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. 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. 2 1.5 Facility Fee...................................................3
Payment Premium. Upon the occurrence of the Maturity Date, an acceleration of the Loan due to an Event of Default, a Change of Control, a Liquidity Event or a voluntary prepayment pursuant to Section 1.8(a) , Borrowers shall pay to Investment Manager, for the benefit of Lender, in addition to all other amounts due hereunder, a payment premium (the “Payment Premium”) equal to (i) for the period from the Closing Date through and including the First Amendment Date, the amount required to provide the Lender with an IRR during such time period of eleven percent (11%) per annum, except during any period in which an Event of Default shall have occurred and be continuing, in which case the IRR for such period shall be adjusted to thirteen percent (13%) per annum and (ii) for the period from the day immediately following the First Amendment Date through the date on which all Obligations have been paid in full, the amount required to provide the Lender with an IRR during such time period of thirteen and one-half of one percent (13.5%) per annum, except during any period in which an Event of Default shall have occurred and be continuing, in which case the IRR for such period shall be adjusted to fifteen and one-half of one percent (15.5%) per annum, all in accordance with the calculation examples set forth on Exhibit 1.4 (after giving effect to the modification in the rate of the Payment Premium as set forth in clause (ii) above). Notwithstanding anything to the contrary contained herein, in the event of a voluntary partial prepayment made pursuant to Section 1.8(a) or mandatory partial prepayment made in the event of a Liquidity Event pursuant to Section 1.8(b)(ii) , the Payment Premium shall be calculated assuming the payment of all outstanding principal and accrued and unpaid interest, whether or not such amounts are actually paid in connection with the subject prepayment.”
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. 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. Payments or prepayments of the Obligations may be subject to the “Applicable Prepayment Premium” described in the Fee Letter.
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. Upon the occurrence of the Maturity Date, an acceleration of the Loan due to an Event of Default, a Change of Control, a Liquidity Event or a voluntary prepayment pursuant to SECTION 1.8(A), Borrowers shall pay to Investment Manager, for the benefit of Lender, in addition to all other amounts due hereunder, a payment premium (the "PAYMENT PREMIUM") equal to the amount required to provide the Lender with an IRR of eleven percent (11%), except during any period in which an Event of Default shall have occurred and be continuing, in which case the IRR for such period shall be adjusted to thirteen percent (13%), all in accordance with the calculation examples set forth on
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.
