Paid In-Kind Interest. Notwithstanding Section 3.02(a), at any time during the PIK Period, the Borrower may elect to pay the interest on the outstanding principal amount of the Loans payable pursuant to Section 3.02 as follows: (i) only 7.50% of the 11.00% per annum interest in cash and (ii) 3.50% of the 11.00% per annum interest as compounded interest, added to the aggregate principal amount of the Loans on the last day of each Interest Period (the amount of any such compounded interest being a “PIK Loan”). Each PIK Loan shall be evidenced by a Note delivered pursuant to Section 2.04 for the applicable Borrowing in respect thereof. The principal amount of each PIK Loan shall accrue interest in accordance with the provisions of this Agreement applicable to the Loans.
Paid In-Kind Interest. (i)Beginning with the Effective Date and continuing through and including the Interest Payment Date occurring on June 30, 2026 (the “PIK Period”), so long as (x) no Event of Default has occurred and is continuing as of any such Interest Payment Date for which the Administrative Agent shall have delivered notice to the Borrower in writing prior to such Interest Payment Date that all interest due on such Interest Payment Date must be paid in cash as a result of such Event of Default and (y) the Borrower has not notified the Administrative Agent in writing prior to such Interest Payment Date that it intends to pay all interest due on such Interest Payment Date in cash, (A) a portion of the interest accruing on the Loans at a rate equal to the sum of (I) (1) prior to the expiration of the Interest Period ending on March 31, 2023, Three-Month LIBOR or (2) upon and after the expiration of the Interest Period ending on March 31, 2023, Adjusted Three-Month Term SOFR (or, if a SOFR Unavailability Period has commenced and is continuing, the Prime Rate or, if a SOFR Successor Rate has been established pursuant to Section 3.05, the SOFR Successor Rate) plus (II) six and one-half percent (6.50%) per annum (the “PIK Period Cash Pay Interest”) shall be due and payable in cash in arrears on each such Interest Payment Date and (B) the portion of the interest accruing on the Loans in excess of the PIK Period Cash Pay Interest (such interest, the “PIK Period Paid-in-Kind Interest”) shall be due and payable on each such Interest Payment Date by adding such PIK Period Paid-in-Kind Interest to the outstanding principal amount of the applicable Loans on such Interest Payment Date; provided, that, notwithstanding the foregoing, it is agreed that the entire amount of interest due on the Interest Payment Date occurring on June 30, 2023 shall constitute PIK Period Paid-in-Kind Interest for all purposes under this Agreement and be deemed to have been paid on June 30, 2023 by adding such PIK Period Paid-in-Kind Interest to the outstanding principal amount of the applicable Loans on such date; provided, further, that, notwithstanding the foregoing, it is agreed that the entire amount of interest due on the Interest Payment Date occurring on March 31, 2024 shall constitute PIK Period Paid-in-Kind Interest for all purposes under this Agreement and be deemed to have been paid on March 31, 2024 by adding such PIK Period Paid-in-Kind Interest to the outstanding principal amount of the appli...
Paid In-Kind Interest. Notwithstanding Section 3.02(a), at any time during the PIK Period, Borrower may elect to pay the interest on the outstanding principal amount of the Loans payable pursuant to Section 3.01 as follows: (i) for the period commencing on the Closing Date and continuing through December 31, 2020, entirely as compounded interest, added to the aggregate principal amount of the Loans (the amount of any such compounded interest being a “PIK Loan”), and (ii) thereafter (A) seven and one half of one percent (7.50%) per annum interest in cash and (B) five percent (5.00%) per annum interest as a PIK Loan. The principal amount of each PIK Loan shall accrue interest in accordance with the provisions of this Agreement applicable to the Loans. For purposes of clarification, Borrower may only elect to pay interest as provided in this Section 3.02(d) for Interest Periods that are entirely within the PIK Period (such that interest for the entirety of any Interest Period in which a Default exists and is continuing must be paid in cash in accordance with Section 3.02(a)).
Paid In-Kind Interest. Notwithstanding Section 3.01(a), at any time during the PIK Period, Borrower may elect to pay the interest on the outstanding principal amount of the Loans payable pursuant to Section 3.01 as follows: (i) prior to the Fifth Amendment Effective Date, (1) only 8.50% of the 13.00% per annum interest in cash and (2) 4.50% of the 13.00% per annum interest as compounded interest, added to the aggregate principal amount of the Loans, (ii) on or after the Fifth Amendment Effective Date (1) only 8.00% of the 10.75% per annum interest in cash and (2) 2.75% per annum interest as compounded interest, added to the aggregate principal amount of the Loans, and (iii) on or after the consummation of a Qualified IPO, (1) only 8.00% of the 10.00% per annum interest in cash and (2) 2.00% per annum interest as compounded interest, added to the aggregate principal amount of the Loans (the amount of any such compounded interest pursuant to clauses (i), (ii) or (iii) being a “PIK Loan”). At the request of any Lender, the PIK Loan of such Lender may be evidenced by a Note in the form of Exhibit C-2. The principal amount of each PIK Loan shall accrue interest in accordance with the provisions of this Agreement applicable to the Loans.
Paid In-Kind Interest. Notwithstanding Section 3.01(a), at any time during the PIK Period, Borrower may elect to pay the interest on the outstanding principal amount of the Loans payable pursuant to Section 3.01 as follows: (i) if Borrower has not achieved the Revenue Milestone, (1) only 8.25% of the 12.25% per annum interest in cash and (2) 4.00% of the 12.25% per annum interest as compounded interest, added to the aggregate principal amount of the Loans and (ii) if Borrower has achieved the Revenue Milestone, (1) only 8.00% of the 11.50% per annum interest in cash and (2) 3.50% of the 11.50% per annum interest as compounded interest, added to the aggregate principal amount of the Loans (in each case, the amount of any such compounded interest in this Section 3.02(d) being a “PIK Loan”). The principal amount of each PIK Loan shall accrue interest in accordance with the provisions of this Agreement applicable to the Loans.
Paid In-Kind Interest. Notwithstanding Section 3.02(a), at any time during the PIK Period as of the date hereof, the Borrower may elect to pay the interest on the outstanding principal amount of the Loans payable pursuant to Section 3.02 as follows: (i) only 8.00% of the 11.00% per annum interest in cash and (ii) 3.00% of the 11.00% per annum interest as compounded interest, added to the aggregate principal amount of the Loans on the last day of each Interest Period (the amount of any such compounded interest being a “PIK Loan”); provided that, on or prior to the eighth (8th) Payment Date following the Closing Date, Borrower may elect to pay such interest on the outstanding principal amount of the Loans entirely in the form of PIK Loans. If requested by any Lender, each PIK Loan shall be evidenced by a Note delivered pursuant to Section 2.04 for the applicable Borrowing in respect thereof. The principal amount of each PIK Loan shall accrue interest in accordance with the provisions of this Agreement applicable to the Loans.
Paid In-Kind Interest. Notwithstanding Section 3.01(a), at any time, Borrower may elect to pay the interest on the outstanding principal amount of the Loans payable pursuant to Section 3.01 as follows: (i) all of the interest due on the Loans other than the Applicable Margin Increment, in cash, and (ii) all of the Applicable Margin Increment, as compounded interest, added to the aggregate principal amount of the Loans (the amount of any such compounded interest being a “PIK Loan”). At the request of a Lender, each PIK Loan made by such Lender may be evidenced by a Note in the form of Exhibit C-2. The principal amount of each PIK Loan shall accrue interest in accordance with the provisions of this Agreement applicable to the Loans.
Paid In-Kind Interest. Notwithstanding Section 3.01(a), with respect to any Payment Date occurring during the PIK Period, Borrower may elect to pay the interest on the outstanding principal amount of the Loans payable pursuant to Section 3.01 as follows: (i) 10.00% per annum interest in cash and (ii) 3.00% per annum interest as compounded interest, added to the aggregate principal amount of the Loans (the amount of any such compounded interest being a “PIK Loan”) by providing at least three Business Days’ written notice of such election, which notice shall be substantially in the form of Exhibit B-1. At the request of the Lenders, each PIK Loan may be evidenced by a Note in the form of Exhibit C-2. The principal amount of each PIK Loan shall accrue interest in accordance with the provisions of this Agreement applicable to the Loans. CONFIDENTIAL TREATMENT REQUESTED UNDER C.F.R. SECTIONS 200.80(b)(4), 200.83 AND 230.406. [****] INDICATES OMITTED MATERIAL THAT IS THE SUBJECT OF A CONFIDENTIAL TREATMENT REQUEST FILED SEPARATELY WITH THE COMMISSION. THE OMITTED MATERIAL HAS BEEN FILED SEPARATELY WITH THE COMMISSION.
Paid In-Kind Interest. Notwithstanding Section 3.01(a), at any time during the PIK Period, Borrower may elect to pay the interest on the outstanding principal amount of the Loans payable pursuant to Section 3.01 as follows: (i) only 8.50% of the 12.50% per annum interest in cash and (ii) 4.00% of the 12.50% per annum interest as compounded interest, added to the aggregate principal amount of the Loans (the amount of any such compounded interest being a “PIK Loan”). At the request of any Lender, each PIK Loan of such Lender may be evidenced by a Note in the form of Exhibit C-2; provided that, for the Payment Dates commencing with the eleventh (11th) Payment Date following the Closing Date and continuing through and including December 31, 2023, Borrower may elect to pay such interest on the outstanding principal amount of the Loans entirely in the form of PIK Loans provided further that no Default shall have occurred and be continuing as of each such Payment Date. The principal amount of each PIK Loan shall accrue interest in accordance with the provisions of this Agreement applicable to the Loans.”
Paid In-Kind Interest. Notwithstanding Section 3.02(a) , at any time during the PIK Period, Borrower may elect to pay the interest on the outstanding principal amount of the Loans payable pursuant to Section 3.01 as follows: (i) if Borrower has not achieved the Approval Milestone and so long as no Default or Event of Default has occurred and is continuing, (1) only 8.50% of the 12.50% per annum interest in cash and (2) 4.00% of the 12.50% per annum interest as interest paid in-kind and (ii) if Borrower has achieved the Approval Milestone and so long as no Default or Event of Default has occurred and is continuing, (1) only 8.00% of the 11.50% per annum interest in cash and (2) 3.50% of the 11.50% per annum interest as interest paid in-kind, in each case such paid in-kind interest amount shall be added on the date such interest would otherwise be due hereunder to the aggregate principal amount of the Loans (the amount of any such compounded interest being a “ PIK Loan ”). The principal amount of each PIK Loan shall accrue interest in accordance with the provisions of this Agreement applicable to the Loans.
