Common use of Loan Repayment Clause in Contracts

Loan Repayment. Any Company Employee who owes an outstanding loan balance to the Company as of immediately prior to the Effective Time (including both principal and accrued interest, an “Outstanding Balance,” and each such Company Employee, a “Company Employee Borrower”) shall enter into a loan repayment agreement in a form mutually satisfactory to the Company and Parent (each, a “Loan Repayment Agreement”), which Loan Repayment Agreement shall provide that (a) if the Outstanding Balance is less than or equal to the amount of Merger Consideration listed for such Company Employee on the Closing Spreadsheet pursuant to Section 6.8(j), net of any withholding, and after any amounts to be contributed by such Company Employee to the Escrow Fund or Expense Fund (such amount of Merger Consideration as listed, the “Closing Merger Consideration”), then the Outstanding Balance shall be satisfied by being deducted from any portion of the Closing Merger Consideration otherwise due to such Company Employee under Section 1.3, and (b) if the Outstanding Balance is greater than the Company Employee’s Closing Merger Consideration, then the portion of the Outstanding Balance that is less than or equal to the Closing Merger Consideration shall be satisfied by being deducted from any portion of the Closing Merger Consideration otherwise due to such Company Employee under Section 1.3, and the remaining portion of the Outstanding Balance shall be paid by the Company Employee to the Company no later than five (5) Business Days prior to Closing. Any amount that is actually deducted from the Closing Merger Consideration of any Company Employee in accordance with the Loan Repayment Agreements shall be referred to as the “Offset Amount,” and reflected in the Closing Spreadsheet, and the aggregate of all Offset Amounts pursuant to the Loan Repayment Agreements shall be referred to as the “Aggregate Loan Repayment Amount.”

Loan Repayment. Any Company Employee who owes an outstanding loan (a) The Borrower shall fully pay the Loan within seven (7) years from and after the Drawdown Date. Subject to Article 3, the Loan shall be repaid over twenty seven (27) equal quarterly principal installments of NINE MILLION, FOUR HUNDRED THIRTY-SEVEN THOUSAND, EIGHT HUNDRED AND SEVENTY U.S. DOLLARS and sixty-five cents (US$ 9,437,870.65), with the balance to of ONE HUNDRED TWENTY-TWO MILLION, SIX HUNDRED NINETY-TWO THOUSAND, THREE HUNDRED AND EIGHTEEN U.S. DOLLARS and fifty-one cents (US$ 122,692,318.51) (the Company as of immediately prior to the Effective Time (including both principal and accrued interest, an “Outstanding Balance,” and each such Company Employee, a “Company Employee BorrowerFinal Payment”) to be repaid on January 2, 2018 (the “Maturity Date”). Each such quarterly principal installment shall enter into a be payable on the applicable loan repayment agreement in a form mutually satisfactory to date (the Company and Parent (each, a “Loan Repayment AgreementDate”), which ) as set forth in the Loan Repayment Agreement Schedule. (b) Each Lender shall provide that maintain in accordance with its usual practice an account or accounts evidencing the indebtedness of the Borrower to such Lender resulting from the Loan made by such Lender, including the amounts of principal and interest payable and paid to such Lender from time to time hereunder. (ac) if the Outstanding Balance is less than or equal to The Administrative Agent shall maintain accounts in which it shall record (i) the amount of Merger Consideration listed the Loan and the Interest Period applicable thereto, (ii) the amount of any principal or interest due and payable or to become due and payable from the Borrower to each Lender hereunder and (iii) the amount of any sum received by the Administrative Agent hereunder for such Company Employee on the Closing Spreadsheet account of the Lenders and each Lender’s share thereof. (d) The entries made in the accounts maintained pursuant to Section 6.8(j), net of any withholding, and after any amounts to be contributed by such Company Employee to the Escrow Fund or Expense Fund (such amount of Merger Consideration as listed, the “Closing Merger Consideration”), then the Outstanding Balance shall be satisfied by being deducted from any portion of the Closing Merger Consideration otherwise due to such Company Employee under Section 1.3, and paragraph (b) if the Outstanding Balance is greater than the Company Employee’s Closing Merger Consideration, then the portion or (c) of this Article 2 shall be conclusive of the Outstanding Balance that is less than or equal to the Closing Merger Consideration shall be satisfied by being deducted from any portion existence and amounts of the Closing Merger Consideration otherwise due obligations recorded therein absent manifest error; provided that the failure of any Lender or the Administrative Agent to maintain such Company Employee under Section 1.3, and accounts or any error therein shall not in any manner affect the remaining portion obligation of the Outstanding Balance shall be paid by Borrower to repay the Company Employee to the Company no later than five (5) Business Days prior to Closing. Any amount that is actually deducted from the Closing Merger Consideration of any Company Employee Loans in accordance with the Loan Repayment Agreements shall be referred to as the “Offset Amount,” and reflected in the Closing Spreadsheet, and the aggregate terms of all Offset Amounts pursuant to the Loan Repayment Agreements shall be referred to as the “Aggregate Loan Repayment Amountthis Agreement.”

Loan Repayment. Any Company Employee who owes an outstanding loan balance to the Company as of immediately prior to the Effective Time (including both principal and accrued interest, an “Outstanding Balance,” and each such Company Employee, a “Company Employee Borrower”) shall enter into a loan repayment agreement in a form mutually satisfactory to the Company and Parent (each, a “Loan Repayment Agreement”), which Loan Repayment Agreement shall provide that (a) if The Borrower will repay the Outstanding Balance is less than or equal to the amount of Merger Consideration listed for such Company Employee on the Closing Spreadsheet pursuant to Section 6.8(j), net of any withholding, and after any amounts to be contributed by such Company Employee to the Escrow Fund or Expense Fund (such amount of Merger Consideration as listed, the “Closing Merger Consideration”), then the Outstanding Balance shall be satisfied by being deducted from any portion of the Closing Merger Consideration otherwise due to such Company Employee under Section 1.3, and (b) if the Outstanding Balance is greater than the Company Employee’s Closing Merger Consideration, then the portion of the Outstanding Balance that is less than or equal to the Closing Merger Consideration shall be satisfied by being deducted from any portion of the Closing Merger Consideration otherwise due to such Company Employee under Section 1.3, and the remaining portion of the Outstanding Balance shall be paid by the Company Employee to the Company no later than five (5) Business Days prior to Closing. Any amount that is actually deducted from the Closing Merger Consideration of any Company Employee Loan in accordance with the Loan Repayment Agreements provisions of the Note and this Agreement. Notwithstanding anything to the contrary contained herein, the Borrower covenants that it shall make payments, at such times and in such amount to ensure that payment of the principal of and premium, if any, and interest on the Bonds shall be referred made when due, whether at maturity, by call for redemption, by acceleration or otherwise (including, without limitation, any prepayment premium due with respect to as the “Offset Amount,” and reflected Bonds). Notwithstanding anything in this Agreement or in the Closing SpreadsheetIndenture to the contrary, payments made on the Loan shall be applied first to unpaid and accrued interest on the aggregate Note and then to the outstanding principal balance of all Offset Amounts the Note. (b) Subject to the Borrower’s right of prepayment granted in Section 10.1 (or in connection with the corresponding redemption under the terms of the Indenture), the Borrower hereby acknowledges its indebtedness to the Issuer and agrees to make monthly payments, or by 9:00 am Central time one business day prior to the tenth (10th) day of each month (each a “Payment Date”) (or, if such Payment Date is not a Business Day, on the next Business Day which follows such Payment Date), commencing September 10, 2023, which monthly payments shall be in an amount which will equal the sum of each of the following which will be due (whether at maturity or by redemption or acceleration or otherwise pursuant to the Loan Repayment Agreements Indenture) on the next Payment Date or other date upon which any of the following items are payable) (“Basic Payments”): (i) Amounts then due under the Note as provided in subsection (d) and (g) below; (ii) Ordinary Fees and Expenses of the Trustee and the Rebate Analyst’s Fee; (iii) To the extent sufficient amounts have not been deposited in the Revenue Fund, other reasonable expenses of the Issuer actually incurred; (iv) Amounts required to be deposited in the Replacement Reserve Account of the Servicing Fund pursuant to Section 5.23 hereof and Schedule F. (v) Amounts required to be deposited in the Operating Reserve Account of the Servicing Fund pursuant to Section 5.23 hereof and Schedule F. (c) The Borrower shall pay to the Trustee, within ten (10) days after written demand therefor together with a reasonable accounting of such amounts, any reasonable extraordinary fees and expenses actually incurred by the Trustee and the amounts required to be deposited in the Rebate Fund pursuant to Section 7.16 hereof. (d) Interest as it accrues on the Note (as provided in the Section 4.2(a)) during the Construction Term shall be referred payable monthly on each Payment Date as provided for in each Note (for interest unpaid and accruing to the first day of that calendar month). The Construction Loan shall be due and payable in full on the Construction Term Maturity Date (or such later date as may be extended under subsection (f) below) unless the “Aggregate Conversion Certificate has been provided prior to the Conversion Date, in which case the Construction Loan Repayment Amountshall convert to the Permanent Loan and shall be payable as set forth in subsection (h) below.”

Loan Repayment. Any Company Employee who owes an outstanding loan balance to the Company as of immediately prior to the Effective Time (including both principal and accrued interest, an “Outstanding Balance,” and each such Company Employee, a “Company Employee Borrower”) shall enter into a loan repayment agreement in a form mutually satisfactory to the Company and Parent (each, a “Loan Repayment Agreement”), which Loan Repayment Agreement shall provide that ‌ (a) if The Borrower will repay the Outstanding Balance is less than or equal to the amount of Merger Consideration listed for such Company Employee on the Closing Spreadsheet pursuant to Section 6.8(j), net of any withholding, and after any amounts to be contributed by such Company Employee to the Escrow Fund or Expense Fund (such amount of Merger Consideration as listed, the “Closing Merger Consideration”), then the Outstanding Balance shall be satisfied by being deducted from any portion of the Closing Merger Consideration otherwise due to such Company Employee under Section 1.3, and (b) if the Outstanding Balance is greater than the Company Employee’s Closing Merger Consideration, then the portion of the Outstanding Balance that is less than or equal to the Closing Merger Consideration shall be satisfied by being deducted from any portion of the Closing Merger Consideration otherwise due to such Company Employee under Section 1.3, and the remaining portion of the Outstanding Balance shall be paid by the Company Employee to the Company no later than five (5) Business Days prior to Closing. Any amount that is actually deducted from the Closing Merger Consideration of any Company Employee Loan in accordance with the Loan Repayment Agreements provisions of the Note and this Agreement. Notwithstanding anything to the contrary contained herein, the Borrower covenants that it shall make payments, at such times and in such amount to ensure that payment of the principal of and premium, if any, and interest on the Bonds shall be referred made when due, whether at maturity, by call for redemption, by acceleration or otherwise (including, without limitation, any prepayment premium due with respect to the Bonds). Without limiting the foregoing, if and to the extent required by Bond Counsel, Xxxxxxxx agrees that it will pay the Bonds down as needed to satisfy the “Offset Amount,” Fifty Percent Test as soon after Substantial Completion as reasonably practical (Borrower acknowledges that the Bonds can be paid down to satisfy the Fifty Percent Test prior to the Conversion Date, but in any event, no later than the Construction Term Maturity Date) and reflected no earlier than completion of construction and/or rehabilitation of the Project. Notwithstanding anything in this Agreement or in the Closing SpreadsheetIndenture to the contrary, payments made on the Loan shall be applied first to unpaid and accrued interest on the aggregate Note and then to the outstanding principal balance of all Offset Amounts the Note. (b) Subject to the Borrower’s right of prepayment granted in Section 10.1 (or in connection with the corresponding redemption under the terms of the Indenture), the Borrower hereby acknowledges its indebtedness to the Issuer and agrees to make monthly payments, or by 9:00 am Central time one business day prior to the tenth (10th) day of each month (each a “Payment Date”) (or, if such Payment Date is not a Business Day, on the next Business Day which follows such Payment Date), commencing September 10, 2023, which monthly payments shall be in an amount which will equal the sum of each of the following which will be due (whether at maturity or by redemption or acceleration or otherwise pursuant to the Loan Repayment Agreements shall Indenture) on the next Payment Date or other date upon which any of the following items are payable) (“Basic Payments”): (i) Amounts then due under the Note as provided in subsection (d) and (g) below; (ii) Ordinary Fees and Expenses of the Trustee and the Rebate Analyst’s Fee; (iii) To the extent sufficient amounts have not been deposited in the Revenue Fund, other reasonable expenses of the Issuer actually incurred; (iv) Amounts required to be referred deposited in the Replacement Reserve Account of the Servicing Fund pursuant to as Section 5.23 hereof and Schedule F. (v) Amounts required to be deposited in the “Aggregate Loan Repayment Amount.”Operating Reserve Account of the Servicing Fund pursuant to Section 5.23

Loan Repayment. Any Company Employee who owes an outstanding loan balance to the Company as of immediately prior to the Effective Time (including both principal and accrued interest, an “Outstanding Balance,” and each such Company Employee, a “Company Employee Borrower”) shall enter into a loan repayment agreement in a form mutually satisfactory to the Company and Parent (each, a “Loan Repayment Agreement”), which Loan Repayment Agreement shall provide that (a) if The Borrower shall repay the Outstanding Balance is less than or equal to the amount of Merger Consideration listed for such Company Employee on the Closing Spreadsheet pursuant to Section 6.8(j), net of any withholding, and after any amounts to be contributed by such Company Employee to the Escrow Fund or Expense Fund (such amount of Merger Consideration as listed, the “Closing Merger Consideration”), then the Outstanding Balance shall be satisfied by being deducted from any portion of the Closing Merger Consideration otherwise due to such Company Employee under Section 1.3, and (b) if the Outstanding Balance is greater than the Company Employee’s Closing Merger Consideration, then the portion of the Outstanding Balance that is less than or equal to the Closing Merger Consideration shall be satisfied by being deducted from any portion of the Closing Merger Consideration otherwise due to such Company Employee under Section 1.3, and the remaining portion of the Outstanding Balance shall be paid by the Company Employee to the Company no later than five (5) Business Days prior to Closing. Any amount that is actually deducted from the Closing Merger Consideration of any Company Employee Loan in accordance with the Loan Repayment Agreements Promissory Note. The Promissory Note shall (i) mature on such date and in such principal amount that, upon the Stated Maturity date of such Bonds, shall mature, (ii) bear interest at the same rate, payable at the same times, as such Bonds, and (iii) require the redemption of all or an equal principal amount thereof on each date on which such Bonds are required to be redeemed pursuant to Section 3.01 of the Indenture. Payments on the Promissory Note shall be referred made by the Borrower directly to the Trustee under the Indenture. The Trustee shall deposit all payments on the Promissory Note into the Bond Fund or the Redemption Fund as provided in the Indenture. In any case where a payment to be made by the Borrower pursuant to this Agreement shall be due on a day that is not a Business Day, then such payment may be made on the next succeeding Business Day with the same force and effect as if made on the due date. (b) The Borrower shall receive a credit against its obligation to make any payment of the principal of, or interest on, the Promissory Note, whether at maturity, upon redemption or otherwise, in an amount equal to, and such obligation shall be fully or partially, as the “Offset Amount,” case may be, satisfied and reflected in discharged to the Closing Spreadsheetextent of, and the aggregate of all Offset Amounts amount, if any, credited pursuant to the Loan Repayment Agreements Indenture against the payment required to be made by or for the account of the Issuer in respect of the corresponding payment of the principal of or interest on the related series of Bonds. The Issuer agrees with the Borrower that at the time all the Bonds cease to be Outstanding (other than by reason of the applicability of clause (c) of the definition of Outstanding), the Trustee shall surrender the Promissory Note to the Borrower (c) Notwithstanding any of the foregoing provisions, moneys in the Bond Fund shall not be referred credited against the aforesaid obligations of the Borrower (i) to as the “Aggregate Loan Repayment Amount.”extent such moneys are required for payment of the Bonds previously matured or called for redemption which have not been presented for payment or paid, or for past-due, unpaid interest on such Bonds, (ii) to the extent such moneys are to be used by the Trustee for the payment of a redemption of the Bonds or for the purchase of Bonds on the open market, either on a specified date within one year of the payment date in question or at a date to be specified subsequently by the Borrower, or (iii) to the extent such moneys have been deposited from the Debt Service Reserve Fund because of a default in the Bond Fund..

Loan Repayment. Any Company Employee who owes an outstanding loan balance to The Loan shall bear interest at the Company Applicable Interest Rate. The unpaid principal indebtedness of the Loan and all accrued and unpaid interest thereon shall become due and payable as follows: (a) On the first day of the calendar month immediately prior to following the Effective Time calendar month in which the Initial Advance Date occurs, Borrower shall pay all interest accrued on the Loan since the Initial Advance Date. (including both principal and accrued interestb) Thereafter, an “Outstanding Balance,” and on the first day of each such Company Employee, a “Company Employee Borrower”) shall enter into a loan repayment agreement in a form mutually satisfactory to the Company and Parent succeeding calendar month (each, a “Loan Repayment Agreement”an "INTEREST PAYMENT DATE"), which Borrower shall pay all accrued and unpaid interest on the Loan Repayment Agreement on such Interest Payment Date. (c) Borrower shall provide that repay the entire outstanding principal indebtedness of the Loan in full on the Maturity Date of the Loan, together with (a) if all accrued and unpaid interest thereon up to (but excluding) the Outstanding Balance is less than or equal to the amount date of Merger Consideration listed for such Company Employee on the Closing Spreadsheet pursuant to Section 6.8(j), net of any withholding, and after any amounts to be contributed by such Company Employee to the Escrow Fund or Expense Fund (such amount of Merger Consideration as listed, the “Closing Merger Consideration”), then the Outstanding Balance shall be satisfied by being deducted from any portion of the Closing Merger Consideration otherwise due to such Company Employee under Section 1.3repayment, and (b) if a fee (the Outstanding Balance is greater than the Company Employee’s Closing Merger Consideration, then the portion "EXIT FEE") in an amount equal to three percent (3%) of the Outstanding Balance that is total amount of Advances made by Lender to Borrower under the terms of this Agreement, less than the aggregate amount of any Prepayment Fees previously paid by Borrower to Lender. (d) Any provision in this Agreement or equal the Note to the Closing Merger Consideration shall be satisfied contrary notwithstanding, in the event that the loan made to Borrower and certain of its Subsidiaries pursuant to and evidenced by being deducted from any portion of the Closing Merger Consideration otherwise due to such Company Employee under Section 1.3, and Foothill Loan Agreement (the remaining portion of the Outstanding Balance "FOOTHILL LOAN") shall be paid in full, Borrower shall, at the same time that the Foothill Loan is paid, repay the entire outstanding principal indebtedness of the Loan together with (a) all accrued and unpaid interest thereon up to (but excluding) the date of repayment, and (b) a fee (the "EXIT FEE") in an amount equal to three percent (3%) of the total amount of Advances made by Lender to Borrower under the terms of this Agreement, less the aggregate amount of any Prepayment Fees previously paid by Borrower to Lender. Borrower may, at its option and upon sixty (60) days' prior notice to Lender, prepay the Loan in whole or in part. If the Borrower prepays the Loan in whole, the Borrower shall also pay the Exit Fee at the time of prepayment. If the Borrower prepays the Loan in part, then such prepayment shall be accompanied by a fee (the "PREPAYMENT FEE") in an amount equal to three percent (3%) of the principal amount being repaid. Any Exit Fee payable by Borrower shall be reduced dollar for dollar by the Company Employee amount of all Prepayment Fees previously paid by Borrower to the Company no later than five (5) Business Days prior to ClosingLender. Any prepayment made by Borrower and applied to reduce the principal amount that is actually deducted from the Closing Merger Consideration of any Company Employee in accordance with the Loan Repayment Agreements shall be referred to as permanently reduce the “Offset Amount,” and reflected in Maximum Loan Amount dollar for dollar by the Closing Spreadsheetamount of such prepayment, and the aggregate of all Offset Amounts pursuant to the Loan Repayment Agreements shall any principal amount repaid may not be referred to as the “Aggregate Loan Repayment Amountreborrowed by Borrower.”

Loan Repayment. Any Company Employee who owes an outstanding loan balance to the Company as of immediately prior to the Effective Time Closing Date (including both principal and accrued interestinterest and any applicable Tax withholdings and deductions due in respect of such loan balance, an “Outstanding Balance,” and each such Company Employee, a “Company Employee Borrower”) shall enter into a loan repayment agreement in a form mutually satisfactory to the Company and Parent Purchaser (each, a “Loan Repayment Agreement”), which Loan Repayment Agreement shall provide that (a) if the Outstanding Balance is less than or equal to the amount of Merger Acquisition Consideration listed for such Company Employee on the Closing Spreadsheet pursuant to Section 6.8(j6.9(j), net of any withholding, and after any amounts to be contributed by such Company Employee to the Working Capital Escrow Fund or Expense Fund (such amount of Merger Acquisition Consideration as listed, the “Closing Merger Acquisition Consideration”), then the Outstanding Balance shall be satisfied by being deducted from any portion of the Closing Merger Acquisition Consideration otherwise due to such Company Employee under Section 1.31.2, and (b) if the Outstanding Balance is greater than the Company Employee’s Closing Merger Acquisition Consideration, then the portion of the Outstanding Balance that is less than or equal to the Closing Merger Acquisition Consideration shall be satisfied by being deducted from any portion of the Closing Merger Acquisition Consideration otherwise due to such Company Employee under Section 1.31.2, and the remaining portion of the Outstanding Balance shall be paid by the Company Employee to the Company no later than five (5) Business Days prior to Closing. Any amount that is actually deducted from the Closing Merger Acquisition Consideration of any Company Employee in accordance with the Loan Repayment Agreements shall be referred to as the “Offset Amount,” and reflected in the Closing Spreadsheet, and the aggregate of all Offset Amounts pursuant to the Loan Repayment Agreements shall be referred to as the “Aggregate Loan Repayment Amount.”” All Offset Amounts shall be treated as fully paid to the applicable Company Employee pursuant to the terms of this Agreement for Tax purposes.