Voluntary Prepayment; Mandatory Prepayment. (a) Borrower may voluntarily prepay the Loan in whole but not in part, in cash, at any time, together with accrued and unpaid Fixed Interest on the amount prepaid, together with any additional amounts due in respect thereof pursuant to clause (c) below, and all other Obligations then outstanding together with all other amounts in respect thereof. (b) If any Prepayment Trigger occurs, then the outstanding principal amount of the Loan plus any accrued and unpaid interest thereon shall be immediately due and payable hereunder, to the extent permitted by law, together, if applicable, with any additional amounts due in respect thereof pursuant to clause (c) or clause (d) below, as the case may be, and all other Obligations then outstanding together with all other amounts in respect thereof, and the provisions of this Section 3.02 shall apply. (c) In the case of (i) a voluntary prepayment of the Loan pursuant to Section 3.02(a) occurring not later than ninety (90) days following the Prepayment Event Date with respect to a Prepayment Trigger or (ii) a voluntary prepayment of the Loan pursuant to Section 3.02(a) that occurs at any time that no uncured Prepayment Trigger exists, such prepayment shall be in the amount indicated in the second column of the table below (determined as of the Prepayment Event Date: (a) as described in Section 3.02(c)(i) or 3.02(c)(ii) during the period below Prepayment Amount During the 30 month period commencing on the Closing Date 100% of the outstanding principal balance of the Loan at the date of occurrence of the Prepayment Trigger or the date fixed for such voluntary prepayment (such date, as the case may be, the “Prepayment Event Date”), plus an amount equal to all interest that would have accrued on such principal balance (assuming no further amortization thereof) during the period from such Prepayment Event Date through the end of such 30 month period After the 30 month period, and prior to the end of the 42 month period, following the Closing Date 103.0% of the outstanding principal balance of the Loan as at the Prepayment Event Date After the 42 month period, and prior to the end of the 54 month period, following the Closing Date 101.5% of the outstanding principal balance of the Loan as at the Prepayment Event Date After the 54 month period following the Closing Date and thereafter 100% of the outstanding principal balance of the Loan as at the Prepayment Event Date (d) In the case of a prepayment due to a Prepayment Trigger other than a Prepayment Trigger covered by Section 3.02 (c)(i), such prepayment shall be in the amount indicated in the second column of the table below (determined as of the Prepayment Event Date): With respect to a Prepayment Trigger covered under Section 3.02(d) occurring during the period below Prepayment Amount During the first 12-month period commencing on the Closing Date 110.0% of the outstanding principal balance of the Loan as at the Prepayment Event Date During the second 12-month period following the Closing Date 107.5% of the outstanding principal balance of the Loan as at the Prepayment Event Date During the third 12-month period following the Closing Date 105.0% of the outstanding principal balance of the Loan as at the Prepayment Event Date During the fourth 12-month period following the Closing Date 101.5% of the outstanding principal balance of the Loan as at the Prepayment Event Date During the fifth 12-month period following the Closing Date and thereafter 100% of the outstanding principal balance of the Loan as at the Prepayment Event Date (e) In the event that, on a date more than ninety (90) days following the Prepayment Event Date with respect to a Prepayment Trigger that remains uncured, the Borrower elects to voluntarily prepay the Loan in whole but not in part pursuant to Section 3.02(a), the Borrower shall pay, in addition to the outstanding principal amount of the Loan plus any accrued and unpaid interest thereon, the greater of the prepayment amount determined pursuant to clause (c) above and the prepayment amount determined pursuant to clause (d) above, in either case, with respect to such Prepayment Event Date. (f) In the event that Lender exercises its option in Section 3.01(b), Borrower shall have the right to prepay the Loan in whole, but not in part, at any time during the one hundred twenty (120) day period following its receipt of notice of Lender’s election pursuant to Section 3.01(b). Such prepayment of the Loan shall be made together with accrued and unpaid Fixed Interest on the amount prepaid and all other Obligations then outstanding together with all other amounts in respect thereof, but shall not require the payment of any prepayment amount described in clause (c) or clause (d) above. (g) In addition to the amounts in clause (c), (d), (e) or (f) above, in connection with the prepayment in full of the Loan, any unpaid amounts in respect of such prepaid Loan not consisting of principal or Fixed Interest (i.e., any unpaid amounts for indemnification, tax gross-up, default interest, expense reimbursement and other amounts not consisting of principal or interest) shall be immediately due and payable. (h) If the Borrower wishes to make a prepayment pursuant to clause (a), (e) or (f) above, it shall give the Lender irrevocable notice in the form set forth in Exhibit A (a “Notice of Prepayment”) to that effect not later than the 30th day before the date of the prepayment (the “Prepayment Date”), specifying the Prepayment Date (which shall be a Business Day) and showing the calculation of the amount to be prepaid and all other amounts payable in connection therewith under this Section 3.02. Such Notice of Prepayment shall constitute Borrower’s irrevocable commitment to prepay the Loan and all such other amounts on that Prepayment Date.
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Sources: Loan Agreement
Voluntary Prepayment; Mandatory Prepayment. (a) Borrower may voluntarily prepay the Loan in whole but not in part, in cash, at any time, together with accrued and unpaid Fixed Interest on the amount prepaid, together with any additional amounts due in respect thereof pursuant to clause (c) below, and all other Obligations then outstanding together with all other amounts in respect thereof.
(b) If any Prepayment Trigger occurs, then the outstanding principal amount of the Loan plus any accrued and unpaid interest thereon shall be immediately due and payable hereunder, to the extent permitted by law, together, if applicable, with any additional amounts due in respect thereof pursuant to clause (c) or clause (d) below, as the case may be, and all other Obligations then outstanding together with all other amounts in respect thereof, and the provisions of this Section 3.02 shall apply.
(c) In the case of (i) a voluntary prepayment of the Loan pursuant to Section 3.02(a) occurring not later than ninety (90) days following the Prepayment Event Date with respect to a Prepayment Trigger or (ii) a voluntary prepayment of the Loan pursuant to Section 3.02(a) that occurs at any time that no uncured Prepayment Trigger exists, such prepayment shall be in the amount indicated in the second column of the table below (determined as of the Prepayment Event Date:
(a: With respect to a voluntary prepayment under Section 3.02(a) as described in Section 3.02(c)(i) or 3.02(c)(ii) during the period below Prepayment Amount During the 30 month period commencing on the Closing Date 100% of the outstanding principal balance of the Loan at the date of occurrence of the Prepayment Trigger or the date fixed for such voluntary prepayment (such date, as the case may be, the “Prepayment Event Date”), plus an amount equal to all interest that would have accrued on such principal balance (assuming no further amortization thereof) during the period from such Prepayment Event Date through the end of such 30 month period After the 30 month period, and prior to the end of the 42 month period, following the Closing Date 103.0% of the outstanding principal balance of the Loan as at the Prepayment Event Date After the 42 month period, and prior to the end of the 54 month period, following the Closing Date 101.5% of the outstanding principal balance of the Loan as at the Prepayment Event Date After the 54 month period following the Closing Date and thereafter 100% of the outstanding principal balance of the Loan as at the Prepayment Event Date
(d) In the case of a prepayment due to a Prepayment Trigger other than a Prepayment Trigger covered by Section 3.02 (c)(i), such prepayment shall be in the amount indicated in the second column of the table below (determined as of the Prepayment Event Date): With respect to a Prepayment Trigger covered under Section 3.02(d) occurring during the period below Prepayment Amount During the first 12-month period commencing on the Closing Date 110.0% of the outstanding principal balance of the Loan as at the Prepayment Event Date During the second 12-month period following the Closing Date 107.5% of the outstanding principal balance of the Loan as at the Prepayment Event Date During the third 12-month period following the Closing Date 105.0% of the outstanding principal balance of the Loan as at the Prepayment Event Date During the fourth 12-month period following the Closing Date 101.5% of the outstanding principal balance of the Loan as at the Prepayment Event Date During the fifth 12-month period following the Closing Date and thereafter 100% of the outstanding principal balance of the Loan as at the Prepayment Event Date
(e) In the event that, on a date more than ninety (90) days following the Prepayment Event Date with respect to a Prepayment Trigger that remains uncured, the Borrower elects to voluntarily prepay the Loan in whole but not in part pursuant to Section 3.02(a), the Borrower shall pay, in addition to the outstanding principal amount of the Loan plus any accrued and unpaid interest thereon, the greater of the prepayment amount determined pursuant to clause (c) above and the prepayment amount determined pursuant to clause (d) above, in either case, with respect to such Prepayment Event Date.
(f) In the event that Lender exercises its option in Section 3.01(b), Borrower shall have the right to prepay the Loan in whole, but not in part, at any time during the one hundred twenty (120) day period following its receipt of notice of Lender’s election pursuant to Section 3.01(b). Such prepayment of the Loan shall be made together with accrued and unpaid Fixed Interest on the amount prepaid and all other Obligations then outstanding together with all other amounts in respect thereof, but shall not require the payment of any prepayment amount described in clause (c) or clause (d) above.
(g) In addition to the amounts in clause (c), (d), (e) or (f) above, in connection with the prepayment in full of the Loan, any unpaid amounts in respect of such prepaid Loan not consisting of principal or Fixed Interest (i.e., any unpaid amounts for indemnification, tax gross-up, default interest, expense reimbursement and other amounts not consisting of principal or interest) shall be immediately due and payable.
(h) If the Borrower wishes to make a prepayment pursuant to clause (a), (e) or (f) above, it shall give the Lender irrevocable notice in the form set forth in Exhibit A (a “Notice of Prepayment”) to that effect not later than the 30th day before the date of the prepayment (the “Prepayment Date”), specifying the Prepayment Date (which shall be a Business Day) and showing the calculation of the amount to be prepaid and all other amounts payable in connection therewith under this Section 3.02. Such Notice of Prepayment shall constitute Borrower’s irrevocable commitment to prepay the Loan and all such other amounts on that Prepayment Date.
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