Breakage Cost Sample Clauses

Breakage Cost. Regeneron shall compensate Novartis, upon the written request of Novartis, for any expenses or costs (a reasonably detailed calculation of which shall be provided by Novartis together with such written request) incurred by Novartis as a result of any prepayment pursuant to paragraph (f) of any one or more Promotional Expense Facility Loans having occurred on a date other than the last date of a LIBOR Period relating to such Promotional Expense Facility Loan or Promotional Expense Facility Loans.
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Breakage Cost. Notwithstanding anything to the contrary in the Finance Documents, the Borrower shall not be liable for any cost, fee, expense or other payment in connection with the prepayment of any credit hereunder, except that in the event that the Lender shall receive or recover all or part of any Loan otherwise than on the last day of the Term of such Loan, then the Borrower shall pay to the Lender an amount equal to the differences in finance costs which arise as a result of such receipt or recovery, being the amount equal to [***]:
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Breakage Cost. With respect to any Lender with respect to any Breakage Prepayment, an amount equal to the difference (as reasonably determined by such Lender and set forth in a certificate of such Lender delivered to the Borrower) of (a) such Lender’s actual cost of obtaining funds for the LIBOR Rate Loan that is the subject of such Breakage Prepayment for the period from the date of such Breakage Prepayment to the last day of the Interest Period in effect (or that would have been in effect) for such LIBOR Rate Loan, minus (b) the amount of interest likely to be realized by such Lender in redeploying the funds released or not utilized by reason of such Breakage Prepayment for such period.
Sample 1
Breakage Cost. If the Lender becomes entitled to any Breakage Costs, it shall promptly notify the Owner Trustee and Lessee and provide the Owner Trustee and Lessee a certificate as to any amounts of Breakage Costs payable to it.
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Breakage Cost. Regeneron shall compensate Novartis, upon the written request of Novartis, for any expenses or costs (a reasonably detailed calculation of which shall be provided by Novartis together with such written request) incurred by Novartis as a result of any prepayment pursuant to clause (vi) of any one or more 2003 Facility Loans having occurred on a date other than the last date of a LIBOR Period relating to such 2003 Facility Loan or 2003 Facility Loans. (ix) Termination of 2003 Facility. The 2003 Facility shall automatically terminate, and no further 2003 Facility Loans shall be advanced thereunder, upon the earlier of (A) the effective date of termination of the Agreement by Novartis with respect to the entire Trap-1 Territory for all Trap-1 Products and (B) the acceleration of the date of payment of 2003 Facility Loans pursuant to subparagraph (x) below. (x)
Sample 1
Breakage Cost. Regeneron shall compensate Novartis, upon the written request of Novartis, for any expenses or costs (a reasonably detailed calculation of which shall be provided by Novartis together with such written request) incurred by Novartis as a result of any prepayment pursuant to clause (vi) of any one or more Post-2003 Facility Loans having occurred on a date other than the last date of a LIBOR Period relating to such Post-2003 Facility Loan or Post-2003 Facility Loans. (ix) Termination of Post-2003 Facility. The Post-2003 Facility shall automatically terminate, and no further Post-2003 Facility Loans shall be advanced thereunder, upon the early of (A) the effective date of termination of the Agreement by Novartis with respect to the entire Trap-1 Territory for all Trap-1 Products and (B) the acceleration of the date of payment of Post-2003 Facility Loans pursuant to subparagraph (x) below. (x) Acceleration of Post-2003 Facility Loans. Novartis may, by notice to Regeneron, declare all principal of, and accrued and unpaid interest on, all Post-2003 Facility Loans due and payable, if a Post-2003/Promotional Expense Event of Default referred to in clause (A) or (B) below in this subparagraph (x) shall have occurred (and in such event upon such notice all such principal and unpaid interest shall immediately become due and payable) or if a Post-2003/Promotional Expense Event of Default referred to in clause (C) below in this subparagraph (x) shall have occurred (and in such event upon such notice all such principal and interest shall be due and -37- <PAGE> payable upon the first anniversary of the date of such notice), and if a Post-2003/Promotional Expense Event of Default referred to in clause (D) of such definition shall have occurred, all such principal and interest shall automatically become due and payable. The occurrence of any of the following events shall constitute an "Post-2003/Promotional Expense Event of Default": (A) Regeneron shall default in the payment when due of all principal of, and accrued and unpaid interest on, the Promotional Expense Facility Loans or the Post-2003 Facility Loans, (B) the due date of indebtedness for borrowed money of Regeneron in an amount exceeding $10 million shall have been accelerated and Regeneron shall have failed to make payment thereof in full on the accelerated payment date, (C) the Agreement shall have been validly terminated in its entirety by Novartis pursuant to and in accordance with Section 19.5 of the Agreemen...
Sample 1
Breakage Cost. Regeneron shall compensate Novartis, upon the written request of Novartis, for any expenses or costs (a reasonably detailed calculation of which shall be provided by Novartis together with such written request) incurred by Novartis as a result of any prepayment pursuant to paragraph (f) of any one or more Promotional Expense Facility Loans having occurred on a date other than the last date of a LIBOR Period relating to such Promotional Expense Facility Loan or Promotional Expense Facility Loans. (i) Termination of Promotional Expense Facility. The Promotional Expense Facility shall automatically terminate, and no further Promotional Expense Facility Loans shall be advanced thereunder, upon the earlier of (A) the effective date of termination of the Agreement by Novartis with respect to the entire Trap-1 Territory for all Trap-1 Products and (B) the acceleration of the date of payment of Promotional Expense Facility Loans pursuant to subparagraph (x) below. (j)
Sample 1
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Related to Breakage Cost

  • Breakage Costs Without limiting its generality, Clause 21.1 covers any claim, expense, liability or loss, including a loss of a prospective profit, incurred by a Lender:

  • Breakage Fees If any Lender incurs any loss, cost or expense (excluding loss of anticipated profits and other indirect or consequential damages) by reason of the liquidation or re-employment of deposits or other funds acquired by such Lender to fund or maintain any Eurocurrency Loan as a result of any of the following events other than any such occurrence as a result of a change of circumstance described in Sections 8.1 or 8.2:

  • Breakage Payments In the event of (a) the payment or prepayment, whether optional or mandatory, of any principal of any Eurodollar Loan earlier than the last day of an Interest Period applicable thereto (including as a result of an Event of Default), (b) the conversion of any Eurodollar Loan earlier than the last day of the Interest Period applicable thereto, (c) the failure to borrow, convert, continue or prepay any Revolving Loan or Term Loan on the date specified in any notice delivered pursuant hereto or (d) the assignment of any Eurodollar Loan earlier than the last day of the Interest Period applicable thereto as a result of a request by Borrower pursuant to Section 2.16(b), then, in any such event, Borrower shall compensate each Lender for the loss, cost and expense attributable to such event. In the case of a Eurodollar Loan, such loss, cost or expense to any Lender shall be deemed to include an amount determined by such Lender to be the excess, if any, of (i) the amount of interest which would have accrued on the principal amount of such Loan had such event not occurred, at the Adjusted LIBOR Rate that would have been applicable to such Loan, for the period from the date of such event to the last day of the then current Interest Period therefor (or, in the case of a failure to borrow, convert or continue, for the period that would have been the Interest Period for such Loan), over (ii) the amount of interest which would accrue on such principal amount for such period at the interest rate which such Lender would bid were it to bid, at the commencement of such period, for dollar deposits of a comparable amount and period from other banks in the Eurodollar market. A certificate of any Lender setting forth in reasonable detail any amount or amounts that such Lender is entitled to receive pursuant to this Section 2.13 shall be delivered to Borrower (with a copy to the Administrative Agent) and shall be conclusive and binding absent manifest error. Borrower shall pay such Lender the amount shown as due on any such certificate within 5 days after receipt thereof.

  • Breakage The Borrower shall indemnify each Lender against any loss or expense that such Lender may sustain or incur as a consequence of (a) any event, other than a default by such Lender in the performance of its obligations hereunder, which results in (i) such Lender receiving or being deemed to receive any amount on account of the principal of any Eurodollar Loan prior to the end of the Interest Period in effect therefor, (ii) the conversion of any Eurodollar Loan to an ABR Loan, or the conversion of the Interest Period with respect to any Eurodollar Loan, in each case other than on the last day of the Interest Period in effect therefor, or (iii) any Eurodollar Loan to be made by such Lender (including any Eurodollar Loan to be made pursuant to a conversion or continuation under Section 2.10) not being made after notice of such Loan shall have been given by the Borrower hereunder (any of the events referred to in this clause (a) being called a “Breakage Event”) or (b) any default in the making of any payment or prepayment required to be made hereunder. In the case of any Breakage Event, such loss shall include an amount equal to the excess, as reasonably determined by such Lender, of (i) its cost of obtaining funds for the Eurodollar Loan that is the subject of such Breakage Event for the period from the date of such Breakage Event to the last day of the Interest Period in effect (or that would have been in effect) for such Loan over (ii) the amount of interest likely to be realized by such Lender in redeploying the funds released or not utilized by reason of such Breakage Event for such period. A certificate of any Lender setting forth any amount or amounts which such Lender is entitled to receive pursuant to this Section 2.16 shall be delivered to the Borrower and shall be conclusive absent manifest error.

  • Breakage Compensation In the event of (a) the payment of any principal of any Eurodollar Loan other than on the last day of an Interest Period applicable thereto (including as a result of an Event of Default), (b) the conversion of any Eurodollar Loan other than on the last day of the Interest Period applicable thereto, (c) the failure to borrow, convert, continue or prepay any Loan on the date specified in any notice delivered pursuant hereto (regardless of whether such notice may be revoked under Section 2.15 and is revoked in accordance therewith) or (d) the assignment of any Eurodollar Loan other than on the last day of the Interest Period applicable thereto as a result of a request by the Borrower pursuant to Section 3.03 or Section 11.12, then, in any such event, the Borrower shall, after receipt of a written request by any Lender affected by any such event (which request shall set forth in reasonable detail the basis for requesting such amount), compensate each Lender for the loss, cost and expense (excluding loss of profit) actually incurred by it as a result of such event. For purposes of calculating amounts payable by the Borrower to the Lenders under this Section 3.04, each Lender shall be deemed to have funded each Eurodollar Loan made by it at the Adjusted Eurodollar Rate for such Loan by a matching deposit or other borrowing in the applicable interbank eurodollar market for a comparable amount and for a comparable period, whether or not such Eurodollar Loan was in fact so funded. A certificate of any Lender setting forth in reasonable detail any amount or amounts that such Lender is entitled to receive pursuant to this Section 3.04 and the reasons therefor delivered to the Borrower shall be prima facie evidence of such amounts. The Borrower shall pay such Lender the amount shown as due on any such certificate within 15 days after receipt of such demand. Notwithstanding the foregoing, this Section 3.04 will not apply to losses, costs or expenses resulting from Taxes, as to which Section 3.02 shall govern. Notwithstanding the foregoing, no Lender shall demand compensation pursuant to this Section 3.04 if it shall not at the time be the general policy or practice of such Lender to demand such compensation in similar circumstances under comparable provisions of other credit agreements.

  • Interest and Applicable Margins (a) Borrower shall pay interest to Agent, for the ratable benefit of Lenders with respect to the various Loans made by each Lender (or in the case of the Swing Line Loan, for the benefit of the Swing Line Lender), in arrears on each applicable Interest Payment Date, at the following rates: (i) with respect to the Revolving Credit Advances which are designated as Index Rate Loans (and for all other Obligations not otherwise set forth below), the Index Rate plus the Applicable Revolver Index Margin per annum or, with respect to the Revolving Credit Advances which are designated as LIBOR Loans, at the election of Borrower, the applicable LIBOR Rate plus the Applicable Revolver LIBOR Margin per annum; (ii) with respect to such portion of the Term Loan designated as an Index Rate Loan, the Index Rate plus the Applicable Term Loan Index Margin per annum or, with respect to such portion of the Term Loan designated as a LIBOR Loan, the applicable LIBOR Rate plus the Applicable Term Loan LIBOR Margin per annum; and (iii) with respect to the Swing Line Loan, the Index Rate plus the Applicable Revolver Index Margin per annum. As of the Closing Date, the Applicable Margins are as follows: Applicable Revolver Index Margin 1.50 % Applicable Revolver LIBOR Margin 2.75 % Applicable Term Loan Index Margin 1.50 % Applicable Term Loan LIBOR Margin 2.75 % The Applicable Revolver Index Margin and the Applicable Revolver LIBOR Margin shall be adjusted (up or down) prospectively on a quarterly basis as determined by Holdings’ and its Subsidiaries’ consolidated financial performance, commencing with the first day of the first calendar month that occurs more than one (1) day after delivery of Holdings’ quarterly Financial Statements to Lenders for the Fiscal Quarter ending March 31, 2008. Adjustments in the Applicable Revolver Index Margin and the Applicable Revolver LIBOR Margin will be determined by reference to the following grids: If Leverage Ratio is: Level of Applicable Margins: < 2.50:1.00 Level I › 2.50:1.00, but < 3.00:1.00 Level II › 3.00:1.00, but < 3.50:1.00 Level III › 3.50:1.00, but < 5.00:1.00 Level IV › 5.00:1.00 Level V Applicable Margins Level I Level II Level III Level IV Level V Applicable Revolver Index Margin 0.50% 1.00% 1.25% 1.50% 2.00% Applicable Revolver LIBOR Margin 1.75% 2.25% 2.50% 2.75% 3.25% All adjustments in the Applicable Revolver Index Margin and the Applicable Revolver LIBOR Margin after March 31, 2008 shall be implemented quarterly on a prospective basis, for each calendar month commencing at least one (1) day after the date of delivery to Lenders of the quarterly unaudited Financial Statements evidencing the need for an adjustment. Concurrently with the delivery of those Financial Statements, Borrower shall deliver to Agent and Lenders a certificate, signed by its chief financial officer, setting forth in reasonable detail the basis for the continuance of, or any change in, such Applicable Margins. Failure to timely deliver such Financial Statements in accordance with Section 6.2 hereof shall, in addition to any other remedy provided for in this Agreement, result in an increase in such Applicable Margins to the highest level set forth in the foregoing grid, until the first day of the first calendar month following the delivery of those Financial Statements demonstrating that such an increase is not required. If any Default or an Event of Default has occurred and is continuing at the time any reduction in such Applicable Margins is to be implemented, that reduction shall be deferred until the first day of the first calendar month following the date on which all Defaults or Events of Default are waived or cured.

  • Prepayment Premium Borrower will be required to pay a prepayment premium in connection with certain prepayments of the Indebtedness, including a payment made after Lender’s exercise of any right of acceleration of the Indebtedness, as provided in the Note.

  • Interest Coverage As of the end of any fiscal quarter, the Borrowers will not permit the ratio of (a) Consolidated EBITDA to (b) Consolidated Cash Interest Expense for the four (4) consecutive fiscal quarters then ending to be less than 4.25:1.

  • Default Rate Interest In the event that the Corporation does not make timely payment of all or any portion of a Tax Benefit Payment to a Member on or before the Final Payment Date as determined pursuant to Section 3.1(a), the amount of “Default Rate Interest” calculated in respect of the Net Tax Benefit (including previously accrued Imputed Interest and Extension Rate Interest) for a Taxable Year will equal interest calculated at the Default Rate from the Final Payment Date for a Tax Benefit Payment as determined pursuant to Section 3.1(a) until the date on which the Corporation makes such Tax Benefit Payment to such Member. For the avoidance of doubt, the amount of any Default Rate Interest as determined with respect to any Net Tax Benefit payable by the Corporation to a Member shall be included in the Hypothetical Tax Liability of the Corporation for purposes of calculating Realized Tax Benefits and Realized Tax Detriments pursuant to this Agreement.

  • Interest Due Without limiting any other rights or remedies available to either Party, each Party shall pay the other interest on any payments that are not paid on or before the date such payments are due under this Agreement at a rate of [*] per annum or the maximum applicable legal rate, if less, calculated on the total number of days payment is delinquent.

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