Common use of 04Prepayments Clause in Contracts

04Prepayments. Borrower may, upon notice to Administrative Agent pursuant to delivery to Administrative Agent of a Notice of Loan Prepayment, at any time or from time to time voluntarily prepay the Term Loan in whole or in part without premium or penalty; provided that (i) such notice must be received by Administrative Agent not later than 11:00 a.m. (A) two Business Days prior to any date of prepayment of Term SOFR Loans, (B) one Business Day prior to any date of prepayment of SOFR Daily Floating Rate Loans and (C) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Term SOFR Loans 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 SOFR Daily Floating Rate Loans or Base Rate 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. Each such notice shall specify the date and amount of such prepayment and the Type(s) of the Term Loan to be prepaid and, if Term SOFR Loans are to be prepaid, the Interest Period(s) of such Loans. Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Applicable Percentage of such prepayment. If such notice is given by Borrower, 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 any Term SOFR Loan shall be accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. Subject to Section 2.16, each such prepayment shall be applied to the Term Loan of the Lenders in accordance with their respective Applicable Percentages.

04Prepayments. Borrower The Company may, upon notice to the Administrative Agent pursuant to delivery to Administrative Agent of a Notice of Loan PrepaymentAgent, at any time or from time to time voluntarily prepay the Term Loan Loans 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. 12:00 p.m. (noon) (A) two three Business Days prior to any date of prepayment of Term SOFR Loans, (B) one Business Day prior to any date of prepayment of SOFR Daily Floating Rate Loans and (CB) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Term SOFR Loans shall be in a principal amount of $5,000,000 25,000,000 or a whole multiple of $1,000,000 5,000,000 in excess thereof; and (iii) any prepayment of SOFR Daily Floating Rate Loans or Base Rate Loans shall be in a principal amount of $500,000 5,000,000 or a whole multiple of $100,000 1,000,000 in excess thereof or, in each case, if less, the entire principal amount thereof then outstanding; and (iv) any such notice may be conditioned on the effectiveness of other financing arrangements or one or more other transactions. Each such notice shall specify the date and amount of such prepayment and the Type(s) of the Term Loan Loans to be prepaid and, if Term SOFR Loans are to be prepaid, the Interest Period(s) of such Loans. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Applicable Percentage of such prepayment. If such notice is given by Borrowerthe Company, Borrower the Company shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein, subject to the occurrence of any condition(s) specified therein. Any prepayment of any a Term SOFR Loan shall be accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. Subject to Section 2.16, each such prepayment shall be applied to the Term Loan Loans of the Lenders in accordance with their respective Applicable Percentages.

04Prepayments. (a) Borrower may, upon notice to Administrative Agent pursuant to delivery to Administrative Agent of a Notice of Loan PrepaymentPrepayment to Administrative Agent, at any time or from time to time voluntarily prepay the Term Loan Loans in whole or in part without premium or penalty; provided that (i) such notice Notice of Prepayment must be received by Administrative Agent not later than 11:00 a.m. (A) two Business Days prior to any date of prepayment of Term SOFR Rate Loans, (B) one Business Day prior to any date of prepayment of Daily SOFR Daily Floating Rate Loans and (C) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Term SOFR Rate Loans or Daily SOFR 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; and (iii) any prepayment of SOFR Daily Floating Rate Loans or Base Rate 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. Each such notice shall specify the date and amount of such prepayment and the Type(s) of the Term Loan to be prepaid and, if Term SOFR Loans are to be prepaid, the Interest Period(s) of such Loansprepayment. Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Applicable Percentage ratable portion of such prepaymentprepayment (based on such Lender’s Applicable Percentage). If such notice is given by Borrower, 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 any Term SOFR a Loan shall be accompanied by all accrued interest on the amount prepaid, together with with, in the case of any Term SOFR Rate Loan or Daily SOFR Rate Loan, any additional amounts required pursuant to Section 3.05, if any. Subject to Section 2.162.15, each such prepayment shall be applied to the Term Loan Loans of the Lenders in accordance with their respective Applicable Percentages. (b) If for any reason the Total Outstandings at any time exceed the Aggregate Commitments then in effect, Borrower shall immediately upon demand prepay Loans and/or Cash Collateralize the L/C Obligations in an aggregate amount equal to such excess; provided, however, that Borrower shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.04(b) unless after the prepayment in full of the Loans the Total Outstandings exceed the Aggregate Commitments then in effect.

04Prepayments. (a) The Loan, subject to the terms and provisions of this Section may be Prepaid only as follows: (i) During each calendar year, Borrower may, upon notice may make one or more Prepayments each in an amount not to Administrative Agent pursuant exceed: (A) 50% of the original principal amount of the Loan; minus (B) the sum total of all principal payments of the Loan previously received by Lender during the calendar year in which the Prepayment occurs. (ii) Borrower may make a Prepayment equal to delivery to Administrative Agent the entire unpaid principal balance of a the Loan (A) during the 75 day period immediately following any Notice of Rate Adjustment or (B) during the 30 day period immediately preceding the Maturity Date. (iii) Prepayments of any portion of the Loan Prepaymentother than at a time, at any time or from time to time voluntarily prepay the Term Loan in whole or in part without excess of the amount, permitted in Section and Section may be made only if Borrower also pays to Lender the Prepayment Premium (defined in Section ). For the avoidance of doubt, Prepayments permitted in Section and Section shall not be subject to any prepayment premium or penalty; provided that , including the Prepayment Premium. (b) All Prepayments are subject to the following: (i) such notice must be received by Administrative Agent not later than 11:00 a.m. (A) two Business Days prior to any date Prepayments must, at the option of prepayment of Term SOFR LoansLender, (B) one Business Day prior to any date of prepayment of SOFR Daily Floating Rate Loans and (C) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Term SOFR Loans 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 SOFR Daily Floating Rate Loans or Base Rate 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. Each such notice shall specify the date and amount of such prepayment and the Type(s) of the Term Loan to be prepaid and, if Term SOFR Loans are to be prepaid, the Interest Period(s) of such Loans. Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Applicable Percentage of such prepayment. If such notice is given by Borrower, 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 any Term SOFR Loan shall be accompanied by all unpaid accrued interest on the Prepayment and all other amounts then due under this agreement. (ii) If Lender receives any Prepayment which is not permitted under this agreement, Lender may accept the Prepayment; except that Lender may, as a condition of acceptance, require the payment of interest which would accrue on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. Subject to Section 2.16, each such prepayment shall be applied Prepaid to the Term Loan date when Lender would be obligated to accept the Prepayment, or the date the principal amount Prepaid would be due under this agreement, whichever is earlier. (c) For purposes of this agreement, "Prepayment Premium" means the Yield Maintenance Amount (defined in Appendix A), calculated using a reinvestment spread equal to 100 basis points (the "Reinvestment Spread"), and a yield maintenance minimum amount equal to 1.000% of that portion of the Lenders in accordance with their respective Applicable PercentagesPrepayment not permitted under this agreement (the "Yield Maintenance Minimum Amount").