Prepayment; Termination. (a) Except as expressly permitted or required herein, including, without limitation, any repayment necessary to cure a Borrowing Base Deficiency, Advances Outstanding may only be reduced in whole or in part at the option of the Borrower at any time by delivering a Notice of Reduction (which notice shall include a Borrowing Base Certificate) to the Administrative Agent, the Collateral Agent and the Lenders at least three Business Days prior to such reduction. Upon any prepayment, the Borrower shall also pay in full the related Breakage Fees, if any, (solely to the extent such prepayment occurs on any day other than a Payment Date), and other accrued and unpaid costs and expenses of Administrative Agent and Lenders related to such prepayment; provided that no reduction in Advances Outstanding shall be given effect unless (i) sufficient funds have been remitted to pay all such amounts in full, as determined by the Administrative Agent, in its sole discretion and (ii) no event has occurred, or would result from, such prepayment which would constitute an Event of Default or an Unmatured Event of Default. The Administrative Agent shall apply amounts received from the Borrower pursuant to this Section 2.18(a) to the payment of any Breakage Fees, to the pro rata reduction of the Advances Outstanding and to the payment of any accrued and unpaid costs and expenses of the Administrative Agent and the Lender related to such prepayment. Any notice relating to any repayment pursuant to this Section 2.18(a) shall be irrevocable.
(b) The Borrower may, at its option, terminate this Agreement and the other Transaction Documents upon three Business Days’ prior written notice to the Administrative Agent and the Lenders and upon payment in full of all Advances Outstanding, all accrued and unpaid Yield, any Breakage Fees, all accrued and unpaid costs and expenses of the Administrative Agent and Lenders, payment of the Make-Whole Premium pro rata to each Lender if such prepayment occurs prior to the third anniversary of the Closing Date (subject to Section 2.10(f)) and payment of all other Obligations (other than unmatured contingent indemnification obligations). In addition, the Borrower may, at its option, reduce the Maximum Facility Amount in whole or in part upon payment in full of the Make-Whole Premium, if applicable, and delivery of a Notice of Reduction at least three Business Days prior to such reduction; provided that (x) after giving effect to such reduction the Maxim...
Prepayment; Termination. Borrower may prepay all or part of any Loan outstanding hereunder at any time without payment of penalty. Any partial prepayment, however, shall not be made in amounts of less than $5,000.00. Borrower may terminate this Agreement and the Commitment at any time by notice to Lender and repayment of any Loans and any accrued interest and accrued fees hereunder.
Prepayment; Termination. (a) At its sole option upon at least seven (7) Business Days (or such shorter period as agreed by Agent in writing) prior notice to Agent, Borrower may prepay all or any portion greater than or equal to Five Million Dollars ($5,000,000) of the outstanding Advances by paying the entire principal balance (or such portion thereof), all accrued and unpaid interest with respect to the principal balance being prepaid, plus all fees and other amounts owing under the Loan Documents at such time, together with a prepayment charge equal to the following percentage of the Advance amount being prepaid: if such Advance amounts are prepaid in any of the first twelve (12) months following the Closing Date, 3.00%; after twelve (12) months but on or prior to twenty four (24) months following the First Call Date, 2.00%; and thereafter, 1.00% (each, a “Prepayment Charge”).
(b) Borrower agrees that the Prepayment Charge is a reasonable calculation of Lender’s lost profits in view of the difficulties and impracticality of determining actual damages resulting from an early repayment of the Advances.
(c) Borrower shall prepay the outstanding amount of all principal and accrued interest of all Advances plus all other fees and amounts owing under the Loan Documents through the prepayment date and the applicable Prepayment Charge upon the occurrence of a Change in Control.
(d) Notwithstanding the foregoing, Agent and Lender agree to waive the Prepayment Charge if Agent and Lender or any affiliate of Agent or Lender (in its sole discretion) agree in writing to refinance the Advances prior to the Maturity Date.
(e) In connection with any prepayment of all outstanding Obligations or if otherwise Obligations are outstanding, Borrower may terminate this Agreement by written notice to Agent and Lender, whereupon the Term Commitments shall terminate.
Prepayment; Termination. Borrower may borrow, repay and reborrow Revolving Loans subject to the terms of this Agreement. Subject to the terms of this Section 3.2, Borrower may, at any time, on one hundred and twenty (120) days written notice, prepay in full the Loans and terminate this Agreement by paying to Agent, for the ratable benefit of the Lenders, in cash or by a wire transfer of immediately available funds, the Obligations. If any Letters of Credit are outstanding on the effective date of termination, Borrower shall deliver to Agent cash collateral or back-up letters of credit in an amount equal to the aggregate undrawn face amount of such Letters of Credit (plus the projected amount of all fees associated therewith). Borrower and the Lenders acknowledge and agree that, as a direct and proximate result of the prepayment and termination of this Agreement under any circumstances, the Lenders will suffer a loss in an amount which is difficult to calculate and determine with certainty and, therefore, as a result of Borrower's and each of the Lender's reasonable endeavor to ascertain and agree in advance as to the amount necessary to compensate the Lenders for said loss, Borrower agrees to pay to Agent for the ratable benefit of the Lenders in cash or by wire transfer of immediately available funds, in addition to the other Obligations, an aggregate prepayment fee calculated as a percentage of the Maximum Revolving Credit Facility as follows: FEE AS A PERCENTAGE OF MAXIMUM REVOLVING CREDIT FACILITY AND TERM LOAN IF PREPAID ------------------------- ----------
1% Any time on or before the first anniversary of the Amendment date.
Prepayment; Termination of the Credit Agreement is hereby amended by deleting said Section in its entirety and replacing the same with the following:
Prepayment; Termination. (a) Borrower may at any time on one (1) Business Day’s prior written notice by Borrower to Agent prepay the outstanding principal amount of the Loans in whole or in part. Any such voluntary prepayment must be accompanied by the payment of any Breakage Fees.
(b) If Borrower fails to comply with the Financial Covenants contained in Section 5.02(c) and (d), Borrower shall prepay the Loans no later than two (2) Business Days after Borrower first has Actual Knowledge of such failure, or is notified by Lenders, Agent, Custodian or any other Person, of such failure, such that, after giving effect to such prepayments, Borrower is in compliance with such covenants.
(c) Promptly after the Collection Date has occurred, Lenders and Agent, in accordance with their respective interests, shall re-assign and transfer to Borrower, for no consideration but at the sole expense of Borrower, their respective remaining interests in the Pledged Assets, free and clear of any Adverse Claim resulting solely from an act by Lenders or Agent but without any other representation or warranty, express or implied, by or recourse against Lenders or Agent.
Prepayment; Termination. Except as expressly permitted or required herein, including, without limitation, any repayment necessary to cure a Borrowing Base Deficiency and any repayment from Collections on Pledged Receivables (including Collections related to the prepayment of such Pledged Receivables), no Loan may be repaid prior to the Early Amortization Commencement Date without the Agent's prior written consent, which consent may be withheld in the Agent's sole discretion; provided, however, that upon ten (10) Business Days' prior written notice to the Agent, the Borrower may prepay, in part or in whole, the principal of the Loans advanced hereunder in connection with a Take-Out Securitization or a Whole Loan Sale (so long as (i) no selection procedures adverse to the interests of the Agent or the Lender have been utilized by the Borrower in selecting such Receivables for such Take-Out Securitization or Whole Loan Sale and (ii) after giving effect to such Whole Loan Sale the aggregate amount of Receivables sold in connection with Whole Loan Sales during any calendar year shall not exceed $10,000,000). Notwithstanding any other provision hereof, the Borrower shall not terminate this Agreement or any other Transaction Document or reduce the Borrowing Limit prior to the Facility Maturity Date without the Agent's prior written consent, which consent may be withheld in the Agent's sole discretion.
Prepayment; Termination. (a) Borrower may prepay the Principal Sum outstanding plus accrued but unpaid interest on the Promissory Note in whole or in part at any time. The amount of any prepayment shall be applied first to satisfy the payment of any fees, costs, charges or expenses incurred by Lender in connection with this Agreement, including but not limited to attorneys' fees, then second in reduction of accrued and unpaid interest, if any, and third, in reduction of the Principal Sum.
(b) Notwithstanding the foregoing, Borrower may terminate this Agreement in connection with Borrower's prepayment of the entire Principal Sum and upon Lender's receipt of ninety (90) days prior written notice thereof. In the event of any termination of this Agreement, Borrower shall be required to discharge, no later than the effective date of termination, the Principal Sum, all accrued and unpaid interest, all Obligations and all other amounts owing from Borrower to Lender pursuant to this Agreement and any agreement or document executed or delivered hereunder. The security interest created by Borrower in favor of Lender pursuant to this Agreement, and all other rights and remedies of Lender pursuant to this Agreement, shall continue in full force and effect notwithstanding any termination of this Agreement, until the Principal Sum, all accrued and unpaid interest, all Obligations and all other obligations owing from Borrower to Lender are discharged in full.
Prepayment; Termination. (a) Except as expressly permitted or required herein, including without limitation any repayment necessary to cure a Borrowing Base Deficiency, Advances Outstanding may only be reduced in whole or in part at the option of the Borrower at any time by delivering a Notice of Reduction (which notice shall include a Borrowing Base Certificate) to the Administrative Agent and the Collateral Agent at least three Business Days’ (or, in the case of One Day Advances, one Business Day) prior to such reduction. Upon any prepayment, the Borrower shall also pay in full any Breakage Fees (solely to the extent such prepayment occurs on any day other than a Payment Date or with less than three Business Days’ (or, in the case of One Day Advances, one Business Day’s) prior written notice to the Administrative Agent) and other accrued and unpaid costs and expenses of the Administrative Agent and the Lender related to such prepayment; provided that no reduction in Advances Outstanding shall be given effect unless (i) sufficient funds have been remitted to pay all such amounts in full, as determined by the Administrative Agent, in its sole discretion and (ii) no event has occurred or would result from such prepayment which would constitute an Event of Default or an Unmatured Event of
Prepayment; Termination. (a) Except as expressly permitted or required herein, including, without limitation, any repayment necessary to cure a Borrowing Base Deficiency, Advances Outstanding may only be reduced in whole or in part at the option of the Borrower at any time by delivering a
