Required Prepayments  20 Sample Clauses

Required Prepayments  20. Section 8.2. Optional Prepayments with Make-Whole Amount (other than for Prepayments pursuant to Section 10.6 20 Section 8.3. Allocation of Partial Prepayments 20 Section 8.4. Maturity; Surrender, Etc. 20 Section 8.5. Purchase of Notes 20 Section 8.6. Make-Whole Amount for the Series A Notes 21 Section 8.7. Change in Control 22 Section 9. Affirmative Covenants 24 Section 9.1. Compliance with Law 24 Section 9.2. Insurance 25 Section 9.3. Maintenance of Properties 25 Section 9.4. Payment of Taxes and Claims 25 Section 9.5. Corporate Existence, Etc 25 Section 9.6. Notes to Rank Pari Passu 26 Section 9.7. Additional Subsidiary Guarantors 26 Section 9.8. Books and Records 26 Section 10. Negative Covenants 26 Section 10.1. Consolidated Net Worth 26 Section 10.2. Consolidated Indebtedness to Consolidated EBITDA 26 Section 10.3. Fixed Charges Coverage Ratio 27 Section 10.4. Priority Indebtedness 27 Section 10.5. Limitation on Liens 27
Sample 1
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Required Prepayments  20. Section 8.2. Optional Prepayments with Make-Whole Amount 20 Section 8.3. Allocation of Partial Prepayments 20 Section 8.4. Maturity; Surrender, Etc. 20 Section 8.5. Purchase of Notes 21 Section 8.6. Make Whole Amount for the Series A Notes 21 Section 8.7. Change in Control 23 SECTION 9. AFFIRMATIVE COVENANTS 25 Section 9.1. Compliance with Law 25 Section 9.2. Insurance 25 Section 9.3. Maintenance of Properties 25 Section 9.4. Payment of Taxes and Claims 26 Section 9.5. Corporate Existence, Etc 26 Section 9.6. Books and Records 26 Section 9.7. Subsidiary Guarantors 26 SECTION 10. NEGATIVE COVENANTS 27 Section 10.1. Financial Covenants 27 Section 10.2. Priority Debt 27 Section 10.3. Limitation on Liens 27 Section 10.4. Sales of Assets 29 Section 10.5. Merger and Consolidation 30 Section 10.6. Transactions with Affiliates 31 Section 10.7. Line of Business 32 Section 10.8. Terrorism Sanctions Regulations 32 SECTION 11. EVENTS OF DEFAULT 32 SECTION 12. REMEDIES ON DEFAULT, ETC 35 Section 12.1. Acceleration 35 Section 12.2. Other Remedies 36 Section 12.3. Rescission 36 Section 12.4. No Waivers or Election of Remedies, Expenses, Etc 36 SECTION 13. REGISTRATION; EXCHANGE; SUBSTITUTION OF NOTES 36 Section 13.1. Registration of Notes 36 Section 13.2. Transfer and Exchange of Notes 37 Section 13.3. Replacement of Notes 37 SECTION 14. PAYMENTS ON NOTES 38 Section 14.1. Place of Payment 38 Section 14.2. Home Office Payment 38 SECTION 15. EXPENSES, ETC 38 Section 15.1. Transaction Expenses 38 Section 15.2. Survival 39 SECTION 16. SURVIVAL OF REPRESENTATIONS AND WARRANTIES; ENTIRE AGREEMENT 39 SECTION 17. AMENDMENT AND WAIVER 40 Section 17.1. Requirements 40 Section 17.2. Solicitation of Holders of Notes 40 Section 17.3. Binding Effect, etc 41 Section 17.4. Notes Held by Company, etc 41 SECTION 18. NOTICES 41 SECTION 19. REPRODUCTION OF DOCUMENTS 42 SECTION 20. CONFIDENTIAL INFORMATION 42 SECTION 21. SUBSTITUTION OF PURCHASER 44 SECTION 22. MISCELLANEOUS 44 Section 22.1. Successors and Assigns 44 Section 22.2. Accounting Terms. 44 Section 22.3. Severability 45 Section 22.4. Construction, etc 45 Section 22.5. Counterparts 46 Section 22.6. Governing Law 46 Section 22.7. Jurisdiction and Process; Waiver of Jury Trial 46 SCHEDULE A — Information Relating to Purchasers SCHEDULE B — Defined Terms SCHEDULE 3 — Wire Instructions SCHEDULE 4.9 — Changes in Corporate Structure SCHEDULE 5.6 — Disclosed Matters SCHEDULE 5.12 — Subsidiaries of the Company SCHEDULE 5.18 — Existing Inde...
Sample 1

Related to Required Prepayments  20

  • Required Prepayments 15 Section 8.2. Optional Prepayments with Make-Whole Amount....................................16 Section 8.3.

  • Prepayments, Etc of Indebtedness. Prepay, redeem, purchase, defease or otherwise satisfy prior to the scheduled maturity thereof in any manner, or make any payment in violation of any subordination terms of, any Indebtedness, except (a) the prepayment of the Credit Extensions in accordance with the terms of this Agreement and (b) regularly scheduled or required repayments or redemptions of Indebtedness set forth in Schedule 7.02 and refinancings and refundings of such Indebtedness in compliance with Section 7.02(d).

  • Permitted Prepayment Borrower shall have the option to prepay all, but not less than all, of the Term Loan Advances, provided Borrower (i) delivers written notice to Bank of its election to prepay the Term Loan Advances at least ten (10) days prior to such prepayment, and (ii) pays, on the date of such prepayment (A) the outstanding principal plus accrued and unpaid interest with respect to the Term Loan Advances, (B) the Final Payment, (C) the Prepayment Fee, and (D) all other sums, if any, that shall have become due and payable with respect to the Term Loan Advances, including interest at the Default Rate with respect to any past due amounts.

  • Repayment Prepayment and Cancellation 6 REPAYMENT

  • Mandatory Prepayment of Loans (a) On and after the Acquisition Closing Date and prior to the Initial Bridge Loan Maturity Date, (i) if any New Senior Unsecured Notes shall be issued or incurred by the Company or any Restricted Subsidiary an amount equal to 100% of the Net Cash Proceeds thereof shall be applied on the date of such issuance or incurrence toward the prepayment of the Loans as set forth in Section 2.6.4 and (ii) if any other Indebtedness (other than as set forth in clause (i) or permitted under Section 6.18) shall be issued or incurred by the Company or any Restricted Subsidiary an amount (less the amount required or applied, if any, to repay or reduce commitments under the Senior Secured Credit Facilities (or any Permitted Refinancing thereof) or other senior secured Indebtedness that such Senior Secured Credit Facilities (or any Permitted Refinancing thereof) permit such proceeds to be shared with in accordance with their terms) equal to 100% of the Net Cash Proceeds thereof shall be applied on the date of such issuance or incurrence toward the prepayment of the Loans as set forth in Section 2.6.4. (b) On and after the Acquisition Closing Date and prior to the Initial Bridge Loan Maturity Date, if the Company or any Restricted Subsidiary shall receive Net Cash Proceeds from the issuance or sale of Capital Stock (other than (x) issuances pursuant to the Company’s or any Subsidiary’s equity compensation plans, employee stock purchase plan and any dividend reinvestment or direct purchase plan and issuances similar to the foregoing and (y) for the avoidance of doubt, issuances or sales of Capital Stock of the Company representing or in connection with elections by shareholders of the Target to receive all or a portion of the equity component of their consideration in the form of cash from the sale of all or a portion of such equity component by the Company or its Subsidiaries), 100% of such Net Cash Proceeds shall be applied on the date of such issuance or sale toward the prepayment of the Loans. After the Initial Bridge Loan Maturity Date, Loans hereunder, if any, shall be subject to mandatory redemption provisions applicable to the Exchange Notes in the Exchange Indenture, and shall be entitled to offers for mandatory redemption ratably with any such Exchange Notes and, if applicable, New Senior Unsecured Notes, if any. (c) On and after the Acquisition Closing Date, if the Company or any Restricted Subsidiary shall receive Net Cash Proceeds from any Asset Sale Prepayment Event or Recovery Event then, unless a Reinvestment Notice shall be delivered in respect thereto, 100% of such Net Cash Proceeds not required or applied to repay or reduce commitments under the Senior Secured Credit Facilities (or any Permitted Refinancing thereof) or other senior secured Indebtedness that such Senior Secured Credit Facilities (or any Permitted Refinancing thereof) permit such proceeds to be shared with in accordance with their terms, shall be applied on or prior to the fifth Business Day after such receipt (or in the case of an Asset Sale Prepayment Event or Recovery Event in an amount less than $75,000,000, on or prior to the date five Business Days after the date the financial statements for the fiscal quarter in which such event occurred are required to be delivered pursuant to Section 6.01(i) or (ii)) toward the prepayment of the Loans as set forth in Section 2.6.4; provided that, notwithstanding the foregoing, no later than each Reinvestment Prepayment Date, an amount equal to the Reinvestment Prepayment Amount with respect to the relevant Reinvestment Event (less amounts required or applied to repay or reduce commitments under the Senior Secured Credit Facilities (or any Permitted Refinancing thereof) or other senior secured Indebtedness that such Senior Secured Credit Facilities (or any Permitted Refinancing thereof) permit such proceeds to be shared with in accordance with their terms) shall be applied toward the prepayment of the Loans as set forth in Section 2.6.4. Prepayments from, and, without duplication, of amounts equal to, Net Cash Proceeds of any Asset Sale Prepayment Event or Recovery Event by or of a Foreign Subsidiary (to the extent otherwise required) will be limited to the extent (x) the repatriation of Foreign Subsidiaries’ funds to fund such prepayments is prohibited, restricted or delayed by applicable laws, (y) repatriation of Foreign Subsidiaries’ funds to fund such prepayment could reasonably be expected to result in adverse tax consequences to the Company and its Restricted Subsidiaries or (z) such funds originate at the Target or its Subsidiaries prior to the Domination Agreement Effective Date. All mandatory prepayments are subject to permissibility under (a) in the case of Foreign Subsidiaries, local law restrictions (such as restrictions relating to financial assistance, corporate benefit, restrictions on upstreaming of cash intra-group and the fiduciary and statutory duties of the directors of the relevant Restricted Subsidiaries) and (b) with respect to non-Wholly Owned Restricted Subsidiaries, organizational document restrictions, to the extent not created in contemplation of such prepayments. The non-application of any such mandatory prepayment amounts in compliance with the foregoing provisions of this paragraph will not constitute an Unmatured Default or Default and such amounts shall be available for working capital purposes of the Company and its Restricted Subsidiaries. The Company will undertake to use commercially reasonable efforts to overcome or eliminate any such restrictions and/or minimize any such costs of prepayment (subject to the considerations above) to make the relevant payment, other than, for the avoidance of doubt, to the extent resulting from asset sales or operations of the Target and its Restricted Subsidiaries prior to the Domination Agreement Effective Date. Notwithstanding the foregoing, any prepayments made after application of the above provisions shall be net of any costs, expenses or taxes incurred by the Company and its Restricted Subsidiaries or any of its Affiliates or equity partners and arising as a result of compliance with this paragraph.

  • Mandatory Prepayments (a) If at any time, the aggregate principal amount of any Borrower’s Revolving Credit Outstandings exceeds such Borrower’s Revolving Credit Sublimit at such time, such Borrower shall forthwith prepay first, the Swingline Loans and then the Revolving Loans made to such Borrower then outstanding in an aggregate amount equal to such excess. If any such excess remains after repayment in full of the aggregate outstanding Swingline Loans and Revolving Loans made to such Borrower, such Borrower shall provide cash collateral for its then outstanding Letter of Credit Obligations in the manner set forth in Section 8.2 (Actions in Respect of Letters of Credit) in an amount equal to 105% of such excess. (b) If at any time, the aggregate principal amount of Revolving Credit Outstandings exceeds the aggregate Revolving Credit Commitments at such time, each Borrower shall forthwith prepay first, the Swingline Loans and then the Revolving Loans made to such Borrower then outstanding in an aggregate amount equal to (i) the percentage obtained by dividing the aggregate outstanding principal balance of the Revolving Credit Outstandings owing by such Borrower by the aggregate outstanding principal balance of the Revolving Credit Outstandings owing by all Borrowers multiplied by (ii) the aggregate amount of such excess. If any such excess remains after repayment in full of the aggregate outstanding Swingline Loans and Revolving Loans, each Borrower shall provide cash collateral for its then outstanding Letter of Credit Obligations in the manner set forth in Section 8.2 (Actions in Respect of Letters of Credit) in an amount equal to 105% of (A) the percentage obtained by dividing the aggregate outstanding amount of the Letter of Credit Obligations owing by such Borrower by the aggregate outstanding amount of the Letter of Credit Obligations owing by all Borrowers multiplied by (B) the aggregate amount of such excess.

  • Repayments and Prepayments; Application The Borrower agrees that the Loans shall be repaid and prepaid pursuant to the following terms.

  • Voluntary prepayment of Loans The Borrower may, if it gives the Agent not less than 5 Business Days’ (or such shorter period as the Majority Lenders may agree) prior written notice, prepay the whole or any part of a Loan (but, if in part, being an amount that reduces the Base Currency Amount of the Loan by a minimum amount of EUR 20,000,000).

  • Prepayment of Loans (a) The Borrower shall have the right at any time and from time to time up to 3:00 p.m., New York City time on any Business Day to prepay any Loan in whole or in part, subject to prior notice in accordance with paragraph (b) of this Section; provided that interest will accrue on such amount being prepaid until the next business day if such payment is received after 3:00 p.m., New York City time. (b) The Borrower shall notify the Administrative Agent (and, in the case of prepayment of a Swingline Loan or an Uncommitted Swingline Loan, the Swingline Lenders or the applicable Uncommitted Swingline Lenders, as the case may be) by telephone (confirmed by electronic communication or facsimile) of any prepayment hereunder not later than 12:00 noon, New York City time, on the date of prepayment. Each such notice shall be irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.09, then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.09. Promptly following receipt of any such notice relating to a Revolving Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Revolving Borrowing shall be in an amount that would be permitted in the case of an advance of a Revolving Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Revolving Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 2.13.

  • Prepayment of Loan So long as ECOLOGY shall hold this loan, the RECIPIENT may prepay the entire unpaid principal balance of and accrued interest on the loan or any portion of the remaining unpaid principal balance of the Loan Amount . Any prepayments on the loan shall be applied first to any accrued interest due and then to the outstanding principal balance of the Loan Amount. If the RECIPIENT elects to prepay the entire remaining unpaid balance and accrued interest, the RECIPIENT shall first contact ECOLOGY’s Revenue/Receivable Manager of the Fiscal Office.

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