Principal and Interest Payments; Prepayments; Commitment Fee. (a) The Company shall pay the unpaid principal amount of the Advances (together with accrued interest thereon) to the Administrative Agent for the account of each Lender on the Maturity Date in accordance with the Priority of Payments and any and all cash in the Collateral Accounts shall be applied to the satisfaction of the Secured Obligations on the Maturity Date and on each Additional Distribution Date in accordance with the Priority of Payments. (b) Accrued interest on the Advances shall be payable in arrears on each Interest Payment Date, each Additional Distribution Date and on the Maturity Date in accordance with the Priority of Payments; provided that (i) interest accrued pursuant to the proviso to Section 3.01(b) shall be payable on demand and (ii) in the event of any repayment or prepayment of any Advances, accrued interest on the principal amount repaid or prepaid shall be payable on the date of such repayment or prepayment. (i) Subject to the requirements of this Section 4.03(c), the Company shall have the right from time to time to prepay outstanding Advances in whole or in part without premium or penalty (unless such prepayment is accompanied by a permanent reduction in the Financing Commitments pursuant to Section 4.07(a)(i)(D)). The Company shall notify the Administrative Agent, the Collateral Agent and the Collateral Administrator by electronic mail of an executed document (attached as a .pdf or similar file) of any prepayment pursuant to this Section 4.03(c)(i) not later than 2:00 p.m., New York City time, two (2) Business Days before the date of prepayment. Each such notice shall be irrevocable and shall specify the prepayment date and the principal amount of the Advances to be prepaid. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Except in connection with a Market Value Cure, each partial prepayment of outstanding Advances shall be in an amount not less than $1,000,000. Prepayments shall be accompanied by accrued and unpaid interest. (ii) At the request of any Lender, any prepayment pursuant to Section 4.03(c)(i) that is made on a date other than an Interest Payment Date shall be accompanied by any costs incurred by such Lender in respect of the breakage of such prepayment. (d) The Company agrees to pay to the Administrative Agent, for the account of each Lender, a commitment fee in accordance with the Priority of Payments which shall accrue at a rate per annum equal to the Commitment Fee Rate on the average daily Unused Facility Amount of such Lender during the period from and including the Effective Date to but excluding the last day of the Reinvestment Period. Accrued commitment fees shall be payable in arrears on each Interest Payment Date, and on the date on which the Financing Commitments terminate. All commitment fees shall be computed on the basis of a year of 360 days and shall be payable for the actual number of days elapsed (including the first day but excluding the last day). (e) [Reserved]. (f) Without limiting Section 4.03(c), the Company shall have the obligation from time to time to prepay outstanding Advances in whole or in part on any date with proceeds from sales of Portfolio Investments directed by the Administrative Agent pursuant to Section 1.04 and as set forth in Section 8.01(h). All such prepayments shall be accompanied by accrued and unpaid interest and shall be applied to the repayment of the longest outstanding Advance.
Appears in 2 contracts
Samples: Loan and Security Agreement (Kayne Anderson BDC, Inc.), Loan and Security Agreement (Kayne Anderson BDC, Inc.)
Principal and Interest Payments; Prepayments; Commitment Fee. (a) The Company shall pay the unpaid principal amount of the Advances (together with accrued interest thereon) to the Administrative Agent for the account of each Lender on the Maturity Date in accordance with the Priority of Payments and any and all cash in the Collateral Accounts Accounts, any Permitted CAD Account, any Permitted EUR Account or any Permitted GBP Account shall be applied to the satisfaction of the Secured Obligations on the Maturity Date and on each Additional Distribution Date in accordance with the Priority of Payments.
(b) Accrued interest on the Advances shall be payable in arrears on each Interest Payment Date, each Additional Distribution Date and on the Maturity Date in accordance with the Priority of Payments; provided that (i) interest accrued pursuant to the proviso to second sentence of Section 3.01(b) shall be payable on demand and (ii) in the event of any repayment or prepayment of any Advances, accrued interest on the principal amount repaid or prepaid shall be payable on the date of such repayment or prepayment.
. "Interest Payment Date" means the fifth Business Day after the last day of each Calculation Period. (c) (i) Subject to the requirements of this Section 4.03(c), the Company shall have the right from time to time to prepay outstanding Advances in whole or in part without (A) on any Business Day that JPMorgan Chase Bank, National Association ceases to act as Administrative Agent or following the date of a Non-Call Termination Event, (B) in connection with a Market Value Cure or to cure a Default described in Article VII(n) or (C) subject to the payment of the premium or penalty described in clause (unless such prepayment is accompanied by a permanent reduction in ii) below, up to but not more than three times during any Calculation Period; provided that, the Financing Commitments Company may not prepay any outstanding Advances pursuant to this Section 4.07(a)(i)(D))4.03(c)(i)(C) during the Non-Call Period in an amount that would cause the aggregate outstanding principal amount of the Advances to be below the Minimum Funding Amount. The Company shall notify the Administrative Agent, the Collateral Agent and the Collateral Administrator by electronic mail of an executed document (attached as a .pdf or similar file) of any prepayment pursuant to this Section 4.03(c)(i4.03(c)(i)(A) or Section 4.03(c)(i)(C) not later than 2:00 p.m., New York City time, two (2) Business Days before the date of prepayment. Each such notice shall be irrevocable and shall specify the prepayment date and the principal amount of the Advances to be prepaid. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Except in connection with a Market Value Cure, each partial prepayment of outstanding Advances shall be in an amount not less than $1,000,000. Prepayments shall be accompanied by accrued and unpaid interest.
(ii) At the request of any Lender, any prepayment pursuant to Section 4.03(c)(i) that is made on a date other than an Interest Payment Date shall be accompanied by any costs incurred by such Lender in respect of the breakage of such prepayment.
(d) The Company agrees to pay to the Administrative Agent, for the account of each Lender, a commitment fee in accordance with the Priority of Payments which shall accrue at a rate per annum equal to the Commitment Fee Rate on the average daily Unused Facility Amount of such Lender during the period from and including the Effective Date to but excluding the last day of the Reinvestment Period. Accrued commitment fees shall be payable in arrears on each Interest Payment Date, and on the date on which the Financing Commitments terminate. All commitment fees shall be computed on the basis of a year of 360 days and shall be payable for the actual number of days elapsed (including the first day but excluding the last day).
(e) [Reserved].
(f) Without limiting Section 4.03(c), the Company shall have the obligation from time to time to prepay outstanding Advances in whole or in part on any date with proceeds from sales of Portfolio Investments directed by the Administrative Agent pursuant to Section 1.04 and as set forth in Section 8.01(h). All such prepayments shall be accompanied by accrued and unpaid interest and shall be applied to the repayment of the longest outstanding Advance.
Appears in 1 contract
Principal and Interest Payments; Prepayments; Commitment Fee. (a) The Company shall pay the unpaid principal amount of the Advances (together with accrued interest thereon) to the Administrative Agent for the account of each Lender on the Maturity Date in accordance with the Priority of Payments and any and all cash in the Collateral Accounts shall be applied to the satisfaction of the Secured Obligations on the Maturity Date and on each Additional Distribution Date in accordance with the Priority of Payments.
(b) Accrued interest on the Advances shall be payable in arrears on each Interest Payment Date, each Additional Distribution Date and on the Maturity Date in accordance with the Priority of Payments; provided that (i) interest accrued pursuant to the first proviso to Section 3.01(b) shall be payable on demand and demand, (ii) in the event of any repayment or prepayment of any Advances, accrued interest on the principal amount repaid or prepaid shall be payable on the date of such repayment or prepaymentprepayment and (iii) for the avoidance of doubt, interest on Advances shall continue to accrue during the period between the end of a Calculation Period and the corresponding Interest Payment Date, with such accrued interest to be included in the calculation of interest for the immediately succeeding Calculation Period.
(i) Subject to the requirements of this Section 4.03(c), the Company shall have the right from time to time to prepay outstanding Advances (which prepayment shall result in a termination of Financing Commitments to the extent required pursuant to Section 4.07) in whole or in part without premium or penalty (unless such prepayment is accompanied by a permanent reduction in the Financing Commitments pursuant to Section 4.07(a)(i)(D))part. The Company shall notify the Administrative Agent, the Collateral Agent and the Collateral Administrator by electronic mail of an executed document (attached as a .pdf or similar file) of any prepayment pursuant to this Section 4.03(c)(i) not later than 2:00 p.m., New York City time, two one (21) Business Days Day before the date of prepayment. Each such notice shall be irrevocable and shall specify the prepayment date and the principal amount of the Advances to be prepaid. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Except in connection with a Market Value Cure, each partial prepayment of outstanding Advances shall be in an amount not less than $1,000,000500,000. Prepayments shall be accompanied by accrued and unpaid interest. Notwithstanding the foregoing, in the event of a prepayment in full, subject to the Priority of Payments, any remaining and outstanding fees owed to the Collateral Agent, the Collateral Administrator and the Securities Intermediary shall be paid in full to the Collateral Agent, the Collateral Administrator and the Securities Intermediary.
(ii) At the request of any Lender, any prepayment pursuant to Section 4.03(c)(i) that is made on a date other than an Interest Payment Date shall be accompanied by any costs incurred by such Lender in respect of the breakage of such prepaymentits funding at the Term SOFR Reference Rate for the Calculation Period (excluding, for the avoidance of doubt, any loss of profit).
(d) The Company agrees to pay to the Administrative Agent, for the account of each Lender, a commitment fee in accordance with the Priority of Payments which shall accrue at a rate 0.55% per annum equal to (or, during the Commitment Fee Rate Ramp-Up Period, 0.30% per annum) on the average daily Unused Facility Amount of such Lender during the period from and including the Effective Date to but excluding the last day of the Reinvestment Period. Accrued commitment fees shall be payable in arrears on each Interest Payment Date, and on the date on which the Financing Commitments terminate. All commitment fees shall be computed on the basis of a year of 360 days and shall be payable for the actual number of days elapsed (including the first day but excluding the last day).
(e) [Reserved]The Company agrees to pay the Administrative Agent the Upfront Xxx in the amount and in accordance with the terms specified in the Administrative Agency Fee Letter.
(f) Without limiting Section 4.03(c), the Company shall have the obligation from time to time to prepay outstanding Advances in whole or in part on any date with proceeds from sales of Portfolio Investments directed by the Administrative Agent pursuant to Section 1.04 and as set forth in Section 8.01(h). All such prepayments shall be accompanied by accrued and unpaid interest and shall be applied to the repayment of the longest outstanding Advance.
(g) The Company agrees to pay to the Administrative Agent the Administrative Agency Fee in the amount and in accordance with the terms specified in the Administrative Agency Fee Letter.
Appears in 1 contract
Samples: Loan and Security Agreement (Manulife Private Credit Fund)
Principal and Interest Payments; Prepayments; Commitment Fee. (a) The Company shall pay the unpaid principal amount of the Advances (together with accrued and unpaid interest thereon) to the Administrative Agent for the account of each Lender on the Maturity Date in accordance with the Priority of Payments and any and all cash in the Collateral Accounts shall be applied to the satisfaction of the Secured Obligations on the Maturity Date and on each Additional Distribution Date in accordance with the Priority of Payments.
(b) Accrued and unpaid interest on the Advances shall be payable in arrears on each Interest Payment Date, each Additional Distribution Date and on the Maturity Date in accordance with the Priority of Payments; provided that (i) interest accrued pursuant to the first proviso to Section 3.01(b) shall be payable on demand and (ii) in the event of any repayment or prepayment of any Advances, accrued interest on the principal amount repaid or prepaid shall be payable on the date of such repayment or prepayment.
(ic) Subject to the requirements of this Section 4.03(c), the Company shall have the right from time to time to use Principal Proceeds on deposit in the Principal Collection Account to prepay outstanding Advances in whole or in part without premium (i) on any Business Day in connection with a Borrowing Base - 59 - Cure or penalty otherwise (unless ii) on any other Business Day up to but not more than three (3) times during any Calculation Period; provided that, at the request of any Lender in respect of any prepayment on a date other than an Interest Payment Date, such prepayment is accompanied Lender shall be entitled to any costs actually incurred by a permanent reduction it in respect of the Financing Commitments pursuant to Section 4.07(a)(i)(D))breakage of its funding at the applicable Reference Rate for the related Calculation Period. The Company shall notify the Administrative Agent, the Collateral Agent and the Collateral Administrator by electronic mail of an executed document notice in the form of Exhibit B hereto (a "Notice of Prepayment or Reduction") (attached as a .pdf or similar file) of any prepayment pursuant to this Section 4.03(c)(i4.03(c)(ii) not later than 2:00 5:00 p.m., New York City time, two on the date that is five (25) Business Days before immediately preceding the date of such prepayment (unless such requirement is waived in writing (including via email) by the Administrative Agent in its sole discretion, in which case, no later than 12:00 p.m., New York City time, on the date of such prepayment). Each such notice Notice of Prepayment or Reduction shall be irrevocable (unless such notice conditions such prepayment upon consummation of a transaction which is contemplated to result in a prepayment of outstanding Advances, in which event such notice may be revocable or conditioned upon such consummation) and shall specify the prepayment date and the principal amount of the Advances to be prepaid. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Except in connection with a Market Value Borrowing Base Cure, each partial prepayment of outstanding Advances shall be in an amount not less than $1,000,000U.S.$1,000,000 (or, if less, the aggregate outstanding amount of the Advances) unless otherwise waived by the Administrative Agent. Prepayments shall be accompanied by accrued and unpaid interest.
(ii) At . All voluntary prepayments of principal of the request of any Lender, any prepayment pursuant to Section 4.03(c)(i) that is Advances shall be made on a date other than first-in-first-out basis (for the avoidance of doubt, unless an Interest Payment Date Event of Default or Cash Sweep Event has occurred and is continuing, in which case all prepayment and repayments shall be accompanied by made pro rata among the outstanding Advances, and except to the extent set forth in the proviso in this sentence), pro rata based on the relevant outstanding Advances of each respective Lender; provided that if any costs incurred by Swingline Loans are outstanding at the time of any such Lender voluntary prepayment denominated in respect of USD, such voluntary prepayment shall be applied towards the breakage of such prepaymentSwingline Loans (which prepayments shall be credited to the Swingline Lender) or the other Advances, as applicable.
(d) The Company agrees to pay to the Administrative Agent, for the account of each Lender (other than a Defaulting Lender) for each Tranche, a commitment fee in accordance with the Priority of Payments which shall accrue at a rate per annum equal to the average daily Commitment Fee Rate on the average daily Unused Facility Commitment Fee Calculation Amount of for such Lender Tranche during the period from and including the Effective Date date of this Agreement to but excluding the last day of the Reinvestment Period. Accrued commitment fees shall be payable in arrears on each Interest Payment Date, and on the date on which the Financing Commitments terminate. All commitment fees shall be computed on the basis of a year of 360 days and shall be payable for the actual number of days elapsed (including the first day but excluding the last day). For the avoidance of doubt, no commitment fee shall accrue on the unused amount of any increase in the Financing Commitment resulting from a Commitment Increase Request until the related Commitment Increase Date.
(e) [Reserved].
(f) If at any time during the Amortization Period the aggregate outstanding principal amount of the Advances is less than 15% of the Financing Commitment as in effect on the last day of the Reinvestment Period, the date falling 90 calendar days after such time shall be an Anticipated Repayment Date Event.
(g) Without limiting Section 4.03(c), the Company shall have the obligation from time to time to (1) prepay outstanding Advances in whole or in part on any date with proceeds from sales of Portfolio Investments directed by the Administrative Agent pursuant to Section 1.04 and as set forth in Section 8.01(h)8.01(i) and (2) following the Reinvestment Period, on each Interest Payment Date repay outstanding Advances using the applicable Amortization Percentage of all available Principal Proceeds pursuant to the Priority of Payments. All such prepayments shall be accompanied by accrued and unpaid interest and shall be applied to the repayment of the longest outstanding Advanceinterest.
Appears in 1 contract
Samples: Credit and Security Agreement (T Series Middle Market Loan Fund LLC)
Principal and Interest Payments; Prepayments; Commitment Fee. (a) The Company shall pay the unpaid principal amount of the Advances (together with accrued and unpaid interest thereon) to the Administrative Agent for the account of each Lender on the Maturity Date in accordance with the Priority of Payments and any and all cash in the Collateral Accounts shall be applied to the satisfaction of the Secured Obligations on the Maturity Date and on each Additional Distribution Date in accordance with the Priority of Payments.
(b) Accrued and unpaid interest on the Advances shall be payable in arrears on each Interest Payment Date, each Additional Distribution Date and on the Maturity Date in accordance with the Priority of Payments; provided that (i) interest accrued pursuant to the first proviso to Section 3.01(b) shall be payable on demand and (ii) in the event of any repayment or prepayment of any Advances, accrued interest on the principal amount repaid or prepaid shall be payable on the date of such repayment or prepayment.. - 126 -
(ic) Subject to the requirements of this Section 4.03(c), the Company shall have the right from time to time to use Principal Proceeds on deposit in the Principal Collection Account to prepay outstanding Advances in whole or in part without premium (i) on any Business Day in connection with a Borrowing Base Cure or penalty otherwise (unless ii) on any other Business Day up to but not more than three (3) times during any Calculation Period; provided that, at the request of any Lender in respect of any prepayment on a date other than an Interest Payment Date, such prepayment is accompanied Lender shall be entitled to any costs actually incurred by a permanent reduction it in respect of the Financing Commitments pursuant to Section 4.07(a)(i)(D))breakage of its funding at the applicable Reference Rate for the related Calculation Period. The Company shall notify the Administrative Agent, the Collateral Agent and the Collateral Administrator by electronic mail of an executed document notice in the form of Exhibit B hereto (a "Notice of Prepayment or Reduction") (attached as a .pdf or similar file) of any prepayment pursuant to this Section 4.03(c)(i4.03(c)(ii) not later than 2:00 5:00 p.m., New York City time, two on the date that is five (25) Business Days before immediately preceding the date of such prepayment (unless such requirement is waived in writing (including via email) by the Administrative Agent in its sole discretion, in which case, no later than 12:00 p.m., New York City time, on the date of such prepayment). Each such notice Notice of Prepayment or Reduction shall be irrevocable (unless such notice conditions such prepayment upon consummation of a transaction which is contemplated to result in a prepayment of outstanding Advances, in which event such notice may be revocable or conditioned upon such consummation) and shall specify the prepayment date and the principal amount of the Advances to be prepaid. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Except in connection with a Market Value Borrowing Base Cure, each partial prepayment of outstanding Advances shall be in an amount not less than $1,000,000U.S.$1,000,000 (or, if less, the aggregate outstanding amount of the Advances) unless otherwise waived by the Administrative Agent. Prepayments shall be accompanied by accrued and unpaid interest.
(ii) At . All voluntary prepayments of principal of the request of any Lender, any prepayment pursuant to Section 4.03(c)(i) that is Advances shall be made on a date other than first-in-first-out basis (for the avoidance of doubt, unless an Interest Payment Date Event of Default or Cash Sweep Event has occurred and is continuing, in which case all prepayment and repayments shall be accompanied by made pro rata among the outstanding Advances, and except to the extent set forth in the proviso in this sentence), pro rata based on the relevant outstanding Advances of each respective Lender; provided that if any costs incurred by Swingline Loans are outstanding at the time of any such Lender voluntary prepayment denominated in respect of USD, such voluntary prepayment shall be applied towards the breakage of such prepaymentSwingline Loans (which prepayments shall be credited to the Swingline Lender) or the other Advances, as applicable.
(d) The Company agrees to pay to the Administrative Agent, for the account of each Lender (other than a Defaulting Lender) for each Tranche, a commitment fee in accordance with the Priority of Payments which shall accrue at a rate per annum equal to the average daily Commitment Fee Rate on the average daily Unused Facility Commitment Fee Calculation Amount of for such Lender Tranche during the period from and including the Effective Date date of this Agreement to but excluding the last day of the Reinvestment Period. Accrued commitment fees shall be payable in arrears on each Interest Payment Date, and on the date on which the Financing Commitments terminate. All commitment fees shall be computed on the basis of a year of 360 days and shall be payable for the actual number of days elapsed (including the first day but excluding the last day). For the avoidance of doubt, no commitment fee shall accrue on the unused amount of any increase in the Financing Commitment resulting from a Commitment Increase Request until the related Commitment Increase Date.
(e) [Reserved]The BorrowerCompany agrees to pay the Administrative Agent for its own account, in USD, fees in the amounts and at the times specified in the Effective Date Letter. Such fees shall be fully earned when paid and shall not be refundable for any reason whatsoever.
(f) If at any time during the Amortization Period the aggregate outstanding principal amount of the Advances is less than 15% of the Financing Commitment as in effect on the last day of the - 129 - Reinvestment Period, the date falling 90 calendar days after such time shall be an Anticipated Repayment Date Event.
(g) Without limiting Section 4.03(c), the Company shall have the obligation from time to time to (1) prepay outstanding Advances in whole or in part on any date with proceeds from sales of Portfolio Investments directed by the Administrative Agent pursuant to Section 1.04 and as set forth in Section 8.01(h)8.01(i) and (2) following the Reinvestment Period, on each Interest Payment Date repay outstanding Advances using the applicable Amortization Percentage of all available Principal Proceeds pursuant to the Priority of Payments. All such prepayments shall be accompanied by accrued and unpaid interest and shall be applied to the repayment of the longest outstanding Advanceinterest.
Appears in 1 contract
Samples: Credit and Security Agreement (T Series Middle Market Loan Fund LLC)
Principal and Interest Payments; Prepayments; Commitment Fee. (a) The Company shall pay the unpaid principal amount of the Advances (together with accrued interest thereon) to the Administrative Agent for the account of each Lender on the Maturity Date in accordance with the Priority of Payments and any and all cash in the Collateral Accounts shall be applied to the satisfaction of the Secured Obligations on the Maturity Date and on each Additional Distribution Date in accordance with the Priority of Payments; provided that, if a date is the Maturity Date solely in respect of the Bridge Advances, the Company shall pay the unpaid principal amount of the Bridge Advances in cash (together with accrued interest thereon and all fees applicable thereto) to the Administrative Agent for the account of each Lender on such date, together with all amounts payable prior to the principal of the Advances pursuant to the Priority of Payments on such date, and shall not make payments subordinated to the payment of principal of the Advances pursuant to the Priority of Payments on such date.
(b) Accrued interest on the Advances shall be payable in arrears on each Interest Payment Date, each Additional Distribution Date and on the Maturity Date in accordance with the Priority of Payments; provided that (i) interest accrued pursuant to the first proviso to Section 3.01(b) shall be payable on demand and (ii) in the event of any repayment or prepayment of any Advances, accrued interest on the principal amount repaid or prepaid shall be payable on the date of such repayment or prepayment.
(i) Subject to the requirements of this Section 4.03(c), the Company shall have the right from time to time to prepay outstanding Advances in whole or in part without premium or penalty (unless such prepayment is accompanied by a permanent reduction in the Financing Commitments pursuant to Section 4.07(a)(i)(D)). The Company shall notify the Administrative Agent, the Collateral Agent and the Collateral Administrator by electronic mail of an executed document (attached as a .pdf or similar file) of any prepayment pursuant to this Section 4.03(c)(i) not later than 2:00 p.m., New York City time, two (2) Business Days before the date of prepayment. Each such notice shall be irrevocable and shall specify the prepayment date and the principal amount of the Advances to be prepaid. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Except in connection with a Market Value Cure, each partial prepayment of outstanding Advances shall be in an amount not less than $1,000,000. Prepayments shall be accompanied by accrued and unpaid interest.
(ii) At the request of any Lender, any prepayment pursuant to Section 4.03(c)(i) that is made on a date other than an "Interest Payment Date shall be accompanied by any costs incurred by such Lender in respect of Date" means the breakage of such prepayment.
fifteenth (d15th) The Company agrees to pay to the Administrative Agent, for the account of each Lender, a commitment fee in accordance with the Priority of Payments which shall accrue at a rate per annum equal to the Commitment Fee Rate on the average daily Unused Facility Amount of such Lender during the period from and including the Effective Date to but excluding the last calendar day of the Reinvestment Period. Accrued commitment fees shall be payable month in arrears on which each Interest Payment DateCalculation Period ends (or, and on if any such date is not a Business Day, the date on which the Financing Commitments terminate. All commitment fees shall be computed on the basis of a year of 360 days and shall be payable for the actual number of days elapsed (including the first day but excluding the last dayimmediately succeeding Business Day).
(e) [Reserved].
(f) Without limiting Section 4.03(c), the Company shall have the obligation from time to time to prepay outstanding Advances in whole or in part on any date with proceeds from sales of Portfolio Investments directed by the Administrative Agent pursuant to Section 1.04 and as set forth in Section 8.01(h). All such prepayments shall be accompanied by accrued and unpaid interest and shall be applied to the repayment of the longest outstanding Advance.
Appears in 1 contract
Principal and Interest Payments; Prepayments; Commitment Fee. (a) The Company shall pay the unpaid principal amount of the Advances (together with accrued and unpaid interest thereon) to the Administrative Agent for the account of each Lender on the Maturity Date in accordance with the Priority of Payments and any and all cash in the Collateral Accounts shall be applied to the satisfaction of the Secured Obligations on the Maturity Date and on each Additional Distribution Date in accordance with the Priority of Payments.
(b) Accrued and unpaid interest on the Advances shall be payable in arrears on each Interest Payment Date, each Additional Distribution Date and on the Maturity Date in accordance with the Priority of Payments; provided that (i) interest accrued pursuant to the first proviso to Section 3.01(b) shall be payable on demand and (ii) in the event of any repayment or prepayment of any Advances, accrued interest on the principal amount repaid or prepaid shall be payable on the date of such repayment or prepayment.
(ic) Subject to the requirements of this Section 4.03(c), the Company shall have the right from time to time to use Principal Proceeds on deposit in the Principal Collection Account to prepay outstanding Advances in whole or in part without premium (i) on any Business Day in connection with a Borrowing Base Cure or penalty otherwise (unless ii) on any other Business Day up to but not more than three (3) times during any Calculation Period; provided that, at the request of any Lender in respect of any prepayment on a date other than an Interest Payment Date, such prepayment is accompanied Lender shall be entitled to any costs actually incurred by a permanent reduction it in respect of the Financing Commitments pursuant to Section 4.07(a)(i)(D))breakage of its funding at the applicable Reference Rate for the related Calculation Period. The Company shall notify the Administrative Agent, the Collateral Agent and the Collateral Administrator by electronic mail of an executed document notice in the form of Exhibit B hereto (a "Notice of Prepayment or Reduction") (attached as a .pdf or similar file) of any prepayment pursuant to this Section 4.03(c)(i4.03(c)(ii) not later than 2:00 5:00 p.m., New York City time, two on the date that is five (25) Business Days before immediately preceding the date of such prepayment (unless such requirement is waived in writing (including via email) by the Administrative Agent in its sole discretion, in which case, no later than 12:00 p.m., New York City time, on the date of such prepayment). Each such notice Notice of Prepayment or Reduction shall be irrevocable (unless such notice conditions such prepayment upon consummation of a transaction which is contemplated to result in a prepayment of outstanding Advances, in which event such notice may be revocable or conditioned upon such consummation) and shall specify the prepayment date and the principal amount of the Advances to be prepaid. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Except in connection with a Market Value Borrowing Base Cure, each partial prepayment of outstanding Advances shall be in an amount not less than $1,000,000U.S.$1,000,000 (or, if less, the aggregate outstanding amount of the Advances) unless otherwise waived by the Administrative Agent. Prepayments shall be accompanied by accrued and unpaid interest.
(ii) At . All voluntary prepayments of principal of the request of any Lender, any prepayment pursuant to Section 4.03(c)(i) that is Advances shall be made on a date other than first-in-first-out basis (for the - 51 - avoidance of doubt, unless an Interest Payment Date Event of Default or Cash Sweep Event has occurred and is continuing, in which case all prepayment and repayments shall be accompanied by any costs incurred by such Lender in respect of made pro rata among the breakage of such prepaymentoutstanding Advances).
(d) The Company agrees to pay to the Administrative Agent, for the account of each Lender (other than a Defaulting Lender), a commitment fee in accordance with the Priority of Payments which shall accrue at a rate per annum equal to the average daily Commitment Fee Rate on the average daily Unused Facility Commitment Fee Calculation Amount of such Lender during the period from and including the Effective Date date of this Agreement to but excluding the last day of the Reinvestment Period. Accrued commitment fees shall be payable in arrears on each Interest Payment Date, and on the date on which the Financing Commitments terminate. All commitment fees shall be computed on the basis of a year of 360 days and shall be payable for the actual number of days elapsed (including the first day but excluding the last day). For the avoidance of doubt, no commitment fee shall accrue on the unused amount of any increase in the Financing Commitment resulting from a Commitment Increase Request until the related Commitment Increase Date.
(e) [Reserved]The Company agrees to pay the Administrative Agent on the date of this Agreement, for the account of each Lender, an upfront fee on the date hereof in an aggregate amount specified in the Effective Date Letter. Once paid, such fees or any part thereof shall not be refundable under any circumstances.
(f) If at any time during the Amortization Period the aggregate outstanding principal amount of the Advances is less than 15% of the Financing Commitment as in effect on the last day of the Reinvestment Period, the Company shall, within 90 calendar days of such occurrence, prepay the outstanding Advances in whole, without premium or penalty, together with all other Secured Obligations outstanding at such time.
(g) Without limiting Section 4.03(c), the Company shall have the obligation from time to time to (1) prepay outstanding Advances in whole or in part on any date with proceeds from sales of Portfolio Investments directed by the Administrative Agent pursuant to Section 1.04 and as set forth in Section 8.01(h)8.01(i) and (2) following the Reinvestment Period, on each Interest Payment Date repay outstanding Advances using the applicable Amortization Percentage of all available Principal Proceeds pursuant to the Priority of Payments. All such prepayments shall be accompanied by accrued and unpaid interest and shall be applied to the repayment of the longest outstanding Advanceinterest.
Appears in 1 contract
Samples: Credit and Security Agreement (T Series Middle Market Loan Fund LLC)
Principal and Interest Payments; Prepayments; Commitment Fee. (a) The Company shall pay the unpaid principal amount of the Advances (together with accrued interest thereon) to the Administrative Agent for the account of each Lender on the Maturity Date in accordance with the Priority of Payments and any and all cash in the Collateral Accounts shall be applied to the satisfaction of the Secured Obligations on the Maturity Date and on each Additional Distribution Date in accordance with the Priority of Payments.
(b) Accrued interest on the Advances shall be payable in arrears on each Interest Payment Date, each Additional Distribution Date and on the Maturity Date in accordance with the Priority of Payments; provided that (i) interest accrued pursuant to the first proviso to Section 3.01(b) shall be payable on demand and demand, (ii) in the event of any repayment or prepayment of any Advances, accrued interest on the principal amount repaid or prepaid shall be payable on the date of such repayment or prepaymentprepayment and (iii) for the avoidance of doubt, interest on Advances shall continue to accrue during the period between the end of a Calculation Period and the corresponding Interest Payment Date, with such accrued interest to be included in the calculation of interest for the immediately succeeding Calculation Period.
(i) Subject to the requirements of this Section 4.03(c), the Company shall have the right from time to time to prepay outstanding Advances (which prepayment shall result in a termination of Financing Commitments to the extent required pursuant to Section 4.07) in whole or in part without premium or penalty (unless such prepayment is accompanied by a permanent reduction in the Financing Commitments pursuant to Section 4.07(a)(i)(D))part. The Company shall notify the Administrative Agent, the Collateral Agent and the Collateral Administrator by electronic mail of an executed document (attached as a .pdf or similar file) of any prepayment pursuant to this Section 4.03(c)(i) not later than 2:00 p.m., New York City time, two one (21) Business Days Day before the date of prepayment. Each such notice shall be irrevocable and shall specify the prepayment date and the principal amount of the Advances to be prepaid. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Except in connection with a Market Value Cure, each partial prepayment of outstanding Advances shall be in an amount not less than $1,000,000500,000. Prepayments shall be accompanied by accrued and unpaid interest. Notwithstanding the foregoing, in the event of a prepayment in full, subject to the Priority of Payments, any remaining and outstanding fees owed to the Collateral Agent, the Collateral Administrator and the Securities Intermediary shall be paid in full to the Collateral Agent, the Collateral Administrator and the Securities Intermediary.
(ii) At the request of any Lender, any prepayment pursuant to Section 4.03(c)(i) that is made on a date other than an Interest Payment Date shall be accompanied by any costs incurred by such Lender in respect of the breakage of such prepaymentits funding at the Term SOFR Reference Rate for the Calculation Period (excluding, for the avoidance of doubt, any loss of profit).
(d) The Company agrees to pay to the Administrative Agent, for the account of each Lender, a commitment fee in accordance with the Priority of Payments which shall accrue at a rate 0.550.75% per annum equal to (or, during the Commitment Fee Rate Ramp-Up Period, 0.300.50% per annum) on the average daily Unused Facility Amount of such Lender during the period from and including the Effective Date to but excluding the last day of the Reinvestment Period. Accrued commitment fees shall be payable in arrears on each Interest Payment Date, and on the date on which the Financing Commitments terminate. All commitment fees shall be computed on the basis of a year of 360 days and shall be payable for the actual number of days elapsed (including the first day but excluding the last day).
(e) [Reserved]The Company agrees to pay the Administrative Agent the Upfront Xxx in the amount and in accordance with the terms specified in the Administrative Agency Fee Letter.
(f) Without limiting Section 4.03(c), the Company shall have the obligation from time to time to prepay outstanding Advances in whole or in part on any date with proceeds from sales of Portfolio Investments directed by the Administrative Agent pursuant to Section 1.04 and as set forth in Section 8.01(h). All such prepayments shall be accompanied by accrued and unpaid interest and shall be applied to the repayment of the longest outstanding Advance.
(g) The Company agrees to pay to the Administrative Agent the Administrative Agency Fee in the amount and in accordance with the terms specified in the Administrative Agency Fee Letter.
(h) The Company agrees to pay the Administrative Agent the Upfront/Extension Fee in the amount and in accordance with the terms specified in the Administrative Agency Fee Letter
Appears in 1 contract
Samples: Loan and Security Agreement (Manulife Private Credit Fund)
Principal and Interest Payments; Prepayments; Commitment Fee. (a) The Company shall pay the unpaid principal amount of the Advances (together with accrued and unpaid interest thereon) to the Administrative Agent for the account of each Lender on the Maturity Date in accordance with the Priority of Payments and any and all cash in the Collateral Accounts shall be applied to the satisfaction of the Secured Obligations on the Maturity Date and on each Additional Distribution Date in accordance with the Priority of Payments.
(b) Accrued and unpaid interest on the Advances shall be payable in arrears on each Interest Payment Date, each Additional Distribution Date and on the Maturity Date in accordance with the Priority of Payments; provided that (i) interest accrued pursuant to the first proviso to Section 3.01(b) shall be payable on demand and (ii) in the event of any repayment or prepayment of any Advances, accrued interest on the principal amount repaid or prepaid shall be payable on the date of such repayment or prepayment.
(ic) Subject to the requirements of this Section 4.03(c), the Company shall have the right from time to time to use Principal Proceeds on deposit in the Principal Collection Account to prepay outstanding Advances in whole or in part without premium (i) on any Business Day in connection with a Borrowing Base Cure or penalty otherwise (unless ii) on any other Business Day up to but not more than three (3) times during any Calculation Period; provided that, at the request of any Lender in respect of any prepayment on a date other than an Interest Payment Date, such prepayment is accompanied Lender shall be entitled to any costs actually incurred by a permanent reduction it in respect of the Financing Commitments pursuant to Section 4.07(a)(i)(D))breakage of its funding at the applicable Reference Rate for the related Calculation Period. The Company shall notify the Administrative Agent, the Collateral Agent and the Collateral Administrator by electronic mail of an executed document notice in the form of Exhibit B hereto (a "Notice of Prepayment or Reduction") (attached as a .pdf or similar file) of any prepayment pursuant to this Section 4.03(c)(i4.03(c)(ii) not later than 2:00 5:00 p.m., New York City time, two on the date that is five (25) Business Days before immediately preceding the date of such prepayment (unless such requirement is waived in writing (including via email) by the Administrative Agent in its sole discretion, in which case, no later than 12:00 p.m., New York City time, on the date of such prepayment). Each such notice Notice of Prepayment or Reduction shall be irrevocable (unless such notice conditions such prepayment upon consummation of a transaction which is contemplated to result in a prepayment of outstanding Advances, in which event such notice may be revocable or conditioned upon such consummation) and shall specify the prepayment date and the principal amount of the Advances to be prepaid. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Except in connection with a Market Value Borrowing Base Cure, each partial prepayment of outstanding Advances shall be in an amount not less than $1,000,000U.S.$1,000,000 (or, if less, the aggregate outstanding amount of the Advances) unless otherwise waived by the Administrative Agent. Prepayments shall be accompanied by accrued and unpaid interest.
(ii) At . All voluntary prepayments of principal of the request of any Lender, any prepayment pursuant to Section 4.03(c)(i) that is Advances shall be made on a date other than first-in-first-out basis (for the avoidance of doubt, unless an Interest Payment Date Event of Default or Cash Sweep Event has occurred and is continuing, in which case all prepayment and repayments shall be accompanied by made pro rata among the outstanding Advances, and except to the extent set forth in the proviso in this sentence), pro rata based on the relevant outstanding Advances of each respective Lender; provided that if any costs incurred by Swingline Loans are outstanding at the time of any such Lender voluntary prepayment denominated in respect of USD, such voluntary prepayment shall be applied towards the breakage of such prepaymentSwingline Loans (which prepayments shall be credited to the Swingline Lender) or the other Advances, as applicable.
(d) The Company agrees to pay to the Administrative Agent, for the account of each Lender (other than a Defaulting Lender) for each Tranche, a commitment fee in accordance with the - 68 - Priority of Payments which shall accrue at a rate per annum equal to the average daily Commitment Fee Rate on the average daily Unused Facility Commitment Fee Calculation Amount of for such Lender Tranche during the period from and including the Effective Date date of this Agreement to but excluding the last day of the Reinvestment Period. Accrued commitment fees shall be payable in arrears on each Interest Payment Date, and on the date on which the Financing Commitments terminate. All commitment fees shall be computed on the basis of a year of 360 days and shall be payable for the actual number of days elapsed (including the first day but excluding the last day). For the avoidance of doubt, no commitment fee shall accrue on the unused amount of any increase in the Financing Commitment resulting from a Commitment Increase Request until the related Commitment Increase Date.
(e) [Reserved]The Borrower agrees to pay the Administrative Agent for its own account, in USD, fees in the amounts and at the times specified in the Effective Date Letter. Such fees shall be fully earned when paid and shall not be refundable for any reason whatsoever.
(f) If at any time during the Amortization Period the aggregate outstanding principal amount of the Advances is less than 15% of the Financing Commitment as in effect on the last day of the Reinvestment Period, the date falling 90 calendar days after such time shall be an Anticipated Repayment Date Event.
(g) Without limiting Section 4.03(c), the Company shall have the obligation from time to time to (1) prepay outstanding Advances in whole or in part on any date with proceeds from sales of Portfolio Investments directed by the Administrative Agent pursuant to Section 1.04 and as set forth in Section 8.01(h)8.01(i) and (2) following the Reinvestment Period, on each Interest Payment Date repay outstanding Advances using the applicable Amortization Percentage of all available Principal Proceeds pursuant to the Priority of Payments. All such prepayments shall be accompanied by accrued and unpaid interest and shall be applied to the repayment of the longest outstanding Advanceinterest.
Appears in 1 contract
Samples: Credit and Security Agreement (T Series Middle Market Loan Fund LLC)
Principal and Interest Payments; Prepayments; Commitment Fee. (a) The Company shall pay the unpaid principal amount of the Advances (together with accrued interest thereon) to the Administrative Agent for the account of each Lender on the Maturity Date in accordance with the Priority of Payments and any and all cash in the Collateral Accounts shall be applied to the satisfaction of the Secured Obligations on the Maturity Date and on each Additional Distribution Date in accordance with the Priority of Payments.
(b) Accrued interest on the Advances shall be payable in arrears on each Interest Payment Date, each Additional Distribution Date and on the Maturity Date in accordance with the Priority of Payments; provided that (i) interest accrued pursuant to the first proviso to Section 3.01(b) shall be payable on demand and (ii) in the event of any repayment or prepayment of any Advances, accrued interest on the principal amount repaid or prepaid shall be payable on the date of such repayment or prepayment.
. "Interest Payment Date" means the fifteenth (15th) calendar day of the month in which each Calculation Period ends (or, if any such date is not a Business Day, the immediately succeeding Business Day); provided that for the purposes of determining Interest Payment Dates, "Calculation Period" shall not include modifications for an Advance for which the One Month XXXXX Adjustment has been selected. (c) (i) Subject to the requirements of this Section 4.03(c), the Company shall have the right from time to time to prepay outstanding Advances in whole or in part without premium or penalty (unless such prepayment is accompanied by a permanent reduction in the Financing Commitments pursuant A) on any Business Day (x) following any date that JPMorgan Chase Bank, National Association ceases to Section 4.07(a)(i)(D)). The Company shall notify the act as Administrative Agent, the Collateral Agent and the Collateral Administrator by electronic mail of an executed document (attached as a .pdf or similar filey) of any prepayment pursuant to this Section 4.03(c)(i) not later than 2:00 p.m., New York City time, two (2) Business Days before following the date of prepayment. Each such notice shall be irrevocable a Non-Call Termination Event or (z) on which the Company prepays the Advances in whole and shall specify terminates the prepayment date outstanding Financing Commitments using the proceeds of another similar asset based credit facility with respect to which JPMorgan Chase Bank, National Association or any Affiliate thereof is the administrative agent and the principal amount of the Advances to be prepaid. Promptly following receipt of any such noticelender, the Administrative Agent shall advise the Lenders of the contents thereof. Except (B) in connection with a Market Value CureCure or, each partial prepayment of outstanding Advances shall be in an amount not less than $1,000,000. Prepayments shall be accompanied by accrued and unpaid interest.
(iiC) At otherwise, subject to the request of any Lender, any prepayment pursuant to Section 4.03(c)(i) that is made on a date other than an Interest Payment Date shall be accompanied by any costs incurred by such Lender in respect payment of the breakage of such prepayment.
(d) The Company agrees to pay to the Administrative Agent, for the account of each Lender, a commitment fee premium described in accordance with the Priority of Payments which shall accrue at a rate per annum equal to the Commitment Fee Rate on the average daily Unused Facility Amount of such Lender during the period from and including the Effective Date to but excluding the last day of the Reinvestment Period. Accrued commitment fees shall be payable in arrears on each Interest Payment Date, and on the date on which the Financing Commitments terminate. All commitment fees shall be computed on the basis of a year of 360 days and shall be payable for the actual number of days elapsed (including the first day but excluding the last day).
(e) [Reserved].
(f) Without limiting Section 4.03(c), the Company shall have the obligation from time to time to prepay outstanding Advances in whole or in part on any date with proceeds from sales of Portfolio Investments directed by the Administrative Agent pursuant to Section 1.04 and as set forth in Section 8.01(h). All such prepayments shall be accompanied by accrued and unpaid interest and shall be applied to the repayment of the longest outstanding Advance.clause
Appears in 1 contract
Samples: Loan and Security Agreement (Carlyle Credit Solutions, Inc.)
Principal and Interest Payments; Prepayments; Commitment Fee. (a) The Company shall pay the unpaid principal amount of the Advances (together with accrued interest thereon) to the Administrative Agent for the account of each Lender on the Maturity Date in accordance with the Priority of Payments and any and all cash in the Collateral Accounts shall be applied to the satisfaction of the Secured Obligations on the Maturity Date and on each Additional Distribution Date in accordance with the Priority of Payments; provided that, if a date is the Maturity Date solely in respect of the Bridge Advances, the Company shall pay the unpaid principal amount of the - 45 - Bridge Advances in cash (together with accrued interest thereon and all fees applicable thereto) to the Administrative Agent for the account of each Lender on such date, together with all amounts payable prior to the principal of the Advances pursuant to the Priority of Payments on such date, and shall not make payments subordinated to the payment of principal of the Advances pursuant to the Priority of Payments on such date.
(b) Accrued interest on the Advances shall be payable in arrears on each Interest Payment Date, each Additional Distribution Date and on the Maturity Date in accordance with the Priority of Payments; provided that (i) interest accrued pursuant to the first proviso to Section 3.01(b) shall be payable on demand and (ii) in the event of any repayment or prepayment of any Advances, accrued interest on the principal amount repaid or prepaid shall be payable on the date of such repayment or prepayment.
(i) Subject to the requirements of this Section 4.03(c), the Company shall have the right from time to time to prepay outstanding Advances in whole or in part without premium or penalty (unless such prepayment is accompanied by a permanent reduction in the Financing Commitments pursuant to Section 4.07(a)(i)(D)). The Company shall notify the Administrative Agent, the Collateral Agent and the Collateral Administrator by electronic mail of an executed document (attached as a .pdf or similar file) of any prepayment pursuant to this Section 4.03(c)(i) not later than 2:00 p.m., New York City time, two (2) Business Days before the date of prepayment. Each such notice shall be irrevocable and shall specify the prepayment date and the principal amount of the Advances to be prepaid. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Except in connection with a Market Value Cure, each partial prepayment of outstanding Advances shall be in an amount not less than $1,000,000. Prepayments shall be accompanied by accrued and unpaid interest.
(ii) At the request of any Lender, any prepayment pursuant to Section 4.03(c)(i) that is made on a date other than an "Interest Payment Date shall be accompanied by any costs incurred by such Lender in respect of Date" means the breakage of such prepayment.
fifteenth (d15th) The Company agrees to pay to the Administrative Agent, for the account of each Lender, a commitment fee in accordance with the Priority of Payments which shall accrue at a rate per annum equal to the Commitment Fee Rate on the average daily Unused Facility Amount of such Lender during the period from and including the Effective Date to but excluding the last calendar day of the Reinvestment Period. Accrued commitment fees shall be payable month in arrears on which each Interest Payment DateCalculation Period ends (or, and on if any such date is not a Business Day, the date on which the Financing Commitments terminate. All commitment fees shall be computed on the basis of a year of 360 days and shall be payable for the actual number of days elapsed (including the first day but excluding the last dayimmediately succeeding Business Day).
(e) [Reserved].
(f) Without limiting Section 4.03(c), the Company shall have the obligation from time to time to prepay outstanding Advances in whole or in part on any date with proceeds from sales of Portfolio Investments directed by the Administrative Agent pursuant to Section 1.04 and as set forth in Section 8.01(h). All such prepayments shall be accompanied by accrued and unpaid interest and shall be applied to the repayment of the longest outstanding Advance.
Appears in 1 contract
