Prepayment of Term Loans. (i) From and after the Tranche A Closing Date, Borrower shall have the option, at any time, to prepay in whole or, after the second anniversary of the Tranche A Closing Date, in part, the Term Loans advanced by Lender under this Agreement, provided that (A) Borrower provide written notice to Lender of its election (which shall be irrevocable unless Lender otherwise consents in writing) to prepay all of such Term Loans at least ten (10) Business Days prior to such prepayment, (B) such prepayment shall be accompanied by any amounts payable pursuant to Sections 2.2(f) and 2.7(c) and all other amounts payable or accrued and not yet paid hereunder and the other Loan Documents, including, for the avoidance of doubt, any accrued and unpaid interest that has not been capitalized in accordance with Section 2.3(a) and (C) any partial prepayment of such Term Loans shall be in a principal amount of $10,000,000 or a whole multiple of $1,000,000 in excess thereof.
(ii) From and after the Tranche A Closing Date, Borrower shall promptly, and in any event no later than two (2) Business Days prior to the consummation thereof, notify Lender in writing in accordance with Section 11 hereof of the occurrence of a Change in Control, which notice shall include reasonable detail as to the nature and other circumstances of such Change in Control (such notice, a “Change in Control Notice”) and Lender shall have the option, exercisable in its sole and absolute discretion, to demand prepayment in full of the Term Loans advanced by Lender under this Agreement. If Lender provides written notice to Borrower of its election for Borrower to prepay all of such Term Loans, Borrower shall prepay such Term Loans in full no later than ten (10) Business Days after the consummation of such Change in Control and such prepayment shall be accompanied by any amounts payable pursuant to Sections 2.2(f) and 2.7(c) and shall include all other amounts payable or accrued and not yet paid hereunder and the other Loan Documents, including, for the avoidance of doubt, any accrued and unpaid interest that has not been capitalized in accordance with Section 2.3(a).
Prepayment of Term Loans. (i) Borrower shall have the option, at any time after the Closing Date, to prepay the Term Loans advanced by Lenders under this Agreement, in whole but not in part; provided that (A) Borrower provides written notice to the Collateral Agent of its election (which shall be irrevocable unless the Collateral Agent otherwise consents in writing) to prepay all of the Term Loans, which notice shall include the amount of the outstanding aggregate principal amount of the Term Loans to be prepaid, at least five (5) Business Days prior to such prepayment, and (B) the prepayment of such principal shall be accompanied by any and all accrued and unpaid interest thereon through the date of prepayment and any amounts payable in connection with such prepayment pursuant to Section 2.2(e) and Section 2.2(f) (as applicable), together with any and all other amounts payable or accrued and not yet paid under this Agreement and the other Loan Documents. The Collateral Agent will promptly notify each Lender of its receipt of such notice and the amount of such Lender’s Applicable Percentage of such prepayment.
(ii) Upon a Change in Control, Borrower shall promptly, and in any event no later than ten (10) days after the consummation of such Change in Control, notify the Collateral Agent in writing of the occurrence of a Change in Control, which notice shall include reasonable detail as to the nature, timing and other circumstances of such Change in Control (such notice, a “Change in Control Notice”). Borrower shall prepay in full the Term Loans advanced by Lenders under this Agreement, no later than ten (10) Business Days after delivery to the Collateral Agent of the Change in Control Notice, in an amount equal to the sum of (A) the outstanding aggregate principal amount of the Term Loans and any and all accrued and unpaid interest with respect to the Term Loans to the date of prepayment, (B) any applicable amounts payable solely with respect to the prepayment of such principal amount under this Section 2.2(c)(ii) pursuant to Section 2.2(e) and Section 2.2(f) (as applicable) and (C) all other amounts payable or accrued and not yet paid under this Agreement and the other Loan Documents. The Collateral Agent will promptly notify each Lender of its receipt of the Change in Control Notice and the amount of such Lender’s Applicable Percentage of such prepayment.
Prepayment of Term Loans. (i) Borrower shall have the option, at any time after the Closing Date, to prepay, in whole but not in part, the Term Loans advanced by Lenders under this Agreement; provided that (A) Borrower provides written notice to the Collateral Agent of its election (which shall be irrevocable unless the Collateral Agent otherwise consents in writing) to prepay all of the Term Loans, which notice shall include the amount of the outstanding aggregate principal amount of the Term Loans to be prepaid, at least five (5) Business Days prior to such prepayment, and (B) the prepayment of such principal shall be accompanied by any and all accrued and unpaid interest thereon through the date of prepayment and any amounts payable in connection with such prepayment pursuant to Section 2.2(e) and Section 2.2(f) (as applicable), together with any and all other amounts payable or accrued and not yet paid under this Agreement and the other Loan Documents. The Collateral Agent will promptly notify each Lender of its receipt of such notice and the amount of such Lender’s Applicable Percentage of such prepayment.
(ii) Upon a Change in Control, Borrower shall promptly, and in any event no later than ten (10) days after the consummation of such Change in Control, notify the Collateral Agent in writing of the occurrence of a Change in Control, which notice shall include reasonable detail as to the nature, timing and other circumstances of such Change in Control (such notice, a “Change in Control Notice”). Borrower shall prepay in full the Term Loans advanced by Lenders under this Agreement, no later than ten (10) Business Days after delivery to the Collateral Agent of the Change in Control Notice, in an amount equal to the sum of (A) the outstanding aggregate principal amount of the Term Loans and any and all accrued and unpaid interest with respect to the Term Loans to the date of prepayment, (B) any applicable amounts payable solely with respect to the prepayment of such principal amount under this Section 2.2(c)(ii) pursuant to Section 2.2(e) and Section 2.2(f) (as applicable) and (C) all other amounts payable or accrued and not yet paid under this Agreement and the other Loan Documents. The Collateral Agent will promptly notify each Lender of its receipt of the Change in Control Notice and the amount of such Lender’s Applicable Percentage of such prepayment.
Prepayment of Term Loans. (i) The City may prepay or cause to be prepaid the amount of any Term Loan outstanding in whole or in part with accrued interest to the date of such repayment on the amount prepaid. Any prepayment in part under this Section 4.4(a)(i) shall be applied by the Bank to (1) the Term Loans in inverse order of the Drawing Dates related to Term Loans and (2) the remaining Principal Payments relating to each Term Loan prepaid in inverse order of the date of such Principal Payment.
(ii) Any prepayment made under Section 4.4(a)(i) hereof shall be applied by the Bank as a reimbursement of the related Drawing (and as a prepayment of the Term Loan, as the case may be, resulting from such Drawing) and, the City irrevocably authorizes the Bank to reinstate the amount available to be drawn under the Letter of Credit by the amount of such prepayment; provided, however, that the Issuing and Paying Agent shall not issue any Covered Notes (the aggregate principal and interest of which is payable from the amount of the Letter of Credit so reinstated) for sale or otherwise until the Letter of Credit has been reinstated pursuant to the terms of the Letter of Credit.
Prepayment of Term Loans. (a) Each Borrower shall have the right at any time and from time to time to prepay any Term Loan to such Borrower in whole or in part, without premium or penalty (but subject to (x) Section 2.16, (y) the last sentence of this Section 2.11(a) and (z) prior notice in accordance with the provisions of Section 2.10(c)), in an aggregate principal amount that is an integral multiple of the Borrowing Multiple and not less than the Borrowing Minimum or, if less, the amount outstanding, subject to prior notice in accordance with Section 2.10(d). If any Repricing Event occurs prior to the date that is six months after the Closing Date, the Borrowers agree to pay to the Administrative Agent, for the ratable account of each Lender with Term Loans that are subject to such Repricing Event, a fee in an amount equal to 1.00% of the aggregate principal amount of the Term Loans subject to such Repricing Event. Such fees shall be earned, due and payable upon the date of the occurrence of such Repricing Event.
(i) The Borrowers shall apply (1) all Net Proceeds (other than Net Proceeds of the kind described in the following clause (2)) within five (5) Business Days after receipt thereof to prepay Term Loans in accordance with clauses (c) and (d) of Section 2.10 and (2) all Net Proceeds from any issuance or incurrence of Refinancing Notes and Refinancing Term Loans (other than solely by means of extending or renewing then existing Refinancing Notes and Refinancing Term Loans without resulting in any Net Proceeds), no later than three (3) Business Days after the date on which such Refinancing Notes and Refinancing Term Loans are issued or incurred, to prepay Term Loans in accordance with Section 2.10(c), Section 2.23 and the definition of “Refinancing Notes” (as applicable).
(ii) On or before each Excess Cash Flow Payment Date, the Borrowers shall apply an amount equal to the excess of (i) the ECF Percentage of Excess Cash Flow for the related Excess Cash Flow Period over (ii) to the extent not financed using the proceeds of Indebtedness, (x) the aggregate principal amount of Term Loans prepaid pursuant to Section 2.11(a) plus (y) the aggregate principal amount of voluntary prepayments under the ABL Credit Agreement (to the extent commitments under the ABL Credit Agreement are permanently reduced by the amount of such prepayments at the time of such prepayment), in each case, during such Excess Cash Flow Period.
Prepayment of Term Loans. In addition to any obligation to prepay Revolving Credit Loans with any Excess Net Cash Payments relating to any Asset Swap or Disposition in accordance with Section 2.11(b)(i)(B), the Borrower shall be required to prepay or make offers to prepay the Term Loans on any Asset Sale Prepayment Date to the extent required in Section 2.11(b) of the Term Loan Agreement. The Revolving Credit Commitments hereunder shall be automatically reduced in the amount of any prepayment of the Loans under this clause (b)(i).
Prepayment of Term Loans. Any Term Loan may be prepaid in whole or in minimum amounts of $100,000 or integral multiples thereof, at any time, upon at least ten (10) days' notice. If such Term Loan is bearing interest as a rate based on the Prime Rate, prepayment shall not be subject to premiums or penalty. However, if such Term Loan is bearing interest at a Fixed Rate, such prepayment shall be accompanied by interest accrued on the amount prepaid through the date of prepayment together with a prepayment charge equal to the present value of (a) (i) the difference between the Fixed Rate then in effect, and the then current yield on U.S. Treasury Securities with maturities approximately equal to the remaining time between the date of prepayment and the Maturity Date (expressed as a percentage), multiplied by (ii) the total amount of principal prepaid, divided by (iii) 360 multiplied by the actual number of days remaining until the Maturity Date. Each prepayment shall be made together with interest accrued thereon to and including the date of prepayment and shall be applied to the last maturing monthly installments of principal in inverse order of their respective maturities.
Prepayment of Term Loans. Substantially concurrently with the effectiveness of this Seventh Amendment, the Agent shall have received a prepayment of principal of the Term Loans in an amount equal to $10,000,000, together with (x) an amount equal to $300,000, which amount shall be deemed to satisfy the Prepayment Premium otherwise payable in respect of such prepayment and (y) accrued and unpaid interest on the amount of such prepayment. It is hereby acknowledged and agreed by the parties hereto that the failure of the Borrowers to make the prepayment and to pay such fee and interest as set forth above in this clause (e), in each case, on the Seventh Amendment Effective Date shall constitute an immediate Event of Default under the Amended Loan Agreement.
Prepayment of Term Loans. (a) Prior to the Maturity Date, the Borrower shall have the right at any time to prepay any Borrowing, in whole or in part, subject to the requirements of Section 2.17 but otherwise without premium or penalty, upon prior written or telecopy notice to the Administrative Agent before 12:00 noon New York City time at least one Business Day in the case of an ABR Loan and at least three Business Days in the case of a LIBOR Loan; provided, however, that each such partial prepayment shall be in an integral multiple of $5,000,000 and in a minimum aggregate principal amount of $10,000,000.
(b) Each notice of prepayment pursuant to Section 2.13 shall specify the specific Borrowing(s), the prepayment date and the aggregate principal amount of each Borrowing to be prepaid, shall be irrevocable and shall commit the Borrower to prepay such Borrowing(s) by the amount stated therein. All prepayments under this Section 2.13 shall be accompanied by the payment of unpaid accrued interest on the principal amount being prepaid to the date of prepayment.
Prepayment of Term Loans. Subject to Section 4.4 hereof, the Authority may prepay any LIBO Rate Term Loan, in whole or in part, on an Interest Payment Date provided at least three (3) Business Days’ prior written notice is given by the Authority to the Administrative Agent. Each such notice shall specify the date and amount of such prepayment and the Type(s) of Term Loans to be prepaid. Each such notice of optional prepayment shall be irrevocable and shall bind the Authority to make such prepayment in accordance with such notice. Any prepayment of LIBO Rate Term Loans shall be in a principal amount of $50,000,000 (or, if less, the entire then remaining principal amount thereof) or a whole multiple of $1,000,000 in excess thereof or, if less, the entire principal amount thereof then outstanding. The Authority may prepay any Base Rate Term Loan on any Business Day, in whole or in part, by providing at least one (1) Business Day prior written notice to the Administrative Agent. Any prepayment of Base Rate Term Loans shall be in a principal amount of $50,000,000 (or, if less, the entire then remaining principal amount thereof) or a whole multiple of $1,000,000 in excess thereof or, if less, the entire principal amount thereof then outstanding. All prepayments of principal shall include accrued interest to the date of prepayment and all other amounts due pursuant to this Agreement. In the event a prepayment shall be made hereunder pursuant to Section 7.1(r) hereof, to the extent the repayment of any such Term Loans would result in an interest rate breakage fee or expense under this Agreement, the ratable portion of such cash proceeds to be applied hereunder shall be irrevocably deposited or set aside in trust for such purpose until the scheduled termination of such interest rate period in a manner reasonably acceptable to the Administrative Agent.
