Prepayment Requirements. (a) The Lenders and Borrower hereby confirm that Section 3.02 of the Original Agreement shall not apply to any issuance by Borrower of shares of its common stock otherwise than for cash, including without limitation, the Borrower’s recently initiated program of issuing up to 20,000,000 shares of its common stock to various parties to whom Borrower is obligated, in lieu of cash payments of such obligations.
(b) Each Lender hereby waives any right it may have, under Section 3.02 of the Original Agreement or otherwise, to have any obligations under the Notes (whether Issue Price, Accrued Original Discount or otherwise) prepaid in whole or in part out of the proceeds of the Strategic Funding, as amended. The Lenders agree that the Borrower may use the net proceeds of the Strategic Funding for any business purposes as may be determined by Borrower in its sole discretion.
(c) On the date hereof, Borrower shall pay: (i) all accrued but unpaid interest under the Notes, constituting $19,500.22, in the aggregate; and (ii) all accrued interest under the Bridge Notes, constituting $7,867.22.
(d) Upon Borrower’s satisfaction of the payment obligations set forth in Section 3(c) and Section 4 hereof, all Events of Default occurring prior to the date hereof shall be be deemed cured, and any rights of Lenders with respect to such Events of Default permanently waived; provided however, that such waiver shall not affect any similar event occurring on or after the date hereof.
(e) In exchange for, and upon surrender of, all outstanding Bridge Notes, Borrower shall issue a new promissory note due November 2, 2012, in the form of Exhibit A, in the principal amount of $430,000.
Prepayment Requirements. All voluntary prepayments of the Loans hereunder shall be made upon not less than two (2) Business Days' prior written notice to the Administrative Agent, provided that (i) any such prepayment shall be in an aggregate principal amount equal to either (A) the then outstanding principal amount of the Loans or (B) an amount that is $500,000 or a greater amount which is an integral multiple thereof, and (ii) any such payment shall be accompanied by any indemnification payments due in accordance with SECTION 1.12 in respect of any Loans so prepaid. Each notice of prepayment shall specify the prepayment date and the aggregate principal amount of the Loans to be prepaid.
Prepayment Requirements. (a) On the date on which a prepayment, voluntary or mandatory, is made, Borrower shall pay to Lender the following:
(i) all accrued and unpaid interest calculated at the Interest Rate on the amount of principal being prepaid through and including the date of such prepayment, together with an amount equal to the interest that would have accrued at the Interest Rate on the amount of principal being prepaid through the end of the Interest Period in which such prepayment occurs (the “Prepayment Interest Period”), notwithstanding that such Interest Period extends beyond the date of prepayment;
(ii) if such prepayment is made after the Payment Date in the Prepayment Interest Period, an amount (the “Interest Shortfall”) equal to all interest on the principal amount being prepaid which would have accrued during the Interest Period immediately following the Prepayment Interest Period (the “Succeeding Interest Period”), calculated at (A) the Interest Rate if such prepayment occurs on or after the Determination Date for the Succeeding Interest Period or (B) the Assumed Note Rate if such prepayment occurs before such Determination Date, subject to adjustment as provided below;
(iii) if the prepayment is made prior to the Spread Maintenance Date, the Spread Maintenance Premium applicable to such prepayment, other than with respect to a prepayment under Section 1.4.2(b) or (c); and
(iv) all other sums, then due under the Loan Documents.
(b) If (i) the Interest Shortfall is paid upon an Assumed Note Rate and (ii) the actual Interest Rate for the Succeeding Interest Period is greater or less than such Assumed Note Rate, then excess Interest Shortfall (calculated based on the actual Interest Rate) shall be refunded promptly by Lender, and any underpayment of Interest Shortfall (calculated in the same manner) shall be paid by Borrower on the Payment Date following the applicable prepayment.
(c) Borrower shall pay all reasonable costs and expenses of Lender incurred in connection with the prepayment (including reasonable attorneys’ fees).
(d) Except during an Event of Default, funds delivered to Lender in connection with any prepayment shall be applied in the following order of priority: (i) first, to any amounts (other than principal, interest, Interest Shortfall and Spread Maintenance Premium) then due and payable under the Loan Documents, including any costs and expenses of Lender in connection with such prepayment; (ii) second, interest on the principal amount being prep...
Prepayment Requirements. PAYMENT AGREEMENT: We agree that upon confirmation full payment of rental charges and prepaid items, plus tax if applicable, is due to El Monte RV a minimum of 30 days prior to departure. All prepaid items must be requested at the time of reservation. We understand that for any open balances El Monte RV will charge a 2% surcharge. We agree that there are no exceptions to any of these policies.
Prepayment Requirements. Each prepayment of the Loan made pursuant to this Section 3.2 shall be without premium or penalty, except as may be required by Section 4.4. No amounts prepaid by the Borrower may be re-borrowed under the terms of this Agreement.
Prepayment Requirements. (a) The Lenders and Borrower hereby confirm that Section 3.02 of the Original Agreement was not intended to apply to any closing (whether or not occurring after the issuance of the Notes) of (i) the Borrower’s private placement offering of units of its securities for $0.27 per unit, the initial closing of which occurred on April 7, 2011, or (ii) the Borrower’s warrant exercise solicitation, the initial closing of which also occurred on April 7, 2011.
(b) Each Lender hereby waives any right it may have, under Section 3.02 of the Original Agreement or otherwise, to have any obligations under the Notes (whether Issue Price, Accrued Original Discount or otherwise) prepaid in whole or in part out of the proceeds of the Strategic Funding. The Lenders agree that the Borrower may use the net proceeds of the Strategic Funding for any business purposes as may be determined by Borrower in its sole discretion.
Prepayment Requirements
