Common use of Makewhole Amount Clause in Contracts

Makewhole Amount. (i) Any prepayment of the Tranche A Loan by Borrower (i) pursuant to Section 2.2(c)(i) or Section 2.2(c)(ii), or (ii) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the 36th-month anniversary of the Tranche A Closing Date shall, in any such case, be accompanied by payment of an amount equal to the greater of (x) the Tranche A Makewhole Amount and (y) the Tranche A Prepayment Premium. (ii) Any prepayment of the Tranche B Loan by Borrower (i) pursuant to Section 2.2(c)(i) or Section 2.2(c)(ii), or (ii) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the 36th-month anniversary of the Tranche B Closing Date shall, in any such case, be accompanied by payment of an amount equal to the greater of (x) the Tranche B Makewhole Amount and (y) the Tranche B Prepayment Premium. (iii) Any prepayment of the Tranche C Loan by Borrower (i) pursuant to Section 2.2(c)(i) or Section 2.2(c)(ii), or (ii) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the 36th-month anniversary of the Tranche C Closing Date shall, in any such case, be accompanied by payment of an amount equal to the greater of (x) the Tranche C Makewhole Amount and (y) the Tranche C Prepayment Premium.

Makewhole Amount. (i) Any prepayment of the Tranche A Loan by Borrower (iA) pursuant to Section 2.2(c)(i), Section 2.2(c)(ii) or Section 2.2(c)(ii2.2(c)(iii), or (iiB) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the 36th5th-month year anniversary of the Tranche A Closing Date shall, in any such case, be accompanied by payment of an amount equal to the greater of (x) the Tranche A Makewhole Amount and (y) the Tranche A Prepayment PremiumAmount. (ii) Any prepayment of the Tranche B Loan by Borrower (iA) pursuant to Section 2.2(c)(i), Section 2.2(c)(ii) or Section 2.2(c)(ii2.2(c)(iii), or (iiB) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the 36th-month 5th -year anniversary of the Tranche B Closing Date shall, in any such case, be accompanied by payment of an amount equal to the greater of (x) the Tranche B Makewhole Amount and (y) the Tranche B Prepayment PremiumAmount. (iii) Any prepayment of the Tranche C Loan by Borrower (iA) pursuant to Section 2.2(c)(i), Section 2.2(c)(ii) or Section 2.2(c)(ii2.2(c)(iii), or (iiB) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the 36th3rd-month year anniversary of the Tranche C Closing Date shall, in any such case, be accompanied by payment of an amount equal to the greater of (x) the Tranche C Makewhole Amount and (y) the Tranche C Prepayment PremiumAmount.

Makewhole Amount. (i) Any prepayment of the Tranche A Loan by Borrower Xxxxxxxx (iA) pursuant to Section 2.2(c)(i) or Section 2.2(c)(ii2.2(c), or (B) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in (ii) Any prepayment of the Tranche B Loan by Xxxxxxxx (A) pursuant to Section 2.2(c), or (B) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the 36th2nd-month year anniversary of the Tranche A B Closing Date shall, in any such case, be accompanied by payment of an amount equal to the greater of (x) the Tranche A B Makewhole Amount and (y) the Tranche A Prepayment PremiumAmount. (iiiii) Any prepayment of the Tranche B C Loan by Borrower Xxxxxxxx (iA) pursuant to Section 2.2(c)(i) or Section 2.2(c)(ii2.2(c), or (iiB) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the 36th2nd-month year anniversary of the Tranche B C Closing Date shall, in any such case, be accompanied by payment of an amount equal to the greater of (x) the Tranche B C Makewhole Amount and (y) the Tranche B Prepayment PremiumAmount. (iiiiv) Any prepayment of the Tranche C D Loan by Borrower Xxxxxxxx (iA) pursuant to Section 2.2(c)(i) or Section 2.2(c)(ii2.2(c), or (iiB) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the 36th2nd-month year anniversary of the Tranche C D Closing Date shall, in any such case, be accompanied by payment of an amount equal to the greater of (x) the Tranche C D Makewhole Amount and (y) the Tranche C Prepayment PremiumAmount.

Makewhole Amount. (i) Any prepayment of the Tranche A Loan by Borrower Xxxxxxxx (iA) pursuant to Section 2.2(c)(i) or Section 2.2(c)(ii2.2(c), or (iiB) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the 36th3rd-month year anniversary of the Tranche A Closing Date shall, in any such case, be accompanied by payment of an amount equal to the greater of (x) the Tranche A Makewhole Amount and (y) the Tranche A Prepayment PremiumAmount. (ii) Any prepayment of the Tranche B Loan by Borrower or, in the event the Tranche B Closing Date does not occur, the earliest to occur of any prepayment of the Tranche A Loan, Tranche C Loan or Tranche D Loan, (iA) pursuant to Section 2.2(c)(i2.2(c) or (B) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 2.2(c)(ii8.1(a), occurring prior to the 3rd-year anniversary of the Tranche B Closing Date or, in the event the Tranche B Closing Date does not occur, June 30, 2028, shall, in any such case, be accompanied by payment of an amount equal to the Tranche B Makewhole Amount. (iii) Any prepayment of the Tranche C Loan by Xxxxxxxx (A) pursuant to Section 2.2(c), or (iiB) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the 36th3rd-month anniversary of the Tranche B Closing Date shall, in any such case, be accompanied by payment of an amount equal to the greater of (x) the Tranche B Makewhole Amount and (y) the Tranche B Prepayment Premium. (iii) Any prepayment of the Tranche C Loan by Borrower (i) pursuant to Section 2.2(c)(i) or Section 2.2(c)(ii), or (ii) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the 36th-month year anniversary of the Tranche C Closing Date shall, in any such case, be accompanied by payment of an amount equal to the greater of (x) the Tranche C Makewhole Amount and (y) the Tranche C Prepayment PremiumAmount.

Makewhole Amount. (i) Any prepayment of the Tranche A Loan by Borrower (iA) pursuant to Section 2.2(c)(i) or Section 2.2(c)(ii2.2(c), or (iiB) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the 36th2nd-month year anniversary of the Tranche A Closing Date shall, in any such case, be accompanied by payment of an amount equal to the greater of (x) the Tranche A Makewhole Amount and (y) the Tranche A Prepayment PremiumAmount. (ii) Any prepayment of the Tranche B Loan by Borrower (iA) pursuant to Section 2.2(c)(i) or Section 2.2(c)(ii2.2(c), or (iiB) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the 36th2nd-month year anniversary of the Tranche B Closing Date shall, in any such case, be accompanied by payment of an amount equal to the greater of (x) the Tranche B Makewhole Amount and (y) the Tranche B Prepayment PremiumAmount. (iii) Any prepayment of the Tranche C Loan by Borrower (iA) pursuant to Section 2.2(c)(i) or Section 2.2(c)(ii2.2(c), or (iiB) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the 36th2nd-month year anniversary of the Tranche C Closing Date shall, in any such case, be accompanied by payment of an amount equal to the greater of (x) the Tranche C Makewhole Amount and Amount. (yiv) Any prepayment of the Tranche C Prepayment PremiumD Loan by Borrower (A) pursuant to Section 2.2(c), or (B) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the 2nd-year anniversary of the Tranche D Closing Date shall, in any such case, be accompanied by payment of an amount equal to the Tranche D Makewhole Amount.

Makewhole Amount. (i) Any prepayment of the Tranche A Loan by Borrower (i) pursuant to Section 2.2(c)(i) or Section 2.2(c)(ii), or (ii) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the 36th-month anniversary of the Tranche A Closing Date shall, in any such case, be accompanied by payment of an amount equal to the greater of (x) the Tranche A Makewhole Amount and (y) the Tranche A Prepayment Premium. (ii) Any prepayment of the Tranche B Loan by Borrower (i) pursuant to Section 2.2(c)(i) or Section 2.2(c)(ii), or (ii) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the 36th-month anniversary of the Tranche B Closing Date shall, in any such case, be accompanied by payment of an amount equal to the greater of (x) the Tranche B Makewhole Amount and (y) the Tranche B Prepayment Premium. (iii) Any prepayment of the Tranche C Loan by Borrower (i) pursuant to Section 2.2(c)(i) or Section 2.2(c)(ii), or (ii) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the 36th-month anniversary of the Tranche C Closing Date shall, in any such case, be accompanied by payment of an amount equal to the greater of (x) the Tranche C Makewhole Amount and (y) the Tranche C Prepayment Premium. (iv) Any prepayment of the Tranche D Loan by Borrower (i) pursuant to Section 2.2(c)(i) or Section 2.2(c)(ii), or (ii) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the 36th-month anniversary of the Tranche D Closing Date shall, in any such case, be accompanied by payment of an amount equal to the greater of (x) the Tranche D Makewhole Amount and (y) the Tranche D Prepayment Premium.