Fees and Premiums. (a) The Borrower shall pay the Closing Fees to the Lender on the Closing Date. The Closing Fees shall be deemed fully earned on the Closing Date and shall not be refundable in whole or in part and shall not be subject to reduction or set-off under any circumstances.
(b) The Borrower shall further pay to the Lender, on the first (1st) day of each calendar month prior to the Revolving Credit Maturity Date or the earlier termination of the Revolving Credit Commitment and payment of the Obligations in accordance with Section 2.01(g) above or Section 2.07 below, and upon the termination of the Revolving Credit Commitment and payment of the Obligations thereon, a collateral monitoring, availability and administrative fee in an amount equal to 0.083% of the average daily outstanding principal amount of Advances during the immediately preceding calendar month (which shall be appropriately prorated, based on a 30-day month, for any partial calendar month).
(c) In the event of any prepayment of all or any portion of the Term Loan prior to August 1, 2011 (other than a prepayment pursuant to Section 2.02(e) above), in addition to the payment of the subject principal amount and all unpaid accrued interest thereon, the Borrower shall be required to pay to the Lender a prepayment premium in an amount equal to (i) two (2%) percent of the principal amount being prepaid if the prepayment is made on or prior to that date which is eighteen (18) months after the Closing Date, and (ii) one (1%) percent of the principal amount being prepaid if such prepayment is made subsequent to that date which is eighteen (18) months after the Closing Date and prior to August 1, 2011.
(d) Payments received in respect of the Obligations after 12:00 Noon on any day shall be deemed to be received on the next succeeding Business Day, and if any payment is received other than by wire transfer of immediately available funds, such payment shall be subject to three (3) Business Days’ clearance prior to being credited to the Obligations for interest calculation purposes.
(e) In the event that the Lender notifies the Borrower that the Lender is ready, willing and able to fund the Loans on substantially the terms of this Agreement and the Closing Date has not occurred within ten (10) days thereafter other than due to the fault of the Lender, then the Lender may, at any time thereafter until the Closing Date, terminate this Agreement by written notice to the Borrower, in which event the Borrower shall im...
Fees and Premiums. (a) The Borrower shall pay (or cause to be paid) to the Administrative Agent the fees set forth in the Administrative Agency Fee Letter in the amounts and at the times so specified. All such fees shall be fully earned when due and payable and shall not be refundable for any reason whatsoever (except as expressly agreed between the Borrower and the Administrative Agent).
(b) The Borrower agrees to pay (or cause to be paid) on the Closing Date to each Lender party to this Agreement on the Closing Date (other than the Fronting Lender) a commitment premium in an amount equal to 0.75% of the aggregate principal amount of such Lender’s Initial Term Commitment borrowed by the Borrower on the Closing Date, and such premium shall be fully earned, due and payable on (and subject to the occurrence of) the Closing Date in kind in the form of additional Initial Term Loans and once paid, shall not be refundable thereafter for any reason whatsoever (except as expressly agreed between the Borrower and such Lender). The commitment premium described in this Section 2.09(b) shall be treated as original issue discount for U.S. federal income tax purposes.
(c) The Borrower agrees to pay (or cause to be paid) on the Closing Date to the Fronting Lender a commitment premium in an amount equal to 0.625% of the aggregate principal amount of the Fronting Lender’s Initial Term Commitment borrowed by the Borrower on the Closing Date, and such premium shall be fully, earned, due and payable on (and subject to the occurrence of) the Closing Date and once paid, shall not be refundable thereafter for any reason whatsoever (except as expressly agreed between the Borrower and such Lender). Such commitment premium shall be netted against the Initial Term Loans made by the Fronting Lender. The commitment premium described in this Section 2.09(c) shall be treated as original issue discount for U.S. federal income tax purposes. PRIVATE & CONFIDENTIAL SUBJECT TO FRE 408 & ITS EQUIVALENTS
Fees and Premiums. (a) The Borrower agrees to pay to the Lenders, for their own account, the fees set forth in the Fee Letter at the times and in the amounts specified therein.
(b) All fees referenced in clause (a) above shall be in immediately available funds and, once paid, shall not be refundable under any circumstances.
Fees and Premiums. (a) The Borrower shall pay the Closing Fees to the Lender simultaneously with the funding of the incremental portion of the Tranche B Term Loan, and the exchange of the Original Warrant for the Tranche C Term Note, on the Closing Date. The Closing Fees shall be deemed fully earned on the Closing Date, and shall not be refundable in whole or in part and shall not be subject to reduction or set-off under any circumstances.
(b) In the event of any prepayment of all or any portion of the Tranche B Term Loan at any time prior to February 22, 2010, in addition to the payment of the subject principal amount and all unpaid accrued interest thereon, the Borrower shall be required to pay to the Lender a prepayment premium in an amount equal to two (2%) percent of the principal amount being prepaid; provided, however, that no such prepayment premium shall be required in respect of any mandatory prepayment pursuant to Section 2.02(b)(ii) above.
(c) Payments received in respect of the Obligations after 2:00 p.m. Eastern time on any day shall be deemed to be received on the next succeeding Business Day, and if any payment is received other than by wire transfer of immediately available funds, such payment shall be subject to three (3) Business Days’ clearance prior to being credited to the Obligations for interest calculation purposes.
Fees and Premiums. (i) The Borrower agrees to pay to the Administrative Agent, an administration fee in an amount equal to Fifty Thousand Dollars ($50,000) per annum, which fee shall be fully earned, due and payable in kind on the Closing Date, subject to entry of the Interim Order (the “Administration Fee”).
(ii) The Borrower agrees to pay the Administrative Agent, for the account of each Lender, a commitment premium in an amount equal to 3.0% of the aggregate amount of the sum of (i) such Lxxxxx’s Commitments as of the Closing Date and (ii) after giving effect to the Roll-Up, the Rolled-Up Term Loans held by such Lender as of the Closing Date, which premium shall be fully earned, due and payable in kind on the Closing Date, subject to entry of the Interim Order (the “Commitment Premium”).
(iii) The Borrower agrees to pay the Administrative Agent, for the account of each Lender, an exit premium in an amount equal to 3.0% of the aggregate amount of such Lender’s outstanding Loans (A) that are prepaid, repaid, refinanced or result in the actual or deemed satisfaction and/or indefeasible repayment of any portion of or all such outstanding Loans prior to the earlier of the Plan Effective Date or Maturity Date, which premium shall be fully earned, due and payable in kind on the date of such prepayment, repayment, refinancing or, actual or deemed satisfaction or (B) that remain outstanding as of the Plan Effective Date or Maturity Date, as applicable, which premium shall be fully earned, due and payable in kind on the earlier of the Plan Effective Date and the Maturity Date (the “Exit Premium”).
(iv) In addition to the foregoing, the Borrower agrees to pay to the Agents and the Lenders any fees and expense reimbursements set forth in any Loan Document or as otherwise separately agreed by the parties, in such amounts and at such times so specified.
(v) The Loan Parties agree that, once earned, all of the fees and premiums described herein or in any other Loan Document or any part thereof payable hereunder will not be refundable under any circumstances and are in addition to any other fees, premiums, costs and expenses payable pursuant to this Agreement or the other Loan Documents. Borrower shall reimburse Agent and each such Lender for such costs and expenses as provided herein. Except as expressly provided herein, all such fees and premiums will be paid in Dollars and in immediately available funds. All such payments shall be made without setoff, counterclaim or deduction for any...
Fees and Premiums
