Common use of Prepayment Premiums Clause in Contracts

Prepayment Premiums. If all or any portion of the Notes is prepaid, or required to be prepaid, pursuant to this Section 2.07, Article IX or otherwise, then, in all cases, the Issuers shall pay to the Purchasers, on the date on which such prepayment is prepaid or required to be prepaid, in addition to the other Obligations so prepaid or required to be prepaid, a prepayment premium equal to: (i) with respect to any prepayment paid or required to be paid before the second anniversary of the Closing Date (with respect to any Initial Notes prepaid or required to be prepaid) or the second anniversary of the Delayed Draw Note Closing Date (with respect to any Delayed Draw Notes prepaid or required to be prepaid), the Make-Whole Amount with respect to such prepayment, (ii) with respect to any prepayment paid or required to be paid on or after the second anniversary, but before the third anniversary, in each case of the Closing Date (with respect to any Initial Notes prepaid or required to be prepaid) or the Delayed Draw Note Closing Date (with respect to any Delayed Draw Notes prepaid or required to be prepaid), 2.00% of the principal amount of the Notes prepaid or required to be prepaid, (iii) with respect to any prepayment paid or required to be paid on or after the third anniversary, but before the fourth anniversary, in each case of the Closing Date (with respect to any Initial Notes prepaid or required to be prepaid) or the Delayed Draw Note Closing Date (with respect to any Delayed Draw Notes prepaid or required to be prepaid), 1.00% of the principal amount of the Notes prepaid or required to be prepaid, and (iv) with respect to any prepayment paid or required to be prepaid thereafter, as applicable, 0.00% of the principal amount of the Notes prepaid or required to be prepaid.

Appears in 3 contracts

Samples: Note Purchase Agreement, Note Purchase Agreement (OptiNose, Inc.), Note Purchase Agreement (OptiNose, Inc.)

AutoNDA by SimpleDocs

Prepayment Premiums. If all or any portion of the Notes is Loans are prepaid, or required to be prepaid, pursuant to this Section 2.072.03, Article IX or otherwise, then, in all cases, the Issuers Borrower shall pay to the PurchasersLenders, for their respective ratable accounts, on the date on which such prepayment is prepaid paid or required to be prepaidpaid, in addition to the other Obligations so prepaid or required to be prepaid, a prepayment premium equal to: (i) with respect to any prepayment paid or required to be paid before on or prior to the second (2nd) anniversary of the Closing Date date of the Borrowing of such Loan, an amount equal to the sum of (with respect to any Initial Notes A) ten percent (10%) of the principal amount of such Loan that is prepaid or required to be prepaidprepaid plus (B) or all interest that would have accrued on such Loan to and including the second (2nd) anniversary of the Delayed Draw Note Closing Date date of the Borrowing of such Loan, but for such prepayment or requirement to prepay (with respect to any Delayed Draw Notes prepaid or required to be prepaidand, for the avoidance of doubt, assuming that such Loans remained outstanding until such second (2nd) anniversary), as determined by the Make-Whole Amount with respect to such prepaymentAdministrative Agent (which determination shall be accepted by the Borrower in the absence of manifest error), (ii) with respect to any prepayment paid or required to be paid on or after the second anniversary, (2nd) anniversary of the date of the Borrowing of such Loan but before on or prior to the third anniversary, in each case (3rd) anniversary of the Closing Date date of the Borrowing of such Loan, seven and one-half percent (with respect to any Initial Notes prepaid or required to be prepaid7.50%) or the Delayed Draw Note Closing Date (with respect to any Delayed Draw Notes prepaid or required to be prepaid), 2.00% of the principal amount of the Notes such Loan that is prepaid or required to be prepaid, (iii) with respect to any prepayment paid or required to be paid on or after the third anniversary, (3rd) anniversary of the date of the Borrowing of such Loan but before on or prior to the fourth anniversary, in each case (4th) anniversary of the Closing Date date of the Borrowing of such Loan, five percent (with respect to any Initial Notes 5%) of the principal amount of such Loan that is prepaid or required to be prepaid) or the Delayed Draw Note Closing Date (with respect to any Delayed Draw Notes prepaid or required to be prepaid), 1.00% of the principal amount of the Notes prepaid or required to be prepaid, and (iv) with respect to any prepayment paid or required to be prepaid thereafterpaid after the fourth (4th) anniversary of the date of the Borrowing of such Loan but prior to the fifth (5th) anniversary of the date of the Borrowing of such Loan, as applicable, 0.00% two and one-half percent (2.50%) of the principal amount of the Notes such Loan that is prepaid or required to be prepaid.

Appears in 2 contracts

Samples: Credit Agreement (Recro Pharma, Inc.), Credit Agreement (Recro Pharma, Inc.)

Prepayment Premiums. If Notwithstanding anything to the contrary in this Agreement or any other Loan Document (but subject to clause (b)(iv) above), if all or any portion of the Notes is Loans are prepaid, or required to be prepaid, pursuant to this Section 2.072.03, Article IX or otherwise, then, in all cases, the Issuers Borrower shall pay to the PurchasersLenders, for their respective ratable accounts, on the date on which such prepayment is prepaid paid or required to be prepaidpaid, in addition to the other Obligations so prepaid or required to be prepaid, a prepayment premium equal to: (i) with respect to any prepayment paid or required to be paid before on or prior to the second (2nd) anniversary of the Closing Date (with respect to any Initial Notes prepaid or required to be prepaid) or the second anniversary date of the Delayed Draw Note Closing Date (with respect Borrowing of such Loan, an amount equal to any Delayed Draw Notes prepaid or required to be prepaid), the Make-Whole Amount with respect to such prepayment, (ii) with respect to any prepayment paid or required to be paid on or after the second anniversary, (2nd) anniversary of the date of the Borrowing of such Loan but before on or prior to the third anniversary, in each case (3rd) anniversary of the Closing Date date of the Borrowing of such Loan, three percent (with respect to any Initial Notes prepaid or required to be prepaid3.00%) or the Delayed Draw Note Closing Date (with respect to any Delayed Draw Notes prepaid or required to be prepaid), 2.00% of the principal amount of the Notes such Loan that is prepaid or required to be prepaid, (iii) with respect to any prepayment paid or required to be paid on or after the third anniversary, (3rd) anniversary of the date of the Borrowing of such Loan but before on or prior to the fourth anniversary, in each case (4th) anniversary of the Closing Date date of the Borrowing of such Loan, two percent (with respect to any Initial Notes 2.00%) of the principal amount of such Loan that is prepaid or required to be prepaid) or the Delayed Draw Note Closing Date (with respect to any Delayed Draw Notes prepaid or required to be prepaid), 1.00% of the principal amount of the Notes prepaid or required to be prepaid, and (iv) with respect to any prepayment paid or required to be prepaid paid thereafter, as applicable, zero percent (0.00% %) of the principal amount of the Notes such Loan that is prepaid or required to be prepaid.

Appears in 1 contract

Samples: Credit Agreement (Kala Pharmaceuticals, Inc.)

AutoNDA by SimpleDocs

Prepayment Premiums. If Notwithstanding anything to the contrary in this Agreement or any other Loan Document: (i) if all or any portion of the Notes is Term A Loans are prepaid, or required to be prepaid, pursuant to this Section 2.072.03, Article IX or otherwise, then, in all cases, the Issuers Borrower shall pay to the PurchasersLenders, for their respective ratable accounts, on the date on which such prepayment is prepaid paid or required to be prepaidpaid, in addition to the other Obligations so prepaid or required to be prepaid, a prepayment premium equal to: (i) with respect to any prepayment paid or required to be paid before on or prior to the second (2nd) anniversary of the Closing Date (with respect to any Initial Notes prepaid or required to be prepaid) or the second anniversary date of the Delayed Draw Note Closing Date (with respect Borrowing of such Term A Loan, an amount equal to any Delayed Draw Notes prepaid or required to be prepaid), the Term A Make-Whole Amount with respect to such prepayment, (ii) with respect to any prepayment paid or required to be paid on or after the second anniversary, (2nd) anniversary of the date of the Borrowing of such Term A Loan but before on or prior to the third anniversary, in each case (3rd) anniversary of the Closing Date date of the Borrowing of such Term A Loan, three percent (with respect to any Initial Notes prepaid or required to be prepaid3.00%) or the Delayed Draw Note Closing Date (with respect to any Delayed Draw Notes prepaid or required to be prepaid), 2.00% of the principal amount of the Notes such Term A Loan that is prepaid or required to be prepaid, (iii) with respect to any prepayment paid or required to be paid on or after the third anniversary, (3rd) anniversary of the date of the Borrowing of such Term A Loan but before on or prior to the fourth anniversary, in each case (4th) anniversary of the Closing Date date of the Borrowing of such Term A Loan, one percent (with respect to any Initial Notes 1.00%) of the principal amount of such Term A Loan that is prepaid or required to be prepaid) or the Delayed Draw Note Closing Date (with respect to any Delayed Draw Notes prepaid or required to be prepaid), 1.00% of the principal amount of the Notes prepaid or required to be prepaid, and (iv) with respect to any prepayment paid or required to be prepaid paid thereafter, as applicable, zero percent (0.00% %) of the principal amount of such Term A Loan that is prepaid or required to be prepaid; and (ii) if all or any portion of the Notes Term B Loans or Term C Loans are prepaid, or required to be prepaid, pursuant to this Section 2.03, Article IX or otherwise, then, in all cases, the Borrower shall pay to the Lenders, for their respective ratable accounts, on the date on which such prepayment is paid or required to be paid, in addition to the other Obligations so prepaid or required to be prepaid, a prepayment premium equal to: (i) with respect to any prepayment paid or required to be paid on or prior to the first (1st) anniversary of the date of the Borrowing of such Loan, an amount equal to the Year 1 Term B/C Make- Whole Amount with respect to such prepayment, (ii) with respect to any prepayment paid or required to be paid after the first (1st) anniversary of the date of the Borrowing of such Loan but on or prior to the second (2nd) anniversary of the date of the Borrowing of such Loan, an amount equal to the Year 2 Term B/C Make-Whole Amount with respect to such prepayment, (iii) with respect to any prepayment paid or required to be paid after the second (2nd) anniversary of the date of the Borrowing of such Loan but on or prior to the third (3rd) anniversary of the date of the Borrowing of such Loan, three percent (3.00%) of the principal amount of such Loan that is prepaid or required to be prepaid, (iv) with respect to any prepayment paid or required to be paid after the third (3rd) anniversary of the date of the Borrowing of such Loan but on or prior to the fourth (4th) anniversary of the date of the Borrowing of such Loan, one percent (1.00%) of the principal amount of such Loan that is prepaid or required to be prepaid and (v) with respect to any prepayment paid or required to be paid thereafter, zero percent (0.00%) of the principal amount of such Loan that is prepaid or required to be prepaid. (i) Section 2.04 of the Credit Agreement is hereby amended and restated in its entirety to read as follows:

Appears in 1 contract

Samples: Credit Agreement (Dermira, Inc.)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!