Term Loan Refinancing Protection Sample Clauses

Term Loan Refinancing Protection. In the event that, on or prior to the first anniversary of the Original Effective Date, any Initial Term Lender receives (or is deemed to receive) a Refinancing Prepayment (as defined below) from the Term Borrowers pursuant to Section 4.01, then, at the time thereof, the Term Borrowers shall pay to such Initial Term Lender a prepayment premium equal to 1.00% of the amount of such Refinancing Prepayment. As used herein, with respect to any Initial Term Lender, a “Refinancing Prepayment” is the aggregate principal amount of the Initial Term Loans of such Initial Term Lender that is either (a) prepaid by the Term Borrowers substantially concurrently with the incurrence by the Borrowers or any of the Guarantors of long-term bank debt financing or other debt financing similar to the Initial Term Loans that has (or, upon the occurrence of certain events, would have) or (b) the subject of an amendment or other modification of this Agreement that would result in (or, upon the occurrence of certain events, would result in), in each case a lower all-in yield (taking into account any original issue discount and upfront fees in respect of such financing and any pricing “floor” applicable thereto) than the interest rate margin applicable to such Initial Term Loans.

Term Loan Refinancing Protection. In the event that, prior to the second anniversary of the Funding Date, any Lender receives a Refinancing Prepayment (as defined below), then, at the time thereof, the Borrower shall pay to such Lender a prepayment premium equal to 1.0% of the amount of such Refinancing Prepayment. As used herein, with respect to any Lender, a “Refinancing Prepayment” is the amount of principal of the Term Loans of such Lender that is either (a) prepaid by the Borrower pursuant to Section 2.12 or Section 2.13(c) (as a result of the issuance of Permitted Notes) substantially concurrently with the incurrence by the Borrower or any of its Subsidiaries of new loans or other Indebtedness (other than Capital Lease Obligations) (whether pursuant to Incremental Term Commitments, Permitted Notes or otherwise, but excluding any such incurrence of Indebtedness consummated at the time a Change in Control occurs) or (b) received by such Lender as a result of the mandatory assignment of such Term Loans under the circumstances described in Section 2.20(c) following the failure of such Lender to consent to an amendment of this Agreement that would have the effect of reducing the Applicable Rate with respect to such Term Loans; provided, however that no such prepayment premium shall be payable (i) with respect to Term Loans up to an aggregate principal amount of $500,000,000 that are prepaid on or prior to the date three months after the Funding Date with proceeds from the issuance of Permitted Unsecured Notes or (ii) if all outstanding Term Loans are prepaid in their entirety on or prior to the third mensiversary of the Funding Date with proceeds from a senior secured note offering.

Term Loan Refinancing Protection. In the event that the Term Loans are prepaid in whole or in part at any time after the Fourth Amendment Effective Date and prior to the first anniversary of the Fourth Amendment Effective Date (i) pursuant to a refinancing with, or (ii) substantially concurrently with the incurrence of, other term loans (including any refinancing effectuated by means of a repricing of the Term Loans) that accrue interest at lower interest rate margin or margins than the then-applicable Applicable Margins for Term Loans, such prepayment shall be accompanied by a prepayment premium equal to 1.00% of the aggregate principal amount of the Term Loans so prepaid.

Term Loan Refinancing Protection. In the event that the Borrower (w) repays, prepays, refinances, substitutes or replaces all or any portion of the Loans in connection with a Repricing Transaction, (x) effects any amendment or waiver of this Agreement resulting in a Repricing Transaction by assigning the Loans pursuant to Section 2.11 of Lenders that do not consent to such amendment or waiver, (y) makes a mandatory prepayment of all or any portion of the Term Loans pursuant to Section 4.02(b) (whether or not in connection with a Repricing Transaction) or (z) makes a voluntary prepayment of the Loans pursuant to 4.01 (including pursuant to any Permitted Refinancing Indebtedness), then, in each case, solely to the extent such repayment, prepayment, refinancing, substitution, replacement, amendment, waiver or Repricing Transaction is made or occurs on or prior to the date that is twelve months after the Closing Date, the Borrowers shall pay to the Administrative Agent, for the ratable account of each of the applicable Lenders, in addition to the principal amount of, and accrued but unpaid interest on, such repaid, prepaid, refinanced, substituted, replaced or assigned Loans, an amount equal to 1.0% of the principal amount of such Loans. All such amounts shall be due and payable on the 58 effective date of the applicable Repricing Transaction or date of repayment, prepayment, refinancing, substitution, replacement or assignment, as applicable.

Term Loan Refinancing Protection. (a) In the event that, prior to the third anniversary of the Effective Date, the Borrowers prepay any Tranche B-1 Term Loans pursuant to Section 4.01, such voluntary prepayments shall be accompanied by a fee equal to (i) in the case of voluntary prepayments made on or prior to the first anniversary of the Effective Date, 3.0% of the principal amount so prepaid, (ii) in the case of voluntary prepayments made after the first anniversary but on or prior to the second anniversary of the Effective Date, 2.0% of the principal amount so prepaid and (iii) in the case of voluntary prepayments made after the second anniversary but on or prior to the third anniversary of the Effective Date, 1.0% of the principal amount so prepaid. Any prepayments of Tranche B-1 Term Loans after the third anniversary of the Effective Date may be made without premium or penalty.