Certain Prepayments. (i) If, as of the last Business Day of any week during the period from the Effective Date until the Final Maturity Date, (A) the sum of (1) the aggregate amount of all Loans (for which purpose the amount of any Loan that is denominated in an Alternate Currency shall be deemed to be the Dollar Equivalent thereof) plus (2) the Available LC Amount of all Letters of Credit (for which purpose the Available LC Amount of any Letter of Credit denominated in an Alternate Currency shall be deemed to be the Dollar Equivalent thereof as of the date of determination) exceeds (B) 103% of the then Total Commitments, the Administrative Agent shall use all reasonable efforts to give prompt written notice thereof to Livent, specifying the amount to be prepaid under this clause (i), and the Borrowers shall, within two (2) Business Days of the date of such notice, prepay the Loans in an amount so that after giving effect thereto the aggregate outstanding principal amount of the Loans (determined as aforesaid) plus the Available LC Amount of all Letters of Credit (determined as aforesaid) does not exceed the Total Commitments; provided, that any such payment shall be accompanied by any amounts payable under Section 9.04(c).
(ii) In addition, if on the last day of any Interest Period the aggregate outstanding principal amount of the Loans (after giving effect to any Loans being made to repay Loans maturing on that date) plus the Available LC Amount of all Letters of Credit would exceed 100% of the aggregate amount of the Commitments, the Administrative Agent shall use all reasonable efforts to give prompt written notice thereof to Livent, specifying the amount to be prepaid under this clause (ii), and the Borrowers shall, within two (2) Business Days of the date of such notice, prepay the Loans, or cause Loans to be prepaid, or reduce the requested Loans in such amounts that after giving effect to such action the aggregate outstanding principal amount of the Loans (after giving effect to any Loans being made to repay Loans maturing on that date) plus the Available LC Amount of all Letters of Credit does not exceed the aggregate amount of the Commitments; provided, that any such payment shall be accompanied by any amounts payable under Section 9.04(c).
(iii) The determinations of the Administrative Agent under this Section 2.05(c) shall be conclusive and binding on each Borrower in the absence of manifest error.
Certain Prepayments. (A) The Borrower (pursuant to Section 2.7(B) and as otherwise permitted in this Agreement, except as a result of a Takeout Transaction) may at any time upon written notice to the Agent and the Funding Agents, and subject to the priority of payments set forth in Section 2.7(B), prepay all or any portion of the balance of the principal amount of the Advances based on the outstanding principal amounts thereof, which notice shall be given at least two (2) Business Days prior to the proposed date of such prepayment (which notice may be conditioned upon any event). Each such prepayment (which need not be on a Payment Date) shall be accompanied by (a) the payment of all accrued but unpaid interest on the amounts to be so prepaid and (b) any Liquidation Fee in connection with such prepayment if such prepayment is not made on a Payment Date, but shall otherwise be made without any penalty or premium.
(B) The Borrower shall deposit all proceeds of any Takeout Transaction (net of reasonable fees, taxes, commissions, premiums and expenses incurred by the Borrower in connection with such Takeout Transaction so long as such deposit is greater than or equal to the Minimum Payoff Amount) into the Takeout Transaction Account, and the Agent shall apply such proceeds to prepay the Advances made in respect of Solar Loans and the related SL Solar Assets or Solar Assets, as applicable, that are subject to such Takeout Transaction (and make other related payments in accordance with Section 2.7(C)). To the extent applicable, each such prepayment shall be accompanied by the Takeout Transaction Fee, if any.
Certain Prepayments. (A) The Borrower may at any time upon written notice to the Administrative Agent, the Funding Agents and the Paying Agent, and subject to the priority of payments set forth in this Section 2.8, prepay all or any portion of the balance of the principal amount of the Class A Advances or the Class B Advances based on the outstanding principal amounts thereof, which notice shall be given at least two (2) Business Days prior to the proposed date of such prepayment. If such prepayment is not being made in connection with a Takeout Transaction, such prepayment (which need not be on a Payment Date) shall be accompanied by (a) the payment of all accrued but unpaid interest on the amounts to be so prepaid, (b) any Liquidation Fee in connection with such prepayment if such prepayment is not made on a Payment Date and (c) all payments which arise due to any prepayments of amounts under a Hedge Agreement, pursuant to the terms of the applicable Hedge Agreement (net of all amounts which are due and payable by such Hedge Counterparty to the Borrower on such date pursuant to the terms of such Hedge Agreement) (which amounts shall be paid to the Administrative Agent for the account of the Hedge Counterparty under each Hedge Agreement). Prepayments made in accordance with this Section shall be applied (i) in the absence of an Event of Default or Amortization Event, ratably to the outstanding principal amount of Class A Advances, Class B Advances and any Hedge Counterparties and (ii) if an Event of Default or Amortization Event has occurred and is continuing, (a) first, on a pari passu basis (I) to reduce the outstanding principal amount of Class A Advances and (II) to any Hedge Counterparties and (b) second, to reduce the outstanding principal amount of Class B Advances. If such prepayment is being made in connection with a Takeout Transaction, such prepayment shall be not less than the amount required by the definition of “Takeout Transaction”.
(B) The Borrower shall deposit all proceeds of any Takeout Transaction (net of reasonable fees, taxes, commissions, premiums and expenses incurred by the Borrower in connection with such Takeout Transaction so long as such deposit is greater than or equal to the Minimum Payoff Amount) into the Takeout Transaction Account, and the Paying Agent shall apply such proceeds to prepay the applicable Class A Advances and Class B Advances made in respect of the Collateral that is subject to such Takeout Transaction and make other related pay...
Certain Prepayments. Notwithstanding anything to the contrary contained in this Section 2.05, to the extent any mandatory prepayment is required because of the failure of the title to any Financed Property that was a Bid Receipt Property to be transferred to the applicable Borrower due to an effective order or ruling issued by any Governmental Authority pursuant to a bankruptcy or other insolvency proceeding involving the owner of such Financed Property, such prepayment shall only be required on the immediately succeeding Monthly Payment Date following the date of determination of the failure of title in respect of the applicable Financed Property; provided, however, if the net cash proceeds intended to refund or reimburse the applicable Borrower for the costs and expenses associated with the attempted purchase of such Financed Property are received by such Borrower prior to such immediately succeeding Monthly Payment Date referred to above, such net cash proceeds shall be immediately deposited by such Borrower into the Collection Account and applied to the Loans on such immediately succeeding Monthly Payment Date.
Certain Prepayments the Company shall fail to fulfill any of its obligations set forth in Section 6.1 hereof;
Certain Prepayments. If, on the date on which the interest rate is to be determined for any Interest Period in respect of a Eurocurrency Loan under the Multicurrency Facility, the amount of the Total Multicurrency Extensions of Credit exceeds the Total Multicurrency Commitments, the Primary Borrower shall, or shall cause the relevant Borrower to, on the first day of such Interest Period, prepay outstanding Multicurrency Loans in an amount so that after giving effect to any such prepayments, the amount of the Total Multicurrency Extensions of Credit does not exceed the Total Multicurrency Commitments.
Certain Prepayments. (A) The Borrower may upon written notice to the Administrative Agent, the Funding Agents and the Paying Agent, and subject to the priority of payments set forth in Section 2.7(B), prepay all or any portion of the balance of the principal amount of the Advances based on the outstanding principal amounts thereof, which notice shall be given by 11:00 A.M. at least three (3) Business Days prior to the proposed date of such prepayment. Each such prepayment (which need not be on a Payment Date) that is a partial prepayment of the Advances shall be in an amount of not less than $1,000,000 or an integral multiple of $100,000 in excess thereof, and shall be accompanied by (a) the payment of all accrued but unpaid interest on the amounts to be so prepaid, (b) any Liquidation Fee in connection with such prepayment if such prepayment is not made on a Payment Date and (c) the payment of all fees then due and payable to the Administrative Agent, the Lenders, the Collateral Agent, the Paying Agent, the Custodian, the Transaction Manager and the Transaction Transition Manager.
(B) The Borrower shall deposit, or cause to be deposited, into the Takeout Transaction Account from the net proceeds of each Takeout Transaction and from any capital contributions from the Sponsor an amount equal to at least the Minimum Payoff Amount with respect to each Takeout Transaction and the Paying Agent shall apply such amount in accordance with Section 2.7(C).
Certain Prepayments. 5. Certain Additional Provisions Relating to Multicurrency Loans...
Certain Prepayments. The Borrower shall have the right at any time to prepay the Loan made to the Borrower hereunder as a whole or in part, without premium or penalty at any time upon written, telegraphic or telephonic notice to the Agent prior to 1:00 p.m. local Boston, Massachusetts time on the day of the proposed prepayment. Subject to the conditions of Section 2.1 hereof, amounts so prepaid may be re-borrowed. If at any time the outstanding principal amount of the Loan shall exceed an amount equal to the Maximum Revolver Amount minus the Maximum Drawing Amount, whether as a result of reductions in the Maximum Revolver Amount or otherwise, the Borrower shall immediately pay to the Agent for the account of the Lenders the amount of such excess.
Certain Prepayments. SECTION 2.4. Computations and Notice of Rates SECTION 2.5. Overdue Payments SECTION 2.6. Fees
