Common use of Prepayment Restrictions Clause in Contracts

Prepayment Restrictions. (a) So long as no Default or Event of Default exists, the Term Loan may be prepaid by Borrower in whole, but not in part, upon not less than thirty (30) days prior written notice from Borrower to Agent and Lender, which notice of prepayment shall be irrevocable. An express condition to Borrower's right to prepay the Term Loan and to Lender's obligations to accept such prepayment is the simultaneous payment by Borrower of the Prepayment Fee and the Breakage Fee, each to the extent applicable. The Prepayment Fee shall be paid by Borrower in connection with any prepayment of the Term Loan (including a prepayment required by the acceleration of the Term Loan following the occurrence of an Event of Default) made or required to be made on or prior to May 1, 2011. The Breakage Fee shall be paid by Borrower in connection with any prepayment of the Term Loan on a day other than the last day of an Interest Period. (b) So long as no Default or Event of Default exists, the Revolving Loan may be prepaid by Borrower in whole or in part at any time upon not less than five (5) Business Days prior written notice from Borrower to Agent and Lender, which notice of prepayment shall be irrevocable. An express condition to Borrower's right to prepay the Revolving Loan and to Lender's obligation to accept such prepayment (in whole or in part) is the simultaneous payment by Borrower of the Breakage Fee, to the extent applicable. The Breakage Fee shall be paid by Borrower in connection with any prepayment of the Revolving Loan (in whole or in part) on a day other than the last day of an Interest Period. (c) In addition to the Prepayment Fee and the Breakage Fee, Borrower agrees to indemnify Lender (or, without duplication, a hedging counterparty which has entered into a derivatives transaction with Lender to hedge Lender's exposure to the Loans) and to hold Lender (or hedging counterparty) harmless from any loss or expense which Lender (or hedging counterparty) incurs as a consequence of any prepayment (whether optional or mandatory) of the Loans if Borrower did not give the prior written notice of such prepayment required pursuant to the terms of this Agreement or if Borrower breached the restrictions of this Section 2.06, including, without limitation, such loss or expense arising from interest or fees payable by Lender (or hedging counterparty) to lenders of funds obtained by it in order to maintain the Loan hereunder. This provision shall survive payment of the Note in full and the satisfaction of all other obligations of Borrower under this Agreement and the other Loan Documents. (d) So long as no Default or Event of Default exists, Borrower may prepay, in part or in whole, the Revolving Loan and, after the outstanding principal balance of the Revolving Loan shall have been reduced to zero, the Term Loan, each in an amount sufficient to cause Borrower to comply with the financial covenants set forth in Section 7.18 of this Agreement upon not less than thirty (30) days' prior written notice from Borrower to Agent and Lender, which notice of prepayment shall be irrevocable. An express condition to Borrower's right to prepay the Term Loan or the Revolving Loan under this Section and to Lender's obligations to accept such prepayment is the simultaneous payment by Borrower of the Prepayment Fee (with respect to the Term Loan) and the Breakage Fee (with respect to the Term Loan and the Revolving Loan), each to the extent applicable. The Prepayment Fee shall be paid by Borrower in connection with any prepayment of the Term Loan under this Section made or required to be made on or prior to May 1, 2011. The Breakage Fee shall be paid by Borrower in connection with any prepayment of the Term Loan or the Revolving Loan under this Section on a day other than the last day of Interest Period. Partial prepayments of the Term Loan and the Revolving Loan shall be permitted under this Section if such prepayments are necessary for Borrower to satisfy any requirements regarding Borrower's Indebtedness imposed upon Borrower under the Investment Company Act of 1940. Any partial prepayment made by Borrower pursuant to the immediately preceding sentence shall not be conditioned upon there being no Default or Event of Default at the time of the partial prepayment, shall require three (3) Business Days (as opposed to 30 days) prior written notice from Borrower to Agent and Lender, and shall be accompanied by the simultaneous payment by Borrower of the Prepayment Fee (with respect to the Term Loan) and the Breakage Fee (with respect to the Term Loan and the Revolving Loan), each to the extent applicable.