Inc.)
Prepayments. (a) The Borrower may, upon notice to Each of the Administrative Agent, Borrowers may at any time or and from time to time voluntarily prepay Loans under the Revolving Loans made to it and the Reimbursement Obligations in respect of Letters of Credit Facility or the Term Loan B Facility issued for its account, in whole or in part part, subject to subsection 4.12, without premium or penalty; provided that , upon at least three Business Days’ notice by the Borrower Representative to the Administrative Agent (in the case of Eurocurrency Loans) or same day notice by the Borrower Representative to the Administrative Agent (in the case of ABR Loans and Reimbursement Obligations). Such notice shall specify the identity of the prepaying Borrower, the date and amount of prepayment and whether the prepayment is (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Revolving Loans or Swing Line Loans, or a combination thereof, and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Eurocurrency Loans, ABR Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess combination thereof and, if a combination thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) allocable to each and, in the case of any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify Reimbursement Obligations, the date and amount of such prepayment, the identity of the applicable Letter of Credit or Letters of Credit and the amount allocable to each of such Reimbursement Obligations. Any such notice may state that such notice is conditioned upon the occurrence or non-occurrence of any event specified therein (including the effectiveness of other credit facility to facilities), in which the prepayment is to case such notice may be applied, the Type(s) of Loans to be prepaid, and, if revoked by the Borrower is prepaying all or a portion of Representative (by written notice to the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will on or prior to the specified effective date) if such condition is not satisfied. Upon the receipt of any such notice the Administrative Agent shall promptly notify each applicable affected Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepaymentthereof. If any such notice is given by the Borrowerand is not revoked, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with (if a Eurocurrency Loan is prepaid other than at the end of the Interest Period applicable thereto) any additional amounts required payable pursuant to Section 4.05subsection 4.12 and accrued interest to such date on the amount prepaid. Each such prepayment Partial prepayments of the Revolving Loans and the Reimbursement Obligations pursuant to this subsection shall (unless the Borrower Representative otherwise directs) be applied, first, to payment of any Agent Advances then outstanding, second, to the payment of the Swing Line Loans then outstanding, third, at the Borrower Representative’s option, to the payment of the Revolving Loans then outstanding, fourth, to the payment of any Reimbursement Obligations then outstanding and, last, to cash collateralize any outstanding L/C Obligation on terms reasonably satisfactory to the Administrative Agent. Partial prepayments pursuant to this subsection 4.4(a) shall be applied to in multiples of $1.0 million; provided that, notwithstanding the Loans of the applicable Lenders foregoing, any Loan may be prepaid in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicableits entirety.
Appears in 1 contract
Prepayments. (a) The Borrower Borrowers may, upon irrevocable notice from the Lead Borrower to the Administrative Agent, at any time or from time to time voluntarily prepay Committed Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (Ai) three Business Days prior to any date of prepayment of Eurodollar LIBOR Rate Loans and (Bii) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Loans to be prepaid, prepaid and, if LIBOR Rate Loans, the Borrower Interest Period(s) of such Loans; provided, further, that such notice may state that such notice is prepaying all conditioned upon the effectiveness of other credit facilities or a portion the receipt of the Term Loan Bproceeds from the issuance of other Indebtedness or the occurrence of some other identifiable event or condition, in which case such notice may be revoked by the installments Lead Borrower (by notice to the Agent on or prior to the specified effective date of the Term Loan B to which termination) if such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticecondition is not satisfied. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Percentage of such prepayment. If such notice is given by the Lead Borrower, the Borrower Borrowers shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar LIBOR Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each such prepayment shall be applied to the Committed Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares respective Applicable Percentages. (b) The Borrowers may, upon irrevocable notice from the Lead Borrower to the Swing Line Lender (with a copy to the Agent), at any time or from time to time, voluntarily prepay Swing Line Loans in whole or in part without premium or penalty; provided that such notice must be received by the Swing Line Lender and Pro Rata Term B Sharesthe Agent not later than 1:00 p.m. on the date of the prepayment. Each such notice shall specify the date and amount of such prepayment. If such notice is given by the Lead Borrower, the Borrowers shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. (c) If for any reason the Total Outstandings at any time exceed the Loan Cap as then in effect, the Borrowers shall immediately prepay Loans, Swing Line Loans and/or Cash Collateralize the L/C Obligations in an aggregate amount equal to such excess; provided, however, that the Borrowers shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.05(c) unless after such prepayment in full of the Loans the Total Outstandings exceed the Loan Cap as then in effect. (d) After the occurrence and during the continuance of a Cash Dominion Event, the Borrowers shall prepay the Loans and Cash Collateralize the L/C Obligations with the proceeds and collections received by the Loan Parties to the extent so required under the provisions of Section 6.13 hereof. (e) Prepayments made pursuant to Section 2.05(c) and (d) above, first, shall be applied to the Swing Line Loans, second, shall be applied ratably to the outstanding Committed Loans, third, shall be used to Cash Collateralize the remaining L/C Obligations; and, fourth, the amount remaining, if any, after the prepayment in full of all Swing Line Loans and Committed Loans outstanding at such time and the Cash Collateralization of the remaining L/C Obligations in full may be retained by the Borrowers for use in the ordinary course of its business. Upon the drawing of any Letter of Credit that has been Cash Collateralized, the funds held as Cash Collateral shall be applied (without any further action by or notice to or from the Borrowers or any other Loan Party) to reimburse the L/C Issuer or the Lenders, as applicable.. 2.06
Appears in 1 contract
Samples: Credit Agreement (Casper Sleep Inc.)
Prepayments. (a) The Borrower Company may, upon notice to the Administrative Agent, at any time or from time to time voluntarily prepay the Loans under of the Revolving Credit Facility or the Term Loan B Facility Company in whole or in part without premium or penalty; provided that (i) such notice must be in a form acceptable to the Administrative Agent and be received by the Administrative Agent not later than 11:00 9:00 a.m. (A) three two Business Days prior to any date of prepayment of Eurodollar Term SOFR Loans, (B) four Business Days prior to any date of prepayment of Alternative Currency Daily Rate Loans Loans, and (BC) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Term SOFR Loans under any such credit facility shall be in a principal amount of $5,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof; (iii) any prepayment of Alternative Currency Daily Rate Loans shall be in a minimum principal amount of £1,000,000 or a whole multiple of £500,000 in excess thereof; and (iv) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date date, currency and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Loans to be prepaid, prepaid and, if the Borrower is prepaying all or a portion of the Term Loan BSOFR Loans are to be prepaid, the installments Interest Period(s) of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Percentage of such prepayment. If such notice is given by the BorrowerCompany, the Borrower Company shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate any Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.12, each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages.
Appears in 1 contract
Prepayments. (a) The Borrower may, upon notice to Each of the Administrative Agent, Borrowers may at any time or and from time to time voluntarily prepay Loans under the Revolving Loans made to it and the Reimbursement Obligations in respect of Letters of Credit Facility or the Term Loan B Facility issued for its account, in whole or in part part, subject to subsection 4.12, without premium or penalty; provided that (i) such , upon at least three Business Days’ irrevocable notice must be received by the Borrower Representative to the Administrative Agent not later (in the case of Eurocurrency Loans), at least one Business Day’s irrevocable notice by the Borrower Representative to the Administrative Agent (in the case of (x) ABR Loans other than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Swing Line Loans and (By) on Reimbursement Obligations) or same day irrevocable notice by the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior Borrower Representative to the first anniversary Administrative Agent (in the case of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaidSwing Line Loans). Each such Such notice shall specify the identity of the prepaying Borrower, the date and amount of such prepayment and whether the prepayment is (i) of Tranche A Loans, Tranche A-1 Loans or Swing Line Loans, or a combination thereof, and (ii) of Eurocurrency Loans, ABR Loans or a combination thereof and, in each case if a combination thereof, the principal amount allocable to each and, in the case of any prepayment of Reimbursement Obligations, the date and amount of prepayment, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion identity of the Term Loan B, applicable Letter of Credit or Letters of Credit and the installments amount allocable to each of such Reimbursement Obligations. Upon the Term Loan B to which receipt of any such prepayments will be applied. Prepayments of notice the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will shall promptly notify each applicable affected Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepaymentthereof. If any such notice is given by the Borrowergiven, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with (if a Eurocurrency Loan is prepaid other than at the end of the Interest Period applicable thereto) any additional amounts required payable pursuant to Section 4.05subsection 4.12 and accrued interest to such date on the amount prepaid. Each such prepayment Partial prepayments of the Revolving Loans and the Reimbursement Obligations pursuant to this subsection shall (unless the Borrower Representative otherwise directs) be applied, first, to payment of any Agent Advances then outstanding, second, to the payment of the Swing Line Loans then outstanding, third, at the Borrower Representative’s option, to the payment of the Tranche A Loans then outstanding, fourth, to the payment of the Tranche A -1 Loans then outstanding, fifth to the payment of any Reimbursement Obligations then outstanding and, last, to cash collateralize any outstanding L/C Obligation on terms reasonably satisfactory to the Administrative Agent. Partial prepayments pursuant to this subsection 4.4(a) shall be applied to in multiples of $1.0 million; provided that, notwithstanding the Loans of the applicable Lenders foregoing, any Loan may be prepaid in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicableits entirety.
Appears in 1 contract
Prepayments. (a) The Borrower mayDebtor may repay the indebted capital in advance, upon notice to the Administrative Agent, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that that: (i) such it delivers an irrevocable notice must be received by in writing to the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior Bank at least 30 calendar days in advance to any date of the prepayment of Eurodollar Rate Loans date, and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior it pays to the first anniversary of the Closing Date shall include Bank as an additional amount equal to one percent (1%) cost or compensation for such early prepayment the equivalent of the amount of principal interest accrued as of the prepayment date, plus breaking-fund cost which is the amount in UF resulting from the application of the following formula: (a) VP Two less VP One times (b) the quotient between prepaid capital and unpaid balance. The terms of this formula have the following meaning: (i) “VP One” shall correspond to the current value of unpaid capital and interest instalments as of the prepayment date discounted at the fixed interest rate of credit granting, and (ii) “VP Two” shall correspond to the current value of unpaid capital and interest instalments as of the prepayment date discounted at the interest rate resulting from adding (i) the BCU interest rate representing the remaining duration of the corresponding loan which is prepaid on the prepayment date, plus (ii) a margin or spread of 0.8 annual percentage points. For this purpose, the interest rate for “VP Two” will be prepaid. Each such notice shall specify the BCU on the Xxxxxxxxxxx.xxx web page as of the date and amount of such prepayment, immediately prior to prepayment date. In the credit facility to which event the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion result of the Term Loan Bformula is negative, there shall not be a fixed rate breaking-fund cost payment, and only the installments capital and interests accrued as of the Term Loan B anticipated date shall be paid. In case of partial prepayments, their amount shall not be lower than 10% the indebted capital. EIGHTH: Documents corresponding to which such prepayments will be appliedthe Disbursements granted against a Credit Line. Prepayments In order to guarantee the Debtor’s obligations to repay to the Creditor the amounts of currency disbursed against the Credit Line and their interest the Debtor shall, as of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt date of each such noticedisbursement it may request, and subscribe to the order of the Bank one or more fixed term promissory notes in the amount corresponding to the disbursement. Subscription and delivery of such Lender’s ratable share of such prepayment. If such notice is given promissory notes shall neither cause a novation nor affects or will affect in any manner the obligations undertaken by the Borrower, Debtor with the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable Bank on the date specified thereinoccasion of this Agreement. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05. Each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicable.NINTH:
Appears in 1 contract
Samples: Credit Line Agreement (Quinenco Sa)
Prepayments. (a) The Borrower may, upon notice to the Administrative Agent, may at any time or and from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility Loans, in whole or in part part, without premium or penalty; penalty (except as specifically provided that (i) such in the last sentence of this Section 2.08(a)), upon notice must be received by deliv- ered to the Administrative Agent not no later than 12:00 noon, New York City time (or in the case of an Alternative Currency, 11:00 a.m. (A) a.m., London time), not less than three Business Days prior to any date thereto, in the case of prepayment of Eurodollar Rate Loans and (B) Eurocurrency Loans, no later than 12:00 noon, New York City time, on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof ornotice, in each casethe case of ABR Loans, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such which notice shall specify the date and amount of such prepayment, prepayment and the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and; provided that, if a Eurocurrency Loan is prepaid on any day other than the Borrower is prepaying all or a portion last day of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each Interest Period applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by the Borrowerthereto, the Borrower shall make also pay any amounts owing pursuant to Section 2.13. Each such notice may be conditioned on the occurrence of one or more events (it being understood that the Administrative Agent and Lenders shall be entitled to assume that the Loans contemplated by such notice are to be made unless the Administrative Agent shall have received written notice revoking such notice of prepayment and on or prior to the payment date of such prepayment). Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional accrued interest to such date on the amount prepaid. Partial prepayments of Loans shall be in an aggregate principal amount that is an integral multiple of $1,000,000 and not less than $5,000,000 (or comparable amounts required determined by the Administrative Agent in the case of Alternative Currency). In the case of each prepayment of Loans pursuant to this Section 4.05. Each 2.08(a), the Borrower may in its sole discretion select the Loans (of any Class) to be repaid, and such prepayment shall be applied paid to the Loans of the applicable appropriate Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicable.respective pro rata share of such Loans. If any Repricing Event occurs prior to the date occurring 12 months after the Incremental Assumption Agreement No.1
Appears in 1 contract
Samples: Credit Agreement (Match Group, Inc.)
Prepayments. (a) The Borrower may, upon notice to Voluntary: Prepayments under the Administrative Agent, Junior DIP Facility may be made at any time without premium or from time penalty (other than breakage costs to time voluntarily prepay Loans under the Revolving Credit Facility or extent applicable) except as set forth below. Voluntary prepayments of the Term Loan B Facility exit term loans, in whole or in part without premium or penalty; provided that part, with the proceeds of a refinancing (iincluding a repricing transaction under the Definitive Financing Documentation) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in at par plus accrued interest plus a premium. The premium shall initially be 2% of the aggregate principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof orprepaid, in each case, the entire principal amount thereof then outstanding; from and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to after the first anniversary of the Closing Effective Date to the second anniversary thereof, shall include an additional amount equal to one percent (be 1%) % and, from and after the second anniversary of the amount of principal to Effective Date, shall be prepaid0%. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such Voluntary prepayments will be applied. Prepayments applied first to the payment in full of the Term Loan B New Money Loans prior to being applied to prepay the Rolled-Up Loans. Mandatory: Mandatory prepayments will be limited to the following: (i) 100% of the net cash proceeds from debt issuances other than permitted debt, (ii) 100% of the net cash proceeds of insurance/condemnation and other extraordinary events, subject to reinvestment rights to be agreed and other customary exceptions and (iii) 80% of the net cash proceeds of asset sales up to $20 million, and 100% of the net cash proceeds of asset sales above $20 million (other than (i) the Specified Sale and (ii) assets over which the lenders under the ABL facility have a first priority lien to the extent such net cash proceeds are required to be applied thereunder), that are allocated and paid to the Debtors’ estates (provided that (A) the 6 It is understood that on and after the Effective Date, the default interest rate will apply after the occurrence and during the continuance of any event of default. EXHIBIT A Debtors shall use commercially reasonable efforts to ensure that net cash proceeds of asset sales are allocated and paid to the Borrower or its U.S. guarantor subsidiaries as promptly as practicable and to the maximum extent possible and such net cash proceeds will be applied to installments in the prepayment of the Junior DIP Facility at such order as time that they are allocated and paid to the Borrower shall select in or its notice. The Administrative Agent will promptly notify each applicable Lender U.S. guarantor subsidiaries and (B) to the extent that (I) an asset sale involves the sale of collateral securing the Junior DIP Facility or the sale of stock or assets held directly or indirectly by an entity the shares of which have been pledged to the lenders as collateral (other than shares of or assets held by a foreign subsidiary that is not a guarantor) and (II) the percentage of net cash proceeds of such asset or stock sale that is allocated and paid to the Borrower and its receipt guarantor subsidiaries is less than a threshold to be agreed and the total amount of each such notice, and net cash proceeds of the sale exceeds an amount to be agreed, the method of allocation of the net cash proceeds of such Lender’s ratable share of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice an asset or stock sale shall be due and payable on reasonably acceptable to the date specified therein. Any Required Lead Lenders), subject to limited customary exceptions, to the prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereonthe Junior DIP Facility. With respect the net cash proceeds of the Specified Sale, together with any additional amounts required pursuant (i) 100% of the first $200 million in net cash proceeds allocated and paid to Section 4.05. Each such prepayment the Debtors’ estates shall be applied to the Loans prepayment of the applicable Lenders New Money Loans, and (ii) to the extent aggregate net cash proceeds from the Specified Sale exceed the Minimum Proceeds Amount, 75% of net cash proceeds in excess of the Minimum Proceeds Amount that are allocated and available to the Debtors’ estates shall be used to prepay obligations outstanding under the Junior DIP Facility. In addition to the foregoing, from and after the Effective Date, Excess Cash Flow (to be defined in a manner to be agreed) shall be used to prepay obligations outstanding under the exit facility as follows: (i) the Excess Cash Flow prepayment shall be triggered only if there is an $800 million consolidated worldwide cash balance at the end of the fiscal year for which Excess Cash Flow is being calculated (the “Cash Trigger”), (ii) subject to clause (v) below, 50% of the Excess Cash Flow above the Cash Trigger shall be used to prepay obligations outstanding under the exit facility, (iii) Excess Cash Flow will be tested on an annual basis no later than June 30 of each year, with prepayments beginning in 2015 (for any Excess Cash Flow for 2014), (iv) subject to clause (v), Excess Cash Flow prepayments shall be made within 45 days following the delivery of test results to the lenders in accordance with clause (iii) of this paragraph and (v) Excess Cash Flow prepayments shall not be required (A) to the extent it would cause liquidity to fall below the Cash Trigger or the required Minimum U.S. liquidity covenant level or (B) for so long as and in such amount as may be prohibited by law or regulation (including laws and regulations limiting the repatriation of funds by foreign subsidiaries). Mandatory prepayments will be applied first to the payment in full of the New Money Loans prior to being applied to prepay the Rolled-Up Loans. EXHIBIT A Any asset sale proceeds not required to be applied to prepayment of the Junior DIP Facility shall be available to the Borrower and its subsidiaries to use for their Pro Rata Revolving Shares general corporate purposes, including, without limitation, making any distributions pursuant to the Plan. Representations and Pro Rata Warranties: Substantially consistent with those types of representations and warranties in the Existing DIP Facility, with certain exceptions to be agreed to account for the differences in the nature of the facilities and to give full effect to the terms specifically agreed to in this term sheet. The Definitive Financing Documentation shall require the Borrower to make the following representation as of the Closing Date (as defined below): “The Borrower believes in good faith, based upon information known to it as of the date hereof and assumptions believed by it to be reasonable as of the date hereof, that a Specified Sale shall have occurred on or prior to the Maturity Date for an aggregate gross cash purchase price at consummation of not less than the Minimum Proceeds Amount.” Covenants: The Junior DIP Facility shall also include a covenant providing for the immediate joint retention by the Debtors, the Creditors’ Committee and the ad hoc committee of holders of the Pre-Petition Second Lien Notes of an executive search firm to assist in identifying candidates for the post-emergence board of directors of reorganized Kodak. Substantially consistent with those types of affirmative and negative covenants in the Existing DIP Facility (with appropriate thresholds and baskets substantially consistent with the thresholds and baskets in the draft credit agreement posted on the KCC website on February 7, 2013) with certain exceptions to be agreed to account for the differences in the nature of the facilities7 and to give full effect to the terms specifically agreed to in this Term B SharesSheet. Covenants shall include providing an updated 13 week forecast on a weekly basis and reporting against the most recent forecast provided, compliance with Milestones set forth on Annex II, and additional segment reporting to be reasonably acceptable to the Required Lead Lenders and the Company. The Junior DIP Facility shall include a covenant providing that intercompany loans or investments by the Borrower or its guarantor subsidiaries (“Loan Parties”) to subsidiaries that are not Loan Parties (“Non-Loan Parties”) shall not exceed $100,000,000, with such intercompany loan or investment to be structured as applicablean intercompany note and pledged to the Collateral Agent for the benefit of the lenders.
Appears in 1 contract
Samples: Eastman Kodak Co
Prepayments. (a) The Borrower may, upon notice to the Administrative Agentat its option, at any time or from time to time voluntarily repay or prepay part or all of the outstanding principal balance of the Loans under bearing interest based on the Prime Rate or the Revolving Credit Facility Note LIBOR Rate without premium. The Borrower may, at its option, from time to time repay or prepay part or all of the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by outstanding principal balance of any of the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Revolving Loans and (B) bearing interest based on the date LIBOR Rate, Construction Loans and/or the Stock Repurchase Loans at the end of prepayment a Loan Period without premium. If any LIBOR Rate Loan (including, without limitation, any advances of Base Revolving Loans that Borrower has elected to be a LIBOR Rate Loans; (iiLoan) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time is prepaid prior to the first anniversary end of the Closing Date shall include an additional amount equal Loan Period for such loan, whether voluntarily or because prepayment is required due to one percent (1%) such loan’s maturing or accelerating upon default or otherwise, the Borrower agrees to pay all of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepaymentBank’s costs, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such noticeexpenses, and of Interest Differential (as determined by the amount of such Lender’s ratable share Bank) incurred as a result of such prepayment. If such notice is given by Because of the Borrowershort-term nature of this facility, the Borrower agrees that the Interest Differential shall make such prepayment and the payment amount specified in such notice shall not be due and payable on the date specified thereindiscounted to its present value. Any prepayment of a Eurodollar LIBOR Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant in an amount equal to Section 4.05the remaining entire principal balance of such loan. Each such prepayment There shall be applied no prepayments of any Cost of Funds Rate Term Loan, provided that the Bank may consider requests for its consent with respect to prepayment of any Cost of Funds Rate Term Loan, without incurring an obligation to do so, and the Borrower acknowledges that in the event that such consent is granted, the Borrower shall be required to pay the Bank, upon prepayment of all or part of the principal amount of a Cost of Funds Rate Term Loan before final maturity, a prepayment indemnity (“Prepayment Fee”) equal to the Loans greater of zero, or that amount, calculated on any date of prepayment (“Prepayment Date”), which is derived by subtracting: (a) the principal amount of such Cost of Funds Rate Term Loan or portion of such Cost of Funds Rate Term Loan to be prepaid from (b) the Net Present Value of such Cost of Funds Rate Term Loan or portion of such Cost of Funds Rate Term Loan to be prepaid on such Prepayment Date; provided, however, that the Prepayment Fee shall not in any event exceed the maximum prepayment fee permitted by applicable law. Notwithstanding the foregoing, if prior to the conversion of a Construction Period Construction Loan or a Short-Term Stock Repurchase Loan to a Cost of Funds Rate Term Loan, the Bank and the Borrower mutually agree that the Cost of Funds-Based Rate will include a premium as payment to the Bank for waiver by the Bank of any Prepayment Fee (determined by the Bank in its sole discretion) over the then applicable Cost of Funds-Based Rate and such premium is expressly described in the applicable Lenders in accordance with their Pro Rata Revolving Shares Promissory Note, then the Borrower may prepay such Cost of Funds Rate Term Loan without incurring a Prepayment Fee. If the Borrower initially elects less than a 12 year maturity for a Construction Term Loan that is also a Cost of Funds Rate Term Loan and Pro Rata later the Borrower exercises its option to extend the maturity up to 12 years from the Construction Conversion Date, if the Borrower did not pay a premium to the Bank for waiver by the Bank of any Prepayment Fee at the Construction Conversion Date, then the Borrower will be subject to a Prepayment Fee at the time the Borrower elects to extend the maturity date of such Construction Term B SharesLoan; provided, as applicablehowever, the Bank shall waive any Prepayment Fee that would otherwise apply to any Cost of Funds Rate Term Loan issued on or after September 1, 2007 and prior to October 21, 2010.
Appears in 1 contract
Prepayments. (ai) The Borrower Borrowers may, upon irrevocable notice (unless the notice is conditioned on a refinancing, a Change of Control or asset sale transaction or other transaction of a similar nature, in which case such notice may be revoked on or prior to such date, in the event such transaction is not consummated on or prior to such date) from the Lead Borrower to the Administrative Agent, at any time or from time to time voluntarily prepay Committed Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar LIBO Rate Loans and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar LIBO Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof; and (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Committed Loans to be prepaid, prepaid and, if the Borrower is prepaying all or a portion of the Term Loan BLIBO Rate Loans, the installments Interest Period(s) of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeCommitted Loans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Percentage of such prepayment. If such notice is given by the Lead Borrower, the Borrower Borrowers shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified thereintherein (unless the notice is conditioned on a refinancing, a Change of Control or asset sale transaction or other transaction of a similar nature, in which case such notice may be revoked on or prior to such date, in the event such transaction is not consummated on or prior to such date). Any prepayment of a Eurodollar LIBO Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.05. III.E. Each such prepayment shall be applied to the Committed Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages.
Appears in 1 contract
Prepayments. (a) The Borrower may, upon notice by hand delivery, fax or e-mail of a Prepayment Notice, appropriately completed and signed by a Responsible Officer of the Borrower, to the Administrative Applicable Agent, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility any Committed Borrowing in whole or in part part, without premium or penalty; provided that (i) such notice Prepayment Notice must be received by the Administrative Applicable Agent not later than 11:00 a.m. a.m., Local Time, (A) three (3) Business Days prior to any date of prepayment of Eurodollar any Eurocurrency Rate Loans Committed Borrowing denominated in US Dollars, (B) four (4) Business Days (or five (5) Business Days, in the case of prepayment of any Eurocurrency Rate Committed Borrowing denominated in Special Notice Currencies) prior to the date of prepayment of any Eurocurrency Rate Committed Borrowing denominated in Alternative Currencies, and (BC) on the date of prepayment of any Base Rate Loans; Committed Borrowing and (ii) any prepayment of Eurodollar Rate Committed Loans under any such credit facility shall must be in a principal an aggregate amount of $5,000,000 or a whole that is an integral multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof the Borrowing Multiple and not less than the Borrowing Minimum for the applicable currency or, in each case, if less, the entire principal amount thereof then outstanding; . Each Prepayment Notice shall specify the prepayment date, the Committed Borrowing or Committed Borrowings to be prepaid and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the principal amount of principal each Committed Borrowing or portion thereof to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Applicable Agent will promptly notify each applicable Lender of its receipt of each such noticePrepayment Notice, and of the amount of such Lender’s ratable share Applicable Percentage of such prepaymentprepayment of any Committed Borrowing. If such notice a Prepayment Notice is given by the Borrower, the Borrower shall it will make such prepayment and the payment amount specified in such notice shall will be due and payable on the date specified therein; provided that, subject to Section 3.05, such Prepayment Notice may state that it is conditioned upon the occurrence of one or more events specified therein, in which case such Prepayment Notice may be revoked by the Borrower (by notice to the Applicable Agent on or prior to the specified date of prepayment) if such condition is not satisfied and, in the case of such revocation, the Borrower shall not be required to make such prepayment and such prepayment amount shall cease to be due and payable. Any prepayment of a Eurodollar Rate Committed Loan shall shall, to the extent required by Section 2.09(d), be accompanied by all accrued interest thereonon the amount prepaid and, together with in the case of any additional amounts required pursuant prepayment of Eurocurrency Rate Committed Loans on any day other than on the last day of the Interest Period applicable thereto, shall be subject to Section 4.053.05. Each such prepayment of a Committed Borrowing shall be applied ratably to the Committed Loans of comprising the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicableprepaid Committed Borrowing.
Appears in 1 contract
Prepayments. (a) The Borrower may, upon notice Subject to the Administrative Agentterms of this paragraph, the Borrowers may at any time or and from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility Loans, in whole or in part without premium or penalty; part, provided that the Borrowers may prepay Term Loans and Supplemental Term Loans only (ix) with the Net Cash Proceeds of any issuance of Capital Stock or incurrence of Indebtedness after the Closing Date by any Borrower, (y) the Net Cash Proceeds of any Disposition of assets of any Borrower, or (z) with Excess Cash Flow for any fiscal year, during the relevant Excess Cash Flow Prepayment Period. Prepayments of Term Loans shall be subject to the payment of a Prepayment Premium to the extent required by Section 2.9. ASC shall deliver irrevocable notice of each such notice must be received by prepayment to the Administrative Agent not no later than 11:00 a.m. (A) three A.M., New York City time, one Business Days Day prior to any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof orprepayment, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such which notice shall specify which Borrower's Loans are being prepaid and the date and amount of prepayment. Upon receipt of any such prepayment, notice the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will shall promptly notify each applicable relevant Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepaymentthereof. If any such notice is given by the Borrowergiven, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans and Revolving Loans shall be in an aggregate principal amount of $500,000 or a multiple of $100,000 in excess thereof. Notwithstanding the forgoing, the Borrowers may not make any additional amounts required prepayment of the Tranche B Term Loans pursuant to Section 4.05. Each such prepayment shall be applied this paragraph (a) while any Tranche A Term Loan, Supplemental Term Loan or Revolving Loan or Letter of Credit remains outstanding, or any Supplemental Term Commitment or Revolving Commitment remains in effect, or any other amount is owing to the Loans of the applicable Lenders any Tranche A Term Loan Lender, Supplemental Term Lender or Revolving Lender (except in accordance with their Pro Rata Revolving Shares and Pro Rata its capacity as a Tranche B Term B Shares, as applicableLender).
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Prepayments. (a) The Borrower may, upon notice by the Borrower to the Administrative AgentAgent pursuant to delivery to the Administrative Agent of a Notice of Loan Prepayment, at any time or from time to time time, voluntarily prepay Term Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be in a form reasonably acceptable to the Administrative Agent and be received by the Administrative Agent not later than 11:00 a.m. (A) three two (2) Business Days (or such shorter period as the Administrative Agent shall agree) prior to any date of prepayment of Eurodollar Eurocurrency Rate Loans and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Eurocurrency Rate Loans under any such credit facility shall be in a minimum principal amount of $5,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereof; and (iii) any prepayment of Term Loans that are Base Rate Loans under any such credit facility shall be in a minimum principal amount of $5,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereof orthereof, or in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, Facility and the Type(s) of Term Loans to be prepaid and, if Eurocurrency Rate Loans are to be prepaid, and, if the Borrower is prepaying all or a portion Interest Period(s) of the such Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Appropriate Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided, however, that a notice of voluntary prepayment may state that such notice is conditioned upon an event, such as the effectiveness of other credit facilities, the receipt of the proceeds from the issuance of Equity Interests or other Indebtedness or the receipt of the proceeds from a Disposition, in which case such notice of prepayment may be revoked by the Borrower if such condition is not satisfied. Any prepayment of a Eurodollar Term Loans that are Eurocurrency Rate Loan Loans shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each such Subject to Section 2.18, each prepayment made pursuant to this clause (a) shall be applied to made ratably among the Loans of the applicable Appropriate Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages in respect of the applicable Facility.
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Prepayments. (a) The Borrower may, upon notice to the Administrative Agent, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided provided, that (ia) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A1) three (3) Business Days prior to any date of prepayment of Eurodollar Rate Loans and (B2) on the date of prepayment of Base Rate Loans; (iib) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 2,000,000 or a whole multiple of $1,000,000 in excess thereof; and (iiic) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Loans to be prepaid, prepaid and, if the Borrower is prepaying all or a portion of the Term Loan BEurodollar Rate Loans are to be prepaid, the installments Interest Period(s) of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share portion of such prepaymentprepayment (based on such Lender’s Applicable Percentage of the Term Loan Facility). If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each such So long as no Default or Event of Default has occurred and is continuing, each prepayment of Loans under the Term Loan Facility pursuant to this Section 2.03 shall be applied to the Loans principal repayment installments in forward or inverse order of maturity, as directed by the applicable Borrower, or if the Borrower fails to make such direction, on a pro-rata basis, and each such prepayment shall be paid to the Lenders in accordance with their Pro Rata Revolving Shares respective Applicable Percentages. If a Default or Event of Default has occurred and Pro Rata is continuing, each prepayment of Loans under the Term B Shares, Loan Facility pursuant to this Section 2.03 shall be applied to the principal repayment installments in inverse order of maturity or as applicableotherwise determined by the Administrative Agent.
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Prepayments. (a) The Each Borrower may, upon notice to the Administrative Agent, may at any time or and from time to time voluntarily prepay the Loans under the Revolving Credit Facility or the Term Loan B Facility made to such Borrower, in whole or in part part, without premium or penalty; provided that , upon notice delivered to the Administrative Agent prior to 1:00 p.m., New York City time, (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) at least three Business Days prior to any date of prepayment thereto in the case of Eurodollar Rate Loans Loans, and (Bii) on the date of prepayment prepayment, in the case of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such which notice shall specify the date and amount of such prepayment, whether the credit facility prepayment is of Eurodollar Loans or Base Rate Loans and the Revolving Credit Borrowing or Borrowings to which the such prepayment is to be applied; provided that a notice of prepayment delivered by any Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, transactions or borrowings in general, in which case such notice may be revoked by such Borrower (by notice to the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will on or prior to the specified prepayment date) if such condition is not satisfied. Upon receipt of any such notice the Administrative Agent shall promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepaymentLenders thereof. If any such notice is given by the Borrowerand not revoked as set forth above, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Base Rate Loans) accrued interest to such date on the amount prepaid. Each partial prepayment of any Revolving Credit Borrowing shall be in an amount equal to (i) if comprised of Eurodollar Loans, $1,000,000 or a whole multiple thereof and (ii) if comprised of Base Rate Loans, $500,000 or a whole multiple thereof. Each prepayment of a Revolving Credit Borrowing shall be applied ratably to the Loans included in such Revolving Credit Borrowing. Any prepayment of a any Revolving Credit Borrowing comprised of Eurodollar Rate Loan Loans on any day other than the last day of the Interest Period applicable thereto shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant subject to Section 4.05. Each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicable2.15.
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Prepayments. (a) The Borrower mayprincipal amount of any Base Rate Advance may be prepaid in full or ratably in part at any time, upon without penalty and without regard to the Payment Date for such Advance, which written notice shall be a Notice of Prepayments, Conversions and Continuations in substantially the form set forth on Exhibit C attached hereto to the Administrative Agent. LIBOR Advances may be prepaid prior to the applicable Payment Date, upon three (3) Business Days’ prior written notice, which written notice shall be a Notice of Prepayments, Conversions and Continuations in substantially the form set forth on Exhibit C attached hereto to the Administrative Agent; provided that the Borrower shall reimburse the Lenders and the Administrative Agent, on demand by the applicable Lender or the Administrative Agent, for any loss or reasonable out-of-pocket expense incurred by any Lender or the Administrative Agent in connection with such prepayment, to the extent and as set forth in Sections 2.9 and 2.10 hereof. The principal amount of any Term Loan B Advance may be prepaid in full or ratably in part at any time the Borrower is voluntarily prepaying a Base Rate Advance or from time a LIBOR Advance, without penalty and without regard to time the Payment Date for such Advance, which written notice shall be a Notice of Prepayments, Conversions and Continuations in substantially the form set forth on Exhibit C attached hereto to the Administrative Agent; provided, however, that until the Satisfaction Date, amounts voluntarily prepay Loans paid by the Borrower under the Revolving Credit Facility or the this Section 2.6 with respect to Term Loan B Facility Advances may not be in whole or in part without premium or penalty; provided that (i) such notice must be received an amount greater than 50% of the amounts voluntarily paid by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior Borrower under this Section 2.6 with respect to any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans Advances and/or LIBOR Advances under the Term Loan B Facility A Commitment. Any prepayment hereunder shall be in amounts of not less than $500,000 and in integral multiples of $500,000. All prepayments made pursuant with respect to this Section 2.06(a) at any time prior Base Rate Advances and/or LIBOR Advances shall be applied first, to the first anniversary outstanding principal amount of Term Loan A to the remaining scheduled repayments set forth in Section 2.7(a) hereof (accompanied by payment of any LIBOR funding breakage costs in accordance with Section 2.10), pro rata across the remaining maturities, until Term Loan A shall have been prepaid in full; and second, to the Revolving Loans outstanding (without a permanent reduction of the Closing Date shall include an additional amount equal Revolving Loan Commitment). All prepayments made with respect to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05. Each such prepayment Advances shall be applied to the Loans outstanding principal amount of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicable.Loan B.
Appears in 1 contract
Samples: Loan Agreement (BGF Industries Inc)
Prepayments. (a) The Borrower may, upon notice to the Administrative Agent, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without at the principal amount thereof together with, in the case of any such prepayment made prior to the first anniversary of the Closing Date, a premium or penaltyequal to 1% of the principal amount thereof so prepaid, and no prepayment premium thereafter; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 2,000,000 (or, if less, the remaining principal amount of any Eurodollar Rate Loan) or a whole multiple of $1,000,000 in excess thereof; and (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 500,000 (or, if less, the remaining principal amount of any Base Rate Loan) or a whole multiple of $1,000,000 100,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B Each prepayment shall be applied to installments made ratably among the Lenders in such order as the Borrower shall select in its noticeaccordance with their respective Pro Rata Shares. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Pro Rata Share of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Each notice of prepayment pursuant to this Section shall be irrevocable, except that the Borrower may, by subsequent notice to the Administrative Agent, revoke any such notice of prepayment if such notice of revocation is received not later than 10:00 a.m. (New York City time) on the day on which such scheduled prepayment and, provided that (i) the Borrower reimburses each Lender pursuant to Section 3.05 for any funding losses within five Business Days after receiving written demand therefor and (ii) the amounts of Loans as to which such revocation applies shall be deemed converted to (or continued as, as applicable) Base Rate Loans in accordance with the provisions of Section 2.02 as of the date of notice of revocation (subject to subsequent conversion in accordance with the provisions of this Agreement). Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05. Each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicable3.05.
Appears in 1 contract
Samples: Term Credit Agreement (Keystone Automotive Operations Inc)
Prepayments. (a) The Borrower maySubject to Section 9.04(b) hereof, upon notice and to the Administrative Agentterms of the applicable Local Currency Addendum, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that if applicable, a Borrower may (i) such following notice must be received given to the Agent by the Administrative Agent Company (on behalf of such Borrower) not later than 11:00 a.m. A.M. (ANew York City time or local time, as applicable) on the proposed date of prepayment (or two Business Days prior to such prepayment in the case of a Designated Prepayment), such notice specifying the applicable Borrower, the proposed date and aggregate principal amount of the prepayment, and if such notice is given, such Borrower shall prepay the outstanding principal amounts of the Base Rate Advances comprising part of the same A Borrowing or Floating Rate Advances comprising the same Local Currency Borrowing in whole or ratably in part, together with accrued interest to the date of such prepayment on the principal amount prepaid and (ii) following notice given to the Agent (or, in the case of Fixed Rate Advances denominated in any Alternative Currency, the Euro-Agent or the applicable Local Currency Agent, as applicable) by the Company (on behalf of such Borrower) not later than 11:00 A.M. (London time or local time, as applicable) three Business Days prior to any the proposed date of prepayment (or five Business Days prior to the proposed date of Eurodollar prepayment in the case of a Designated Prepayment), such notice specifying the applicable Borrower, the proposed date and aggregate principal amount of the prepayment, and if such notice is given, such Borrower shall prepay the outstanding principal amounts of the Fixed Rate Loans and (B) on Advances comprising a Committed Borrowing in whole or ratably in part, together with accrued interest to the date of such prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a on the principal amount of $5,000,000 or a whole multiple of $1,000,000 prepaid; provided, however, that Fixed Rate Advances that are A Advances may be prepaid non-ratably in excess thereof; (iii) any prepayment of Base Rate Loans under any part if such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is a Designated Prepayment made to be applied, accommodate a Designated Local Currency Borrowing. In the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment case of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereonDesignated Prepayment which provides for a prepayment in part of an A Borrowing, together with any additional amounts required pursuant to Section 4.05. Each such prepayment shall be applied allocated only to the Loans of Local Currency Banks under the applicable Lenders Australian Local Currency Addenda and allocated among such Banks according to their Local Currency Commitments under the Australian Local Currency Addenda. Each partial prepayment shall be in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablean aggregate principal amount not less than $1,000,000.
Appears in 1 contract
Prepayments. (a) The Borrower maySubject to Section 9.04(b) hereof, upon notice and to the Administrative Agentterms of the applicable Local Currency Addendum, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that if applicable, a Borrower may (i) such following notice must be received given to the Agent by the Administrative Agent Company (on behalf of such Borrower) not later than 11:00 a.m. A.M. (ANew York City time or local time, as applicable) on the proposed date of prepayment (or two Business Days prior to such prepayment in the case of a Designated Prepayment), such notice specifying the applicable Borrower, the proposed date and aggregate principal amount of the prepayment, and if such notice is given, such Borrower shall prepay the outstanding principal amounts of the Base Rate Advances comprising part of the same A Borrowing or Floating Rate Advances comprising the same Local Currency Borrowing in whole or ratably in part, together with accrued interest to the date of such prepayment on the principal amount prepaid and (ii) following notice given to the Agent (or, in the case of Fixed Rate Advances denominated in any Alternative Currency, the Euro-Agent or the applicable Local Currency Agent, as applicable) by the Company (on behalf of such Borrower) not later than 11:00 A.M. (London time or local time, as applicable) three Business Days prior to any the proposed date of prepayment (or five Business Days prior to the proposed date of Eurodollar prepayment in the case of a Designated Prepayment), such notice specifying the applicable Borrower, the proposed date and aggregate principal amount of the prepayment, and if such notice is given, such Borrower shall prepay the outstanding principal amounts of the Fixed Rate Loans and (B) on Advances comprising a Committed Borrowing in whole or ratably in part, together with accrued interest to the date of such prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a on the principal amount of $5,000,000 or a whole multiple of $1,000,000 prepaid; provided, however, that Fixed Rate Advances that are A Advances may be prepaid non-ratably in excess thereof; (iii) any prepayment of Base Rate Loans under any part if such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is a Designated Prepayment made to be applied, accommodate a Designated Local Currency Borrowing. In the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment case of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereonDesignated Prepayment which provides for a prepayment in part of an A Borrowing, together with any additional amounts required pursuant to Section 4.05. Each such prepayment shall be applied allocated only to the Loans of Local Currency Banks under the applicable Lenders Local Currency Addendum and allocated among such Banks according to their Local Currency Commitments under such Local Currency Addendum. Each partial prepayment shall be in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablean aggregate principal amount not less than $1,000,000.
Appears in 1 contract
Prepayments. (a) The Borrower may, upon notice to the Administrative AgentAgent pursuant to delivery to the Administrative Agent of a Notice of Loan Prepayment, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Term Benchmark Loans or (B) five U.S. Government Securities Business Days prior to any date of prepayment of RFR Loans and (BC) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Term Benchmark Loans under any such credit facility shall be in a principal amount of $5,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof; and (iii) any prepayment of Base Rate Loans under any such credit facility or RFR Loans shall be in a principal amount of $5,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify (i) the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, (ii) the Type(s) of Loans to be prepaid, and(iii) if Term Benchmark Loans are to be prepaid, the Interest Period(s) of such Loans and (iv) if such notice is submitted through an Approved Borrower Portal, any related signature requirement may be waived at the Borrower is prepaying all or a portion sole discretion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeAdministrative Agent. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided that any such notice of prepayment may state that such notice is conditioned upon the effectiveness of other credit facilities or the closing of another transaction, the proceeds of which will be used to prepay any outstanding Loans, in which case such prepayment may be conditional upon the effectiveness of such other credit facilities or the closing of such other transaction. For the avoidance of doubt, any such conditional notice that does not result in a prepayment on the proposed prepayment date set forth in such notice shall be subject to the provisions of Section 3.05. Any prepayment of a Eurodollar Rate Term Benchmark Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.16, each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages.
Appears in 1 contract
Samples: Credit Agreement (Safehold Inc.)
Prepayments. (a) The Borrower may, upon notice Borrowers shall have the right and privilege to prepay the Administrative Agent, principal amount outstanding under the Revolver Loan at any time or from time to time voluntarily prepay Loans without penalty. Ranor, as Borrower under the Revolving Credit Facility or Ranor Term Loan, shall have the right and privilege to prepay the principal amount outstanding under the Ranor Term Loan B Facility in whole or in part without premium or penalty; part, at any time, provided that (i) such notice prepayment must be received accompanied by the Administrative Agent not later than 11:00 a.m. an additional sum (A) three Business Days prior to any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in sum, a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii“Prepayment Premium”) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) percent of the amount of principal to be prepaid. Each prepaid (the “Prepayment Amount”) if such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is made at any time on or prior to December 20, 2021. The Stadco Borrowers shall have the right and privilege to prepay the principal amount outstanding under the Stadco Term Loan in whole or in part, at any time, provided that such prepayment must be applied, accompanied by a Prepayment Premium equal to (a) five (5%) percent of the Type(sPrepayment Amount if such prepayment is made at any time during loan year 1; (b) four (4%) percent of Loans to be prepaid, andthe Prepayment Amount if such prepayment is made at any time during loan year 2; (c) three (3%) percent of the Prepayment Amount if such prepayment is made at any time during loan year 3; (d) two (2%) percent of the Prepayment Amount if such prepayment is made at any time during loan year 4 and (e) one (1%) percent of the Prepayment Amount if such prepayment is made at any time thereafter. In any event, if the Borrower principal balance outstanding under any Note is prepaying all or a portion prepaid in full prior to the due date of the Term Loan Blast installment contemplated thereunder, the installments of applicable Borrower or Borrowers shall make payment to the Term Loan B Bank for all interest and other charges due thereunder, in addition to which such prepayments will be applied. Prepayments of those listed in this paragraph, at the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share time of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05. Each such No prepayment shall postpone or waive any required payment of interest or principal on Loans. Notwithstanding the foregoing, no Prepayment Premium will be applied assessed to any Borrower (i) as to any prepayment made from either casualty loss insurance proceeds or condemnation award applicable to any collateral for the Loans, or (ii) if a full prepayment is made (a) with respect to the Loans of Ranor Term Loan, during the applicable Lenders in accordance forty-five (45) day period immediately preceding the Ranor Term Loan Maturity Date or (b) with their Pro Rata Revolving Shares and Pro Rata respect to the Stadco Term B SharesLoan, as applicableduring the forty-five (45) day period immediately preceding the Stadco Term Loan Maturity Date.
Appears in 1 contract
Samples: Loan Agreement (Techprecision Corp)
Prepayments. (a) The Borrower may, upon notice to the Administrative AgentAgent (which notice may, at the Borrower's election, be conditioned upon the consummation of a refinancing, provided the Borrower shall compensate each Lender for any additional amounts required pursuant to Section 3.05 suffered as a result of any notice that is conditioned upon the consummation of a refinancing), at any time or from time to time voluntarily prepay Revolving Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; and (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 3,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Revolving Loans to be prepaid and, if Eurodollar Rate Loans are to be prepaid, and, if the Borrower is prepaying all or a portion Interest Period(s) of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share 's Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.14, each such prepayment shall be applied to the Revolving Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages.
Appears in 1 contract
Samples: Assignment and Assumption (Fidelity National Financial, Inc.)
Prepayments. (a) The Borrower may, upon notice to Issuer may optionally prepay the Administrative Agent, at Notes of any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility Series in whole or in part without premium or penalty; on any Business Day provided that (i) the Issuer shall have provided written notice of such notice must be received by prepayment to the Administrative Agent not Indenture Trustee no later than 11:00 a.m. (A) three five Business Days prior to any date of prepayment of Eurodollar Rate Loans and (B) on the date of such prepayment or such shorter notice period set forth in the Variable Funding Note Purchase Agreement for any Series of Base Rate Loans; Variable Funding Notes and (ii) any such prepayment of Eurodollar Rate Loans under any such credit facility shall be in a is accompanied by all accrued and unpaid interest on the principal amount of $5,000,000 or a whole multiple the Notes being prepaid through the date of $1,000,000 in excess thereof; (iii) such prepayment and any applicable Prepayment Consideration if such prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time occurs prior to the first anniversary Prepayment Period for such Series; provided that no Prepayment Consideration shall be payable in connection with (r) prepayments of the Closing Variable Funding Notes of any Series, (s) prepayments of the Class A LTV Test Sweep Amount to the Class A Notes of any Series, (t) prepayments of the Class A-2 Notes of any Series on any Payment Date shall include in an additional amount up to the applicable Class A-2 Monthly Amortization Amount as of such Payment Date, (u) prepayments of the Term Notes from amounts on deposit in the Cash Trap Reserve Sub-Accounts or to cure a Cash Trap Condition, (v), mandatory prepayments of any Series of Notes as provided in the related Series Supplement, (w) prepayments of the Term Notes with Loss Proceeds in accordance with Section 7.06 or (x) prepayments made during an Amortization Period or after the occurrence and during the continuance of an Event of Default, (y) prepayments of Notes in an amount equal to the applicable Disposition Price in connection with the disposition of one percent (1%) of the or more Data Centers in accordance with Section 7.30 in an amount of principal up to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment an amount specified in the applicable Series Supplement in the aggregate for all such notice shall be due and payable on dispositions or (z) prepayments of any Series of Notes in an amount up to the date applicable Early Termination Fee Prepayment Amount not to exceed an amount specified therein. Any in the applicable Series Supplement; provided, further, that such prepayment of a Eurodollar Rate Loan any Series of Variable Funding Notes shall be accompanied by all accrued interest thereon, together with any such additional amounts required to be paid pursuant to Section 4.05the related Variable Funding Note Purchase Agreement. Each On the date of any prepayment in connection with which Prepayment Consideration is payable, the Indenture Trustee or the Paying Agent, at the direction of the Manager, shall pay such prepayment shall be applied Prepayment Consideration received in respect of any Class or Series of Notes to the Loans Holders of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablecorresponding Class or Series of Notes pro rata based on the amount prepaid on each such Note.
Appears in 1 contract
Samples: Annexes and Schedules (Landmark Infrastructure Partners LP)
Prepayments. (a) The Borrower may, upon notice from the Borrower to the Administrative Agent, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 11:30 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar LIBOR Rate Loans and (B) on the date of prepayment of Base Rate Loans or Swingline Loans; (ii) any prepayment of Eurodollar LIBOR Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; and (iii) any prepayment of Base Rate Loans under any such credit facility or Swingline Loans shall be in a principal amount of $5,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the whether such prepayment is to be applied, of Revolving Loans or Swingline Loans and the Type(s) of Loans to be prepaid, prepaid and, if the Borrower is prepaying all or a portion of the Term Loan BLIBOR Rate Loans are to be prepaid, the installments Interest Period(s) of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Commitment Percentage of such prepayment. If such notice is given by the Borrowergiven, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided that any such notice of prepayment of Loans in whole in connection with a refinancing of all Obligations hereunder may state that it is conditioned on the effectiveness of other credit facilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or before the specified effective date) if such condition is not satisfied, in which case such prepayment and payment shall not be due and payable. Any prepayment of a Eurodollar LIBOR Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.5. Each such prepayment of Revolving Loans shall be applied to the Revolving Loans of the applicable Lenders in accordance with their Pro Rata respective Commitment Percentage of such Revolving Shares and Pro Rata Term B SharesLoan. Notwithstanding the foregoing, as applicableSwingline Borrowings may be prepaid pursuant to terms otherwise set forth in any applicable Treasury Management Agreement without giving effect to any minimum amounts or notice requirement set forth herein.
Appears in 1 contract
Samples: Credit Agreement (Aptargroup Inc)
Prepayments. (a) The Each Borrower may, upon notice from the Company to the Administrative Agent, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 11:30 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Eurocurrency Rate Loans denominated in Dollars, (B) four Business Days (or five, in the case of prepayment of Loans denominated in Special Notice Currencies) prior to any date of prepayment of Eurocurrency Rate Loans denominated in Alternative Currencies and (BC) on the date of prepayment of Base Rate Loans or Swingline Loans; (ii) any prepayment of Eurodollar Eurocurrency Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; and (iii) any prepayment of Base Rate Loans under any such credit facility or Swingline Loans shall be in a principal amount of $5,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the whether such prepayment is to be appliedof Revolving Credit (US) Loans, Revolving Credit (UK) Loans, Term Loans or Swingline Loans and the Type(s) of Loans to be prepaid, prepaid and, if the Borrower is prepaying all or a portion of the Term Loan BEurocurrency Rate Loans are to be prepaid, the installments Interest Period(s) of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share portion of such prepaymentprepayment (based on such Lender’s Commitment Percentage in respect of the relevant Facility). If such notice is given by the BorrowerCompany, the Borrower Company shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided that any such notice of prepayment of Loans in whole in connection with a refinancing of all Obligations hereunder may state that it is conditioned on the effectiveness of other credit facilities, in which case such notice may be revoked by the Company (by notice to the Administrative Agent on or before the specified effective date) if such condition is not satisfied, in which case such prepayment and payment shall not be due and payable. Any prepayment of a Eurodollar Eurocurrency Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.5. Each such prepayment of the outstanding Term Loans pursuant to this Section 2.3(a) shall be applied to the principal repayment installments thereof as directed by the Company (excluding the final payment due at maturity). Subject to Section 2.12, each such prepayment of Revolving Credit (US) Loans, Revolving Credit (UK) Loans of and Term Loans shall be paid to the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Sharesrespective Commitment Percentage in respect of each of the relevant Facilities. Notwithstanding the foregoing, as applicableSwingline Borrowings may be prepaid pursuant to terms otherwise set forth in any applicable Treasury Management Agreement without giving effect to any minimum amounts or notice requirement set forth herein.
Appears in 1 contract
Samples: Credit Agreement (Aptargroup Inc)
Prepayments. (a) The Borrower may, upon notice to the Administrative Agentat its option, at any time or from time to time voluntarily repay or prepay part or all of the outstanding principal balance of the Loans under bearing interest based on the Prime Rate or the Revolving Credit Facility Note LIBOR Rate without premium. The Borrower may, at its option, from time to time repay or prepay part or all of the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by outstanding principal balance of any of the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Revolving Loans and (B) bearing interest based on the date LIBOR Rate and/or the Construction Loans at the end of prepayment a Loan Period without premium. If any LIBOR Rate Loan (including, without limitation, any advances of Base Revolving Loans that Borrower has elected to be a LIBOR Rate Loans; (iiLoan) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time is prepaid prior to the first anniversary end of the Closing Date shall include an additional amount equal Loan Period for such loan, whether voluntarily or because prepayment is required due to one percent (1%) such loan's maturing or accelerating upon default or otherwise, the Borrower agrees to pay all of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepaymentBank's costs, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such noticeexpenses, and of Interest Differential (as determined by the amount of such Lender’s ratable share Bank) incurred as a result of such prepayment. If such notice is given by Because of the Borrowershort-term nature of this facility, the Borrower agrees that the Interest Differential shall make such prepayment and the payment amount specified in such notice shall not be due and payable on the date specified thereindiscounted to its present value. Any prepayment of a Eurodollar LIBOR Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant in an amount equal to Section 4.05the remaining entire principal balance of such loan. Each such prepayment There shall be applied no prepayments of any Cost of Funds Rate Term Loan, provided that the Bank may consider requests for its consent with respect to prepayment of any Cost of Funds Rate Term Loan, without incurring an obligation to do so, and the Borrower acknowledges that in the event that such consent is granted, the Borrower shall be required to pay the Bank, upon prepayment of all or part of the principal amount of a Cost of Funds Rate Term Loan before final maturity, a prepayment indemnity (“Prepayment Fee”) equal to the Loans greater of zero, or that amount, calculated on any date of prepayment (“Prepayment Date”), which is derived by subtracting: (a) the principal amount of such Cost of Funds Rate Term Loan or portion of such Cost of Funds Rate Term Loan to be prepaid from (b) the Net Present Value of such Cost of Funds Rate Term Loan or portion of such Cost of Funds Rate Term Loan to be prepaid on such Prepayment Date; provided, however, that the Prepayment Fee shall not in any event exceed the maximum prepayment fee permitted by applicable law. Notwithstanding the foregoing, if prior to the conversion of a Construction Period Construction Loan to a Cost of Funds Rate Term Loan, the Bank and the Borrower mutually agree that the Cost of Funds-Based Rate will include a premium as payment to the Bank for waiver by the Bank of any Prepayment Fee (determined by the Bank in its sole discretion) over the then applicable Cost of Funds-Based Rate and such premium is expressly described in the applicable Lenders in accordance with their Pro Rata Revolving Shares Promissory Note, then the Borrower may prepay such Cost of Funds Rate Term Loan without incurring a Prepayment Fee. If the Borrower initially elects less than a 12 year maturity for a Construction Term Loan that is also a Cost of Funds Rate Term Loan and Pro Rata later the Borrower exercises its option to extend the maturity up to 12 years from the Construction Conversion Date, if the Borrower did not pay a premium to the Bank for waiver by the Bank of any Prepayment Fee at the Construction Conversion Date, then the Borrower will be subject to a Prepayment Fee at the time the Borrower elects to extend the maturity date of such Construction Term B SharesLoan; provided, as applicablehowever, the Bank shall waive any Prepayment Fee that would otherwise apply to any Cost of Funds Rate Term Loan issued on or after September 1, 2007 and prior to October 21, 2010.
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Prepayments. (a) The Borrower may, upon notice to Each of the Administrative Agent, Borrowers may at any time or and from time to time voluntarily prepay Loans under the Revolving Loans made to it and the Reimbursement Obligations in respect of Letters of Credit Facility or the Term Loan B Facility issued for its account, in whole or in part part, subject to subsection 4.12, without premium or penalty; provided that , upon at least three Business Days’ notice by the Borrower Representative to the Administrative Agent (in the case of EurocurrencyTerm SOFR Loans) or same day notice by the Borrower Representative to the Administrative Agent (in the case of ABR Loans and Reimbursement Obligations). Such notice shall specify the identity of the prepaying Borrower, the date and amount of prepayment and whether the prepayment is (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Revolving Loans or Swing Line Loans, or a combination thereof, and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate EurocurrencyTerm SOFR Loans, ABR Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess combination thereof and, if a combination thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) allocable to each and, in the case of any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify Reimbursement Obligations, the date and amount of such prepayment, the identity of the applicable Letter of Credit or Letters of Credit and the amount allocable to each of such Reimbursement Obligations. Any such notice may state that such notice is conditioned upon the occurrence or non-occurrence of any event specified therein (including the effectiveness of other credit facility to facilities), in which the prepayment is to case such notice may be applied, the Type(s) of Loans to be prepaid, and, if revoked by the Borrower is prepaying all or a portion of Representative (by written notice to the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will on or prior to the specified effective date) if such condition is not satisfied. Upon the receipt of any such notice the Administrative Agent shall promptly notify each applicable affected Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepaymentthereof. If any such notice is given by the Borrowerand is not revoked, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with (if a EurocurrencyTerm SOFR Loan is prepaid other than at the end of the Interest Period applicable thereto) any additional amounts required payable pursuant to Section 4.05subsection 4.12 and accrued interest to such date on the amount prepaid. Each such prepayment Partial prepayments of the Revolving Loans and the Reimbursement Obligations pursuant to this subsection shall (unless the Borrower Representative otherwise directs) be applied, first, to payment of any Agent Advances then outstanding, second, to the payment of the Swing Line Loans then outstanding, third, at the Borrower Representative’s option, to the payment of the Revolving Loans then outstanding, fourth, to the payment of any Reimbursement Obligations then outstanding and, last, to cash collateralize any outstanding L/C Obligation on terms reasonably satisfactory to the Administrative Agent. Partial prepayments pursuant to this subsection 4.4(a) shall be applied to in multiples of $1.0 million; provided that, notwithstanding the Loans of the applicable Lenders foregoing, any Loan may be prepaid in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicableits entirety.
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Prepayments. (a) The Borrower may, upon notice to the Administrative Agent, may at any time or and from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility Loans, in whole or in part part, without premium or penalty; penalty (except as specifically provided that (i) such in the last sentence of this Section 2.08(a)), upon notice must be received by delivered to the Administrative Agent not no later than 12:00 noon, New York City time (or in the case of an Alternative Currency, 11:00 a.m. (A) a.m., London time), not less than three Business Days prior to any date thereto, in the case of prepayment of Eurodollar Rate Loans and (B) Eurocurrency Loans, no later than 12:00 noon, New York City time, on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof ornotice, in each casethe case of ABR Loans, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such which notice shall specify the date and amount of such prepayment, prepayment and the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and; provided that, if a Eurocurrency Loan is prepaid on any day other than the Borrower is prepaying all or a portion last day of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each Interest Period applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by the Borrowerthereto, the Borrower shall make also pay any amounts owing pursuant to Section 2.13. Each such notice may be conditioned on the occurrence of one or more events (it being understood that the Administrative Agent and Lenders shall be entitled to assume that the Loans contemplated by such notice are to be made unless the Administrative Agent shall have received written notice revoking such notice of prepayment and on or prior to the payment date of such prepayment). Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional accrued interest to such date on the amount prepaid. Partial prepayments of Loans shall be in an aggregate principal amount that is an integral multiple of $1,000,000 and not less than $5,000,000 (or comparable amounts required determined by the Administrative Agent in the case of Alternative Currency). In the case of each prepayment of Loans pursuant to this Section 4.05. Each 2.08(a), the Borrower may in its sole discretion select the Loans (of any Class) to be repaid, and such prepayment shall be applied paid to the Loans of the applicable appropriate Lenders in accordance with their Pro Rata Revolving Shares respective pro rata share of such Loans. If any Repricing Event occurs prior to the date occurring 126 months after the Incremental Assumption Agreement No.1Amendment No. 3 Effective Date, the Borrower agrees to pay to the Administrative Agent, for the ratable account of each Lender with Term B-1 Loans that are subject to such Repricing Event (including any Lender which is replaced pursuant to Section 2.16(c) as a result of its refusal to consent to an amendment giving rise to such Repricing Event), a fee in an amount equal to 1.00% of the aggregate principal amount of the Term B-1 Loans subject to such Repricing Event. Such fees shall be earned, due and Pro Rata Term B Shares, as applicablepayable upon the date of the occurrence of such Repricing Event.
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Samples: Credit Agreement (Match Group, Inc.)
Prepayments. (a) Agent and the Term Loan Banks shall not be required to accept any prepayment of principal under the Term Notes except as described in this Section 4.4 or as required under applicable law. The Borrower mayCompany may prepay the outstanding principal under the Term Notes in its entirety or, upon notice with respect to the Administrative Agentpartial payments, in increments of One Million Dollars ($1,000,000) at any time or and from time to time voluntarily prepay Loans under so long as the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; Agent is provided that written notice of prepayment at least three (i3) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any the date of prepayment. The notice of prepayment of Eurodollar Rate Loans and shall contain the following information: (Bi) on the date of prepayment of Base Rate Loans; (the "Prepayment Date") and (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify On the date and amount of such prepaymentPrepayment Date, the credit facility Company will pay to which the prepayment is Agent for pro rata distribution to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion each of the Term Loan BBanks (in accordance with the Percentages), in addition to the other amounts then due on the Term Notes, the installments of Prepayment Amount described below. Agent and the Term Loan B Banks, in their sole discretion, may accept any prepayment of principal even if not required to which such prepayments will do so under this Agreement and may deduct from the amount to be applied. Prepayments applied against principal the other amounts required as part of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticePrepayment Amount. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05. Each such prepayment Prepaid Principal Amount (as defined below) shall be applied to the Loans Term Notes in the inverse order of maturity, such that, as opposed to prepaying the next principal payment due, the Prepaid Principal Amount will be applied beginning with the final principal payment due on the Term Notes. If the Agent and the Term Loan Banks exercise their right to accelerate the payment of the applicable Lenders Term Notes prior to maturity under Section 11.2 of this Agreement, the Company shall also be required to pay to each of the Term Loan Banks, in accordance with their Pro Rata Revolving Shares and Pro Rata addition to the other amounts then due on the Term B SharesNotes, on the date specified by the Agent as applicablethe Prepayment Date, its Percentage of the Prepayment Amount. The Agent's determination of the Prepayment Amount will be conclusive in the absence of demonstrable error. If requested in writing by the Company, the Agent will provide the Company a written statement calculating the Prepayment Amount.
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Prepayments. (a) The Borrower may, upon notice to the Administrative Agent, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility any Borrowing in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. 1:00 p.m., New York City time, (A) three Business Days prior to any date of prepayment of Eurodollar Rate Term SOFR Loans, (B) one Business Day prior to any date of prepayment of Daily Simple SOFR Loans and (BC) on the date of prepayment of Base Rate Loans; Loans and (ii) any prepayment of Eurodollar Rate Loans under any such credit facility Borrowing shall be in a principal an aggregate amount of $5,000,000 or a whole that is an integral multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof the Borrowing Multiple and not less than the Borrowing Minimum or, in each caseif less, the entire principal amount thereof of such Borrowing then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, prepayment and the credit facility to which the prepayment is Borrowing or Borrowings to be appliedprepaid and, the Type(s) of Loans if a Term SOFR Borrowing is to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeInterest Period applicable thereto. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment prepayment, and the payment amount specified in such notice shall be due and payable payable, on the date specified in the applicable notice; provided that such notice of prepayment may state that such prepayment is conditioned upon the occurrence of one or more events specified therein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the date of such prepayment) if any applicable condition is not satisfied. Any prepayment of a Eurodollar Rate Term SOFR Loan or Daily Simple SOFR Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant on the amount prepaid. Subject to Section 4.05. Each such 2.13, each prepayment of a Borrowing shall be applied to the Loans of the applicable Lenders comprising such Borrowing in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages.
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Prepayments. (aa)Without prepayment premium or penalty (other than any applicable Prepayment Premium) The but subject to Section 3.05, Borrower may, upon same Banking Day’s notice to Administrative Agent in the case of the Base Rate Loans, upon at least one (1) U.S. Government Securities Banking Day’s notice to the Administrative AgentAgent in the case of Daily SOFR Loans, and at any time or from time least three (3) U.S. Government Securities Banking Days’ notice to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent in the case of LIBORTerm SOFR Loans, which notice shall have been received not later than 11:00 a.m. (ANew York time) three Business Days prior on such applicable date, prepay in whole or in part the Ratable Loans or any of the Term Loans; provided, that (1) any partial prepayment under the foregoing shall be in integral multiples of One Million Dollars ($1,000,000) and (2) each prepayment under the foregoing shall include, at Administrative Agent’s option, all interest accrued on the amount of principal prepaid to any (but excluding) the date of prepayment of Eurodollar prepayment. Borrower shall have the right to prepay Bid Rate Loans only if so provided in the Bid Rate Quote Request, and otherwise with the consent of the Ratable Loan Bank or the Designated Lender that funded the Bid Rate Loan that Borrower desires to prepay. Borrower may, from time to time on any Banking Day so long as prior notice is given to Administrative Agent and Swingline Lender no later than 1:00 p.m. (BNew York City time) on the day on which Borrower intends to make such prepayment, prepay any Swingline Loans in whole or in part in amounts aggregating at least One Hundred Thousand Dollars ($100,000), and in an integral multiple of One Hundred Thousand Dollars ($100,000) (or, if less, the aggregate outstanding principal amount of all Swingline Loans then outstanding) by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in by initiating a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary wire transfer of the Closing Date shall include an additional amount equal to one percent principal and interest on the Swingline Loans no later than 1:00 P.M. (1%New York City time) of the amount of principal to be prepaid. Each on such notice shall specify the date day and amount of such prepayment, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The deliver a federal reference number evidencing such wire transfer to Administrative Agent will promptly notify each applicable Lender of its receipt of each as soon as available thereafter on such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05. Each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicableday.
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Prepayments. (a) The Borrower maySubject to SECTION 9.04(b) hereof, upon notice and to the Administrative Agentterms of the applicable Local Currency Addendum, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that if applicable, a Borrower may (i) such following notice must be received given to the Agent by the Administrative Agent Company (on behalf of such Borrower) not later than 11:00 a.m. A.M. (ANew York City time or local time, as applicable) on the proposed date of prepayment (or two Business Days prior to such prepayment in the case of a Designated Prepayment), such notice specifying the applicable Borrower, the proposed date and aggregate principal amount of the prepayment, and if such notice is given such Borrower shall, prepay the outstanding principal amounts of the Base Rate Advances comprising part of the same A Borrowing or Floating Rate Advances comprising the same Local Currency Borrowing in whole or ratably in part, together with accrued interest to the date of such prepayment on the principal amount prepaid and (ii) following notice given to the Agent (or, in the case of Fixed Rate Advances denominated in any Alternative Currency, the Euro-Agent or the applicable Local Currency Agent, as applicable) by the Company (on behalf of such Borrower) not later than 11:00 A.M. (London time or local time, as applicable) three Business Days prior to any the proposed date of prepayment of Eurodollar Rate Loans and (B) on or five Business Days prior to the proposed date of prepayment in the case of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any a Designated Prepayment), such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each casenotice specifying the applicable Borrower, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary proposed date of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, and if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by such Borrower shall, prepay the Borrower, outstanding principal amounts of the Borrower shall make such prepayment Fixed Rate Advances comprising a Committed Borrowing in whole (and the payment amount specified not in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereonpart), together with any additional amounts required pursuant accrued interest to Section 4.05the date of such prepayment on the principal amount prepaid; PROVIDED, HOWEVER, that Fixed Rate Advances that are A Advances may be prepaid ratably in part if such prepayment is a Designated Prepayment. Each In the case of a Designated Prepayment which provides for a prepayment in part of an A Borrowing, such prepayment shall be applied allocated only to the Loans Local Currency Banks under the Australian Local Currency Addenda and allocated among such Banks according to their Local Currency Commitments under the Australian Local Currency Addenda. In the case of the applicable Lenders a Committed Borrowing comprised of Base Rate Advances or other Floating Rate Advances, each partial prepayment shall be in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablean aggregate principal amount not less than $1,000,000.
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Prepayments. Borrower may prepay LIBOR Rate Loans at any time; provided, however, that in the event that LIBOR Rate Loans are prepaid on any date that is not the last day of the Interest Period applicable thereto, including as a result of any automatic prepayment through the required application by Administrative Agent of proceeds of Collections for any reason, including early termination of the term of this Agreement or acceleration of all or any portion of the Obligations pursuant to the terms hereof, Borrower shall indemnify, defend, and hold Administrative Agent and the Lenders and their Participants harmless against any and all Funding Losses in accordance with clause (ab) above. Special Provisions Applicable to LIBOR Rate. The LIBOR Rate may be adjusted by Administrative Agent with respect to any Lender on a prospective basis to take into account any additional or increased costs to such Lender of maintaining or obtaining any Eurodollar deposits or increased costs due to changes in applicable law occurring subsequent to the commencement of the then applicable Interest Period, including changes in tax laws (except changes of general applicability in corporate income tax laws) and changes in the reserve requirements imposed by the Board of Governors of the Federal Reserve System (or any successor), excluding the Reserve Percentage, which additional or increased costs would increase the cost of funding loans bearing interest at the LIBOR Rate. In any such event, the affected Lender shall give Borrower and Administrative Agent notice of such a determination and adjustment and Administrative Agent promptly shall transmit the notice to each other Lender and, upon its receipt of the notice from the affected Lender, Borrower may, upon by notice to such affected Lender (y) require such Lender to furnish to Borrower a statement setting forth the Administrative Agent, at any time or from time to time voluntarily prepay Loans under basis for adjusting such LIBOR Rate and the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of method for determining the amount of such adjustment, or (z) repay the LIBOR Rate Loans with respect to which such adjustment is made (together with any amounts due under clause (b)(ii) above). In the event that any change in market conditions or any law, regulation, treaty, or directive, or any change therein or in the interpretation of application thereof, shall at any time after the date hereof, in the reasonable opinion of any Lender’s ratable share , make it unlawful or impractical for such Lender to fund or maintain LIBOR Advances or to continue such funding or maintaining, or to determine or charge interest rates at the LIBOR Rate, such Lender shall give notice of such prepayment. If changed circumstances to Administrative Agent and Borrower and Administrative Agent promptly shall transmit the notice to each other Lender and (y) in the case of any LIBOR Rate Loans of such notice is given by the BorrowerLender that are outstanding, the Borrower shall make such prepayment and the payment amount date specified in such Lender’s notice shall be due deemed to be the last day of the Interest Period of such LIBOR Rate Loans, and payable on interest upon the date specified therein. Any prepayment of a Eurodollar LIBOR Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05. Each such prepayment shall be applied to the Loans of such Lender thereafter shall accrue interest at the rate then applicable Lenders in accordance with their Pro Rata Revolving Shares to Reference Rate Loans, and Pro Rata Term B Shares, as applicable(z) Borrower shall not be entitled to elect the LIBOR Option until such Lender determines that it would no longer be unlawful or impractical to do so.
Appears in 1 contract
Prepayments. (a) The Borrower may, upon notice to Voluntary Reduction of the Administrative Agent, Revolving Loan Commitment and Voluntary Prepayment of Term Loan. U.S. Borrowers may at any time or from time on at least five (5) days’ prior written notice to time Agent voluntarily prepay Loans under the Revolving Credit Facility all or part of the Term Loan B Facility in whole or in part without premium or penaltypenalty subject to the payment of LIBOR Breakage Costs in accordance with Section 1.3(d), if applicable; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date such prepayments shall be in a minimum amount of prepayment $1,000,000 and integral multiples of Eurodollar Rate Loans $500,000 in excess of such amount and (B) on any partial prepayments of the date Term Loan shall be applied to prepay the scheduled installments of prepayment the Term Loan in stated order of Base Rate Loansmaturity. In addition, at any time, or at least five (5) days’ prior written notice by Borrower Representative to Agent, Borrowers may permanently reduce the Revolving Loan Commitment without premium or penalty subject to the payment of LIBOR Breakage Costs in accordance with Section 1.3(d), if applicable; provided, however, that (iiA) any such prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal the minimum amount of $5,000,000 or a whole multiple and integral multiples of $1,000,000 in excess thereof; of such amount and (iiiB) any prepayment the Revolving Loan Commitment may not be permanently reduced to less than the outstanding balance of Base Rate Loans under any the Revolving Loan as of the date of such credit facility reduction (determined after giving effect to all prepayments and repayments made on such date). Any reduction of the Revolving Loan Commitment shall be not result in a principal amount pro rata or any other reduction of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each casethe Canadian Sub-Limit, the entire principal amount thereof L/C Sublimit or the Swing Line Commitment unless so designated by Borrower Representative; provided that any reduction of the Revolving Loan Commitment below the Canadian Sub-Limit, the L/C Sublimit or the Swing Line Commitment then outstanding; and (iv) any prepayment of Loans under in effect shall reduce the Term Loan B Facility made pursuant to this Section 2.06(a) Canadian Sub-Limit, the L/C Sublimit or the Swing Line Commitment, as applicable, by a like amount. In addition, Borrowers may, at any time terminate the Revolving Loan Commitment on at least ten (10) Business Days’ prior written notice to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to Agents, which termination may be prepaid. Each revoked or deferred by Borrowers; provided, that upon such notice shall specify the date and amount of such prepaymenttermination, the credit facility to which the prepayment is to be applied, the Type(s) of all Revolving Loans to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be immediately due and payable on the date specified therein. Any prepayment in full and all Letter of a Eurodollar Rate Loan Credit Obligations shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05. Each such prepayment shall be applied to the Loans of the applicable Lenders cash collateralized or otherwise satisfied in accordance with their this Agreement. Any reduction in the Revolving Loan Commitment shall be made on pro rata basis among the Lenders based on each Lender’s Revolving Loan Commitment. Any reduction in the Revolving Loan Commitment shall be made on a pro rata basis among the Lenders based on each Lender’s Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicableShare.
Appears in 1 contract
Samples: Credit Agreement (Uap Holding Corp)
Prepayments. (a) The Borrower Borrowers may, upon irrevocable (except as set forth in the remainder of this paragraph) notice from the applicable Borrower to the Administrative Agent, at any time or from time to time voluntarily prepay Committed Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) 5:00 p.m. Local Time four Business Days prior to any date of prepayment of LIBOR Rate Loans denominated in Optional Currencies or Euribor Rate Loans, (B) 5:00 p.m. Local Time three Business Days prior to any date of prepayment of Eurodollar LIBOR Rate Loans and (BC) 1:00 p.m. Local Time on the date of prepayment of Base Rate Loans or UK Base Rate Loans; and (ii) any prepayment of Eurodollar LIBOR Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility by the Domestic Borrower shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any . For the avoidance of doubt, no such minimum prepayment amount shall be required in the case of Loans under prepayments by the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaidUK Borrower. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Loans to be prepaid, prepaid and, if the Borrower is prepaying all LIBOR Rate Loans or a portion of the Term Loan BEuribor Rate Loans, the installments Interest Period(s) of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Percentage of such prepayment. If such notice is given by the applicable Borrower, the applicable Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified thereintherein (except that any such notice may be conditioned on the receipt of proceeds from any refinancing indebtedness or the consummation of a Change of Control that results in a refinancing and payment in full of the Loan Agreement Obligations). Any prepayment of a Eurodollar LIBOR Rate Loan or Euribor Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.16, each such prepayment shall be applied to the Committed Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages.
Appears in 1 contract
Samples: Abl Credit Agreement (Lands End Inc)
Prepayments. To the extent permitted under the related Loan Documents, for any Mortgage Loan, Primary Servicer shall require Principal Prepayments to be made so as not to cause a Prepayment Interest Shortfall. If the Loan Documents of a related Mortgage Loan do not allow Primary Servicer to require Principal Prepayments on a date that will avoid a Prepayment Interest Shortfall (a) The Borrower may"Non-Mandatory Prepayment Date Mortgage Loan"), upon notice then Primary Servicer shall remit to Master Servicer within one Business Day of receipt the amount of the prepayment in addition to all other amounts due for such Principal Prepayment. Notwithstanding any provision of this Agreement to the Administrative Agentcontrary, at any time or from time with respect to time voluntarily prepay Loans under Mortgage Loan numbers 4, 19, 35, 43, 60, 64 and 68, the Revolving Credit Facility or Primary Servicer shall use its reasonable best efforts to remit to the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Loans and (B) Master Servicer on the date of prepayment receipt, but in any event within one Business Day following receipt any Principal Prepayment or Balloon Payment received in respect of Base Rate Loans; any Mortgage Loan, together with the accrued interest thereon. With respect to Loan number 4, 19, 35, 43, 60, 64 and 68, each of which provides for a grace period in connection with a Balloon Payment and such grace period expires after the end of the related Collection Period, the Primary Servicer in any event (i) shall provide to the Master Servicer with immediate notice of the Primary Servicer becoming aware of any expected Principal Prepayment, (ii) any prepayment shall provide the Master Servicer with immediate notice of Eurodollar Rate Loans under any receipt of such credit facility shall be in a principal amount of $5,000,000 Principal Prepayment or a whole multiple of $1,000,000 in excess thereof; Balloon Payment and (iii) shall use its reasonable best efforts to remit such Principal Prepayment or Balloon Payment to the Master Servicer on the date of receipt, but in any prepayment event, within one Business Day of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made receipt. Remittances pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of any interest payments by Borrowers accompanying the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying all Principal Prepayments or a portion of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05. Each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicableBalloon Payments.
Appears in 1 contract
Samples: Pooling and Servicing Agreement (Morgan Stanley Dean Witter Capital 1 Inc Series 2000-Prin)
Prepayments. (a) The Borrower may, upon notice to the Administrative AgentAgent pursuant to delivery to the Administrative Agent of a Notice of Loan Prepayment, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans or LIBOR Floating Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof; and (iii) any prepayment of Base Rate Loans under any such credit facility or LIBOR Floating Rate Loans shall be in a principal amount of $5,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Loans to be prepaid, prepaid and, if the Borrower is prepaying all or a portion of the Term Loan BEurodollar Rate Loans are to be prepaid, the installments Interest Period(s) of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided that any such notice of prepayment may state that such notice is conditioned upon the effectiveness of other credit facilities or the closing of another transaction, the proceeds of which will be used to prepay any outstanding Loans, in which case such prepayment may be conditional upon the effectiveness of such other credit facilities or the closing of such other transaction. For the avoidance of doubt, any such conditional notice that does not result in a prepayment on the proposed prepayment date set forth in such notice shall be subject to the provisions of Section 3.05. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.17, each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Sharesrespective Applicable Percentages; provided, as applicable.that unless otherwise requested by the Borrower, no portion of such prepayment shall be applied to the Special Advance until all Committed Loans of the Lenders have been paid in full. (b) If for any reason Availability is at any time less than zero ($0) (including if due to the exclusion of a Borrowing Base Asset pursuant to Section 2.18(b), or if due to a change in the Appraised Value of the Real Property Asset underlying a Borrowing Base Asset upon any reappraisal required or permitted under the Agreement), the Borrower shall within two Business Days prepay Loans and/or Cash Collateralize the L/C Obligations in an aggregate amount equal to such excess; provided, however, that the Borrower shall not be required to (i) Cash Collateralize the L/C Obligations pursuant to this Section 2.05(b) unless after the prepayment in full of all 60
Appears in 1 contract
Samples: Credit Agreement (Safehold Inc.)
Prepayments. (a) The Borrower may, upon notice delivery of a Notice of Loan Prepayment to the Administrative Agent, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (ia) such notice must be received by the Administrative Agent not later than 11:00 a.m. (Ai) three Business Days prior to any date of prepayment of Eurodollar Eurocurrency Rate Loans and (Bii) on the date of prepayment of Base Rate Loans; (iib) any prepayment of Eurodollar Eurocurrency Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof; and (iiic) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, prepaid and, if the Borrower is prepaying all or a portion of the Term Loan BEurocurrency Rate Loans are to be prepaid, the installments Interest Period(s) of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided that, so long as the Administrative Agent is notified prior to the prepayment date, a notice of optional prepayment may state that such notice is conditional upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other Indebtedness or the occurrence of some other identifiable event or condition, in which case such notice of prepayment may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified date of prepayment) if such condition is not satisfied. Any prepayment of a Eurodollar Eurocurrency Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.15, each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages.
Appears in 1 contract
Samples: Credit Agreement (Broadcom Inc.)
Prepayments. (a) The Each Borrower may, upon notice from the Company to the Administrative Agent, at any time or from time to time voluntarily prepay Committed Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 8:00 a.m. (A) three two Business Days prior to any date of prepayment of Eurodollar Rate Loans and Term SOFR Loans, (B) four Business Days (or five, in the case of prepayment of Loans denominated in Special Notice Currencies) prior to any date of prepayment of Alternative Currency Loans, (C) one Business Day prior to any date of prepayment of SOFR Daily Floating Rate Loans, or (D) on the date of prepayment of Base Rate Loans; Committed Loans and (ii) any prepayment of Eurodollar Rate Committed Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each caseif less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is to be applied, and the Type(s) of Committed Loans to be prepaid and, if Term SOFR Loans or Alternative Currency Term Rate Loans are to be prepaid, and, if the Borrower is prepaying all or a portion Interest Period(s) of the Term Loan B, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such notice, and of the amount of such Lender’s ratable Applicable Percentage (or other applicable share as provided herein) of such prepayment. If such notice is given by the BorrowerCompany, the applicable Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Term SOFR Loan or Alternative Currency Term Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.17, each such prepayment shall be applied to the Committed Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablerespective Applicable Percentages.
Appears in 1 contract
Samples: Credit Agreement (Avnet Inc)
Prepayments. (a) The Borrower may, upon notice to the Administrative Agent, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility shall be in If a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time LIBOR Advance is prepaid prior to the first anniversary end of the Closing Date shall include an additional amount equal Loan Period for such loan, whether voluntarily or because prepayment is required due to one percent (1%) the Note maturing or due to acceleration of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepaymentNote upon default or otherwise, the credit facility Borrower agrees to which the prepayment is to be applied, the Type(s) of Loans to be prepaid, and, if the Borrower is prepaying pay all or a portion of the Term Loan BBank’s costs, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its notice. The Administrative Agent will promptly notify each applicable Lender of its receipt of each such noticeexpenses, and of Interest Differential (as determined by the amount of such Lender’s ratable share Bank) incurred as a result of such prepayment. If such notice is given The term “Loan Period” means the period commencing on the advance date of the applicable LIBOR Advance and ending on the numerically corresponding day 1, 2, 3, or 6 months thereafter matching the interest rate term selected by the Borrower; provided, however, (a) if any Loan Period would otherwise end on a day which is not a Business Day, then the Loan Period shall end on the next succeeding Business Day unless the next succeeding Business Day falls in another calendar month, in which the Loan Period shall end on the immediately preceding Business Day; or (b) if any Loan Period begins on the last Business Day of a calendar month (or on a day for which there is no numerically corresponding day in the calendar month at the end of the Loan Period), then the Loan Period shall end on the last Business Day of the calendar month at the end of such Loan Period. The term “Interest Differential” shall mean that sum equal to the greater of zero or the financial loss incurred by the Bank resulting from prepayment, calculated as the difference between the amount of interest the Bank would have earned (from like investments in the Money Markets as of the first day of the LIBOR Advance) had prepayment not occurred and the interest the Bank will actually earn (from like investments in the Money Markets as of the date of prepayment) as a result of the redeployment of funds from the prepayment. The term “Money Markets” refers to one or more wholesale funding markets available to the Bank, including negotiable certificates of deposit, commercial paper, eurodollar deposits, bank notes, federal funds, interest rate swaps, or others. Because of the short-term nature of this facility, the Borrower agrees that the Interest Differential shall make such prepayment and the payment amount specified in such notice shall not be due and payable on the date specified thereindiscounted to its present value. Any prepayment of a Eurodollar Rate Loan LIBOR Advance shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to Section 4.05. Each such prepayment shall be applied in an amount equal to the Loans remaining entire balance of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicablesuch Advance.
Appears in 1 contract
Prepayments. (a) The Borrower may, upon notice delivery of a Notice of Loan Prepayment to the Administrative Agent, at any time or from time to time voluntarily prepay Loans under the Revolving Credit Facility or the Term Loan B any Facility in whole or in part without premium or penalty; provided that (ia) such notice must be received by the Administrative Agent not later than 11:00 a.m. (Ai) three Business Days prior to any date of prepayment of Eurodollar Eurocurrency Rate Loans and (Bii) on the date of prepayment of Base Rate Loans; (iib) any prepayment of Eurodollar Eurocurrency Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof; and (iiic) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify the date and amount of such prepayment, the credit facility to which the prepayment is Facility (or Facilities) to be applied, prepaid and the Type(s) of Loans to be prepaid, prepaid and, if the Borrower is prepaying all or a portion of the Term Loan BEurocurrency Rate Loans are to be prepaid, the installments Interest Period(s) of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeLoans. The Administrative Agent will promptly notify each Lender under the applicable Lender Facility of its receipt of each such notice, and of the amount of such Lender’s ratable share Applicable Loan Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided that, so long as the Administrative Agent is notified prior to the prepayment date, a notice of optional prepayment may state that such notice is conditional upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other Indebtedness or the occurrence of some other identifiable event or condition, in which case such notice of prepayment may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified date of prepayment) if such condition is not satisfied. Any prepayment of a Eurodollar Eurocurrency Rate Loan shall be accompanied by all accrued interest thereonon the amount prepaid, together with any additional amounts required pursuant to Section 4.053.05. Each Subject to Section 2.15, each such prepayment shall be applied to the Loans of the Lenders under the applicable Lenders Facility in accordance with their Pro Rata Revolving Shares and Pro Rata respective Applicable Loan Percentages. Any prepayment of Loans that are Term B SharesA-3 Loans or Term A-5 Loans pursuant to this Section 2.05 shall be applied to reduce the subsequent scheduled repayments of Term A-3 Loans or Term A-5 Loans to be made pursuant to Section 2.07(a) or Section 2.07(b), as applicable, as directed in writing by the Borrower or, if no such direction has been provided, in direct order of maturity. Notwithstanding anything to contrary and for the avoidance of doubt, the provisions of this Section 2.05 shall permit any prepayment of Loans on a Facility by Facility basis and on a non-pro rata basis across Facilities (but not within a single Facility), in each case, as selected by the Borrower in its sole discretion.
Appears in 1 contract
Samples: Credit Agreement (Broadcom Inc.)
Prepayments. (a) The a At any time during the Revolving Period other than a Payment Date, the Borrower maymay prepay, upon notice in accordance with this Section 2.3, all or any portion of the Outstanding Borrowings. Any such prepayment shall be made to the Administrative Agent, at Paying Agent for payment on a pro rata and pari passu basis to the Lenders. The Servicer shall have discretion to determine whether any time or such repayment is paid from time to time voluntarily prepay Loans under available Interest Collections and/or Principal Collections. The amount of any prepayment shall include any accrued and unpaid Interest on the Revolving Credit Facility or the Term Loan B Facility in whole or in part without premium or penalty; provided that (i) such notice must be received amount prepaid and any Breakage Costs related thereto. Any partial prepayment by the Administrative Agent not later than 11:00 a.m. (A) three Business Days prior Borrower of Advances pursuant to any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans under any such credit facility this Section 2.3 shall be in a principal minimum amount of $5,000,000 or a whole multiple 2,000,000 and integral multiples of $1,000,000 in excess thereof; (iii) any prepayment of Base Rate Loans under any such credit facility shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 100,000 in excess thereof or, in any case if less, the then Outstanding Borrowings. Any amount prepaid may, subject to the terms and conditions hereof, be reborrowed during the Revolving Period. b Any prepayment shall be in an amount not to exceed the excess, if any, of (i) the aggregate amount in and available from the Collection Account (including the proceeds of any permitted Servicer Advances theretofore made) over (ii) 150% of the aggregate amount necessary on the following Payment Date, in the good faith estimation of the Servicer, to make the required payments under the Priority of Payments (after giving effect to any prepayments under this Section 2.3). c In conjunction with any prepayment, the Borrower shall deliver to the Documentation Agent a Borrower Notice substantially in the form of Exhibit A3 at least two (2) Business Days prior to the date of such repayment (or, in each case, the entire principal amount thereof then outstanding; and (iv) any prepayment of Loans under the Term Loan B Facility made pursuant to this Section 2.06(a) at any such later time prior to the first anniversary of the Closing Date shall include an additional amount equal to one percent (1%) of the amount of principal to be prepaid. Each such notice shall specify as each Lender, in its sole discretion, may agree), specifying the date and amount of the prepayment, a written statement of the amounts estimated by the Servicer to be necessary to make the required payments under the Priority of Payments under Section 2.3(b) and certifying that, following such prepayment, the credit facility to which Borrower will be in compliance with the prepayment is to be appliedterms of this Agreement. Upon receipt of any such Borrower Notice, the Type(s) of Loans Documentation Agent shall promptly forward a copy thereof to be prepaid, and, if the Borrower is prepaying all or a portion of the Term Loan BFacility Agent, the installments of the Term Loan B to which such prepayments will be applied. Prepayments of the Term Loan B shall be applied to installments in such order as the Borrower shall select in its noticeCollateral Custodian, each Managing Agent and Lender. The Administrative Agent will promptly notify each applicable Lender of its receipt of each amount set forth in any such notice, and of the amount of such Lender’s ratable share of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice Notice shall be due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest thereon, together with A Borrower Notice relating to any additional amounts required pursuant to Section 4.05. Each such prepayment shall be applied to the Loans of the applicable Lenders in accordance with their Pro Rata Revolving Shares and Pro Rata Term B Shares, as applicableirrevocable when delivered.
Appears in 1 contract
Samples: Loan and Servicing Agreement (Prospect Capital Corp)
