Exit Premium definition

Exit Premium has the meaning specified in Section 2.09(2).

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Exit Premium means, with respect to any prepayment or repayment of any Term Loans or Commitment reduction (whether mandatory or voluntary, and whether resulting from acceleration or otherwise) occurring at any time, a premium payable on the amount so prepaid, repaid or reduced equal to 2.0% of such amount.

Exit Premium means a non-interest bearing exit premium, in an amount equal to 45.4545% of the Term B Loans repaid or prepaid (or in the case of an Exit Premium Event occurring under clause (iv) of the definition thereof, deemed prepaid).

Examples of Exit Premium in a sentence

The parties hereto further acknowledge and agree that the Exit Premium is not intended to act as a penalty or to punish the Loan Parties for any repayment or prepayment of the Loans but rather represent compensation for the cost of the Lenders’ investment opportunities.
The Loan Parties and the Lenders acknowledge and agree that the Exit Premium constitutes liquidated damages for loss of investment opportunity and damages suffered by the Lenders shall in no way constitute interest or “unmatured interest” (as such term is used in Section 502(b) of the Bankruptcy Code).
To the extent required under Section 2.18, any prepayment of a Term Loan shall be accompanied by all accrued interest thereon, together with the payment of the Payment Premium (in the case of the Amendment and Restatement Date Term Loans)Make-Whole Amount or Exit Premium (in the case of the Amendment No. 2 Delayed Draw3 Term Loans) (in each case, if applicable on such date), and in the case of Term Benchmark Loans any additional amounts required pursuant to Section 3.05.
Any Exit Premium payable shall constitute liquidated damages sustained by the Lenders as a result of the early repayment or termination and the Loan Parties hereby agree that it is reasonable under the circumstances currently existing in view of the impracticability and extreme difficulty of ascertaining actual damages and by mutual agreement of the parties to a reasonable calculation of the Lender’s lost profits as a result thereof.
It is agreed that any Payment Premium and any Exit Premium and any Make-Whole Amount payable hereunder shall be presumed to be the liquidated damages sustained by each Lender or each Amendment No. 2 Delayed Draw Term Lender, as applicable, as the result of the early termination, and the Loan Parties agree that it is reasonable under the circumstances currently existing.

More Definitions of Exit Premium

Exit Premium as defined in Section 3.2.5.

Exit Premium means the premium to be paid in connection with full and final repayment of all outstanding US Convertible Term Notes in the event the US Convertible Term Notes shall not have been converted, in whole, into Conversion Shares prior to any such repayment. The aggregate amount of the Exit Premium payable shall be equal to the product of (a) $5,000,000 multiplied by (b) the quotient of (i) the aggregate principal amount drawn under the US Convertible Term Notes and not converted, prior to or at the time of such repayment, into Conversion Shares divided by (ii) $25,000,000; provided, however, in no event shall the Exit Premium exceed $5,000,000 in the aggregate.”

Exit Premium means, with respect to any Term Loan or any portion thereof on any date, four percent (4.0%) of the principal amount of such Term Loan or such portion thereof.

Exit Premium shall have the meaning specified in Section 2.05(a).

Exit Premium means, upon any repayment (including in connection with an Asset Sale Offer or a Change of Control Offer and repayment on the stated maturity date of the Notes), redemption, or acceleration upon any Event of Default, a fee equal to the percentage set forth below of the sum of (1) the aggregate principal amount (including PIK Interest previously paid in the form of an increase in the aggregate principal amount of the Notes) plus (2) accrued and unpaid interest to be repaid, redeemed or accelerated:

Exit Premium is, with respect to an outstanding Term Loan being prepaid in connection with a Change in Control, the lesser of (i) twelve (12) months of interest on the principal of such Term Loan or (ii) the aggregate of all scheduled interest through the Maturity Date of such Term Loan, in each case at the interest rate set forth in Section 2.4. “Expected Backlog Margin” is on any day, under GAAP, the gross profit margins Borrower reasonably expects to earn on the Eligible Order Backlog. “Financial Projections” is a financial statement of Borrower in the form attached hereto as Exhibit D, or in the form as may be agreed upon by ▇▇▇▇▇▇ and Borrower from time to time, which shall include, at a minimum, (i) such information Lender deems necessary to verify the calculation of Recoverable Value and (ii) projections the Borrower’s ability to comply with Section 6.10 over the next two (2) Quarters. “Fixed Assets” is on any day, under GAAP, the fixed assets on Borrower’s consolidated balance sheet. “Foreign Subsidiary” means any Subsidiary which is not a Domestic Subsidiary. “Funding Date” is any date on which a Credit Extension is made to or for the account of Borrower which shall be a Business Day. “GAAP” means the generally accepted accounting principles set forth in the opinions and pronouncements of the Accounting Principles Board of the American Institute of Certified Public Accountants and statements and