Certain Mandatory Prepayment Events. Borrowers shall be required to prepay the unpaid principal balance of the Loans within five (5) Business Days following the date of each and every Prepayment Event (and within five (5) Business Days following any date thereafter on which proceeds pertaining thereto are received by any Loan Party), in each case without any demand or notice from Agent or any other Person, all of which is hereby expressly waived by Borrowers, in the amount of 100% of the proceeds (net of documented reasonable out-of-pocket costs and expenses incurred in connection with the collection of such proceeds, in each case payable to Persons that are not Affiliates of any Loan Party) received by any Loan Party with respect to such Prepayment Event; provided, that with respect to a Prepayment Event of the type described in clause (b) of the definition of Prepayment Event, so long as no Default or Event of Default exists, to the extent that the proceeds received by such Person as a result of such Prepayment Event do not exceed $500,000 in the aggregate during any Fiscal Year and are actually applied within 180 days of such receipt to (x) replace the property or assets subject to such Prepayment Event with property and/or assets performing the same or similar functions or (y) repair, replace or reconstruct property and or assets damaged by such Prepayment Event, such proceeds shall not be required to prepay the Loans pursuant to this Section 1.8(a) (pending such reinvestment such proceeds shall be held in a Blocked Account; provided to the extent such proceeds are not reinvested within such 180 day period, or any Default or Event of Default occurs during such period, Agent shall apply such proceeds as a prepayment of the Loans as provided in this Section 1.8(a)). Each such prepayment due to a Prepayment Event of the type described in clause (a) or (d) of the definition thereof shall be subject to the Early Payment/Termination Premium, if applicable, in the amount specified in the Fee Letter.
Appears in 1 contract
Samples: Loan and Security Agreement (SkyWater Technology, Inc)
Certain Mandatory Prepayment Events. Borrowers Borrower shall be required to prepay the unpaid outstanding principal balance of the Revolving Loans within five (5) Business Days following on the date of each and every Prepayment Event (and within five (5) Business Days following on any date thereafter on which proceeds pertaining thereto are received by any Loan Party), in each case without any demand or notice from Agent Lender or any other Person, all of which is hereby expressly waived by BorrowersBorrower, in the amount of 100% of the proceeds (net of documented reasonable out-of-pocket costs and expenses incurred in connection with the collection of such proceeds, in each case payable to Persons that are not Affiliates of any Loan Party) received by any Loan Party with respect to such Prepayment Event; provided, provided that with respect to a Prepayment Event of the type described in clause (bii) of the definition of Prepayment Event, so long as no Default or Event of Default exists, to the extent that the proceeds received by such Person as a result of such Prepayment Event do not exceed $500,000 100,000 in the aggregate during any Fiscal Year and are actually applied within 180 days of such receipt to (x) replace the property or assets subject to such Prepayment Event with property and/or assets performing the same or similar functions or (y) repair, replace or reconstruct property and or assets damaged by such Prepayment Event, such proceeds shall not be required to prepay the Loans pursuant to this Section 1.8(a) (pending such reinvestment such proceeds shall be held delivered to Lender to hold in a Blocked Accountan escrow account; provided to the extent such proceeds are not reinvested within such 180 day period, or any Default or Event of Default occurs during such period, Agent Lender shall apply such proceeds as a prepayment of the Revolving Loans as provided in this Section 1.8(a)). Each such prepayment due to a Prepayment Event of the type described in clause (a) or (d) of the definition thereof shall be subject to the Early Payment/Termination Premium, if applicable, Premium in the amount specified in the Fee Letter.Schedule C.
Appears in 1 contract
Samples: Loan and Security Agreement (New Age Beverages Corp)
Certain Mandatory Prepayment Events. Borrowers shall be required to prepay the unpaid principal balance of the Revolving Loans within five (5) Business Days following on the date of each and every Prepayment Event (and within five (5) Business Days following on any date thereafter on which proceeds pertaining thereto are received by any Loan Party), in each case without any demand or notice from Agent Lender or any other Person, all of which is hereby expressly waived by Borrowers, in the amount of 100% of the proceeds (net of documented reasonable out-of-of- pocket costs and expenses incurred in connection with the collection of such proceeds, in each case payable to Persons that are not Affiliates of any Loan Party) received by any Loan Party with respect to such Prepayment Event; provided, that with respect to a Prepayment Event of the type described in clause (b) of the definition of Prepayment Event, so long as no Default or Event of Default exists, to the extent that the proceeds received by such Person as a result of such Prepayment Event do not exceed $500,000 200,000 in the aggregate during any Fiscal Year and are actually applied within 180 days of such receipt to (x) replace the property or assets subject to such Prepayment Event with property and/or assets performing the same or similar functions or (y) repair, replace or reconstruct property and or assets damaged by such Prepayment Event, such proceeds shall not be required to prepay the Loans pursuant to this Section 1.8(a) (pending such reinvestment such proceeds shall be held delivered to Lender to hold in a Blocked Account; provided to the extent such proceeds are not reinvested within such 180 day period, or any Default or Event of Default occurs during such period, Agent shall apply such proceeds as a prepayment of the Loans as provided in this Section 1.8(a)an escrow account). Each such prepayment due to a Prepayment Event of the type described in clause (a) or (d) of the definition thereof shall be subject to the Early Payment/Termination Premium, if applicable, Premium in the amount specified in the Fee Letter.
Appears in 1 contract
Samples: Loan and Security Agreement (Transact Technologies Inc)
Certain Mandatory Prepayment Events. Borrowers Borrower shall be required to prepay the unpaid outstanding principal balance of the Revolving Loans within five (5) Business Days following on the date of each and every Prepayment Event (and within five (5) Business Days following on any date thereafter on which proceeds pertaining thereto are received by any Loan Party), in each case without any demand or notice from Agent Lender or any other Person, all of which is hereby expressly waived by BorrowersBorrower, in the amount of 100% of the proceeds (net of documented reasonable out-of-pocket costs and expenses incurred in connection with the collection of such proceeds, in each case payable to Persons that are not Affiliates of any Loan Party) received by any Loan Party with respect to such Prepayment Event; provided, provided that with respect to a Prepayment Event of the type described in clause (bii) of the definition of Prepayment Event, so long as no Default or Event of Default exists, to the extent that the proceeds received by such Person as a result of such Prepayment Event do not exceed $500,000 25,000 in the aggregate during any Fiscal Year and are actually applied within 180 days of such receipt to (x) replace the property or assets subject to such Prepayment Event with property and/or assets performing the same or similar functions or (y) repair, replace or reconstruct property and or assets damaged by such Prepayment Event, such proceeds shall not be required to prepay the Loans pursuant to this Section 1.8(a) (pending such reinvestment such proceeds shall be held delivered to Lender to hold in a Blocked Accountan escrow account; provided to the extent such proceeds are not reinvested within such 180 day period, or any Default or Event of Default occurs during such period, Agent Lender shall apply such proceeds as a prepayment of the Loans Term Loan as provided in this Section 1.8(a)). Each such prepayment due to a Prepayment Event of the type described in clause (a) or (d) of the definition thereof shall be subject to the Early Payment/Termination Premium, if applicable, Premium in the amount specified in the Fee Letter.Schedule C.
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Samples: Loan and Security Agreement