Common use of Required Payments Clause in Contracts

Required Payments. If not sooner paid, the outstanding principal amount of the Revolving Loans shall be payable as follows: (i) The amount, if any, by which the outstanding principal amount of Revolving Loans at any time exceeds the lowest of (A) the then applicable Revolving Commitment, (B) the then applicable Available Amount, and (C) after February 1, 2001, the Borrowing Base as set forth in the most recent Borrowing Base Certificate, as adjusted in accordance with Section 2.11, shall be payable immediately and without notice or demand. This includes all payments required to reduce the amount of the outstanding Revolving Loans in accordance with Section 2.1, and to reduce the principal balance of the Revolving Loans to zero (0) on or before April 1, 2002. (ii) In the event and on each occasion that any Borrower or any Subsidiary of a Borrower issues any equity security or incurs any Indebtedness after the date hereof (other than Indebtedness permitted pursuant to Section 7.10(a)(as to refinancings), (b), (c), (d), and (e), including without limitation any Subordinated Obligations, the Borrowers shall substantially concurrently with (in any, event not later than the third Banking Day next following) the issuance of such securities or the incurrence of such Indebtedness, prepay the Loans in an aggregate amount equal to 100% of the Net Cash Issuance Proceeds therefrom to prepay the outstanding Loans in accordance with Section 3.2(c). (iii) The Borrowers shall make a prepayment of the Loans in an amount equal to One Hundred Percent (100%) of the Net Cash Sale Proceeds of any Disposition (other than any Disposition permitted under Section 7.2(a), (b) or (d)), immediately on the closing of the Disposition. (iv) On or before January 31, 2001, the Borrowers shall make a mandatory prepayment of Term Loan B of Thirty Million Dollars ($30,000,000) less any amount prepaid on Term Loan B under Section 3.2(a)(iii). (v) The principal of all Loans then outstanding shall in any event be payable on the Maturity Date, and on such Date the Revolving Commitment shall terminate.

Required Payments. If Borrower shall pay to Administrative Agent, for the account of the Lenders, on the Closing Date an amount equal to interest only on the Outstanding Principal Balance from the Closing Date up to but not sooner paidincluding March 8, 2019. Borrower shall pay to Administrative Agent, for the account of the Lenders, on the Payment Date in April, 2019 (which shall be the first Payment Date hereunder) and on each Payment Date thereafter up to and including the Maturity Date, the Monthly Payment Amount, which payments (prior to an Event of Default) shall be applied (i) first to amounts due and payable with respect to the Loan other than principal and interest (but including interest at the Default Rate), and then (ii) to accrued and unpaid interest at the Interest Rate, and then (iii) to the Outstanding Principal Balance. Borrower shall pay the entire Debt to Administrative Agent on the Maturity Date. So long as no Event of Default then exists and except in respect of Net Proceeds, all payments received by Administrative Agent with respect to the Loan shall be applied by each Lender to amounts due with respect to each Note on a pro rata and pan passu basis, based on the outstanding principal amount of due under each Note and the Revolving Loans shall be payable as follows: (i) The amountinterest rate applicable thereto; provided, if anyhowever, by which the outstanding principal amount of Revolving Loans at any time exceeds the lowest of that (A) all payments received by Administrative Agent and any amounts applied by each Lender during the then applicable Revolving Commitment, continuance of an Event of Default and (B) any Net Proceeds applied to repay the then applicable Available AmountLoan as provided herein, shall, in each case, be applied by Administrative Agent to amounts due with respect to the Notes in such order and (C) after February 1, 2001, the Borrowing Base priority as set forth Administrative Agent shall determine in the most recent Borrowing Base Certificate, as adjusted in accordance with Section 2.11, shall its sole discretion. It is acknowledged that ▇▇▇▇▇▇ intends for Note A to be payable immediately a senior note and without notice or demand. This includes all payments required Note B to reduce the amount of the outstanding Revolving Loans in accordance with Section 2.1, and to reduce the principal balance of the Revolving Loans to zero (0) on or before April 1, 2002be a junior note. (ii) In the event and on each occasion that any Borrower or any Subsidiary of a Borrower issues any equity security or incurs any Indebtedness after the date hereof (other than Indebtedness permitted pursuant to Section 7.10(a)(as to refinancings), (b), (c), (d), and (e), including without limitation any Subordinated Obligations, the Borrowers shall substantially concurrently with (in any, event not later than the third Banking Day next following) the issuance of such securities or the incurrence of such Indebtedness, prepay the Loans in an aggregate amount equal to 100% of the Net Cash Issuance Proceeds therefrom to prepay the outstanding Loans in accordance with Section 3.2(c). (iii) The Borrowers shall make a prepayment of the Loans in an amount equal to One Hundred Percent (100%) of the Net Cash Sale Proceeds of any Disposition (other than any Disposition permitted under Section 7.2(a), (b) or (d)), immediately on the closing of the Disposition. (iv) On or before January 31, 2001, the Borrowers shall make a mandatory prepayment of Term Loan B of Thirty Million Dollars ($30,000,000) less any amount prepaid on Term Loan B under Section 3.2(a)(iii). (v) The principal of all Loans then outstanding shall in any event be payable on the Maturity Date, and on such Date the Revolving Commitment shall terminate.

Required Payments. If not sooner paid(a) Until the Notes are paid in full, the outstanding Company will pay $2,727,272.72 in aggregate principal amount of the Revolving Loans Notes on October 31 in each year beginning on October 31, 2007 and ending on October 31, 2017, inclusive. The entire outstanding principal amount and unpaid interest thereon shall be due and payable on October 31, 2017, the maturity date of the Notes. Prepayments on each holder's Notes under Section 2.2 shall be applied to mandatory payments on such Notes in inverse order of maturity and the Company's obligation to make the payments required by this Section 2.1 shall not be reduced by any payment pursuant to Section 2.2. Notwithstanding the foregoing, upon any payment of less than all of the outstanding Notes pursuant to Section 2.1(b) hereof or any acquisition of any Notes by the Company or any Subsidiary or Affiliate permitted by Section 9.6(b) hereof, the principal amount of such required prepayment of the Notes becoming due under this Section 2.1 on or after the day of such payment or acquisition shall be reduced in the same proportion as follows:the aggregate unpaid principal amount of the Notes is reduced as a result of such prepayment or purchase. (ib) The If, at any time, the aggregate net book value of all assets that are used in the regulated utilities business segments of the Company and its Subsidiaries is less than 50% of Consolidated Total Assets (a "Diversification Event"), any holder of any of the Notes then outstanding may elect, at its option, by notice to the Company, to declare the outstanding Notes held by such holder to be due and payable on the next business day after the 30th day following such notice (the "Required Payment Date"). Upon such election by any holder of the Notes, the Company will pay the aggregate principal amount of such holder's Notes on the Required Payment Date, together with interest accrued to the Required Payment Date on such principal amount, and a premium equal to the Make Whole Amount, if any, by which applicable to such payment. Upon the outstanding principal amount occurrence of Revolving Loans at any time exceeds the lowest of (A) the then applicable Revolving Commitment, (B) the then applicable Available Amount, and (C) after February 1, 2001a Diversification Event, the Borrowing Base as set forth in the most recent Borrowing Base Certificate, as adjusted in accordance with Section 2.11, Company shall be payable immediately and without notice or demand. This includes all payments required deliver to reduce the amount each holder of the outstanding Revolving Loans in accordance with Section 2.1, Notes a notice that such event has occurred and to reduce the principal balance of the Revolving Loans to zero (0) on reason or before April 1, 2002reasons for such occurrence. (ii) In the event and on each occasion that any Borrower or any Subsidiary of a Borrower issues any equity security or incurs any Indebtedness after the date hereof (other than Indebtedness permitted pursuant to Section 7.10(a)(as to refinancings), (b), (c), (d), and (e), including without limitation any Subordinated Obligations, the Borrowers shall substantially concurrently with (in any, event not later than the third Banking Day next following) the issuance of such securities or the incurrence of such Indebtedness, prepay the Loans in an aggregate amount equal to 100% of the Net Cash Issuance Proceeds therefrom to prepay the outstanding Loans in accordance with Section 3.2(c). (iii) The Borrowers shall make a prepayment of the Loans in an amount equal to One Hundred Percent (100%) of the Net Cash Sale Proceeds of any Disposition (other than any Disposition permitted under Section 7.2(a), (b) or (d)), immediately on the closing of the Disposition. (iv) On or before January 31, 2001, the Borrowers shall make a mandatory prepayment of Term Loan B of Thirty Million Dollars ($30,000,000) less any amount prepaid on Term Loan B under Section 3.2(a)(iii). (v) The principal of all Loans then outstanding shall in any event be payable on the Maturity Date, and on such Date the Revolving Commitment shall terminate.

Required Payments. If not sooner paidBorrower shall take all such action as shall be necessary or advisable to cause JLT Investments and the Partnership, in accordance with the terms and conditions of Section 9.04, as applicable, to effect the following actions: (a) within one (1) Business Day of receipt of any Management and Royalty Fees from the Borrower, the outstanding principal Partnership shall make a distribution of the entire amount of the Revolving Loans shall be payable as follows: (i) The amountManagement and Royalty Fees, if anynet of related expenses, by which to JLT Investments and the outstanding principal amount of Revolving Loans at any time exceeds the lowest of (A) the then applicable Revolving CommitmentBorrower, (B) the then applicable Available Amountpro rata according to their respective ownership interests; provided, and (C) after February 1, 2001, the Borrowing Base as set forth however that in the most recent Borrowing Base Certificateevent the Partnership is unable to make such distribution without violating any Governmental Requirement, as adjusted in accordance with Section 2.11, shall be payable immediately and without notice or demand. This includes all payments required to reduce then the amount of the outstanding Revolving Loans in accordance with Section 2.1, and to reduce the principal balance of the Revolving Loans to zero (0) on or before April 1, 2002. (ii) In the event and on each occasion that any Borrower or any Subsidiary of a Borrower issues any equity security or incurs any Indebtedness after the date hereof (other than Indebtedness permitted pursuant to Section 7.10(a)(as to refinancings), (b), (c), (d), and (e), including without limitation any Subordinated Obligations, the Borrowers shall substantially concurrently with (in any, event not later than the third Banking Day next following) the issuance of such securities or the incurrence of such Indebtedness, prepay the Loans in an aggregate amount equal to 100% of the Net Cash Issuance Proceeds therefrom to prepay the outstanding Loans in accordance with Section 3.2(c). (iii) The Borrowers Partnership shall make a prepayment loan or advance of the Loans entire amount of such prohibited distribution to JLT Investments and the Borrower, pro rata according to their respective ownership interests evidenced by a promissory note substantially in an amount equal to One Hundred Percent (100%) the form of the Net Cash Sale Proceeds of any Disposition (other than any Disposition permitted under Section 7.2(a), "Exhibit A" attached hereto; and (b) or within one (d))1) Business Day of receipt of any distribution from the Partnership, immediately on JLT Investments shall, to the closing extent allowed under California law, make a distribution of the Dispositionentire amount of such distribution, net of related expenses, to the Borrower, such distribution to be effected through the declaration and payment of a dividend and/or the making of a loan or advance by JLT Investments to the Borrower evidenced by a promissory note substantially in the form of "Exhibit A" attached hereto. Borrower shall, and shall cause JLT Investments and the Partnership to, maintain books and records accurately reflecting any such dividends, loans or advances. 17. Subsection (ivg) On of Section 9.01 is hereby amended by inserting after the word "Subsidiaries" the following: ", other than JLT Investments or before January 31, 2001, the Borrowers Partnership,"; and a new Subsection (h) shall make a mandatory prepayment of Term Loan B of Thirty Million Dollars ($30,000,000) less any amount prepaid on Term Loan B under be added to Section 3.2(a)(iii). (v) The principal of all Loans then outstanding 9.01 which shall in any event be payable on state the Maturity Date, and on such Date the Revolving Commitment shall terminate.following:

Required Payments. If not sooner paidThe Aggregate Outstanding Credit Exposure and all other unpaid Obligations shall be paid in full by the Borrower on the Facility Termination Date. Notwithstanding anything to the contrary contained in this Agreement or in any other Loan Document, if at any time the outstanding sum of the aggregate principal amount of all Loans outstanding at such time plus the Revolving Loans shall be payable as follows: (i) The amount, if any, by which the outstanding principal aggregate amount of Revolving Loans all LC Obligations at any such time exceeds the lowest of (A) the then applicable Revolving Commitment, (B) the then applicable Available Amount, and (C) after February 1, 2001Aggregate Commitment at such time, the Borrowing Base as set forth in the most recent Borrowing Base Certificate, as adjusted in accordance with Section 2.11, Borrower shall be payable immediately and without notice or demand. This includes all payments required to reduce the amount of the outstanding Revolving Loans in accordance with Section 2.1, and to reduce prepay the principal balance of the Revolving Loans to zero (0) on or before April 1, 2002. (ii) In the event and on each occasion that any Borrower or any Subsidiary of a Borrower issues any equity security or incurs any Indebtedness after the date hereof (other than Indebtedness permitted pursuant to Section 7.10(a)(as to refinancings), (b), (c), (d), and (e), including without limitation any Subordinated Obligations, the Borrowers shall substantially concurrently with (in any, event not later than the third Banking Day next following) the issuance of such securities or the incurrence of such Indebtedness, prepay the Loans in an aggregate amount equal to 100% of the Net Cash Issuance Proceeds therefrom to prepay the outstanding Loans in accordance with Section 3.2(c). (iii) The Borrowers shall make a prepayment of the Loans in an amount at least equal to One Hundred Percent such excess. In addition to the amounts required above, the Borrower shall make, promptly but in no event beyond five (5) Business Days after the receipt thereof, the following mandatory principal payments on the Loans: (i) one hundred percent (100%) of the Net Cash Sale Proceeds cash proceeds from any claim on insurance covering any Property of Borrower or any Disposition of its Subsidiaries with proceeds which, after deducting therefrom the amount of such proceeds applied or to be promptly applied toward the repair or replacement of damaged Property which was the subject of such claim, is greater than $100,000; (ii) one hundred percent (100%) of the net proceeds realized from an Equity Offering of the Borrower and any of its Subsidiaries (other than any Disposition permitted under Section 7.2(a), (bwith respect to the issuance of preferred stock in connection with a Permitted Acquisition) or (d)), immediately minus the amount of such proceeds paid on the closing of the DispositionBorrower Preferred Stock. (iviii) On one hundred percent (100%) of the nets proceeds received from the issuance of any public or before January 31, 2001, private debt financing by the Borrowers shall make a mandatory prepayment Borrower or any of Term Loan B of Thirty Million Dollars ($30,000,000) less any amount prepaid on Term Loan B under Section 3.2(a)(iii)its Subsidiaries. (v) The principal of all Loans then outstanding shall in any event be payable on the Maturity Date, and on such Date the Revolving Commitment shall terminate.

Required Payments. If not sooner paidAt or prior to the Effective Time, Parent will deposit (or cause to be deposited) with the Company, by wire transfer of immediately available funds, the outstanding principal aggregate amount owed to holders of Options, Share Units and PSUs (after giving effect to any required Tax withholdings as provided in Section 2.3(f)). As promptly as reasonably practicable following the Revolving Loans shall be payable as follows: (i) The amountClosing Date, if any, by which the outstanding principal amount of Revolving Loans at any time exceeds the lowest of (A) the then applicable Revolving Commitment, (B) the then applicable Available Amount, and (C) after February 1, 2001, the Borrowing Base as set forth but in the most recent Borrowing Base Certificate, as adjusted in accordance with Section 2.11, shall be payable immediately and without notice or demand. This includes all payments required to reduce the amount of the outstanding Revolving Loans in accordance with Section 2.1, and to reduce the principal balance of the Revolving Loans to zero (0) on or before April 1, 2002. (ii) In the no event and on each occasion that any Borrower or any Subsidiary of a Borrower issues any equity security or incurs any Indebtedness after the date hereof (other than Indebtedness permitted pursuant to Section 7.10(a)(as to refinancings), (b), (c), (d), and (e), including without limitation any Subordinated Obligations, the Borrowers shall substantially concurrently with (in any, event not later than the third Banking Day next followingregularly scheduled payroll date following the Closing Date (provided such payroll date shall be not less than three (3) Business Days following the issuance Closing Date), the Surviving Corporation shall cause the applicable former holders of Options, Share Units and PSUs to receive a payment from the Surviving Corporation, through its payroll system or payroll provider, of all amounts required to be paid to such securities former holders in respect of Options, Share Units and PSUs that were cancelled and converted pursuant to Sections 2.2(a), 2.2(b) or 2.2(c), as applicable (after giving effect to any required Tax withholdings as provided in Section 2.3(f)). Notwithstanding the incurrence foregoing, if any payment owed to a holder of Options, Share Units and PSUs pursuant to Sections 2.2(a), 2.2(b) or 2.2(c), as applicable, cannot be made through the Surviving Corporation’s payroll system or payroll provider, then the Surviving Corporation shall issue a check for such Indebtednesspayment -5- to such holder (less applicable withholding taxes), prepay which check shall be sent by courier to such holder promptly following the Loans Closing Date (but in an aggregate amount equal no event more than five (5) Business Days thereafter). Notwithstanding the foregoing, to 100% the extent any such amounts relate to a Company Equity Award that is nonqualified deferred compensation subject to Section 409A of the Net Cash Issuance Proceeds therefrom to prepay Code, the outstanding Loans in accordance with Section 3.2(c). (iii) The Borrowers Company and/or the Surviving Corporation shall make a prepayment pay such amounts at the earliest time permitted under the terms of the Loans in an amount equal applicable agreement, plan or arrangement relating to One Hundred Percent (100%) such Company Equity Award that will not trigger a tax or penalty under Section 409A of the Net Cash Sale Proceeds Code. Surrender of any Disposition (other than any Disposition permitted under Section 7.2(a), (b) or (d)), immediately on the closing of the DispositionShares . (iv) On or before January 31, 2001, the Borrowers shall make a mandatory prepayment of Term Loan B of Thirty Million Dollars ($30,000,000) less any amount prepaid on Term Loan B under Section 3.2(a)(iii). (v) The principal of all Loans then outstanding shall in any event be payable on the Maturity Date, and on such Date the Revolving Commitment shall terminate.

Required Payments. If not sooner paidOn each Note Payment Date on and after December 10, 2000, the outstanding Company will make or cause to be made an installment payment in respect of the Notes, consisting of a payment of interest and a payment or prepayment of principal in an aggregate amount for all such payments sufficient to pay 100% of the original principal amount of the Revolving Loans Notes, together with accrued interest thereon, by March 10, 2006 (each such installment payment of principal and interest to be in the aggregate amount of $1,721,313, subject to adjustment as provided below). Each such payment on the Notes, when paid, shall be payable applied first to the payment of accrued interest and the balance to payment on account of the principal thereof. Schedule 8.1 sets forth the amortization of the Notes. Upon any prepayment of the Notes requiring a reduction in subsequent installment payments as follows: (i) provided in Section 8.3, the Company shall promptly revise Schedule 8.1 to incorporate any changes to such amortization as a result of such prepayment and promptly furnish such revised Schedule to the Collateral Agent and each holder of a Note. OPTIONAL PREPAYMENTS WITH MAKE-WHOLE AMOUNT. The amountCompany may, if anyat its option, by which upon notice as provided below, prepay at any time all, or from time to time any part of, the outstanding Notes, in an amount not less than 5% of the aggregate principal amount of Revolving Loans the Notes then outstanding in the case of a partial prepayment, at any time exceeds 100% of the lowest principal amount so prepaid, plus the Make-Whole Amount determined for the prepayment date with respect to such principal amount. The Company will give each holder of (A) Notes written notice of each optional prepayment under this Section 8.2 not less than 30 days and not more than 60 days prior to the then applicable Revolving Commitment, (B) the then applicable Available Amount, and (C) after February 1, 2001date fixed for such prepayment. Each such notice shall specify such date, the Borrowing Base as set forth in aggregate principal amount of the most recent Borrowing Base CertificateNotes to be prepaid on such date, as adjusted the principal amount of each Note held by such holder to be prepaid (determined in accordance with Section 2.11, shall be payable immediately and without notice or demand. This includes all payments required to reduce the amount of the outstanding Revolving Loans in accordance with Section 2.1, and to reduce the principal balance of the Revolving Loans to zero (0) on or before April 1, 2002. (ii) In the event and on each occasion that any Borrower or any Subsidiary of a Borrower issues any equity security or incurs any Indebtedness after the date hereof (other than Indebtedness permitted pursuant to Section 7.10(a)(as to refinancings), (b), (c), (d8.3), and the interest to be paid on the prepayment date with respect to such principal amount being prepaid, and shall be accompanied by a certificate of a Senior Financial Officer as to the estimated Make-Whole Amount due in connection with such prepayment (ecalculated as if the date of such notice were the date of the prepayment), including without limitation any Subordinated Obligationssetting forth the details of such computation. Two Business Days prior to such prepayment, the Borrowers Company shall substantially concurrently with (in any, event not later than deliver to each holder of Notes a certificate of a Senior Financial Officer specifying the third Banking Day next following) the issuance calculation of such securities or the incurrence of such Indebtedness, prepay the Loans in an aggregate amount equal to 100% Make-Whole Amount as of the Net Cash Issuance Proceeds therefrom to prepay the outstanding Loans in accordance with Section 3.2(c)specified prepayment date. (iii) The Borrowers shall make a prepayment of the Loans in an amount equal to One Hundred Percent (100%) of the Net Cash Sale Proceeds of any Disposition (other than any Disposition permitted under Section 7.2(a), (b) or (d)), immediately on the closing of the Disposition. (iv) On or before January 31, 2001, the Borrowers shall make a mandatory prepayment of Term Loan B of Thirty Million Dollars ($30,000,000) less any amount prepaid on Term Loan B under Section 3.2(a)(iii). (v) The principal of all Loans then outstanding shall in any event be payable on the Maturity Date, and on such Date the Revolving Commitment shall terminate.