Common use of Right of prepayment and cancellation in relation to a single Lender Clause in Contracts

Right of prepayment and cancellation in relation to a single Lender. (a) If: (i) any sum payable to any Lender by the Borrower is required to be increased under paragraph (a) of Clause 12.2 (Tax gross-up); or (ii) any Lender claims indemnification from the Borrower under Clause 12.3 (Tax indemnity) or Clause 13.1 (Increased costs), the Borrower may, following any circumstance giving rise to the requirement or indemnification referred to in paragraphs (i) or (ii) above, give the Agent notice of cancellation of part or the whole of the Commitment of that Lender and its intention to procure the prepayment of any part or the whole of that Lender’s participation in the Loans. Such right of cancellation or prepayment (and to take steps in relation thereto) will cease once the events giving rise to such requirement or indemnification cease. (b) On receipt of a notice referred to in paragraph (a) above, the Commitment of that Lender shall immediately be reduced by the amount specified in that notice. (c) On the last day of each Interest Period which ends after the Borrower has given notice under paragraph (a) above (or, if earlier, the date specified by the Borrower in that notice), the Borrower shall prepay that Lender’s participation in the relevant Loan.

Right of prepayment and cancellation in relation to a single Lender. (a) If: (i) any sum payable to any Lender by the Borrower is required to be increased under paragraph (a) of Clause 12.2 (Tax gross-up); or (ii) any Lender claims indemnification from the Borrower under Clause 12.3 (Tax indemnity) or Clause 13.1 (Increased costs), the Borrower may, following any whilst the circumstance giving rise to the requirement or indemnification referred to in paragraphs (i) or (ii) abovecontinues, give the Facility Agent notice of cancellation of part or the whole of the Commitment of that Lender and its intention to procure the prepayment of any part or the whole of that Lender’s 's participation in the Loans. Such right of cancellation or prepayment (and to take steps in relation thereto) will cease once the events giving rise to such requirement or indemnification cease. (b) On receipt of a notice referred to in paragraph (a) above, the Commitment of that Lender shall immediately be reduced by the amount specified in that noticeto zero. (c) On the last day of each Interest Period which ends after the Borrower has given notice under paragraph (a) above (or, if earlier, the date specified by the Borrower in that notice), the Borrower shall prepay that Lender’s 's participation in the relevant Loan.

Right of prepayment and cancellation in relation to a single Lender. (a) If: (i) any sum payable to any Lender by the Borrower an Obligor is required to be increased under paragraph (a) of Clause 12.2 13.2 (Tax gross-up); or (ii) any Lender claims indemnification from the any Borrower or an Obligor under Clause 12.3 13.3 (Tax indemnity) or Clause 13.1 14.1 (Increased costs), the that Borrower may, following any whilst the circumstance giving rise to the requirement for that increase or indemnification referred to in paragraphs (i) or (ii) abovecontinues, give the Facility Agent notice of cancellation of part or the whole of the Commitment of that Lender and its intention to procure the prepayment of any part or the whole of that Lender’s participation in the Loans. Such right of cancellation or prepayment (and to take steps in relation thereto) will cease once the events giving rise to such requirement or indemnification cease. (b) On receipt of a notice of cancellation referred to in paragraph (a) above, the Commitment of that Lender shall immediately be reduced by the amount specified in that noticeto zero. (c) On the last day of each Interest Period which ends after the a Borrower has given notice of cancellation under paragraph (a) above (or, if earlier, the date specified by the that Borrower in that notice), the that Borrower shall prepay that Lender’s participation in the relevant Loan.

Right of prepayment and cancellation in relation to a single Lender. (a) If: (i) any sum payable to any Lender by the Borrower an Obligor is required to be increased under paragraph (a) of Clause 12.2 (Tax gross-up); or (ii) any Lender claims indemnification from the Borrower Borrowers under Clause 12.3 (Tax indemnity) or Clause 13.1 (Increased costsCosts), the Borrower Borrowers may, following any whilst the circumstance giving rise to the requirement or indemnification referred to in paragraphs (i) or (ii) abovecontinues, give the Agent notice of cancellation of part or the whole of the Commitment of that Lender and its their intention to procure the prepayment of any part or the whole of prepay that Lender’s 's participation in the Loans. Such right of cancellation or prepayment (and to take steps in relation thereto) will cease once the events giving rise to such requirement or indemnification cease. (b) On receipt of a notice referred to in paragraph (a) above, the Commitment of that Lender shall immediately be reduced by the amount specified in that noticeto zero. (c) On the last day of each Interest Period which ends after the Borrower has Borrowers have given notice under paragraph (a) above (or, if earlier, the date specified by the Borrower Borrowers in that notice), the Borrower Borrowers shall prepay that Lender’s 's participation in the relevant LoanLoans.

Right of prepayment and cancellation in relation to a single Lender. (a) If: (i) any sum payable to any Lender by the Borrower or a Guarantor is required to be increased under paragraph (a) of Clause 12.2 (Tax gross-up); or (ii) any Lender claims indemnification from the Borrower under Clause 12.3 (Tax indemnity) or Clause 13.1 (Increased costs), the Borrower may, following any whilst the circumstance giving rise to the requirement or indemnification referred to in paragraphs (i) or (ii) abovecontinues, give the Facility Agent notice of cancellation of part or the whole of the Commitment of that Lender and its intention to procure the prepayment of any part or the whole of that Lender’s 's participation in the Loans. Such right of cancellation or prepayment (and to take steps in relation thereto) will cease once the events giving rise to such requirement or indemnification cease. (b) On receipt of a notice referred to in paragraph (a) above, the Commitment of that Lender shall immediately be reduced by the amount specified in that noticeto zero. (c) On the last day of each Interest Period which ends after the Borrower has given notice under paragraph (a) above (or, if earlier, the date specified by the Borrower in that notice), the Borrower shall prepay that Lender’s 's participation in the relevant Loan.

Right of prepayment and cancellation in relation to a single Lender. (a) If: (i) any sum payable to any Lender by the a Borrower is required to be increased under paragraph (ac) of Clause 12.2 10.2 (Tax gross-up); or (ii) any Lender claims indemnification from the a Borrower under Clause 12.3 10.3 (Tax indemnity) or Clause 13.1 12.1 (Increased costsCosts), the Borrower UPC Distribution may, following any whilst the circumstance giving rise to the requirement or indemnification referred continues, in respect only of the Facilities made available to in paragraphs (i) or (ii) aboveit, give the Facility Agent notice of cancellation of part or the whole of the Facility A Commitment, Facility B Commitment, Facility C1 Commitment and/or Facility C2 Commitment (as applicable) of that Lender and its intention to procure the prepayment of any part or the whole repayment of that Lender’s 's participation in the Loans. Such right of cancellation or prepayment (and to take steps in relation thereto) will cease once the events giving rise to such requirement or indemnification ceaseall relevant Advances. (b) On receipt of a notice referred to in paragraph (a) above, the Facility A Commitment, Facility B Commitment, Facility C1 Commitment and/or Facility C2 Commitment (as applicable) of that Lender shall each immediately be reduced by the amount specified in that noticeto zero. (c) On the last day of each Interest Period which ends after the a Borrower has given notice under paragraph (a) above (or, if earlier, the date specified by the relevant Borrower in that notice), the relevant Borrower shall prepay repay that Lender’s 's participation in the all relevant LoanAdvances.

Right of prepayment and cancellation in relation to a single Lender. (a) If: (i) any sum payable to any Lender by the Borrower is required to be increased under paragraph (a) of Clause 12.2 (Tax gross-up12.2(c); or (ii) any Lender claims indemnification from the Borrower under Clause clause 12.3 (Tax indemnity) or Clause clause 13.1 (Increased costsCosts), the Borrower may, following any whilst the circumstance giving rise to the requirement or for indemnification referred to in paragraphs (i) or (ii) abovecontinues, give the Facility Agent notice of the cancellation of part or the whole of the Commitment of that Lender and its intention to procure the prepayment of any part or the whole of prepay that Lender’s participation in the Loans. Such right of cancellation or prepayment (and to take steps in relation thereto) will cease once the events giving rise to such requirement or indemnification ceaseLoan. (b) On receipt of a notice referred to in paragraph (a) above, the Commitment of that Lender shall immediately be reduced by the amount specified in that noticeto zero. (c) On the last day of each Interest Period which ends after the Borrower has given notice under paragraph (a) above (or, if earlier, the date specified by the Borrower in that notice), the Borrower shall prepay that Lender’s participation in the relevant LoanLoan together with Break Costs (if any) relating to such prepayment.

Right of prepayment and cancellation in relation to a single Lender. (a) If: (i) any sum payable to any Lender by the Borrower is required to be increased under paragraph (a) of Clause 12.2 (Tax grossGross-upUp); or (ii) any Lender claims indemnification from the Borrower under Clause 12.3 (Tax indemnityIndemnity) or Clause 13.1 (Increased costsCosts), the Borrower may, following any whilst the circumstance giving rise to the requirement for that increase or indemnification referred to in paragraphs (i) or (ii) abovecontinues, give the Agent notice of cancellation of part or the whole of the Commitment Commitment(s) of that Lender and its intention to procure the prepayment of any part or the whole of that LenderXxxxxx’s participation in the Loans. Such right Loans or give the Agent notice of cancellation or prepayment its intention to replace that Lender in accordance with Clause 32.5 (and to take steps in relation thereto) will cease once the events giving rise to such requirement or indemnification ceaseReplacement of Lender). (b) On receipt of a notice of cancellation referred to in paragraph (a) above, the Commitment Available Commitment(s) of that Lender shall be immediately be reduced by the amount specified in that noticeto zero. (c) On the last day of each Interest Period which ends after the Borrower has given notice of cancellation under paragraph (a) above (or, if earlier, the date specified by the Borrower in that notice), the Borrower shall prepay that LenderXxxxxx’s participation in that Loan and that Xxxxxx’s corresponding Commitment(s) shall be immediately cancelled in the relevant Loanamount of the participations repaid.

Right of prepayment and cancellation in relation to a single Lender. (a) If: (i) any sum payable to any Lender by the Borrower an Obligor is required to be increased under paragraph (a) of Clause 12.2 13.2 (Tax gross-up); or (ii) any Lender claims indemnification from the Borrower under Clause 12.3 13.3 (Tax indemnity) or Clause 13.1 14.1 (Increased costs), , (iii) the Borrower may, following any whilst the circumstance giving rise to the requirement for that increase or indemnification referred to in paragraphs (i) or (ii) abovecontinues, give the Facility Agent notice of cancellation of part or the whole of the Commitment of that Lender and its intention to procure the prepayment of any part or the whole of that Lender’s participation in the Loans. Such right of cancellation or prepayment (and to take steps in relation thereto) will cease once the events giving rise to such requirement or indemnification cease. (b) On receipt of a notice of cancellation referred to in paragraph (a) above, the Commitment of that Lender shall immediately be reduced by the amount specified in that noticeto zero. (c) On the last day of each Interest Period which ends after the Borrower has given notice of cancellation under paragraph (a) above (or, if earlier, the date specified by the Borrower in that notice), the Borrower shall prepay that Lender’s participation in the relevant Loan.

Right of prepayment and cancellation in relation to a single Lender. (a) If: (i) any sum payable to any Lender by the Borrower is required to be increased under paragraph (a) of Clause 12.2 (Tax gross-up); or (ii) any Lender claims indemnification from the Borrower under Clause 12.3 (Tax indemnity) or Clause 13.1 (Increased costsCosts), the Borrower may, following any whilst the circumstance giving rise to the requirement for that increase or indemnification referred to in paragraphs (i) or (ii) abovecontinues, give the Agent notice of cancellation of part or the whole of the Commitment Commitment(s) of that Lender and its intention to procure the prepayment of any part or the whole of that Lender’s 's participation in the Loans. Such right of cancellation or prepayment (and to take steps in relation thereto) will cease once the events giving rise to such requirement or indemnification cease. (b) On receipt of a notice of cancellation referred to in paragraph (a) above, the Commitment Available Commitment(s) of that Lender shall be immediately be reduced by the amount specified in that noticeto zero. (c) On the last day of each Interest Period which ends after the Borrower has given notice of cancellation under paragraph (a) above (or, if earlier, the date specified by the Borrower in that notice), the Borrower shall prepay that Lender’s 's participation in the relevant LoanLoan and that Lender's corresponding Commitment(s) shall be immediately cancelled in the amount of the participations repaid.

Right of prepayment and cancellation in relation to a single Lender. (ai) If: (i) any sum payable to any Lender by the Borrower an Obligor is required to be increased under paragraph (ac) of Clause 12.2 (Tax gross-up); or (ii) any Lender claims indemnification from the Borrower under Clause 12.3 (Tax indemnity) or Clause 13.1 (Increased costs), ; or (iii) the rate notified by a Lender in relation to a particular Interest Period under paragraph a(ii) of Clause 10.2 (Market Disruption) is higher than the lowest rate notified by a Lender under that paragraph. the Borrower may, following any whilst the circumstance giving rise to the requirement or indemnification referred to in paragraphs (i) or (ii) above, continues give the Agent notice of cancellation of part or the whole of the Commitment of that Lender and its intention to procure the prepayment of any part or the whole of that Lender’s 's participation in the Loans. Such right of cancellation or prepayment (and to take steps in relation thereto) will cease once the events giving rise to such requirement or indemnification cease. (bii) On receipt of a notice referred to in paragraph (a) above, the Commitment of that Lender shall immediately be reduced by the amount specified in that noticeto zero. (ciii) On the last day of each Interest Period which ends after the Borrower has given notice under paragraph (a) above (or, if earlier, the date specified by the Borrower in that notice), the Borrower shall prepay that Lender’s 's participation in the relevant that Loan.

Right of prepayment and cancellation in relation to a single Lender. (a) If: (i) any sum payable to any Lender by the a Borrower is required to be increased under paragraph (a) of Clause 12.2 10.2(c) (Tax gross-up); or (ii) any Lender claims indemnification from the a Borrower under Clause 12.3 10.3 (Tax indemnity) or Clause 13.1 12.1 (Increased costsCosts), the Borrower UPC Broadband may, following any whilst the circumstance giving rise to the requirement or indemnification referred continues, in respect only of the Facilities made available to in paragraphs (i) or (ii) aboveit, give the Facility Agent notice of cancellation of part or the whole of the Facility A Commitment, Facility B Commitment, Facility C1 Commitment and/or Facility C2 Commitment (as applicable) of that Lender and its intention to procure the prepayment of any part or the whole repayment of that Lender’s participation in the Loans. Such right of cancellation or prepayment (and to take steps in relation thereto) will cease once the events giving rise to such requirement or indemnification ceaseall relevant Advances. (b) On receipt of a notice referred to in paragraph (a) above, the Facility A Commitment, Facility B Commitment, Facility C1 Commitment and/or Facility C2 Commitment (as applicable) of that Lender shall each immediately be reduced by the amount specified in that noticeto zero. (c) On the last day of each Interest Period which ends after the a Borrower has given notice under paragraph (a) above (or, if earlier, the date specified by the relevant Borrower in that notice), the relevant Borrower shall prepay repay that Lender’s participation in the all relevant LoanAdvances.

Right of prepayment and cancellation in relation to a single Lender. (a) If: (i) any sum payable to any Lender by the Borrower is required to be increased under paragraph (a) of Clause 12.2 (Tax gross-up); or (ii) any Lender claims indemnification from the Borrower under Clause 12.3 (Tax indemnity) or Clause 13.1 (Increased costs), the Borrower may, following any whilst the circumstance giving rise to the requirement or indemnification referred to in paragraphs (i) or (ii) abovecontinues, give the Facility Agent notice of cancellation of part or the whole of the Commitment of that Lender and its intention to procure the prepayment of any part or the whole of that Lender’s participation in the Loans. Such right of cancellation or prepayment (and to take steps in relation thereto) will cease once the events giving rise to such requirement or indemnification cease. (b) On receipt of a notice referred to in paragraph (a) above, the Commitment of that Lender shall immediately be reduced by the amount specified in that noticeto zero. (c) On the last day of each the Interest Period which ends after the Borrower has given notice under paragraph (a) above (or, if earlier, the date specified by the Borrower in that notice), the Borrower shall prepay that Lender’s participation in the relevant LoanLoan without any premium or penalty.

Right of prepayment and cancellation in relation to a single Lender. (a) If: (i) any sum payable to any Lender by the Borrower is required to be increased under paragraph (a) of Clause 12.2 (Tax gross-up); or (ii) any Lender claims indemnification from the Borrower under Clause 12.3 (Tax indemnity) or Clause 13.1 (Increased costs); or (ii) the rate notified by a Lender in relation to a particular Interest Period under sub-clause (a)(II) of Clause 10.2 (Market disruption) is higher than the lowest rate notified by a Lender under that clause, the Borrower may, following any whilst the circumstance giving rise use to the requirement or indemnification referred to in paragraphs (i) or (ii) above, continues give the Agent notice of cancellation of part or the whole of the Commitment of that Lender and its intention to procure the prepayment of any part or the whole of that Lender’s participation in the Loans. Such right of cancellation or prepayment (and to take steps in relation thereto) will cease once the events giving rise to such requirement or indemnification cease. (b) On receipt of a notice referred to in paragraph sub-clause (a) above, the Commitment of that Lender shall immediately be reduced by the amount specified in that noticeto zero. (ci) Any notice of prepayment given by the Borrower under sub-clause (a) above shall only be valid if accompanied by evidence satisfactory to the Agent that all Authorisations necessary or desirable in connection with the proposed prepayment have been obtained and are in full force and effect. (ii) On the last day of each Interest interest Period which ends after the Borrower has given notice under paragraph sub-clause (a) above (or, if If earlier, the date specified by the Borrower in that notice), the Borrower shall prepay that Lender’s participation in the relevant that Loan.

Right of prepayment and cancellation in relation to a single Lender. (ai) If: (i) any sum payable to any Lender by the Borrower an Obligor is required to be increased under paragraph (ac) of Clause 12.2 (Tax gross-up); or (ii) any Lender claims indemnification from the Borrower under Clause 12.3 (Tax indemnity) or Clause 13.1 (Increased costs); or (iii) the rate notified by a Lender in relation to a particular Interest Period under paragraph a(ii) of Clause 10.2 (Market Disruption) is higher than the lowest rate notified by a Lender under that paragraph, the Borrower may, following any whilst the circumstance giving rise to the requirement or indemnification referred to in paragraphs (i) or (ii) above, continues give the Agent notice of cancellation of part or the whole of the Commitment of that Lender and its intention to procure the prepayment of any part or the whole of that Lender’s 's participation in the Loans. Such right of cancellation or prepayment (and to take steps in relation thereto) will cease once the events giving rise to such requirement or indemnification cease. (bii) On receipt of a notice referred to in paragraph (a) above, the Commitment of that Lender shall immediately be reduced by the amount specified in that noticeto zero. (ciii) On the last day of each Interest Period which ends after the Borrower has given notice under paragraph (a) above (or, if earlier, the date specified by the Borrower in that notice), the Borrower shall prepay that Lender’s 's participation in the relevant that Loan.