Permitted Prepayment of Term Loans. Borrower shall have the option to prepay all, but not less than all, of the Term Loans advanced by the Lenders under this Agreement, provided Borrower (i) provides written notice to Collateral Agent of its election to prepay the Term Loans at least fifteen (15) days prior to such prepayment (or if such prepayment is in connection with a merger, consolidation, acquisition or sale of substantially all of the assets of the Borrower or any of its Subsidiaries, pursuant to the provisions of Section 7.1(f) and/or Section 7.3, at least ten (10) days prior to such prepayment), and (ii) pays to the Lenders on the date of such prepayment, payable to each Lender in accordance with its respective Pro Rata Share, an amount equal to the sum of (A) all outstanding principal of the Term Loans plus accrued and unpaid interest thereon through the prepayment date, (B) the Final Payment, (C) the Prepayment Fee, plus (D) all other Obligations that are due and payable, including Lenders’ Expenses, the success fees set forth in Section 2.5(e) hereof and interest at the Default Rate with respect to any past due amounts.”
Appears in 1 contract
Samples: Loan and Security Agreement (Agile Therapeutics Inc)
Permitted Prepayment of Term Loans. (i) Borrower shall have the option to prepay all, but not less than all, of the Term Loans advanced by the Lenders under this Agreement, provided Borrower (i) provides written notice to Collateral Agent of its election to prepay the Term Loans at least fifteen (15) days prior to such prepayment (or if such prepayment is in connection with a merger, consolidation, acquisition or sale of substantially all of the assets of the Borrower or any of its Subsidiaries, pursuant to the provisions of Section 7.1(f) and/or Section 7.3, at least ten (10) days Business Days (or such shorter period as Collateral Agent may agree in its sole discretion) prior to such prepayment), and (ii) pays to the Lenders Collateral Agent, for the account of the Lenders, on the date of such prepayment, payable to each Lender in accordance with its respective Pro Rata Share, an amount equal to the sum of (A) all outstanding principal of the Term Loans plus accrued and unpaid interest thereon through the prepayment date, (B) the Final Payment, (C) the Prepayment Fee, plus (D) all other Obligations that are due and payable, including Lenders’ Expenses, the success fees set forth in Section 2.5(e) hereof Expenses and interest at the Default Rate with respect to any past due amounts.”
Appears in 1 contract
Samples: Loan and Security Agreement (Pliant Therapeutics, Inc.)
Permitted Prepayment of Term Loans. (i) Borrower shall have the option to prepay all, but not less than all, of the Term Loans advanced by the Lenders under this Agreement, provided Borrower (i) provides written notice to Collateral Agent of its election to prepay the Term Loans at least fifteen (15) days prior to such prepayment (or if such prepayment is in connection with a merger, consolidation, acquisition or sale of substantially all of the assets of the Borrower or any of its Subsidiaries, pursuant to the provisions of Section 7.1(f) and/or Section 7.3, at least ten (10) days Business Days (or such shorter period as Collateral Agent may agree in its sole discretion) prior to such prepayment), and (ii) pays to the Lenders Collateral Agent, for the account of the Lenders, on the date of such prepayment, payable to each Lender in accordance with its respective Pro Rata Share, an amount equal to the sum of (A) all outstanding principal of the Term Loans plus accrued and unpaid interest thereon through the prepayment date, (B) the Final Payment, (C) the Prepayment Fee, plus (D) all other Obligations that are due and payable, including Lenders’ Expenses, the success fees set forth in Section 2.5(e) hereof Expenses and interest at the Default Rate with respect to any past due amounts.”ACTIVE\1606862447.7
Appears in 1 contract
Samples: Loan and Security Agreement (Pliant Therapeutics, Inc.)
Permitted Prepayment of Term Loans. Borrower shall have the option to prepay all, but not less than all, of the Term Loans advanced by the Lenders under this Agreement, provided Borrower (i) provides written notice to Collateral Agent of its election to prepay the Term Loans at least fifteen (15) days prior to such prepayment (or if such prepayment is in connection with a merger, consolidation, acquisition or sale of substantially all of the assets of the Borrower or any of its Subsidiaries, pursuant to the provisions of Section 7.1(f) and/or Section 7.3, at least ten (10) days prior to such prepayment), and (ii) pays to the Lenders on the date of such prepayment, payable to each Lender in accordance with its respective Pro Rata Share, an amount equal to the sum of (A) all outstanding principal of the Term Loans plus accrued and unpaid interest thereon through the prepayment date, (B) the Final Payment, (C) the Prepayment Fee, plus (D) all other Obligations that are due and payable, including Lenders’ Expenses, the success fees set forth in Section 2.5(e) hereof Expenses and interest at the Default Rate with respect to any past due amounts.”
Appears in 1 contract
Samples: Loan and Security Agreement (Agile Therapeutics Inc)