Exit Fee. (a) In all events and under all circumstances, except as set forth in subsection (b) below, Borrowers shall be obligated to pay to Lender an exit fee (the “Exit Fee”) in an amount equal to $1,395,000,000.00 multiplied by the Applicable Exit Fee Percentage, which amount shall be payable as follows: (i) subject to the following clause (ii), upon any (and each) partial prepayment of the Loan, the First Mezzanine Loan, the Second Mezzanine Loan and/or the Third Mezzanine Loan in accordance with the terms hereof, excluding, however, the Mezzanine Prepayments, the Quarterly Deficiency Relinquishment Prepayment, if applicable, and any prepayment with the proceeds of any Minimum Mandatory Prepayment (or any partial payment on account thereof), Non-Qualified Mandatory Prepayment, Additional Non-Qualified Mandatory Prepayment, Release Parcel Release Price, Adjacent Parcel Release Price and/or IP Release Price, if applicable, in addition to all other amounts payable to Lender under Section 2.4 hereof, Borrowers shall pay to Lender, on account of the Exit Fee, an amount equal to one percent (1%) of the amount so prepaid; (ii) upon any (and each) application of any Net Proceeds to the Debt in accordance with the terms of this Agreement, one percent (1%) of the amount thereof shall be retained by Lender on account of the Exit Fee and the balance thereof shall be applied to the Debt; and (iii) upon repayment in full of the Debt or the acceleration thereof in accordance with the terms of any of the Loan Documents, Borrowers shall pay to Lender the entire Exit Fee, calculated at the Applicable Exit Fee Percentage, less any amounts on account thereof previously paid to Lender under the foregoing clauses (i) and/or (ii) of this Section 2.8; provided, however, that if, upon the repayment in full of the Debt, the Applicable Exit Fee Percentage is one-half of one percent (0.50%) rather than one percent (1%), then Borrowers will receive a credit against the portion of the Exit Fee then due to make up for any overpayment on account of the Exit Fee under the foregoing clauses (i) and/or (ii) by virtue of having applied a one percent (1%) Applicable Exit Fee Percentage. In furtherance of the foregoing, each Borrower expressly acknowledges and agrees that (A) Lender shall have no obligation to accept any prepayment of the Loan, other than the Mezzanine Prepayments, the Quarterly Deficiency Relinquishment Prepayment, if applicable, and any prepayment with the proceeds of any Minimum ...
Exit Fee. Upon the earlier to occur of (i) the Term Loan Maturity Date, or (ii) full repayment of the Loan and all other Obligations whether as a result of the acceleration of the Loan, or otherwise, Borrower shall pay an exit fee to Agent, for the benefit of Lenders, in an amount equal to one percent (1.0%) multiplied by the aggregate principal amount of all Term Loans advanced hereunder.
Exit Fee. Upon the Termination Date, Borrower shall pay an exit fee (the “Exit Fee”) to Agent, for the benefit of Lenders, in an amount equal to (i) six and one half of one percent (6.50%) multiplied by the aggregate amount of the Term Loan funded hereunder on or prior to such date plus (ii) $62,500, which Exit Fee shall be deemed fully earned and non-refundable on the Termination Date.
Exit Fee. Borrower’s repayment of the Loan, in whole or in part, and whether or not the Loan is repaid or otherwise satisfied (including in connection with a foreclosure or a deed in lieu thereof) on or before the Maturity Date, in addition to any Fixed Rate Price Adjustment then due, Borrower shall pay to Lender an exit fee in an amount equal to one-eighth of one percent (0.125%) of the amount of the Loan being repaid at such time (the “Exit Fee”). Notwithstanding the foregoing, if Borrower repays (i) all or any portion of the Loan with proceeds from replacement financing provided by Lender or (ii) the entire Loan with proceeds from the sale of the Property to a bona-fide thirty-party (i.e., non-Affiliate) purchaser, then Borrower shall have no obligation to pay any Exit Fee with respect to that portion of the Loan that is repaid with such proceeds. In addition, Borrower shall have no obligation to pay any Exit Fee (a) with respect to a portion of the Loan repaid on the Maturity Date with funds other than refinancing proceeds provided by Lender unless Lender has provided Borrower a reasonable quote for replacement financing, or (b) with respect to a portion of the Loan repaid for the sole purpose of reducing the outstanding amount of the Loan to fifty percent (50%) of the lesser of (i) the Appraised Value of the Property and (ii) the Acquisition Cost of the Property; provided in all circumstances, the Exit Fee shall be deemed earned when paid and non-refundable. For purposes hereof, a quote for replacement financing shall be deemed reasonable if it is consistent with quotes being provided by Lender to other borrowers similarly situated to Borrower at the time of determination with respect to the type of loan being requested, including, without limitation, property type, loan terms and loan structure.
Exit Fee. The Borrower shall pay to the Scottish Ministers an exit fee of £37,500 on the Final Repayment Date or on such other date on which the Facility is repaid in full.
Exit Fee. Upon any payment or prepayment in full or in part of the Loans hereunder, whether voluntary or involuntary, prior to, on or after the Maturity Date or following the acceleration of the Obligations hereunder, including as a result of the commencement of any Insolvency Proceeding, the Borrower shall pay to each of the Lenders for its own account a fee equal to 3.50% of the aggregate principal amount of such Loans to be paid or prepaid (the “Exit Fee”). The Exit Fee shall be earned, due and payable immediately upon any such payment or prepayment, and shall be in addition to any accrued and unpaid interest, reimbursement obligations, Yield Protection Premium or other amounts payable in connection therewith.
Exit Fee. As consideration of Xxxxxx’s making of the Loan to Xxxxxxxx, Xxxxxxxx agrees to pay a deferred financing fee (“Exit Fee”) to Lender in an amount equal to two percent (2.00%) of the original principal amount of the Loan. Although the Exit Fee is earned in full on the date hereof, Xxxxxx hereby agrees to defer payment of the Exit Fee until the earlier of (a) the date when full repayment of the Loan occurs, (b) the Maturity Date, or (c) the date on which the Loan has been accelerated following an Event of Default. Notwithstanding the sale or transfer of the Loan by Capmark Bank, in whole or in part, to a successor lender, unless Capmark Bank has transferred its interest in the Exit Fee to its successors or assigns as Lender, the Exit Fee shall be payable to Capmark Bank. Notwithstanding the foregoing, if Borrower refinances this Loan with the proceeds of a loan from Capmark Finance Inc., or Capmark Bank, then no Exit Fee shall be due. Borrower acknowledges that neither Capmark Finance Inc., nor Capmark Bank has any obligation to make such loan.
Exit Fee. In the event that the Borrower prepays, repays, replaces or refinances all or any portion of the Loans pursuant to Sections 2.8(a) or 2.8(b)(i), (ii), or (iv) or otherwise effectuates a prepayment, repayment, replacement or refinancing of all or any portion of the Loans under this Agreement, the Borrower shall pay to the Administrative Agent, for the ratable account of each of the Lenders, an exit fee of (x) 0.00% of the aggregate principal amount of the Loans so prepaid, repaid, refinanced or replaced prior to the first anniversary of the Effective Date, (y) 2.00% of the aggregate principal amount of the Loans so prepaid, repaid, refinanced or replaced on or after the first anniversary of the Effective Date but prior to the second anniversary of the Effective Date or (z) 4.00% of the aggregate principal amount of the Loans so prepaid, repaid, refinanced or replaced on or after the second anniversary of the Effective Date but prior to the third anniversary of the Effective Date. It is agreed, for the avoidance of doubt, that no exit fee shall be payable until after the first anniversary of the Effective Date. All such amounts payable pursuant to this Section 2.8(c) shall be due and payable on the date of the applicable prepayment, repayment or refinancing. For purposes of this Section 2.8(c), a prepayment pursuant to Section 2.8(a) shall include any prepayment or repayment as a result of the occurrence of any Event of Default (including as a result of any acceleration of any Loan and/or the occurrence of any Event of Default upon any bankruptcy, insolvency or similar proceeding under any Debtor Relief Law), the foreclosure or enforcement of any Lien on, or sale of, any Collateral pursuant to any Loan Document (including in any bankruptcy, insolvency or similar proceeding under any Debtor Relief Law) or the repricing, restructuring, reorganization or compromise of any Loan in connection with the confirmation of a plan of reorganization or any other plan of compromise, restructuring or arrangement in any bankruptcy, insolvency or similar proceeding under any Debtor Relief Law.
Exit Fee. (i) In all events and under all circumstances (except as otherwise expressly set forth in this Section 2.7(d)), Borrower shall be obligated to pay to Lender an exit fee (the “Exit Fee”) in an amount equal to 0.50% of the original principal amount of the Loan, which amount shall be payable as follows: (A) upon any (and each) partial prepayment of the Loan in accordance with the terms hereof, in addition to all other amounts payable to Lender hereunder, Borrower shall pay to Lender, on account of the Exit Fee, an amount equal to 0.50% of the amount so prepaid and (B) upon repayment in full of the Debt or the acceleration thereof in accordance with the terms of any of the Loan Documents, Borrower shall pay to Lender the entire Exit Fee which would be due on such date, less any amounts on account thereof previously paid to Lender under the foregoing clause (A) of this subsection. In furtherance of the foregoing, Borrower expressly acknowledges and agrees that (y) Lender shall have no obligation to accept any prepayment of the Loan unless and until Borrower shall have complied with this Section 2.7(d) and (z) Lender shall have no obligation to release any Loan Document upon payment of the Debt unless and until Lender shall have received the entire Exit Fee.
(ii) Borrower expressly acknowledges and agrees that the Exit Fee (A) shall constitute additional consideration for the Loan, (B) shall be in addition to and not offset by any other amounts due and payable hereunder (including, without limitation and to the extent applicable, the Prepayment Premium) and (iii) shall, upon payment, be the sole and exclusive property of Lender.
(iii) Notwithstanding the foregoing or anything to the contrary contained herein or in any other Loan Documents, no Exit Fee shall be payable in connection with a repayment of the Loan by virtue of a refinancing of the Property provided that such refinancing is provided by Citibank.
Exit Fee. Upon the prepayment or repayment of all or any portion of the principal of any Loans (or upon the date any such prepayment or repayment is required to be paid), whether on the Maturity Date, or pursuant to Section 3.2, Section 9.2, Section 9.3, or otherwise, the Borrower shall pay to the Lender, in cash, on the date on which such prepayment or repayment is paid or required to be paid, as the case may be, in addition to the other Obligations (including the Repayment Premium, if any) so prepaid, repaid or required to be prepaid or repaid, a fee (the “Exit Fee”) in an amount equal to five percent (5.00%) of the principal amount of the Loans prepaid, repaid or required to be prepaid or repaid, as the case may be, on such date.
