Common use of Early Termination Fees Clause in Contracts

Early Termination Fees. In the event of any prepayment or repayment of a Loan made with proceeds of any Disposition, sale of Equity Securities or refinancing with any lender other than the Lender receiving such prepayment or repayment, prior to the date which is fifty-four (54) months after the Closing Date, Borrowers shall pay to Collateral Agent for the ratable benefit of Lender or Lenders entitled to such Early Termination Fee a fee (the “Early Termination Fee”) calculated as a percentage of the principal amount so paid or prepaid to such Lenders as follows: Prior to the date which is 12 months after the Closing Date 8.00 % On or after the date which 12 months after the Closing Date, but prior to the date which is 24 months after the Closing Date 6.00 % On or after the date which is 24 months after the Closing Date, but prior to the date which is 36 months after the Closing Date 3.00 % On or after the date which is 36 months after the Closing Date, but prior to the date which is 54 months after the Closing Date 1.50 % Notwithstanding the foregoing provisions of this Section 2.05(d), no Early Termination Fee shall be payable (a) in connection with any prepayment or repayment from proceeds of a refinancing to any Lender participating in such refinancing, or (b) in respect to any mandatory prepayment of Loans made pursuant to Section 2.05(b); provided, however, that if the Lenders waive any mandatory prepayment under Section 2.05(b) in connection with any mandatory prepayment event described in Section 2.05(b), any voluntary prepayment of such sums by Borrowers (exclusive, however, of temporary prepayments of the Revolving Credit Loans pending Borrowers’ election to reinvest proceeds as permitted by this Agreement) shall be subject to the payment of the Early Termination Fee.

Early Termination Fees. In the event of any prepayment or repayment of a Loan made with proceeds of any Disposition, sale of Equity Securities or refinancing with any lender other than the Lender receiving such prepayment or repayment, prior to the date which is fifty-four (54) months after the Closing Datedates set forth below, Borrowers Borrower shall pay to Collateral Agent for the ratable benefit of Lender or Lenders entitled to such Early Termination Fee a fee (the “Early Termination Fee”) ” calculated as a percentage of the principal amount so paid or prepaid to such Lenders for the corresponding period as follows: Prior to the date which that is 12 months after the Closing Date 8.00 % On or after the date which that is 12 months after the Closing Date, but prior to the date that is 24 months after the Closing Date: 6.50 % On or after the date that is 24 months after the Closing Date, but prior to the date that is 36 months after the Closing Date: 4.25 % On or after the date that is 36 months after the Closing Date, but prior to the date that is 48 months after the Closing Date: 2.25 % On or after the date that is 48 months after the Closing Date, but prior to the date which is 24 66 months after the Closing Date 6.00 Date: 1.50 % On or after the date which is 24 66 months after the Closing Date, but prior to the date which is 36 months after the Closing Date 3.00 % On or after the date which is 36 months after the Closing Date, but prior to the date which is 54 months after the Closing Date 1.50 : 0.00 % Notwithstanding the foregoing provisions of this Section 2.05(d), no Early Termination Fee shall be payable (a) in connection with any prepayment or repayment from proceeds of a refinancing to any Lender participating in such refinancing, or (b) in respect to any mandatory prepayment of Loans made pursuant to Section 2.05(b); provided, however, that if the Lenders waive any mandatory prepayment under Section 2.05(b) in connection with any mandatory prepayment event described in Section 2.05(b), any voluntary prepayment of such sums by Borrowers (exclusive, however, of temporary prepayments of the Revolving Credit Loans pending Borrowers’ election to reinvest proceeds as permitted by this Agreement) shall be subject to the payment of the Early Termination Fee.”

Early Termination Fees. “In the event of any prepayment or repayment of a Loan made with proceeds of any Disposition, sale of Equity Securities or refinancing with any lender other than the Lender receiving such prepayment or repayment, prior to the date which is fifty-four (54) months after the Closing Datedates set forth below, Borrowers shall pay to Collateral Agent for the ratable benefit of Lender or Lenders entitled to such Early Termination Fee a fee (the “Early Termination Fee”) calculated as a percentage of the principal amount so paid or prepaid to such Lenders for the corresponding period as follows: (i) In the case of Loans other than the Term Loans D: Prior to the date which that is 12 months after the Closing Date 8.00 % On or after the date which that is 12 months after the Closing Date, but prior to the date which that is 24 months after the Closing Date 6.00 6.50 % On or after the date which that is 24 months after the Closing Date, but prior to the date which that is 36 months after the Closing Date 3.00 4.25 % On or after the date which that is 36 months after the Closing Date, but prior to the date which that is 54 48 months after the Closing Date 2.25 % On or after the date that is 48 months after the Closing Date, but prior to the date that is 66 months after the Closing Date 1.50 % On or after the date which is 66 months after the Closing Date 0.00 % (ii) In the case of the Term Loans D: If prepayment or payment of the Term Loans D occurs on or before April 30, 2007, no Early Termination Fee shall be payable; otherwise, the Early Termination Fee shall be calculated in accordance with the provisions of the preceding clause (i). “Notwithstanding the foregoing provisions of this Section 2.05(d), no Early Termination Fee shall be payable (a) in connection with any prepayment or repayment from proceeds of a refinancing to any Lender participating in such refinancing, or (b) in respect to any mandatory prepayment of Loans made pursuant to Section 2.05(b); provided, however, that if the Lenders waive any mandatory prepayment under Section 2.05(b) in connection with any mandatory prepayment event described in Section 2.05(b), any voluntary prepayment of such sums by Borrowers (exclusive, however, of temporary prepayments of the Revolving Credit Loans pending Borrowers’ election to reinvest proceeds as permitted by this Agreement) shall be subject to the payment of the Early Termination Fee.in

Early Termination Fees. In the event of any prepayment or repayment of a Loan made with proceeds of any Disposition, sale of Equity Securities or refinancing with any lender other than the Lender receiving such prepayment or repayment, prior to the date which is fiftythirty-four (5434) months after the Closing Date, Borrowers shall pay to Collateral Billing Agent for the ratable benefit of Lender or Lenders entitled to such Early Termination Fee a fee (the “"Early Termination Fee”") calculated as a percentage the lesser of (i) four and one-half percent (4.50%) of the principal amount so paid or prepaid to such Lenders as follows: Prior to Lenders; and (ii) the Make Whole Amount. Any prepayment or repayment made on or after that date which is 12 thirty-four (34) months after the Closing Date 8.00 % On or after the date which 12 months after the Closing Date, but prior to the date which is 24 months after the Closing Date 6.00 % On or after the date which is 24 months after the Closing Date, but prior to the date which is 36 months after the Closing Date 3.00 % On or after the date which is 36 months after the Closing Date, but prior to the date which is 54 months after the Closing Date 1.50 % shall be payable at par. Notwithstanding the foregoing provisions of this Section 2.05(d), no Early Termination Fee shall be payable (a) in connection with any prepayment or repayment from proceeds of a refinancing to any Lender participating in such refinancing, or (b) in respect to any mandatory prepayment of Loans made pursuant to Section 2.05(b)2.05(b)(i) or (ii) so long as the Commitments are not being terminated in their entirety; provided, however, that if the Lenders waive any mandatory prepayment under Section 2.05(b) in connection with any mandatory prepayment event described in Section 2.05(b), any voluntary prepayment of such sums by Borrowers (exclusive, however, of voluntary prepayments of the Revolving Credit Loans and temporary prepayments of the Revolving Credit Loans pending Borrowers’ ' election to reinvest proceeds as permitted by this Agreement) shall be subject to the payment of the Early Termination Fee.

Early Termination Fees. (a) In the event of that the Termination Date occurs or the Total Revolving Credit Commitments are reduced, for any prepayment or repayment of a Loan made with proceeds of any Disposition, sale of Equity Securities or refinancing with any lender other than the Lender receiving such prepayment or repaymentreason, prior to April 1, 2007 (other than by virtue of the date which is fifty-four (54) months after Borrowers' refinancing of the Closing DateObligations with Bank of America, FRG or any of their Affiliates), the Borrowers shall pay to Collateral Agent the Administrative Agent, for the ratable benefit of Lender or Lenders entitled to such Early Termination Fee the Revolving Credit Lenders, a fee (the “"Early Termination Fee”") in an amount equal to (a) 0.75% of the then Total Revolving Credit Commitments (in effect immediately prior to such Termination Date) or the amount of the reduction of the Total Revolving Credit Commitments, as applicable, if such Termination Date occurs on or before December 31, 2005, and (b) 0.375% of the then Total Revolving Credit Commitments (in effect immediately prior to such Termination Date) or the amount of the reduction of the Total Revolving Credit Commitments, as applicable, if such Termination Date occurs after December 31, 2005 and on or before April 1, 2007. (b) If any portion of the Tranche B Term Loan is paid prior to January 25, 2007 for any reason (whether following acceleration, or otherwise), the Borrowers shall pay the Tranche B Term Lender, contemporaneously with such prepayment, the "Tranche B Term Loan Early Termination Fee" (so referred to herein), calculated as a percentage follows: (i) If any portion of the principal amount so Tranche B Term Loan is paid on or prepaid to such Lenders as follows: Prior to before April 25, 2006, the date which is 12 months after the Closing Date 8.00 % On or after the date which 12 months after the Closing Date, but prior to the date which is 24 months after the Closing Date 6.00 % On or after the date which is 24 months after the Closing Date, but prior to the date which is 36 months after the Closing Date 3.00 % On or after the date which is 36 months after the Closing Date, but prior to the date which is 54 months after the Closing Date 1.50 % Notwithstanding the foregoing provisions of this Section 2.05(d), no Tranche B Term Loan Early Termination Fee shall be payable in the amount equal to the greater of (aA) (i) the aggregate Yield Revenue accruing (or which would have accrued) on the Tranche B Term Loan during the first nine (9) months after the Effective Date, minus (ii) the aggregate Yield Revenue actually received by the Tranche B Term Lender prior to the date of payment; or (B) an amount equal to one percent (1%) of the principal balance of the Tranche B Term Loan which is so paid prior to the Maturity Date. (ii) If any portion of the Tranche B Term Loan is paid after April 25, 2006 through and including January 25, 2007, the Tranche B Term Loan Early Termination Fee shall be in connection the amount equal to one percent (1%) of the principal balance of the Tranche B Term Loan which is so paid prior to the Maturity Date. (iii) All parties to this Agreement agree and acknowledge that the Tranche B Term Lender will have suffered damages on account of the early termination of this Agreement and that, in view of the difficulty in ascertaining the amount of such damages, the Tranche B Term Loan Early Termination Fee constitutes reasonable compensation and liquidated damages to compensate the Tranche B Term Lender on account thereof. Notwithstanding the foregoing, in the event that (A) the Borrowers refinance the Tranche B Term Loan with any prepayment a credit facility provided by the Tranche B Term Lender (which refinance shall be in the sole discretion of the Tranche B Term Lender) or repayment from proceeds in which the Tranche B Term Lender is a lender as of a refinancing to any Lender participating in the closing of such refinancingnew credit facility, or (bB) in respect to any mandatory prepayment of Loans made pursuant to Section 2.05(b); provided, however, that if the Lenders waive any mandatory prepayment under Section 2.05(b) in connection with any mandatory prepayment event described in Section 2.05(b), any voluntary prepayment of such sums by Borrowers (exclusive, however, of temporary prepayments portion of the Revolving Credit Loans pending Borrowers’ election to reinvest proceeds as permitted by this Agreement) shall be subject to Tranche B Term Loan is paid on or after January 25, 2007 for any reason, the payment of the Tranche B Term Loan Early Termination FeeFee shall not be payable.