Payment Premium. Any prepayment of Term Loans made pursuant to Section 2.05(1)(a) and Section 2.05(2)(d) shall be accompanied by the payment of the Payment Premium and the payment of accrued and unpaid interest to the date of such payment on the aggregate principal amount prepaid; provided that no Payment Premium will be applicable on any portion of the Term Loans prepaid after the third anniversary of the Closing Date.
Payment Premium. If a Borrower or Guarantor prepays or repays, or if there are any distributions or any other transfers on account of, all or any part of the principal balance of any Term Loan for any reason or at any time (whether or not upon maturity, whether mandatory or optional, whether voluntary or involuntary, including following any default or any acceleration (whether automatic or following notice), following any asset sale, or following the filing by or against any Borrower or any Guarantor of any petition under the Bankruptcy Code (whether or not such payment, distribution, or transfer is under a plan of reorganization or liquidation or ordered by any court of competent jurisdiction) or otherwise), and/or any Commitment is reduced or terminated (other than the termination of any Term Loan Commitments on the Closing Date or on the date of the full funding of such Commitment), such Borrower shall pay the applicable Payment Premium to Administrative Agent, for the benefit of all Lenders entitled to a portion of such prepayment, repayment or reduction.
Payment Premium. 2 1.5 Facility Fee.................................................3
Payment Premium. In the event that all or any portion of the Term B-1 Loans is repaid or prepaid or required to be repaid or prepaid in any manner and for any reason, whether pursuant to Section 2.11(a), Section 2.12(a), Section 2.12(b), Section 2.26(e), Section 2.24 or following acceleration of the Term B-1 Loans or otherwise (provided that, notwithstanding the foregoing, no Applicable Premium shall be payable in connection with repayments or prepayments made pursuant to Section 2.3 or Section 2.12(c) or made solely in connection with a Recovery Event pursuant to Section 2.12(b)), such prepayment or repayment shall be accompanied by a fee (the “Applicable Premium”) in an amount equal to (i) prior to May 7, 2022, the Applicable Make-Whole Amount, (ii) on and after May 7, 2022 but prior to May 7, 2023, (x) 75% of the Applicable Interest Rate, multiplied by (y) the aggregate principal amount prepaid or repaid or required to be repaid or prepaid, (iii) on and after May 7, 2023 but prior to May 7, 2024, (x) 50% of the Applicable Interest Rate, multiplied by (y) the aggregate principal amount prepaid or repaid or required to be repaid or prepaid or (iv) thereafter, 0% of the aggregate principal amount prepaid or repaid or required to be repaid or prepaid; provided, that, notwithstanding the foregoing, solely in the event that all or any portion of the Term B-1 Loans are prepaid with Net Cash Proceeds of an Asset Sale pursuant to Section 2.12(b) prior to the first anniversary of the Closing Date and the Consolidated Net Total Leverage Ratio (calculated on a pro forma basis after giving effect to such Asset Sale) is less than the Consolidated Net Total Leverage Ratio immediately prior to such Asset Sale, the Applicable Premium with respect to such prepayment shall be an amount equal to 2.50% of the aggregate principal amount prepaid or repaid or required to be repaid or prepaid; provided, further, that for purposes of calculating the Consolidated Net Total Leverage Ratio under this Section 2.19, Consolidated Net Total Leverage shall be calculated without giving effect to clause (b) of the definition thereof. If the Loans are accelerated or otherwise become due prior to their maturity date, in each case as a result of an Event of Default (including upon the occurrence of a bankruptcy or insolvency event (including the acceleration of claims by operation of law)), the amount of principal of and premium on the Loans that becomes due and payable shall automatically equal 100% of the ...
Payment Premium. Any prepayment required by this Section 2.9 shall be applied as specified in Section 2.10 and shall be accompanied by the payment of the Payment Premium and the payment of accrued and unpaid interest to the date of such payment on the aggregate principal amount prepaid.
Payment Premium. Any repayment or prepayment of all or any portion of the principal amount of the Term Loans, and any permanent reduction of all or any portion of the Revolving Credit Commitment, (i) on or prior to the Maturity Date of the Revolving Credit Facility, with respect to the Revolving Credit Facility, (ii) on the Maturity Date of the Term Facility, with respect to the Term Facility, (iii) upon the occurrence of a “change of control” event described in Section 8.01(k) hereof or (iv) upon any refinancing or replacement of the Term Loans or Revolving Credit Facility or any optional or mandatory prepayment of Term Loans (in whole or in part) pursuant to Section 2.05(a) or Section 2.05(b), as applicable, in each case shall be accompanied by a payment premium equal to 1.50% of the aggregate principal amount of such Term Loans so repaid or prepaid or the aggregate principal amount of such permanent reduction of the Revolving Credit Facility, as the case may be (the “Payment Premium”). Notwithstanding anything to the contrary in this Agreement or any other Loan Document, it is understood and agreed that if the Obligations are accelerated as a result of the occurrence and continuance of any Event of Default (including by operation of law or otherwise), the Payment Premium, if any, determined, in the case of acceleration, as of the date of acceleration as if the aggregate principal amount of the Term Loans then outstanding were voluntarily prepaid on such date under Section 2.05(a) and the aggregate principal amount of the Revolving Credit Commitments were permanently reduced to zero on such date, will also be due and payable and will be treated and deemed as though the Term Loans were prepaid as of such date and the Revolving Credit Commitments were permanently reduced to zero on such date and shall constitute part of the Obligations for all purposes herein. Any Payment Premium payable in accordance with this Section 2.07(d) shall be presumed to be equal to the liquidated damages sustained by the Lenders as the result of the occurrence of the event giving rise to the payment of the Payment Premium, and Borrower and the other Loan Parties agree that it is reasonable under the circumstances currently existing. The Payment Premium, if any, shall also be payable in the event the Obligations (and/or this Agreement) are satisfied or released by foreclosure (whether by power of judicial proceeding), deed in lieu of foreclosure or by any other means. BORROWER AND THE OTHER LOAN ...
Payment Premium. If a Borrower or Guarantor prepays or repays, or if there are any distributions or any other transfers on account of, all or any part of the principal balance of any Term Loan for any reason or at any time (whether or not upon maturity, whether voluntary or involuntary, including following any default or any acceleration (whether automatic or following notice), following any asset sale, or following the filing by or against any Borrower or any Guarantor of any petition under the Bankruptcy Code (whether or not such payment, distribution, or transfer is under a plan of reorganization or liquidation or ordered by any court of competent jurisdiction) or otherwise), and/or any Commitment is reduced or terminated (other than the termination of any Term Loan Commitments on the Closing Date or on the date of the funding of such Commitment), and/or there is any amendment to this Agreement effecting a Repricing Transaction, the Borrowers shall pay the applicable Payment Premium to Administrative Agent, for the benefit of all Lenders entitled thereto.
Payment Premium. If a Borrower or Guarantor prepays or repays, or if there are any distributions or any other transfers on account of, all or any part of the principal balance of any Term Loan for any reason or at any time (whether or not upon maturity, whether voluntary or involuntary, including following any default or any acceleration (whether automatic or following notice), following any asset sale, or following the filing by or against any Borrower or any Guarantor of any petition under the Bankruptcy Code (whether or not such payment, distribution, or transfer is under a plan of reorganization or liquidation or ordered by any court of competent jurisdiction) or otherwise), and/or any Commitment is reduced or terminated (other than the termination of any Term Loan Commitments on the Closing Date or on the date of the funding of such Commitment), such Borrower shall pay the applicable Payment Premium to Administrative Agent, for the benefit of all Lenders entitled to a portion of such prepayment, repayment or reduction.
Payment Premium. In addition to the obligation of the Issuer to repay the amount of the Indebtedness evidenced by the Note and to pay interest, expenses, and other fees in accordance with applicable provisions of this Agreement, the Issuer shall pay to the Purchaser, at such time as any principal amount of the Indebtedness evidenced by the Note is repaid to the Purchaser, the following additional fee (the "Repayment Premium"): Repayment Premium (percentage of the principal amount paid or Cause/Purpose of Payment Timing of Payment payable) ------------------------ ----------------- ------------------------ Scheduled payment at maturity June 29, 2005 16.5% Payment made at the option of On or before June 29, 2002 8.0% the Issuer pursuant to Section 2.4 Payment made at the option of After June 29, 2002 and on or 10.0% the Issuer pursuant to Section 2.4 before June 29, 2003 Payment made at the option of After June 29, 2003 and on or 12.5% the Issuer pursuant to Section 2.4 before June 29, 2004 Payment made at the option of After June 29, 2004 16.5% the Issuer pursuant to Section 2.4 Repayment Premium (percentage of the principal amount paid or Cause/Purpose of Payment Timing of Payment payable) ------------------------ ----------------- ------------------------ Payment required by Section 2.6 On or before June 29, 2002, if 4.5% made timely pursuant to Section 2.6 Payment required by Section 2.6 After June 29, 2002 and on or 8.5% before June 29, 2003, if made timely pursuant to Section 2.6 Payment required by Section 2.6 After June 29, 2003 and on or 12.5% before June 29, 2004, if made timely pursuant to Section 2.6 Payment required by Section 2.6 After June 29, 2004, if made 16.5% timely pursuant to Section 2.6 Payment required by Section 2.6 Payment not timely made when due 16.5% Payment demanded by Purchaser At any and all times 16.5% pursuant to Article X
Payment Premium. In the event that, on or prior to the date that is six months after the Closing Date, there shall occur any Repricing Event (including any Repricing Event that results in a Mandatory Prepayment pursuant to Section 2.6(a) or 2.6(b) below), the Borrower shall pay to the Administrative Agent, for the ratable account of each of the Lenders holding Loans subject to such Repricing Event, (x) in the case of a Repricing Event of the type described in clause (a) of the definition thereof, a prepayment premium of 1% of the aggregate principal amount of the Loans subject to such Repricing Event and (y) in the case of a Repricing Event of the type described in clause (b) of the definition thereof, an amount equal to 1% of the aggregate principal amount of the Loans subject to such Repricing Event outstanding immediately prior to the effectiveness thereof, in each case, unless such fee is waived by the applicable Lender. Any Lender that is a Non-Consenting Lender in respect of a Repricing Event may be replaced in accordance with Section 9.1(c) to the extent permitted thereby; provided, that any such Lender so replaced shall be entitled to the prepayment premium set forth in clause (x) of the preceding sentence with respect to its Loans so assigned unless such fee is waived by such Lender.
