Payment of Applicable Premium. The Borrower acknowledges and agrees that if payment of the Obligations are accelerated or the Advances and other Obligations otherwise become due prior to the Maturity Date, in each case, in respect of any Event of Default (including, but not limited to, upon the occurrence of a bankruptcy or insolvency event (including the acceleration of claims by operation of law)), the Applicable Premium with respect to an optional or mandatory repayment or prepayment of the Advances will also be due and payable as though the Advances were prepaid and shall constitute part of the Obligations, in view of the impracticability and extreme difficulty of ascertaining actual damages and by mutual agreement of the parties as to a reasonable calculation of each Lender’s lost profits as a result thereof. The Applicable Premium payable above shall be presumed to be the liquidated damages sustained by each holder as the result of the early redemption and the Borrower agrees that it is reasonable under the circumstances currently existing. The Applicable Premium shall also be payable in the event the Advances are satisfied or released by foreclosure (whether by power of judicial proceeding), deed in lieu of foreclosure or by any other means. THE BORROWER EXPRESSLY WAIVES (TO THE FULLEST EXTENT IT MAY LAWFULLY DO SO) THE PROVISIONS OF ANY PRESENT OR FUTURE STATUTE OR LAW THAT PROHIBITS OR MAY PROHIBIT THE COLLECTION OF THE FOREGOING APPLICABLE PREMIUM IN CONNECTION WITH ANY SUCH ACCELERATION. The Borrower expressly agrees (to the fullest extent it may lawfully do so) that: (A) the Applicable Premium is reasonable and is the product of an arm’s length transaction between sophisticated business people, ably represented by counsel; (B) the Applicable Premium shall be payable notwithstanding the then prevailing market rates at the time payment is made; (C) there has been a course of conduct between holders and the Borrower giving specific consideration in this transaction for such agreement to pay the Applicable Premium; and (D) the Borrower shall be estopped hereafter from claiming differently than as agreed to in this paragraph. The Borrower expressly acknowledges that its agreement to pay the Applicable Premium to Lenders as herein described is a material inducement to Lenders to provide the Advances.
Payment of Applicable Premium. (a) Whether voluntary or mandatory, and with respect to each repayment or prepayment of Loans under Section 2.06 or 2.07 or any acceleration of the Loans and other Obligations pursuant to Article VIII (including for the avoidance of doubt, as a result of clauses (g), (h) or (i) of Article VIII), the Borrower shall pay to the Administrative Agent, for the ratable benefit of the Lenders, with respect to the amount of the Loans repaid, prepaid or accelerated, in each case, concurrently with such repayment or prepayment the following amount (the “Applicable Premium”):
Payment of Applicable Premium. 8.4.1 If the Loan is accelerated or otherwise becomes due prior to the Maturity Date in each case as a result of an Event of Default, then the amount that shall then be due and payable on the Premium Effective Date (as defined below) shall be equal to:
Payment of Applicable Premium. In connection with any redemption of Notes pursuant Sections 3.6(b), 3.7(a), 3.7(b), 3.8 or the repayment of the Notes following any acceleration pursuant to Section 6.2, the Company shall be required to pay with respect to the amount of the Notes redeemed or repaid, concurrently with such redemption or repayment, the following amount (the “Applicable Premium”):
Payment of Applicable Premium. With respect to each repayment or prepayment of Advances under Sections 2.04(a) [Optional Prepayments] and 2.04(b)(ii) [Mandatory Offers to Prepay Loans], and if applicable, upon any acceleration of any of the Obligations pursuant to Sections 7.02 [Remedies upon Default] (whether or not such acceleration is upon demand or automatic, as a result of any event of default or a voluntary or involuntary bankruptcy or insolvency proceeding, or for any other reason), in the event the obligations are satisfied or released by foreclosure (whether by power of judicial proceeding), deed in lieu of foreclosure, or by any other means, or assignment of Advances of any Lender under Section 2.14 [Mitigation Obligations; Replacement of Lenders], whether voluntary or mandatory, the Borrower shall be required to pay to the Administrative Agent for the ratable benefit of the Lenders with respect to each such Lender’s Pro Rata Share of the amount of the Advances repaid, prepaid or assigned, in each case, concurrently with such repayment, prepayment or assignment the following amount (the “Applicable Premium”):
Payment of Applicable Premium. With respect to each repayment or prepayment of Advances under Sections 2.04(a) and 2.04(b)(ii), and if applicable, upon any acceleration of any of the Obligations pursuant to Sections 7.02 (whether or not such acceleration is upon demand or automatic, as a result of any event of default or a voluntary or involuntary bankruptcy or insolvency proceeding, or for any other reason), in the event the obligations are satisfied or released by foreclosure (whether by power of judicial proceeding), deed in lieu of foreclosure, or by any other means, or assignment of Advances of any Lender under Section 2.14, whether voluntary or mandatory, the Borrower shall be required to pay to the Administrative Agent for the ratable benefit of the Lenders with respect to each such Lender’s Pro Rata Share of the amount of the Advances repaid, prepaid or assigned, in each case, concurrently with such repayment, prepayment or assignment the following amount (the “Applicable Premium”):
Payment of Applicable Premium. With respect to each repayment or prepayment of Loans under Sections 5.3.1, 5.3.2 and 5.4.3, if applicable, any acceleration of the Loans and other Obligations pursuant to Section 12.2 or assignment of the Loans of any Lender under Section 14.4(a), whether voluntary or mandatory, the Borrower shall be required to pay with respect to the amount of the Loans repaid, prepaid or assigned, in each case, concurrently with such repayment, prepayment or assignment the following amount (the “Applicable Premium”):
Payment of Applicable Premium of the Second Lien Credit Agreement, (iii) the amendments to the definition of “Net Cash Proceeds” and to Section 2.04(b) (Mandatory Offers to Prepay Loans) of the Second Lien Credit Agreement and the amendments to the defined terms used in such Section 2.04(b) (including component definitions thereof), (iv) the addition of amortization payments set forth in Section 2.06(a) (Repayment of Advances) of the Second Lien Credit Agreement, (v) the addition of Section 5.17 (Hedging Obligations) of the Second Lien Credit Agreement, and (vi) the amendments and additions to Article VI (Negative Covenants) of the Second Lien Credit Agreement which may be more restrictive than the Credit Agreement. The Lenders party hereto hereby direct the Administrative Agent to execute and deliver Intercreditor Amendment. The consent of the Lenders provided herein is strictly limited to the extent provided above and as expressly provided above. Other than as expressly provided above, nothing contained herein shall be construed to be a waiver of, or a consent to a departure from, the terms of Section 6.27 of the Credit Agreement, Section 7.01(b) of the Intercreditor Agreement, as amended by the Intercreditor Amendment, Section 10.05 of the Intercreditor Agreement, or any other provision in the Loan Documents (including Section 2.05(c) of the Credit Agreement and Section 6.21 of the Credit Agreement).
