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Common use of Prepayment Provisions Clause in Contracts

Prepayment Provisions. (a) This Note may not be prepaid in whole or in part at any time, except as follows: (i) This Note may be prepaid to the extent that casualty insurance proceeds or condemnation awards with respect to the Property are applied to the Debt in accordance with the Loan Documents, and, provided that there is no Event of Default under the Loan Documents, any such prepayments will be without premium. Unless Lender elects otherwise in its sole discretion, partial prepayments of Principal resulting from the application of such proceeds or awards to the Debt shall not reduce the amounts of subsequent monthly installments nor change the dates on which such installments are due (the effect of which may be to cause the Debt to repaid earlier than the Maturity Date). (ii) Provided there is no Event of Default under the Loan Documents, this Note may be prepaid in full but not in part with the payment of the Prepayment Premium upon 60 days prior notice to Lender; provided, however, that such 60-day prior notice may specify a one calendar-week period during which the prepayment will occur, if such notice is followed by a second notice to Lender, received by Lender not later than ten days before the first Business Day of such week, which specifies the Business Day during such week on which prepayment will occur (and if such second notice is not timely received by Lender, the first Business Day of such week shall be deemed to be the date designated by Borrower for the prepayment). (iii) Provided there is no Event of Default under the Loan Documents, this Note may be prepaid in full but not in part, without premium, during the last ninety (90) days of the Term, upon 30 days prior notice to Lender; provided, however, that such 30-day prior notice may specify a one calendar-week period during which the prepayment will occur, if such notice is followed by a second notice to Lender, received by Lender not later than ten days before the first Business Day of such week, which specifies the Business Day during such week on which prepayment will occur (and if such second notice is not timely received by Lender, the first Business Day of such week shall be deemed to be the date designated by Borrower for the prepayment). (iv) In no event may this Note be prepaid without simultaneous prepayment in full of any other notes secured by the Loan Documents. (v) Any prepayment received by Lender on a date other than a date on which Debt Service Payments are due shall include interest which would have accrued thereon to the next such date and such amounts (i.e., principal and interest prepaid by Borrower) shall be held by Lender as collateral security for the Loan in an interest bearing account, with interest accruing on such amounts to the benefit of Borrower; such amounts prepaid shall be applied to the Loan on the next date on which a Debt Service Payment is due with any interest on such funds paid to Borrower on such date provided no Event of Default then exists. (b) After an Acceleration or upon any prepayment not permitted by the Loan Documents, any tender of payment of the amount necessary to satisfy the Debt accelerated, any judgment of foreclosure, any statement of the amount due at the time of foreclosure (including foreclosure by power of sale), any claim for amounts due under this Note, and any tender of payment made during any redemption period after foreclosure, will include an Evasion Premium, calculated as of the date of the Acceleration or the date of such unpermitted prepayment, as the case may be. (c) [Intentionally omitted] (d) Borrower acknowledges that: (i) a prepayment without payment of the applicable Prepayment Premium or Evasion Premium (the “Premiums”) will cause damage to Lender; (ii) the Premiums are intended to compensate Lender for the loss of its investment and the expense incurred and time and effort associated with making the Loan, which will not be fully repaid if the Loan is prepaid without payment of the applicable Premium; (iii) it will be extremely difficult and impractical to ascertain the extent of Lender’s damages caused by a prepayment after an Event of Default or any other prepayment not permitted by the Loan Documents; and (iv) the Premiums represent Lender’s and Borrower’s reasonable estimate of Lender’s damages for prepayment and are not a penalty. (e) BORROWER HEREBY ACKNOWLEDGES AND AGREES THAT LENDER WOULD NOT LEND TO BORROWER THE LOAN EVIDENCED BY THIS NOTE WITHOUT (1) BORROWER’S WAIVER OF ANY RIGHTS IT MAY HAVE UNDER CALIFORNIA CIVIL CODE SECTION 2954.10 TO PREPAY THIS NOTE IN WHOLE OR IN PART, WITHOUT PENALTY, UPON ACCELERATION OF THE MATURITY DATE OF THIS NOTE, AND (2) BORROWER’S AGREEMENT, AS SET FORTH ABOVE, TO PAY LENDER THE APPLICABLE PREMIUM UPON THE SATISFACTION OF ALL OR ANY PORTION OF THE PRINCIPAL INDEBTEDNESS EVIDENCED HEREBY FOLLOWING THE ACCELERATION OF THE MATURITY DATE HEREOF BY REASON OF A DEFAULT HEREUNDER OR UNDER THE DEED OF TRUST INCLUDING, WITHOUT LIMITATION, A DEFAULT ARISING FROM THE CONVEYANCE OF ANY RIGHT, TITLE OR INTEREST IN THE PROPERTY ENCUMBERED BY THE DEED OF TRUST WHICH IS NOT PERMITTED THEREBY AND BORROWER HAS CAUSED THOSE PERSONS SIGNING THIS NOTE ON BORROWER’S BEHALF TO SEPARATELY EXECUTE THE AGREEMENT CONTAINED IN THIS PARAGRAPH, IN COMPLIANCE WITH CALIFORNIA CIVIL CODE SECTION 2954.10. BY PLACING ITS SIGNATURE BELOW, BORROWER ACKNOWLEDGES THAT (I) THE GENERAL PARTNERS, PRINCIPALS OR MEMBERS, AS THE CASE MAY BE, OF BORROWER ARE KNOWLEDGEABLE REAL ESTATE DEVELOPERS OR INVESTORS, (II) BORROWER FULLY UNDERSTANDS THE EFFECT OF THE ABOVE WAIVER, (III) THE MAKING OF THE LOAN BY LENDER AT THE RATE SET FORTH ABOVE IS SUFFICIENT CONSIDERATION FOR SUCH WAIVER, AND (IV) LENDER WOULD NOT MAKE THE LOAN WITHOUT SUCH WAIVER.

Appears in 1 contract

Samples: Promissory Note (Neurocrine Biosciences Inc)

Prepayment Provisions. (a) This Except as otherwise expressly set forth herein, including pursuant to Section 12.4 and Section 12.5, the Note may not be prepaid in whole full or in part at before November 1, 2020. Commencing on November 1, 2020, Borrower may prepay the Note in full, but not in part, on the first day of any timecalendar month (or on any other date, except as follows: provided that Interest is paid through the next payment date, upon not less than 30 days’ prior notice to Lender and upon payment in full of the Debt which will include a payment (the “Prepayment Premium”) equal to the greater of (i) This Note may be prepaid an amount equal to the extent that casualty insurance proceeds or condemnation awards with respect to the Property are applied to the Debt in accordance with the Loan Documents, and, provided that there is no Event product of Default under the Loan Documents, any such prepayments will be without premium. Unless Lender elects otherwise in its sole discretion, partial prepayments of Principal resulting from the application of such proceeds or awards to the Debt shall not reduce the amounts of subsequent monthly installments nor change the dates on which such installments are due 1% (the effect of which may be to cause “Prepayment Percentage”) times the Debt to repaid earlier than the Maturity Date). Prepayment Date Principal and (ii) Provided there is no Event the amount by which the sum of Default under the Loan DocumentsDiscounted Values of the Note Payments, this derived by using the Discount Rate, exceeds the Prepayment Date Principal. In order to calculate (ii) in the foregoing, each remaining Note Payment will be discounted and the resulting Discounted Values will be added together. Commencing on May 1, 2026, the Note may be prepaid in full but not in part with the without payment of the Prepayment Premium upon 60 days prior notice to Lender; providedPremium. Except as otherwise expressly set forth herein, however, that such 60-day prior notice may specify a one calendar-week period during which the prepayment will occur, if such notice is followed by a second notice to Lender, received by Lender not later than ten days before the first Business Day of such week, which specifies the Business Day during such week on which prepayment will occur (and if such second notice is not timely received by Lender, the first Business Day of such week shall be deemed to be the date designated by Borrower for the prepayment). (iii) Provided there is no Event of Default under the Loan Documents, this Individual Note may be prepaid in full but not in part, without premium, during the last ninety (90) days of the Term, upon 30 days prior notice to Lender; provided, however, that such 30-day prior notice may specify a one calendar-week period during which the prepayment will occur, if such notice is followed by a second notice to Lender, received by Lender not later than ten days before the first Business Day of such week, which specifies the Business Day during such week on which prepayment will occur (and if such second notice is not timely received by Lender, the first Business Day of such week shall be deemed to be the date designated by Borrower for the prepayment). (iv) In no event may this Note be prepaid without simultaneous prepayment in full of all other Individual Notes. Notwithstanding the foregoing, if Lender elects to apply Insurance Proceeds or Condemnation Awards resulting from any other notes secured by Casualty or Condemnation, as the Loan Documents. case may be, or a Termination Fee (v) Any prepayment received by Lender on a date other than a date on which Debt Service Payments are due shall include interest which would have accrued thereon to the next extent not retained by Borrower in accordance with the provisions of this Agreement) to the Principal, the prepayment resulting from such date application, whether in full or in part, may be applied against the Allocated Loan Amounts as Lender may reasonably determine and such amounts (i.e., principal and interest prepaid by Borrower) shall be held by Lender as collateral security for without payment of the Loan in an interest bearing account, with interest accruing on such amounts to the benefit of Borrower; such amounts prepaid shall be applied to the Loan on the next date on which a Debt Service Payment is due with any interest on such funds paid to Borrower on such date provided no Event of Default then existsPrepayment Premium. (b) After an Acceleration or upon any Any prepayment not permitted by the this Loan Agreement and the other Loan Documents, including, without limitation, any tender of payment of the amount necessary to satisfy the Debt accelerated, any judgment of foreclosure, any statement of the amount due at the time of foreclosure (including foreclosure by power of sale), any claim for amounts due under this Note, ) and any tender of payment made during any redemption period after foreclosure, will include include, to the extent permitted by law, a payment (the “Evasion of Prepayment Premium”) equal to the greater of (i) an Evasion Premium, calculated as amount equal to the product of the date Prepayment Percentage plus 200 basis points times the Prepayment Date Principal, and (ii) the amount by which the sum of the Acceleration or Discounted Values of the date of such unpermitted prepaymentNote Payments, as derived by using the case may beDefault Discount Rate, exceeds the Prepayment Date Principal. In order to calculate (ii) in the foregoing, each remaining Note Payment will be discounted and the resulting Discounted Values will be added together. (c) [Intentionally omitted]The calculation of any amount paid to or due Lender in conjunction with any applicable prepayment, applicable tender of payment or applicable payment of any other amount with respect to the Prepayment Date Principal, as described in this Section 2.3 shall include interest to and including the date of receipt thereof by Lender. (d) Borrower acknowledges that: (i) a prepayment without payment that is not permitted pursuant to the terms of the applicable Loan Documents without a Prepayment Premium or Evasion of Prepayment Premium (the “Premiums”) will cause damage to Lender; (ii) the Premiums are Evasion of Prepayment Premium is intended to compensate Lender for the loss of its investment and the expense incurred and time and effort associated with making the Loan, which will not be fully repaid if the Loan is prepaid without payment of the applicable Premiumprepaid; (iii) it will be extremely difficult and impractical to ascertain the extent of Lender’s damages caused by a prepayment after an Event of Default or any other prepayment not permitted by the Loan Documents; and (iv) the Premiums represent Lender’s Evasion of Prepayment Premium represents Lender and Borrower’s reasonable estimate of Lender’s damages for an applicable prepayment and are is not a penalty. (e) BORROWER HEREBY ACKNOWLEDGES AND AGREES THAT LENDER WOULD NOT LEND TO BORROWER THE LOAN EVIDENCED BY THIS NOTE WITHOUT (1) BORROWER’S WAIVER OF ANY RIGHTS IT MAY HAVE UNDER CALIFORNIA CIVIL CODE SECTION 2954.10 TO PREPAY THIS NOTE IN WHOLE OR IN PART, WITHOUT PENALTY, UPON ACCELERATION OF THE MATURITY DATE OF THIS NOTE, AND (2) BORROWER’S AGREEMENT, AS SET FORTH ABOVE, TO PAY LENDER THE APPLICABLE PREMIUM UPON THE SATISFACTION OF ALL OR ANY PORTION OF THE PRINCIPAL INDEBTEDNESS EVIDENCED HEREBY FOLLOWING THE ACCELERATION OF THE MATURITY DATE HEREOF BY REASON OF A DEFAULT HEREUNDER OR UNDER THE DEED OF TRUST INCLUDING, WITHOUT LIMITATION, A DEFAULT ARISING FROM THE CONVEYANCE OF ANY RIGHT, TITLE OR INTEREST IN THE PROPERTY ENCUMBERED BY THE DEED OF TRUST WHICH IS NOT PERMITTED THEREBY AND BORROWER HAS CAUSED THOSE PERSONS SIGNING THIS NOTE ON BORROWER’S BEHALF TO SEPARATELY EXECUTE THE AGREEMENT CONTAINED IN THIS PARAGRAPH, IN COMPLIANCE WITH CALIFORNIA CIVIL CODE SECTION 2954.10. BY PLACING ITS SIGNATURE BELOW, BORROWER ACKNOWLEDGES THAT (I) THE GENERAL PARTNERS, PRINCIPALS OR MEMBERS, AS THE CASE MAY BE, OF BORROWER ARE KNOWLEDGEABLE REAL ESTATE DEVELOPERS OR INVESTORS, (II) BORROWER FULLY UNDERSTANDS THE EFFECT OF THE ABOVE WAIVER, (III) THE MAKING OF THE LOAN BY LENDER AT THE RATE SET FORTH ABOVE IS SUFFICIENT CONSIDERATION FOR SUCH WAIVER, AND (IV) LENDER WOULD NOT MAKE THE LOAN WITHOUT SUCH WAIVER.

Appears in 1 contract

Samples: Loan Agreement (Phillips Edison Grocery Center Reit I, Inc.)

Prepayment Provisions. (a) This The Note may not be prepaid in whole full or in part at any timebefore October 31, except as follows: (i) This Note may be prepaid to the extent that casualty insurance proceeds or condemnation awards with respect to the Property are applied to the Debt in accordance with the Loan Documents2016. Commencing on November 1, and2016, provided that there is no Event of Default under Default, Borrower may prepay the Note in full, but not in part (except as may be expressly permitted in the Loan Documents), any such prepayments upon fifteen (15) days prior notice to Lender and upon payment in full of the Debt which will be without premium. Unless Lender elects otherwise in its sole discretion, partial prepayments of Principal resulting from include a payment (the application of such proceeds or awards “Prepayment Premium”) equal to the Debt shall not reduce greater of (i) an amount equal to the amounts product of subsequent monthly installments nor change the dates on which such installments are due one percent (1%) (the effect of which may be to cause “Prepayment Percentage”) times the Debt to repaid earlier than the Maturity Date). Prepayment Date Principal and (ii) the amount by which the sum of the Discounted Values of the Note Payments, derived by using the Discount Rate, exceeds the Prepayment Date Principal; provided, however, if any such foregoing prepayment is not made on the first (1st) day of a calendar month, such payment shall also be accompanied by interest on the Principal at the Fixed Interest Rate through to the date of the next scheduled Debt Service Payment occurring after such prepayment. In order to calculate (ii) in the foregoing, each remaining Note Payment will be discounted and the resulting Discounted Values will be added together. At any time after Borrower has provided Lender with the above required thirty (30) days advance notice of prepayment, Borrower may revoke such notice in writing provided that Borrower must pay to Lender, within five (5) Business Days of receiving written demand therefore, all reasonable out-of-pocket costs and expenses actually incurred by Lender, if any, in acting upon Borrower’s original thirty (30) day notice; but not any breakage costs or costs of redeployment or similar cost. Provided there is no Event of Default under Default, the Loan Documents, this Note may be prepaid in full but not in part with the without payment of the any Prepayment Premium upon 60 days prior notice to Lender; provided, however, that such 60-day prior notice may specify a one calendar-week period during which the prepayment will occur, if such notice is followed by a second notice to Lender, received by Lender not later than ten days before the first Business Day of such week, which specifies the Business Day during such week on which prepayment will occur (and if such second notice is not timely received by Lender, the first Business Day of such week shall be deemed to be the date designated by Borrower for the prepayment). (iii) Provided there is no Event of Default under the Loan Documents, this Note may be prepaid in full but not in part, without premium, during the last ninety (90) days of the Term, upon 30 days prior notice to Lender; provided, however, that such 30-day prior notice . The Note may specify a one calendar-week period during which the prepayment will occur, if such notice is followed by a second notice to Lender, received by Lender not later than ten days before the first Business Day of such week, which specifies the Business Day during such week on which prepayment will occur (and if such second notice is not timely received by Lender, the first Business Day of such week shall be deemed to be the date designated by Borrower for the prepayment). (iv) In no event may this Note be prepaid without simultaneous prepayment in full of any other notes secured by the Loan Documents. (v) Any prepayment received by . Notwithstanding the foregoing, if Lender on elects in accordance with the term of the Loan Documents to apply Insurance Proceeds or Condemnation Awards resulting from any Casualty or Condemnation, as the case may be, or a date other than a date on which Debt Service Payments are due shall include interest which would have accrued thereon Termination Fee attributable to the next termination or cancellation of any Lease, to the Principal, the prepayment resulting from such date and such amounts (i.e.application, principal and interest prepaid by Borrower) whether in full or in part, shall be held by Lender as collateral security for without payment of the Loan in an interest bearing account, with interest accruing on such amounts to the benefit of Borrower; such amounts prepaid shall be applied to the Loan on the next date on which a Debt Service Payment is due with any interest on such funds paid to Borrower on such date provided no Event of Default then existsPrepayment Premium. (b) After an Acceleration or upon any Any prepayment not permitted by this Loan Agreement and the other Loan Documents, including, without limitation, any tender of payment of the amount necessary to satisfy the Debt accelerated, any judgment of foreclosure, any statement of the amount due at the time of foreclosure (including foreclosure by power of sale), any claim for amounts due under this Note, ) and any tender of payment made during any redemption period after foreclosure, will include to the extent permitted by applicable law a payment (the “Evasion of Prepayment Premium”) equal to the greater of (i) an Evasion Premium, calculated as amount equal to the product of the date Prepayment Percentage plus 300 basis points times the Prepayment Date Principal, and (ii) the amount by which the sum of the Acceleration or Discounted Values of the date of such unpermitted prepaymentNote Payments, as derived by using the case may beDefault Discount Rate, exceeds the Prepayment Date Principal. In order to calculate (ii) in the foregoing, each remaining Note Payment will be discounted and the resulting Discounted Values will be added together. (c) [Intentionally omitted]The calculation of any amount paid to or due Lender in conjunction with any prepayment, tender of payment or payment of any other amount with respect to the Prepayment Date Principal, as described in this Section 2.3 shall include interest to and including the date of receipt thereof by Lender. (d) Borrower acknowledges that: (i) a prepayment without payment of the applicable Prepayment Premium or Evasion Premium (the “Premiums”) will cause damage to Lender; (ii) the Premiums are Evasion of Prepayment Premium is intended to compensate Lender for the loss of its investment and the expense incurred and time and effort associated with making the Loan, which will not be fully repaid if the Loan is prepaid without payment of the applicable Premiumprepaid; (iii) it will be extremely difficult and impractical to ascertain the extent of Lender’s damages caused by a prepayment after an Event of Default or any other prepayment not permitted by the Loan Documents; and (iv) the Premiums represent Lender’s Evasion of Prepayment Premium represents Lender and Borrower’s reasonable estimate of Lender’s damages for the prepayment and are is not a penalty. (e) BORROWER HEREBY ACKNOWLEDGES AND AGREES THAT LENDER WOULD NOT LEND TO BORROWER THE LOAN EVIDENCED BY THIS NOTE WITHOUT (1) BORROWER’S WAIVER OF ANY RIGHTS IT MAY HAVE UNDER CALIFORNIA CIVIL CODE SECTION 2954.10 TO PREPAY THIS NOTE IN WHOLE OR IN PART, WITHOUT PENALTY, UPON ACCELERATION OF THE MATURITY DATE OF THIS NOTE, AND (2) BORROWER’S AGREEMENT, AS SET FORTH ABOVE, TO PAY LENDER THE APPLICABLE PREMIUM UPON THE SATISFACTION OF ALL OR ANY PORTION OF THE PRINCIPAL INDEBTEDNESS EVIDENCED HEREBY FOLLOWING THE ACCELERATION OF THE MATURITY DATE HEREOF BY REASON OF A DEFAULT HEREUNDER OR UNDER THE DEED OF TRUST INCLUDING, WITHOUT LIMITATION, A DEFAULT ARISING FROM THE CONVEYANCE OF ANY RIGHT, TITLE OR INTEREST IN THE PROPERTY ENCUMBERED BY THE DEED OF TRUST WHICH IS NOT PERMITTED THEREBY AND BORROWER HAS CAUSED THOSE PERSONS SIGNING THIS NOTE ON BORROWER’S BEHALF TO SEPARATELY EXECUTE THE AGREEMENT CONTAINED IN THIS PARAGRAPH, IN COMPLIANCE WITH CALIFORNIA CIVIL CODE SECTION 2954.10. BY PLACING ITS SIGNATURE BELOW, BORROWER ACKNOWLEDGES THAT (I) THE GENERAL PARTNERS, PRINCIPALS OR MEMBERS, AS THE CASE MAY BE, OF BORROWER ARE KNOWLEDGEABLE REAL ESTATE DEVELOPERS OR INVESTORS, (II) BORROWER FULLY UNDERSTANDS THE EFFECT OF THE ABOVE WAIVER, (III) THE MAKING OF THE LOAN BY LENDER AT THE RATE SET FORTH ABOVE IS SUFFICIENT CONSIDERATION FOR SUCH WAIVER, AND (IV) LENDER WOULD NOT MAKE THE LOAN WITHOUT SUCH WAIVER.

Appears in 1 contract

Samples: Loan Agreement (Industrial Property Trust Inc.)

Prepayment Provisions. (a) This Note may not be prepaid in whole or in part at any time, except as follows: (i) This Note may be prepaid to the extent that casualty insurance proceeds or condemnation awards with respect to the Property are applied to the Debt in accordance with the Loan Documents, and, provided that there is no Event of Default under the Loan Documents, any such prepayments will be without premium. Unless Lender elects otherwise in its sole discretion, partial prepayments of Principal resulting from the application of such proceeds or awards to the Debt shall not reduce the amounts of subsequent monthly installments nor change the dates on which such installments are due (the effect of which may be to cause the Debt to repaid earlier than the Maturity Date). (ii) Provided that there is no Event of Default under the Loan Documents, commencing with the first day of the thirteenth (13th) month of the Term and ending on the last day of the thirty-sixth (36th) month of the Term, if NBI is the subject of a merger or acquisition, then at the time of such merger or acquisition this Note may be prepaid in full full, but not in part with the payment of the Prepayment Premium part, upon 60 days prior notice to LenderLender and upon payment in full of the Debt, which will include payment of the Prepayment Premium, calculated as of the date of the prepayment, plus all other costs incurred by Lender in connection with the prepayment; provided, however, that such 60-day prior notice may specify a one calendar-week period during which the prepayment will occur, if such notice is followed by a second notice to Lender, received by Lender not later than ten days before the first Business Day of such week, which specifies the Business Day during such week on which prepayment will occur (and if such second notice is not timely received by Lender, the first Business Day of such week shall be deemed to be xx xx the date designated by Borrower for the prepayment). (iii) Provided that there is no Event of Default under the Loan Documents, this Note may be prepaid in full, but not in part, upon and as a condition to the occurrence of a Transfer in the circumstances set forth in SECTION 12.2(C)(I) of the Deed of Trust and upon payment in full of the Debt, which will include payment of the Prepayment Premium, calculated as of the date of the prepayment, plus all other costs incurred by Lender in connection with the prepayment. (iv) Provided there is no Event of Default under the Loan Documents, this Note may be prepaid in full but not in part, without premium, during the last ninety (90) days of the Term, upon 30 days prior notice to Lender; provided, however, that such 30-day prior notice may specify a one calendar-week period during which the prepayment will occur, if such notice is followed by a second notice to Lender, received by Lender not later than ten days before the first Business Day of such week, which specifies the Business Day during such week on which prepayment will occur (and if such second notice is not timely received by Lender, the first Business Day of such week shall be deemed to be xx xx the date designated by Borrower for the prepayment). (ivv) In no event may this Note be prepaid without simultaneous prepayment in full of any other notes secured by the Loan Documents. (v) Any prepayment received by Lender on a date other than a date on which Debt Service Payments are due shall include interest which would have accrued thereon to the next such date and such amounts (i.e., principal and interest prepaid by Borrower) shall be held by Lender as collateral security for the Loan in an interest bearing account, with interest accruing on such amounts to the benefit of Borrower; such amounts prepaid shall be applied to the Loan on the next date on which a Debt Service Payment is due with any interest on such funds paid to Borrower on such date provided no Event of Default then exists. (b) After an Acceleration or upon any prepayment not permitted by the Loan Documents, any tender of payment of the amount necessary to satisfy the Debt accelerated, any judgment of foreclosure, any statement of the amount due at the time of foreclosure (including foreclosure by power of sale), any claim for amounts due under this Note, and any tender of payment made during any redemption period after foreclosure, will include an Evasion Premium, calculated as of the date of the Acceleration or the date of such unpermitted prepayment, as the case may be. (c) [Intentionally omitted] (d) Borrower acknowledges that: (i) a prepayment without payment of the applicable Prepayment Premium or Evasion Premium (the “Premiums”"PREMIUMS") will cause damage to Lender; (ii) the Premiums are intended to compensate Lender for the loss of its investment and the expense incurred and time and effort associated with making the Loan, which will not be fully repaid if the Loan is prepaid without payment of the applicable Premium; (iii) it will be extremely difficult and impractical to ascertain the extent of Lender’s 's damages caused by a prepayment after an Event of Default Dexxxxx or any other prepayment not permitted by the Loan Documents; and (iv) the Premiums represent Lender’s 's and Borrower’s 's reasonable estimate of Lender’s damages for prepayment and 's damaxxx xxr prepaxxxxx xxd are not a penalty. (e) BORROWER XXXXXXER HEREBY ACKNOWLEDGES AND AGREES THAT LENDER WOULD NOT LEND TO BORROWER THE LOAN EVIDENCED BY THIS NOTE WITHOUT (1) BORROWER’S 'S WAIVER OF ANY RIGHTS IT MAY HAVE UNDER CALIFORNIA CIVIL CODE SECTION 2954.10 TO PREPAY THIS NOTE IN WHOLE OR IN PART, WITHOUT PENALTY, UPON ACCELERATION OF THE MATURITY DATE OF THIS NOTE, AND (2) BORROWER’S 'S AGREEMENT, AS SET FORTH ABOVE, TO PAY LENDER THE APPLICABLE PREMIUM UPON THE SATISFACTION OF ALL OR ANY PORTION OF THE PRINCIPAL INDEBTEDNESS EVIDENCED HEREBY FOLLOWING THE ACCELERATION OF THE MATURITY DATE HEREOF BY REASON OF A DEFAULT HEREUNDER OR UNDER THE DEED OF TRUST INCLUDING, WITHOUT LIMITATION, A DEFAULT ARISING FROM THE CONVEYANCE OF ANY RIGHT, TITLE OR INTEREST IN THE PROPERTY ENCUMBERED BY THE DEED OF TRUST WHICH IS NOT PERMITTED THEREBY AND BORROWER HAS CAUSED THOSE PERSONS SIGNING THIS NOTE ON BORROWER’S 'S BEHALF TO SEPARATELY EXECUTE THE AGREEMENT CONTAINED IN THIS PARAGRAPHTHXX XXXXXRAPH, IN COMPLIANCE WITH CALIFORNIA CIVIL CODE SECTION 2954.10. BY PLACING ITS SIGNATURE BELOW, BORROWER ACKNOWLEDGES THAT (I) THE GENERAL PARTNERS, PRINCIPALS OR MEMBERS, AS THE CASE MAY BE, OF BORROWER ARE KNOWLEDGEABLE REAL ESTATE DEVELOPERS OR INVESTORS, (II) BORROWER FULLY UNDERSTANDS THE EFFECT OF THE ABOVE WAIVER, (III) THE MAKING OF THE LOAN BY LENDER AT THE RATE SET FORTH ABOVE IS SUFFICIENT CONSIDERATION FOR SUCH WAIVER, AND (IV) LENDER WOULD NOT MAKE THE LOAN WITHOUT SUCH WAIVER. SCIENCE PARK CENTER LLC, a California limited liability company By NEUROCRINE BIOSCIENCES, INC., a Delaware corporation, its managing member By: /s/ Paul Hawran ---------------- Paul Hawran, Executive Vice Presidxxx xxx Xxxef Financial Officer

Appears in 1 contract

Samples: Promissory Note (Neurocrine Biosciences Inc)

Prepayment Provisions. (a) This Note may not be prepaid in prepaid, at the option of the Company, as a whole or in part part, pro rata as to each Note holder, at any time or from time to time, except as follows: (i) This Note may be prepaid in each case on any date on or after the date of issuance and prior to maturity, at a redemption price of l00% of the extent that casualty insurance proceeds or condemnation awards with respect to the Property are applied to the Debt in accordance with the Loan Documents, and, provided that there is no Event of Default under the Loan Documents, any such prepayments will be without premium. Unless Lender elects otherwise in its sole discretion, partial prepayments of Principal resulting from the application principal amount of such proceeds or awards to the Debt shall not reduce the amounts of subsequent monthly installments nor change the dates on which such installments are due (the effect of which may be to cause the Debt to repaid earlier than the Maturity Date). (ii) Provided there is no Event of Default under the Loan DocumentsNote, this Note may be prepaid in full but not in part together with the payment of the Prepayment Premium upon 60 days prior notice to Lender; provided, however, that such 60-day prior notice may specify a one calendar-week period during which the prepayment will occur, if such notice is followed by a second notice to Lender, received by Lender not later than ten days before the first Business Day of such week, which specifies the Business Day during such week on which prepayment will occur (and if such second notice is not timely received by Lender, the first Business Day of such week shall be deemed to be accrued interest through the date designated by Borrower for the of prepayment). (iii) Provided there is no Event of Default under the Loan Documents, this Note may be prepaid in full but not in part, without premium, during the last ninety (90) days of the Term, upon 30 days prior notice to Lender; provided, however, that such 30-day prior notice may specify a one calendar-week period during which the prepayment will occur, if such notice is followed by a second notice to Lender, received by Lender not later than ten days before the first Business Day of such week, which specifies the Business Day during such week on which prepayment will occur (and if such second notice is not timely received by Lender, the first Business Day of such week shall be deemed to be the date designated by Borrower for the prepayment). (iv) In no event may this Note be prepaid without simultaneous prepayment in full of any other notes secured by the Loan Documents. (v) Any prepayment received by Lender on a date other than a date on which Debt Service Payments are due shall include interest which would have accrued thereon to the next such date and such amounts (i.e., principal and interest prepaid by Borrower) shall be held by Lender as collateral security for the Loan in an interest bearing account, with interest accruing on such amounts to the benefit of Borrower; such amounts prepaid shall be applied to the Loan on the next date on which a Debt Service Payment is due with any interest on such funds paid to Borrower on such date provided no Event of Default then exists. (b) After an Acceleration or upon any If this Note is called for prepayment not permitted by the Loan Documents, any tender pursuant to subsection 3(a) of payment of the amount necessary to satisfy the Debt accelerated, any judgment of foreclosure, any statement of the amount due at the time of foreclosure (including foreclosure by power of sale), any claim for amounts due under this Note, and any tender the Company shall give written notice to the holder of payment made during any redemption period after foreclosure, will include an Evasion Premium, calculated as of this Note not less than 30 nor more than 60 days prior to the date fixed for the prepayment thereof. Such notice and all other notices to be given to any holder of a Note shall be mailed by registered mail to the Acceleration or holder thereof at the address shown on the Note Register. Upon notice of any prepayment being given as provided in this subsection 3(b), the Company covenants and agrees that it will prepay on the date therein fixed for prepayment the entire principal amount of this Note so as to be prepaid as specified in such unpermitted notice as the principal amount thereof, together with interest accrued thereon to such date fixed for prepayment, as plus the case may beapplicable premium, if any. (c) [Intentionally omitted] (d) Borrower acknowledges that: Upon any partial prepayment of the Notes, upon presentation as herein provided, there shall be paid to the holder the principal amount of the portion of the Notes so to be prepaid with the unpaid interest accrued in respect thereof, and either (i) a prepayment without payment the Note to be partially prepaid shall be surrendered by the holder, in which event the Company shall execute and deliver to or on the order of such holder, at the expense of the applicable Prepayment Premium Company, a new Note for the principal amount of the Note remaining unpaid, dated as of the date to which interest has been paid on the Note surrendered, and registered in the name of the holder, or Evasion Premium (the “Premiums”) will cause damage to Lender; (ii) the Premiums are intended to compensate Lender for the loss of its investment and the expense incurred and time and effort associated with making the Loan, which will not be fully repaid if the Loan is prepaid without payment of the applicable Premium; (iii) it will be extremely difficult and impractical to ascertain the extent of Lender’s damages caused by a prepayment after an Event of Default or any other prepayment not permitted by the Loan Documents; and (iv) the Premiums represent Lender’s and Borrower’s reasonable estimate of Lender’s damages for prepayment and are not a penalty. (e) BORROWER HEREBY ACKNOWLEDGES AND AGREES THAT LENDER WOULD NOT LEND TO BORROWER THE LOAN EVIDENCED BY THIS NOTE WITHOUT (1) BORROWER’S WAIVER OF ANY RIGHTS IT MAY HAVE UNDER CALIFORNIA CIVIL CODE SECTION 2954.10 TO PREPAY THIS NOTE IN WHOLE OR IN PART, WITHOUT PENALTY, UPON ACCELERATION OF THE MATURITY DATE OF THIS NOTE, AND (2) BORROWER’S AGREEMENT, AS SET FORTH ABOVE, TO PAY LENDER THE APPLICABLE PREMIUM UPON THE SATISFACTION OF ALL OR ANY PORTION OF THE PRINCIPAL INDEBTEDNESS EVIDENCED HEREBY FOLLOWING THE ACCELERATION OF THE MATURITY DATE HEREOF BY REASON OF A DEFAULT HEREUNDER OR UNDER THE DEED OF TRUST INCLUDING, WITHOUT LIMITATION, A DEFAULT ARISING FROM THE CONVEYANCE OF ANY RIGHT, TITLE OR INTEREST IN THE PROPERTY ENCUMBERED BY THE DEED OF TRUST WHICH IS NOT PERMITTED THEREBY AND BORROWER HAS CAUSED THOSE PERSONS SIGNING THIS NOTE ON BORROWER’S BEHALF TO SEPARATELY EXECUTE THE AGREEMENT CONTAINED IN THIS PARAGRAPH, IN COMPLIANCE WITH CALIFORNIA CIVIL CODE SECTION 2954.10. BY PLACING ITS SIGNATURE BELOW, BORROWER ACKNOWLEDGES THAT (I) THE GENERAL PARTNERS, PRINCIPALS OR MEMBERS, AS THE CASE MAY BE, OF BORROWER ARE KNOWLEDGEABLE REAL ESTATE DEVELOPERS OR INVESTORS, (II) BORROWER FULLY UNDERSTANDS THE EFFECT OF THE ABOVE WAIVER, (III) THE MAKING OF THE LOAN BY LENDER AT THE RATE SET FORTH ABOVE IS SUFFICIENT CONSIDERATION FOR SUCH WAIVER, AND (IV) LENDER WOULD NOT MAKE THE LOAN WITHOUT SUCH WAIVER.if

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Samples: Subordinated Promissory Note (Rattlesnake Holding Co Inc)