Common use of Payments and Prepayments Clause in Contracts

Payments and Prepayments. (a) The Borrower shall repay the outstanding principal balance of the Revolving Loans, plus all accrued but unpaid interest thereon, on the Termination Date. (b) The Borrower may, upon notice to the Agent, at any time or from time to time voluntarily prepay the Loans in whole or in part without premium or penalty (but subject to Section 5.4); provided that (i) such notice must be received by the Agent not later than (A) 1:00 p.m. (New York City time) three (3) Business Days prior to any date of prepayment of Term Benchmark Loans, (B) 1:00 p.m. (New York City time) one (1) Business Day prior to any date of prepayment of Base Rate Loans and (C) 1:00 p.m. (New York City time) five (5) Business Days prior to any date of prepayment of RFR Loans; provided, further, that, in respect of Swingline Loans, the Borrower may deliver such notice to the Agent not later than 1:00 p.m. (New York City time) on the date of prepayment of such Swingline Loans and (ii) each prepayment shall be in a principal amount of $1,000,000 or a whole multiple of $1,000,000 in excess thereof or, if less, the entire principal amount thereof then outstanding. Each such notice shall specify the date and amount of such prepayment and the Type(s) of Loans to be prepaid and, if Term Benchmark Loans are to be prepaid, the Interest Period(s) of such Loans. The Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s ratable portion of such prepayment (based on such Lender’s Pro Rata Share).

Payments and Prepayments. (a) The Borrower 1.1 Payments and prepayments of principal and interest on this Note shall repay be made to Payee at 000 Xxxxxxxxx Xxxx Xxxxx, Xxxxx 000, Xxxxx Xxxxxx, Xxx Xxxx 00000, or such other place or places within the outstanding principal balance United States as may be specified by the holder of the Revolving Loans, plus all accrued but unpaid interest thereon, on the Termination Date. (b) The Borrower may, upon this Note in a written notice to the AgentCompany at least 10 business days before a given payment date. 1.2 Payments and prepayments of principal and interest on this Note shall be made in lawful money of the United States of America; PROVIDED, HOWEVER, that except for the mandatory prepayment referred to in the first sentence of Section 1.4 below, the Company shall have the right to make any payment or prepayment of principal on this Note by delivering to the holder of this Note shares of the Common Stock, par value $.0005 per share, of the Company ("Common Stock") registered in such holder's name (the "Payment Shares"). A Payment Share shall, for such purpose, be valued at the average of the closing prices for a share of the Common Stock on each of the five trading days preceding such payment or prepayment. 1.3 If any payment on this Note becomes due and payable on a Saturday, Sunday or other day on which commercial banks in New York City are authorized or required by law to close, the maturity thereof shall be extended to the next succeeding business day, and, with respect to payments of principal, interest thereon shall be payable during such extension at the then applicable rate. 1.4 The Company shall be obligated to make a principal payment of $1,250,000 within ten (10) days after such time as the Company receives net proceeds of at least $2,000,000 from a debt or equity financing. The Company shall have the right at any time or and from time to time voluntarily to prepay the Loans this Note in whole or in part without premium or penalty (but subject part, together with interest on the amount prepaid to Section 5.4); provided that (i) such notice must be received by the Agent not later than (A) 1:00 p.m. (New York City time) three (3) Business Days prior to any date of prepayment prepayment, without penalty or premium. Upon payment of Term Benchmark Loanspart of the principal amount of this Note, (B) 1:00 p.m. (New York City time) one (1) Business Day prior the Company may require the holder to any date present this Note for notation of prepayment such payment and, if this Note is paid in full, require the holder to surrender this Note. 1.5 Upon payment in full of Base Rate Loans all outstanding principal and (C) 1:00 p.m. (New York City time) five (5) Business Days prior to any date of prepayment of RFR Loans; providedinterest due under this Note, further, that, the Company's obligations in respect of Swingline Loans, payment of this Note shall terminate and the Borrower may deliver such notice holder shall return it to the Agent not later than 1:00 p.m. (New York City time) on the date of prepayment of such Swingline Loans and (ii) each prepayment shall be in a principal amount of $1,000,000 or a whole multiple of $1,000,000 in excess thereof or, if less, the entire principal amount thereof then outstanding. Each such notice shall specify the date and amount of such prepayment and the Type(s) of Loans to be prepaid and, if Term Benchmark Loans are to be prepaid, the Interest Period(s) of such Loans. The Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s ratable portion of such prepayment (based on such Lender’s Pro Rata Share)Company.

Payments and Prepayments. (a) The Borrower shall repay to the outstanding principal balance Agent, for the benefit of the Revolving Lenders, (i) on the last Business Day of each March, June, September and December, commencing on December 31, 2018, an aggregate amount equal to $2,500,000 (which payments shall be reduced as a result of the application of prepayments in accordance with the priority set forth in clause (b) and Section 4.2 below) and (ii) on the Maturity Date, the aggregate principal amount of all Term Loans outstanding on such date; provided that the amount of any such payment set forth above shall be adjusted to account for the addition of any Extended Term Loan or Incremental Term Loans to contemplate (x) the reduction in the aggregate principal amount of any Term Loans that were converted in connection with the incurrence of such Extended Term Loans, plus all accrued but unpaid interest thereonand (y) any increase to payments to the extent and as required pursuant to the terms of any applicable Incremental Term Amendment involving a Term Loan Increase to the Term Loans, on a Refinancing Amendment to the Termination Dateamount of Term Loans or an Extension Amendment increasing the amount of Term Loans. (b) The Borrower may, upon notice to the Agent, at any time or from time to time voluntarily prepay the Term Loans in whole or in part without premium or penalty (but subject to Section 5.4)penalty; provided that (i) such notice must be received by the Agent not later than (A) 1:00 p.m. 11:00 a.m. (New York City time) (A) three (3) Business Days prior to any date of prepayment of LIBORTerm SOFR Term Benchmark Loans, (B) 1:00 p.m. (New York City time) one (1) Business Day prior to any date of prepayment of Base Rate Loans and (C) 1:00 p.m. (New York City time) five (5) Business Days prior to any date of prepayment of RFR Loans; provided, further, that, in respect of Swingline Loans, the Borrower may deliver such notice to the Agent not later than 1:00 p.m. (New York City timeB) on the date of prepayment of such Swingline Loans Base Rate Term Loans; and (ii) each prepayment shall be in a principal minimum amount of $1,000,000 or a whole 5,000,000 and an integral multiple of $1,000,000 in excess thereof or48 [[6024167]] (a) in a manner determined at the sole discretion of the Borrower and specified in the notice of prepayment, if lessand, subject to the other limitations expressly set forth in this Agreement, the entire Borrower may elect to apply voluntary prepayments of Term Loans to one or more Class or Classes of Term Loans selected by the Borrower in its sole discretion (provided that such voluntary prepayments of the Term Loans shall be made pro rata within any such Class or Classes selected by the Borrower). In the event that the Borrower does not specify the order in which to apply prepayments to reduce scheduled installments of principal or as between Classes of Term Loans, the Borrower shall be deemed to have elected that such prepayment be applied to reduce the scheduled installments of principal in direct order of maturity on a pro rata basis among Classes of Term Loans. (c) Notwithstanding the foregoing, in the event that, on or prior to the date which is six (6) months after the Closing Date, the Borrower (i) prepays, refinances, substitutes or replaces any Initial Term Loans pursuant to a Repricing Transaction, or (ii) effects any amendment of this Agreement resulting in a Repricing Transaction, the Borrower shall pay to the Agent, for the ratable account of each of the applicable Lenders, (x) in the case of clause (i), a prepayment premium of 1.00% of the aggregate principal amount thereof then outstandingof the Initial Term Loans so prepaid, refinanced, substituted or replaced and (y) in the case of clause (ii), a fee equal to 1.00% of the aggregate principal amount of the applicable Initial Term Loans outstanding immediately prior to such amendment. Each such notice Such amounts shall specify be due and payable on the date and amount of effectiveness of such prepayment and Repricing Transaction; provided that, for the Type(s) avoidance of Loans to be prepaid and, if Term Benchmark Loans are to be prepaiddoubt, the Interest Period(s) Borrower shall not be subject to the requirements of such Loans. The Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s ratable portion of such prepayment (based on such Lender’s Pro Rata Share).this Section 4.1

Payments and Prepayments. (a) The Borrower shall repay the outstanding principal balance of the Revolving Loans, plus all accrued but unpaid interest thereon, on the Termination Date. (b) The Borrower may, upon notice to the Agent, at any time or from time to time voluntarily prepay the Loans in whole or in part without premium or penalty (but subject to Section 5.4); provided that (i) such notice must be received by the Agent not later than (A) 1:00 p.m. (New York City time) three (3) Business Days prior to any date of prepayment of Term Benchmark Loans, (B) 1:00 p.m. (New York City time) one (1) Business Day prior to any date of prepayment of Base Rate Loans and (C) 1:00 p.m. (New York City time) five (5) Business Days prior to any date of prepayment of RFR Loans; provided, further, that, in respect of Swingline Loans, the Borrower may deliver such notice to the Agent not later than 1:00 p.m. (New York City time) on the date of prepayment of such Swingline Loans and (ii) each prepayment shall be in a principal amount of $1,000,000 or a whole multiple of $1,000,000 in excess thereof or, if less, the entire principal amount thereof then outstanding. Each such notice shall specify the date and amount of such prepayment and the Type(s) of Loans to be prepaid and, if Term Benchmark Loans are to be prepaid, the Interest Period(s) of such Loans. The Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s ratable portion of such prepayment (based on such Lender’s Pro Rata Share).. 227

Payments and Prepayments. (a) The Borrower shall repay to the outstanding principal balance Agent, for the benefit of the Revolving Lenders, (i) on the last Business Day of each March, June, September and December, commencing on December 31, 2018, an aggregate amount equal to $2,500,000 (which payments shall be reduced as a result of the application of prepayments in accordance with the priority set forth in clause (b) and Section 4.2 below) and (ii) on the Maturity Date, the aggregate principal amount of all Term Loans outstanding on such date; provided that the amount of any such payment set forth above shall be adjusted to account for the addition of any Extended Term Loan or Incremental Term Loans to contemplate (x) the reduction in the aggregate principal amount of any Term Loans that were converted in connection with the incurrence of such Extended Term Loans, plus all accrued but unpaid interest thereonand (y) any increase to payments to the extent and as required pursuant to the terms of any applicable Incremental Term Amendment involving a Term Loan Increase to the Term Loans, on a Refinancing Amendment to the Termination Dateamount of Term Loans or an Extension Amendment increasing the amount of Term Loans. (b) The Borrower may, upon notice to the Agent, at any time or from time to time voluntarily prepay the Term Loans in whole or in part without premium or penalty (but subject to Section 5.4)penalty; provided that (i) such notice must be received by the Agent not later than (A) 1:00 p.m. 11:00 a.m. (New York City time) (A) three (3) Business Days prior to any date of prepayment of LIBOR Term Benchmark Loans, (B) 1:00 p.m. (New York City time) one (1) Business Day prior to any date of prepayment of Base Rate Loans and (C) 1:00 p.m. (New York City time) five (5) Business Days prior to any date of prepayment of RFR Loans; provided, further, that, in respect of Swingline Loans, the Borrower may deliver such notice to the Agent not later than 1:00 p.m. (New York City timeB) on the date of prepayment of such Swingline Loans Base Rate Term Loans; and (ii) each prepayment shall be in a principal minimum amount of $1,000,000 or a whole 5,000,000 and an integral multiple of $1,000,000 in excess thereof or, if less, the entire principal amount thereof then outstanding. Each such notice shall specify the date and amount of such prepayment and the Type(s) and Class(es) of Term Loans to be prepaid and, if Term Benchmark Loans are to be prepaid, the Interest Period(s) of such Loans. The Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s ratable portion of such prepayment (based on such Lender’s Pro Rata Share). If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided that such prepayment obligation may be conditioned on the occurrence of any subsequent event (including a Change of Control, refinancing transaction or acquisition or other Investment). Voluntary prepayments of any Class(es) of Term Loan permitted hereunder shall be applied to the remaining scheduled installments of principal thereof pursuant to Section 4.1(a) in a manner determined at the sole discretion of the Borrower and specified in the notice of prepayment, and, subject to the other limitations expressly set forth in this Agreement, the Borrower may elect to apply voluntary prepayments of Term Loans to one or more Class or Classes of Term Loans selected by the Borrower in its sole discretion (provided that such voluntary prepayments of the Term Loans shall be made pro rata within any such Class or Classes selected by the Borrower). In the event that the Borrower does not specify the order in which to apply prepayments to reduce scheduled installments of principal or as between Classes of Term Loans, the Borrower shall be deemed to have elected that such prepayment be applied to reduce the scheduled installments of principal in direct order of maturity on a pro rata basis among Classes of Term Loans. (c) Notwithstanding the foregoing, in the event that, on or prior to the date which is six (6) months after the Closing Date, the Borrower (i) prepays, refinances, substitutes or replaces any Initial Term Loans pursuant to a Repricing Transaction, or (ii) effects any amendment of this Agreement resulting in a Repricing Transaction, the Borrower shall pay to the Agent, for the ratable account of each of the applicable Lenders, (x) in the case of clause (i), a prepayment premium of 1.00% of the aggregate principal amount of the Initial Term Loans so prepaid, refinanced, substituted or replaced and (y) in the case of clause (ii), a fee equal to 1.00% of the aggregate principal amount of the applicable Initial Term Loans outstanding immediately prior to such amendment. Such amounts shall be due and payable on the date of effectiveness of such Repricing Transaction; provided that, for the avoidance of doubt, the Borrower shall not be subject to the requirements of this Section 4.1(c) with respect to any Repricing Transaction occurring after the six (6)-month anniversary of the Closing Date.