Right to Prepay. The Borrower shall have the right at its option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 [Replacement of a Lender] below, in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity]). Whenever the Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 1:00 p.m. at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (4) Business Days prior to the date of prepayment of any Optional Currency Loans, or no later than 1:00 p.m. on the date of prepayment of Swing Loans, setting forth the following information: (i) the date, which shall be a Business Day, on which the proposed prepayment is to be made; (ii) a statement indicating the application of the prepayment between the Revolving Credit Loans and Swing Loans; (iii) a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Euro-Rate Option applies (including the Optional Currency, if applicable); and (iv) the total principal amount of such prepayment, which shall not be less than the lesser of (i) the outstanding Revolving Credit Loans, or (ii) $100,000 for any Swing Loan or $500,000 for any Revolving Credit Loan. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] shall be applied to the outstanding Revolving Credit Loans, provided that such prepayment of any Revolving Credit Loans shall not permanently reduce the Revolving Credit Commitments. Except as provided in Section 4.4.4 [Administrative Agent’s and Lender’s Rights], if the Borrower prepays a Loan but fails to specify the applicable Borrowing Tranche which the Borrower is prepaying, the prepayment shall be applied first to Revolving Credit Loans to which the Base Rate Option applies, then to Revolving Credit Loans which are not Optional Currency Loans, then to Optional Currency Loans, and then to Swing Loans. Any prepayment hereunder shall be subject to the Borrower’s Obligation to indemnify the Lenders under Section 5.10 [Indemnity]. Prepayments shall be made in the currency in which such Loan was made unless otherwise directed by the Administrative Agent.
Appears in 1 contract
Samples: Revolving Credit Facility (Advanced Drainage Systems, Inc.)
Right to Prepay. The Borrower Borrowers shall have the right at its their option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 [Replacement of a Lender] below, in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity]). Whenever the Borrower desires Borrowers desire to prepay any part of the Loans, it the Administrative Borrower shall provide a prepayment notice to the Administrative Agent by 1:00 p.m. Eastern time at least one (1) Business Day prior to the date of prepayment of the Revolving {N0221554 } - 52 - Credit Loans denominated in Dollars, and at least four (4) Business Days prior to the date of prepayment of any Optional Currency Loans, or Term Loans or no later than 1:00 p.m. Eastern time on the date of prepayment of Swing Loans, setting forth the following information:
(ia) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
(iib) a statement indicating the application of the prepayment between the Revolving Credit Loans, Term Loans and Swing Loans;
(iiic) a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Euro-LIBOR Rate Option applies (including the Optional Currency, if applicable)applies; and
(ivd) the total principal amount of such prepayment, which shall not be less than the lesser of (i) the outstanding Revolving Credit Loans, or (ii) $100,000 for any Swing Loan or $500,000 for any Revolving Credit Term Loan. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amountamount except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All Term Loan prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] shall be applied to unpaid installments of principal of the outstanding Revolving Credit Loans, provided that such prepayment Term Loans as directed by the Administrative Borrower and any principal amount of the Term Loan prepaid may not be reborrowed. Notwithstanding the application of any Revolving Credit Loans shall not permanently reduce prepayments as directed by the Revolving Credit CommitmentsAdministrative Borrower pursuant to this Section 5.6.1 [Right to Prepay], for purposes of calculating any applicable Fixed Charge Coverage Ratio, such prepayments will be deemed to have been applied in accordance with the requirements for the application of mandatory Term Loan prepayments pursuant to Section 5.7 [Mandatory Prepayments]. Except as provided in Section 4.4.4 4.4.3 [Administrative Agent’s and Lender’s Rights], if the Borrower prepays Borrowers prepay a Loan but fails fail to specify the applicable Borrowing Tranche which the Borrower is Borrowers are prepaying, the prepayment shall be applied (i) first to Revolving Credit Loans and then to Term Loans; and (ii) after giving effect to the allocations in clause (i) above and in the preceding sentence, next to Loans to which the Base Rate Option applies, then to Revolving Credit Loans to which are not Optional Currency Loans, then to Optional Currency Loans, and then to Swing Loansthe LIBOR Rate Option applies. Any prepayment hereunder shall be subject to the Borrower’s Borrowers’ Obligation to indemnify the Lenders under Section 5.10 [Indemnity]. Prepayments shall be made in the currency in which such Loan was made unless otherwise directed by the Administrative Agent.
Appears in 1 contract
Right to Prepay. The Borrower shall have the right at its option from time to time to prepay the Loans Loans, in whole or part part, without premium or penalty (except as provided in Section 5.6.2 [Replacement of a Lender] 5.13 below, in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity]5.10). Whenever the Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 1:00 p.m. Eastern Time at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, or Term Loans that bear interest at the Base Rate Option and at least four three (43) Business Days prior to in the date case of prepayment of any Optional Currency LoansLoans bearing interest at the LIBOR Rate Option, or no later than 1:00 p.m. Eastern Time on the date of prepayment of Swing Swingline Loans, setting forth the following information:
(i) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
(ii) a statement indicating the application of the prepayment between the Revolving Credit Loans, Term Loans and Swing Swingline Loans;
(iii) a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Euro-LIBOR Rate Option applies (including the Optional Currency, if applicable)applies; and
(iv) the total principal amount of such prepayment, which shall not be less than the lesser of (iA) the outstanding Revolving Credit Loans, Facility Usage or (iiB) $100,000 (or if less the full outstanding amount) for any Swing Swingline Loan or $500,000 for any Revolving Credit Loan or Term Loan. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All Term Loan prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] 5.2 shall be applied to the outstanding Revolving Credit Loans, provided that such prepayment unpaid installments of any Revolving Credit principal of the Term Loans shall not permanently reduce the Revolving Credit Commitmentson a pro rata basis. Except as provided in Section 4.4.4 [Administrative Agent’s and Lender’s Rights]4.4(c), if the Borrower prepays a Loan but fails to specify the applicable Borrowing Tranche which the Borrower is prepaying, the prepayment shall be applied (1) first to Revolving Credit Loans and then to Term Loans; and (2) after giving effect to the allocations in clause (1) above and in the preceding sentence, first to Loans to which the Base Rate Option applies, then to Revolving Credit Loans to which are not Optional Currency Loans, then to Optional Currency Loans, and then to Swing Loansthe LIBOR Rate Option applies. Any prepayment hereunder shall be subject to the Borrower’s Obligation to indemnify the Lenders under Section 5.10 [Indemnity]. Prepayments shall be made in the currency in which such Loan was made unless otherwise directed by the Administrative Agent5.10.
Appears in 1 contract
Right to Prepay. The Borrower shall have the right at its option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 4.6(b) [Replacement of a Lender] below, in Section 5.8 4.8 [Increased Costs] and Section 5.10 4.10 [Indemnity]). Whenever the Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 1:00 p.m. at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (4) Business Days prior to the date of prepayment of any Optional Currency Loans, or no later than 1:00 p.m. 12:00 p.m., Philadelphia time, on the date of prepayment of Swing Loans, setting forth the following information:
(i) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
(ii) a statement indicating the application of the prepayment between the Revolving Credit Loans and Swing Loans;
(iii) a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Euro-Rate Option applies (including the Optional Currency, if applicable); and
(iviii) the total principal amount of such prepayment, which shall not be less than the lesser of (i) the outstanding Revolving Credit Loans, or (ii) $100,000 100,000.00 for any Swing Loan or $500,000 250,000.00 for any Revolving Credit Loan. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amountamount except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] shall be applied to the outstanding Revolving Credit Loans, provided that such prepayment of any Revolving Credit Loans shall not permanently reduce the Revolving Credit Commitments. Except as provided in Section 4.4.4 3.4(c) [Administrative Agent’s and Lender’s Rights], if the Borrower prepays a Loan but fails to specify the applicable Borrowing Tranche which the Borrower is prepaying, the prepayment shall be applied first to Revolving Credit Loans to which the Base Rate Option applies, then to Revolving Credit Loans to which are not Optional Currency Loans, then to Optional Currency Loans, and then to Swing Loansthe LIBOR Rate Option applies. Any prepayment hereunder shall be subject to the Borrower’s Obligation to indemnify the Lenders under Section 5.10 4.10 [Indemnity]. Prepayments shall be made in the currency in which such Loan was made unless otherwise directed by the Administrative Agent.
Appears in 1 contract
Samples: Credit Agreement (Gsi Commerce Inc)
Right to Prepay. The Borrower shall have the right at its option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 [Replacement of a Lender] below, in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity]). Whenever the Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 1:00 p.m. at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (4) Business Days prior to which the date of prepayment of any Optional Currency Loans, LIBOR Rate Option applies or no later than 1:00 p.m. 11:00 a.m. on the date of prepayment of Swing LoansLoans and Revolving Credit Loans to which the Base Rate Option applies, setting forth the following information:
(i) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
(ii) a statement indicating the application of the prepayment between the Revolving Credit Loans and Swing Loans;
(iii) a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Euro-LIBOR Rate Option applies (including the Optional Currency, if applicable)applies; and
(iv) the total principal amount of such prepayment, which shall not be less than the lesser of (ix) the aggregate principal amount of all outstanding Revolving Credit Loans, Loans or (iiy) $100,000 for any Swing Loan or $500,000 1,000,000 for any Revolving Credit Loan. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] shall be applied to the outstanding Revolving Credit Loans, provided that such prepayment of any Revolving Credit Loans shall not permanently reduce the Revolving Credit Commitments. Except as provided in Section 4.4.4 4.4.3 [Administrative Agent’s and Lender’s Rights], if the Borrower prepays a Loan but fails to specify the applicable Borrowing Tranche which the Borrower is prepaying, the prepayment shall be applied (i) first to Swing Loans and then to Revolving Credit Loans; and (ii) after giving effect to the allocations in clause (i) above, first to Loans to which the Base Rate Option applies, then to Revolving Credit Loans to which are not Optional Currency Loans, then to Optional Currency Loans, and then to Swing Loansthe LIBOR Rate Option applies. Any prepayment hereunder shall be subject to the Borrower’s Obligation obligation to indemnify the Lenders under Section 5.10 [Indemnity]. Prepayments shall be made in the currency in which such Loan was made unless otherwise directed by the Administrative Agent.
Appears in 1 contract
Right to Prepay. The Borrower shall have the right at its option from time to time to prepay the Revolving Credit Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 [Replacement of a Lender] below, in Section 5.8 [Increased 5.8[Increased Costs] and Section 5.10 [Indemnity]). Whenever the Borrower desires to prepay any part of the Revolving Credit Loans, it shall provide a prepayment notice to the Administrative Agent by 1:00 p.m. at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (4) Business Days prior to the date of prepayment of any Optional Currency Loans, or no later than 1:00 p.m. on the date of prepayment of Swing Loans, setting forth the following information:
(i) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
(ii) a statement indicating the application of the prepayment between the Revolving Credit Loans and Swing Loans;
(iii) a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Revolving Credit Loans to which the Euro-LIBOR Rate Option applies (including the Optional Currency, if applicable)applies; and
(iviii) the total principal amount of such prepayment, which shall not be less than the lesser of (iA) the outstanding Revolving Credit Loans, Facility Usage or (iiB) $100,000 for any Swing Loan or $500,000 10,000,000 for any Revolving Credit Loan. All prepayment notices shall be irrevocable. The principal amount of the Revolving Credit Loans for which a prepayment notice is given, together with interest on such principal amount, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] shall be applied to the outstanding Revolving Credit Loans, provided that such prepayment of any Revolving Credit Loans shall not permanently reduce the Revolving Credit Commitments. Except as provided in Section 4.4.4 4.4.3 [Administrative Agent’s 's and Lender’s 's Rights], if the Borrower prepays a Revolving Credit Loan but fails to specify the applicable Borrowing Tranche which the Borrower is prepaying, the prepayment shall be applied first to Revolving Credit Loans to which the Base Rate Option applies, then to Revolving Credit Loans to which are not Optional Currency Loans, then to Optional Currency Loans, and then to Swing Loansthe LIBOR Rate Option applies. Any prepayment hereunder shall be subject to the Borrower’s 's Obligation to indemnify the Lenders under Section 5.10 [Indemnity]. Prepayments shall be made in the currency in which such Loan was made unless otherwise directed by the Administrative Agent.
Appears in 1 contract
Samples: Credit Agreement (Pegasystems Inc)
Right to Prepay. The Borrower shall have the right at its option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Sections 11.3, 3.1 and 3.5 and subject to the fee described in Section 5.6.2 [Replacement 2.12(b) in respect of a Lender] below, in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity]Repricing Transaction). Whenever the Borrower desires to prepay any part of the Loans (other than Swing Line Loans), it shall provide a prepayment notice to the Administrative Agent by 1:00 p.m. 11:00 a.m. at least (A) three (3) Business Days prior to the date of prepayment of LIBOR Rate Loans, or (B) one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (4) Business Days prior to the date of prepayment of any Optional Currency Base Rate Loans, or no later than 1:00 p.m. on the date of prepayment of Swing Loansin each case, setting forth the following information:
(i) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
(ii) a statement indicating the application of the prepayment between the Revolving Credit Loans among Class of Loan and Swing Loans;
(iii) a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Euro-Rate Option applies (including the Optional Currency, if applicable)Borrowings; and
(iviii) the total principal amount of such prepayment, which shall not be less than the lesser of the following with respect to any Class of Loan: (iA) the then outstanding Revolving Credit Loansprincipal amount of such Class of Loan, or (iiB) $100,000 for 1,000,000 (provided that the amount of any Swing Loan or prepayment to which this Section 2.12(a)(iii)(B) applies shall be in integral multiples of $500,000 for any Revolving Credit Loan500,000). All Except as otherwise expressly provided herein with respect to refinancings, all prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amountamount except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All So long as no Event of Default has occurred and is continuing, (x) all prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] 2.12 shall be applied to the outstanding unpaid principal of the Revolving Credit LoansLoans and to the unpaid installments of principal of the Term A Loans as the Borrower shall elect, provided that to the extent the Borrower elects to prepay Term A Loans, such prepayment prepayments shall be applied to unpaid installments of any the Term A Loans as the Borrower shall elect, (y) after the payment in full in cash of all outstanding Revolving Credit Loans shall not permanently reduce and all outstanding Term A Loans, and the termination of the Revolving Credit Commitments, prepayments permitted pursuant to this Section 2.12 shall be applied to the unpaid installments of principal of the Other Term Loans to be applied to remaining installments of the Other Term Loans as the Borrower may elect. Except as provided in Section 4.4.4 [Administrative Agent’s and Lender’s Rights], if If the Borrower prepays a Loan but fails to specify the applicable Class and/or Borrowing Tranche which that the Borrower intends to prepay or if an Event of Default has occurred and is prepayingcontinuing, the then such prepayment shall be applied first to Revolving Credit Loans to which the Base Rate Option applies, then to Revolving Credit Loans which are not Optional Currency Loans, then to Optional Currency Loans, in accordance with Sections 2.13(g) and then to Swing Loans(h). Any prepayment hereunder shall include all interest and fees due and payable with respect to the Loan being prepaid (including, without limitation, the fee described in Section 2.12(b)) and shall be subject to the Borrower’s Obligation to indemnify the Lenders under Section 5.10 [Indemnity]3.5. Prepayments shall be made Notwithstanding the foregoing, any prepayment notice delivered in connection with any proposed refinancing of all of the Credit Facilities may be, if expressly so stated in the currency in which applicable prepayment notice, contingent upon the consummation of such Loan was made unless otherwise directed refinancing, and (x) the repayment date therefor may be amended from time to time by notice from the Borrower to the Administrative Agent and/or (y) such prepayment notice may be revoked by the Administrative AgentBorrower in the event such refinancing is not consummated (provided that the failure of such contingency shall not relieve the Borrower from its obligations in respect thereof under Section 3.5).
Appears in 1 contract
Samples: Credit Agreement (Alaska Communications Systems Group Inc)
Right to Prepay. The Borrower shall have the right at its option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 [Replacement of a Lender] belowSections 11.3, in Section 5.8 [Increased Costs] 3.1 and Section 5.10 [Indemnity]3.5). Whenever the Borrower desires to prepay any part of the Loans (other than Swing Line Loans), it shall provide a prepayment notice to the Administrative Agent by 1:00 p.m. 11:00 a.m. at least (A) three (3) Business Days prior to the date of prepayment of LIBOR Rate Loans, or (B) one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (4) Business Days prior to the date of prepayment of any Optional Currency Base Rate Loans, or no later than 1:00 p.m. on the date of prepayment of Swing Loansin each case, setting forth the following information:
(i) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
(ii) a statement indicating the application of the prepayment between the Revolving Credit Loans among Class of Loan and Swing Loans;
(iii) a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Euro-Rate Option applies (including the Optional Currency, if applicable)Borrowings; and
(iviii) the total principal amount of such prepayment, which shall not be less than the lesser of the following with respect to any Class of Loan: (iA) the then outstanding Revolving Credit Loansprincipal amount of such Class of Loan, or (iiB) $100,000 for 1,000,000 (provided, that the amount of any Swing Loan or prepayment to which this Section 2.12(a)(iii)(B) applies shall be in integral multiples of $500,000 for any Revolving Credit Loan500,000). All Except as otherwise expressly provided herein with respect to refinancings, all prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amountamount except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All So long as no Event of Default has occurred and is continuing, (x) all Revolving Loan prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] 2.12 shall be applied to the outstanding Revolving Credit Loans, provided that such prepayment unpaid principal of any Revolving Credit Loans shall not permanently reduce the Revolving Credit CommitmentsLoans as the Borrower may direct and (y) all Term Loan and Incremental Term Loan prepayments permitted pursuant to this Section 2.12 shall be applied pro rata to the unpaid installments of principal of the Term Loans and Incremental Term Loans in the inverse order of scheduled maturities (for the avoidance of doubt, including pro rata application to any balloon payment due and payable on the Maturity Date). Except as provided in Section 4.4.4 [Administrative Agent’s and Lender’s Rights], if If the Borrower prepays a Loan but fails to specify the applicable Class and/or Borrowing Tranche which that the Borrower intends to prepay or if an Event of Default has occurred and is prepayingcontinuing, the then such prepayment shall be applied first first, ratably to all outstanding Revolving Credit Loans to which the that are Base Rate Option applies, then to Revolving Credit Loans which are not Optional Currency Loans, then second, ratably to Optional Currency all outstanding Revolving Loans that are LIBOR Rate Loans, third, ratably to all outstanding Term Loans and Incremental Term Loans that are Base Rate Loans, and then fourth, ratably to Swing all outstanding Term Loans and Incremental Term Loans that are LIBOR Rate Loans. Any prepayment hereunder shall include all interest and fees due and payable with respect to the Loan being prepaid and shall be subject to the Borrower’s Obligation to indemnify the Lenders under Section 5.10 [Indemnity]3.5. Prepayments shall be made Notwithstanding the foregoing, any prepayment notice delivered in connection with any proposed refinancing of all of the Credit Facilities may be, if expressly so stated in the currency in which applicable prepayment notice, contingent upon the consummation of such Loan was made unless otherwise directed refinancing, and (x) the repayment date therefor may be amended from time to time by notice from the Borrower to the Administrative Agent and/or (y) such prepayment notice may be revoked by the Administrative AgentBorrower in the event such refinancing is not consummated (provided that the failure of such contingency shall not relieve the Borrower from its obligations in respect thereof under Section 3.5).
Appears in 1 contract
Samples: Credit Agreement (Alaska Communications Systems Group Inc)
Right to Prepay. The Borrower shall have the right at its option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 [Replacement of a Lender] below, in Section 5.8 5.7 [Increased Costs] and Section 5.10 5.9 [Indemnity]). Whenever the Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 1:00 p.m. at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (4) Business Days prior to which the date of prepayment of any Optional Currency Loans, LIBOR Rate Option applies or no later than 1:00 p.m. 11:00 a.m. on the date of prepayment of Swing LoansLoans and Revolving Credit Loans to which the Base Rate Option applies, setting forth the following information:
(i) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
(ii) a statement indicating the application of the prepayment between the Revolving Credit Loans and Swing Loans;
(iii) a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Euro-LIBOR Rate Option applies (including the Optional Currency, if applicable)applies; and
(iv) the total principal amount of such prepayment, which shall not be less than the lesser of (ix) the aggregate principal amount of all outstanding Revolving Credit Loans, Loans or (iiy) $100,000 for any Swing Loan or $500,000 1,000,000 for any Revolving Credit Loan. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] shall be applied to the outstanding Revolving Credit Loans, provided that such prepayment of any Revolving Credit Loans shall not permanently reduce the Revolving Credit Commitments. Except as provided in Section 4.4.4 4.4.3 [Administrative Agent’s and Lender’s Rights], if the Borrower prepays a Loan but fails to specify the applicable Borrowing Tranche which the Borrower is prepaying, the prepayment shall be applied (i) first to Swing Loans and then to Revolving Credit Loans; and (ii) after giving effect to the allocations in clause (i) above first to Loans to which the Base Rate Option applies, then to Revolving Credit Loans to which are not Optional Currency Loans, then to Optional Currency Loans, and then to Swing Loansthe LIBOR Rate Option applies. Any prepayment hereunder shall be subject to the Borrower’s Obligation obligation to indemnify the Lenders under Section 5.10 5.9 [Indemnity]. Prepayments shall be made in the currency in which such Loan was made unless otherwise directed by the Administrative Agent.
Appears in 1 contract
Right to Prepay. The Borrower Borrowers shall have the right at its their option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 [Replacement of a Lender] below, in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity]). Whenever the Borrower desires Borrowers desire to prepay any part of the Loans, it the Administrative Borrower shall provide a prepayment notice to the Administrative Agent by 1:00 p.m. Eastern time at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (4) Business Days prior to the date of prepayment of any Optional Currency Loans, or Term Loans or no later than 1:00 p.m. Eastern time on the date of prepayment of Swing Loans, setting forth the following information:
: (ia) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
; (iib) a statement indicating the application of the prepayment between the Revolving Credit Loans, Term Loans and Swing Loans;
; (iiic) a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Euro-LIBOR Rate Option applies applies; and (including the Optional Currency, if applicable); and
(ivd) the total principal amount of such prepayment, which shall not be less than the lesser of (i) the outstanding Revolving Credit Loans, or (ii) $100,000 for any Swing Loan or $500,000 for any Revolving Credit Term Loan. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amountamount except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All Term Loan prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] shall be applied to unpaid installments of principal of the outstanding Revolving Credit Loans, provided that such prepayment Term Loans as directed by the Administrative Borrower and any principal amount of the Term Loan prepaid may not be reborrowed. Notwithstanding the application of any Revolving Credit Loans shall not permanently reduce prepayments as directed by the Revolving Credit CommitmentsAdministrative Borrower pursuant to this Section 5.6.1 [Right to Prepay], for purposes of calculating any applicable Fixed Charge Coverage Ratio, such prepayments will be deemed to have been applied in accordance with the requirements for the application of mandatory Term Loan prepayments pursuant to Section 5.7 [Mandatory Prepayments]. Except as provided in Section 4.4.4 [Administrative Agent’s and Lender’s Rights], if the Borrower prepays Borrowers prepay a Loan but fails fail to specify the applicable Borrowing Tranche which the Borrower is Borrowers are prepaying, the prepayment shall be applied (i) first to Revolving Credit Loans and then to Term Loans; and (ii) after giving effect to the allocations in clause (i) above and in the preceding sentence, next to Loans to which the Base Rate Option applies, then to Revolving Credit Loans to which are not Optional Currency Loans, then to Optional Currency Loans, and then to Swing Loans. Any prepayment hereunder shall be subject to the Borrower’s Obligation to indemnify the Lenders under Section 5.10 [Indemnity]. Prepayments shall be made in the currency in which such Loan was made unless otherwise directed by the Administrative Agent.LIBOR Rate Option {N0289348 2 } 58
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Right to Prepay. The Borrower shall have the right at its option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 5.6(b) [Replacement of a Lender] below, in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity]). Whenever the Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 1:00 p.m. at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, that bear interest at the Base Rate Option and at least four three (43) Business Days prior to the date of prepayment of any Optional Currency Loansthe Revolving Credit Loans that bear interest at the Term SOFR Rate Option, or no later than 1:00 p.m. on the date of prepayment of Swing Loans, setting forth the following information:
: (iw) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
; (iix) a statement indicating the application of the prepayment between the Revolving Credit Loans and Swing Loans;
; (iiiy) if applicable, a statement indicating the application of the prepayment between the between Loans to which the Base Rate Option applies, Loans to which the Term SOFR Rate Option applies and Loans to which the Euro-Rate Daily SOFR Option applies applies; and (including the Optional Currency, if applicable); and
(ivz) the total principal amount of such prepayment, which shall not be less than the lesser of (i) the outstanding Revolving Credit Loans, or (ii) $100,000 for any Swing Loan or $500,000 for any Revolving Credit Loan. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amountamount except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] shall be applied to the outstanding Revolving Credit Loans, provided that such prepayment of any Revolving Credit Loans shall not permanently reduce the Revolving Credit Commitments. Except as provided in Section 4.4.4 4.4(c) [Administrative Agent’s and LenderXxxxxx’s Rights], if the Borrower prepays a Loan but fails to specify the applicable Borrowing Tranche which the Borrower is prepaying, the prepayment shall be applied first to Revolving Credit Loans to which the Base Rate Option applies, then to Revolving Credit Loans which are not Optional Currency Loans, then to Optional Currency Loans, and then to Swing Loans. Any prepayment hereunder shall be subject to the Borrower’s Obligation to indemnify the Lenders under Section 5.10 [Indemnity]. Prepayments shall be made in the currency in which such Loan was made unless otherwise directed by the Administrative Agent.Daily
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Right to Prepay. The Borrower Borrowers shall have the right at its option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 5.13 [Replacement of a Lender] below, in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity]). Whenever the Borrower desires Borrowers desire to prepay any part of the Loans, it the OP Borrower shall provide a prepayment notice to the Administrative Agent by 1:00 4:00 p.m. Eastern Time at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, that bear interest at the Base Rate Option and at least four three (43) Business Days prior to in the date case of prepayment of any Optional Currency LoansLoans bearing interest at the LIBOR Rate Option, or no later than 1:00 p.m. Eastern Time on the date of prepayment of Swing Swingline Loans, setting forth the following information:
(i) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
(ii) a statement indicating the application of the prepayment between the Revolving Credit Loans and Swing Swingline Loans;
(iii) a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Euro-LIBOR Rate Option applies (including the Optional Currency, if applicable)applies; and
(iv) the total principal amount of such prepayment, which shall not be less than the lesser of (iA) the outstanding Revolving Credit Loans, Facility Usage or (iiB) $100,000 1,000,000 for any Swing Swingline Loan or $500,000 1,000,000 for any Revolving Credit Loan. All prepayment notices shall be irrevocable; provided that such notice may state that the prepayment is conditioned on the effectiveness of another credit facility or the closing of another transaction, in which case such notice may be revoked by the OP Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] shall be applied to the outstanding Revolving Credit Loans, provided that such prepayment of any Revolving Credit Loans shall not permanently reduce the Revolving Credit Commitments. Except as provided in Section 4.4.4 4.4(c) [Administrative Agent’s and Lender’s Rights], if the a Borrower prepays a Loan but fails to specify the applicable Borrowing Tranche which the such Borrower is prepaying, the prepayment shall be applied first to Revolving Credit Loans to which the Base Rate Option applies, then to Revolving Credit Loans to which are not Optional Currency Loans, then to Optional Currency Loans, and then to Swing Loansthe LIBOR Rate Option applies. Any prepayment hereunder shall be subject to the Borrower’s Borrowers’ Obligation to indemnify the Lenders under Section 5.10 [Indemnity]. Prepayments shall be made in the currency in which such Loan was made unless otherwise directed by the Administrative Agent.
Appears in 1 contract
Samples: Credit Agreement (Aimco OP L.P.)
Right to Prepay. The Borrower shall have the right at its option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 [Replacement of a Lender] belowSections 11.3, in Section 5.8 [Increased Costs] 3.1 and Section 5.10 [Indemnity]3.5). Whenever the Borrower desires to prepay any part of the Loans, it the Borrower shall provide a prepayment notice to the Administrative Agent by 1:00 p.m. 11:00 a.m. at least (A) three (3) U.S. Government Securities Business Days prior to the date of prepayment of Term SOFR Rate Loans, (B) one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (4) Business Days prior to the date of prepayment of any Optional Currency Base Rate Loans, or (C) no later than 1:00 p.m. on the date of prepayment of Swing Line Loans, in each case, setting forth the following information:
(i) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
(ii) a statement indicating the application of the prepayment between the Revolving Credit among Classes and Tranches of Loans and Swing Loans;
(iii) a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Euro-Rate Option applies (including the Optional CurrencyBorrowings, if as applicable); and
(iviii) the total principal amount of such prepayment, which shall not be less than the lesser of the following with respect to any Class of Loan: (iA) the then outstanding Revolving Credit Loansprincipal amount of such Class of Loan, or (iiB) $100,000 for 1,000,000 (provided that the amount of any Swing Loan or prepayment to which this Section 2.14(a)(iii)(B) applies shall be in integral multiples of $500,000 for any Revolving Credit Loan500,000). All Except as otherwise provided herein with respect to refinancings, all prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All Voluntary prepayments shall be applied to any outstanding Term Loans and Revolving Loans as the Borrower may direct; provided that all prepayments with respect to Term Loans permitted pursuant to this Section 5.6.1 [Right to Prepay] 2.14 shall be applied pro rata among all Tranches of Term Loans and all prepayments with respect to Revolving Loans permitted pursuant to this Section 2.14 shall be applied pro rata among all Tranches of Revolving Loans and, in each case, to the outstanding Revolving Credit Loans, provided remaining scheduled installments of principal in direct order of maturity (meaning that such prepayment of any Revolving Credit Loans shall not permanently reduce the Revolving Credit Commitmentsearliest maturity will be repaid first) as applicable. Except as provided in Section 4.4.4 [Administrative Agent’s and Lender’s Rights], if If the Borrower prepays a Loan but the Borrower fails to specify the applicable Class and/or Borrowing Tranche which that the Borrower intends to prepay or if an Event of Default has occurred and is prepayingcontinuing, the then such prepayment shall be applied first first, ratably to all outstanding Revolving Credit Loans to which the that are Base Rate Option applies, then to Revolving Credit Loans which are not Optional Currency Loans, then second, ratably to Optional Currency all outstanding Revolving Loans that are Term SOFR Rate Loans, and then third, ratably to Swing Loansall outstanding Term Loans that are Base Rate Loans in direct order of maturity, fourth, ratably to all outstanding Term Loans that are Term SOFR Rate Loans in direct order of maturity. Any prepayment hereunder shall include all interest and fees due and payable with respect to the Loan being prepaid and shall be subject to the Borrower’s Obligation to indemnify the Lenders under Section 5.10 [Indemnity]3.5. Prepayments shall Notwithstanding the foregoing, any prepayment notice delivered may be made contingent upon the consummation of a refinancing or the consummation of any transaction, and (x) the repayment date therefor may be amended from time to time by notice from the Borrower to the Administrative Agent and/or (y) such prepayment notice may be revoked by the Borrower in the currency event such refinancing or the consummation of any transaction is not consummated (provided that the failure of such contingency shall not relieve the Borrower from their obligations in which such Loan was made unless otherwise directed by the Administrative Agentrespect thereof under Section 3.5).
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Right to Prepay. The So long as the Borrower has repaid any unreimbursed LC Disbursements, the Borrower shall have the right at its option from time to time to prepay the Loans in whole or part part, without premium or penalty (except as provided in Section 5.6.2 [Replacement of a Lender] below, in Section 5.8 [Increased Costs] and ], or Section 5.10 [Indemnity] or Section 5.6.4 [Prepayment Premium]). Whenever the Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the applicable Administrative Agent by 1:00 p.m. at least one three (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (43) Business Days prior to the date of prepayment of any Optional Currency Loans, the Loans to which the Term SOFR Rate Option applies or no later than 1:00 p.m. 11:00 a.m. on the date of prepayment of Swing LoansLoans to which the Base Rate Option applies, setting forth the following information:
(i) : the date, which shall be a Business Day, on which the proposed prepayment is to be made;
(ii) ; a statement indicating the application of the prepayment between among the Revolving Credit Loans and Swing Classes of Loans;
(iii) ; a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Euro-Term SOFR Rate Option applies (including the Optional Currency, if applicable)applies; and
(iv) and the total principal amount of such prepayment, which ; provided that any partial prepayment of the Loans of any Class shall be in an amount not be less than the lesser of (i) the outstanding Revolving Credit with respect to Swing Loans, or $100,000 and (ii) in the case of Loans of any other Class, $100,000 for any Swing Loan or $500,000 for any Revolving Credit Loan5,000,000. All prepayment notices shall be irrevocable, except that any notice of voluntary prepayment may state that such notice is conditional upon the consummation of a financing transaction, in which case such notice of prepayment may be revoked or delayed by the Borrower (by notice to the applicable Administrative Agent on or prior to the specified date of prepayment) if such condition is not satisfied. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All Term Loan prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] shall be applied to the outstanding Revolving remaining Principal Amortization Paymentsamortization payments as set forth in the applicable Additional Credit LoansExtension Amendment of each Class as directed in writing by the Borrower to the applicable Administrative Agent (or if no such direction, provided that ratably to the remaining Principal Amortization Paymentsamortization payments of such prepayment of any Revolving Credit Loans shall not permanently reduce the Revolving Credit CommitmentsClass). Except as provided in Section 4.4.4 4.4.3 [Administrative Agent’s and LenderXxxxxx’s Rights], if the Borrower prepays a Loan under this Section 5.6.1 but fails to specify the applicable Borrowing Tranche which the Borrower is prepaying, the prepayment shall be applied (i) first to Swing Loans, second to Revolving Credit Loans and third to Term Loans; and (ii) after giving effect to the allocations in clause (i) above and in the preceding two sentences, first to Loans to which the Base Rate Option applies, then to Revolving Credit Loans to which are not Optional Currency Loans, then to Optional Currency Loans, and then to Swing Loansthe Term SOFR Rate Option applies. Any prepayment hereunder shall be subject to the Borrower’s Obligation obligation to indemnify the Lenders under Section 5.10 [Indemnity]. Prepayments shall be made in the currency in which such Loan was made unless otherwise directed by the Administrative Agent.
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Right to Prepay. The Borrower shall have the right at its option from time to time to prepay the Loans (other than Seasonal Term Loans) in whole or part without premium or penalty (except as provided in Section 5.6.2 [Replacement those amounts, if any, owed by Borrower at the time of a Lender] belowsuch prepayment pursuant to Sections 11.3, in Section 5.8 [Increased Costs] 3.1 and Section 5.10 [Indemnity]3.5). Whenever the Borrower desires to prepay any part of the Variable Rate Term Loans, it shall provide a prepayment notice to the Administrative Agent by 1:00 p.m. 11:00 a.m. at least (A) three (3) U.S. Government Securities Business Days prior to the date of prepayment of Term SOFR Rate Loans, or (B) one (1) U.S. Government Securities Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (4) Business Days prior to the date of prepayment of any Optional Currency Daily Simple SOFR Rate Loans, or no later than 1:00 p.m. on the date of prepayment of Swing Loans, in each case setting forth the following information:
(i) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
(ii) a statement indicating the application of the prepayment between the Revolving Credit Loans among Class of Loan and Swing Loans;
(iii) a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Euro-Rate Option applies (including the Optional Currency, if applicable)Borrowings; and
(iviii) the total principal amount of such prepayment, which shall not be less than the lesser of the following with respect to any Class of Loan: (iA) the then outstanding Revolving Credit Loansprincipal amount of such Class of Loan, or (iiB) $100,000 for 2,000,000.00 (provided, that the amount of any Swing Loan or prepayment to which this Section 2.15(a)(iii)(b) applies shall be in integral multiples of $500,000 for any Revolving Credit Loan2,000,000.00). All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amountamount except with respect to Loans to which the Daily Simple SOFR Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All So long as no Event of Default has occurred and is continuing, all Variable Rate Term Loan prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] 2.15 shall be applied pro rata to the outstanding Revolving Credit Loansunpaid installments of principal of such Variable Rate Term Loan (as applicable) in the inverse order of scheduled maturities (for the avoidance of doubt, provided that to be first applied to any balloon payment due and payable on the Maturity Date of such prepayment of any Revolving Credit Loans shall not permanently reduce the Revolving Credit CommitmentsVariable Rate Term Loan (as applicable)). Except as provided in Section 4.4.4 [Administrative Agent’s and Lender’s Rights], if If the Borrower prepays a Loan but fails to specify the applicable Class and/or Borrowing Tranche which that the Borrower intends to prepay or if an Event of Default has occurred and is prepayingcontinuing, the then such prepayment shall be applied first first, ratably to all outstanding Revolving Credit Facility Loans to which the Base and Revolving Term Loans that are Daily Simple SOFR Rate Option applies, then to Revolving Credit Loans which are not Optional Currency Loans, then second, ratably to Optional Currency all outstanding Revolving Facility Loans and Revolving Term Loans that are Term SOFR Rate Loans, third, ratably to all outstanding Variable Rate Term Loans that are Daily Simple SOFR Rate Loans, fourth, ratably to all outstanding Variable Rate Term Loans that are Term SOFR Rate Loans and then fifth ratably to Swing all outstanding Fixed Rate Term Loans. Any prepayment hereunder shall include all interest and fees due and payable at the time of such prepayment with respect to the Loan being prepaid and shall be subject to the Borrower’s Obligation to indemnify the Lenders under Section 5.10 [Indemnity]3.5. Prepayments Voluntary prepayments of Revolving Facility Loans and Revolving Term Loans shall be made governed by, and applied in accordance with, the currency CoBank Cash Management Agreement. Voluntary prepayments of Fixed Rate Term Loans shall be governed by, and applied in which such Loan was made unless otherwise directed accordance with, instructions issued by the Administrative AgentAgent at the time of such prepayment. Seasonal Term Loans may not be voluntarily prepaid.
Appears in 1 contract
Samples: Credit Agreement (Andersons, Inc.)
Right to Prepay. The Borrower Borrowers shall have the right right, at its option their option, from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 5.6(b) [Replacement of a Lender] below], in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity])) in Dollars. Whenever the Borrower desires Borrowers desire to prepay any part of the Loans, it they shall provide a prepayment notice to the Administrative Agent by (x) 1:00 p.m. p.m., New York City time, at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollarsor Term Loans or (y) 12:00 p.m., and at least four (4) Business Days prior to the date of prepayment of any Optional Currency LoansNew York City time, or no later than 1:00 p.m. on the date of prepayment of Swing Loans, in each case setting forth the following information:
(i) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
(ii) a statement indicating the application of the prepayment between the Revolving Credit Loans, Term Loans and Swing Loans;
(iii) a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Euro-Rate Option applies (including the Optional Currency, if applicable); and
(iviii) the total principal amount of such prepayment, which shall not be less than the lesser of (i) the then outstanding Revolving Credit Loans, amount or (ii) $100,000 for any Swing Loan or $500,000 250,000 for any Revolving Credit Loan or Term Loan. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amountamount except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] shall be applied to the outstanding Revolving Credit Loans, provided that such prepayment of any Revolving Credit Loans shall not permanently reduce the Revolving Credit Commitmentsmade in Dollars. Except as provided in Section 4.4.4 4.4(c) [Administrative Agent’s and Lender’s Rights], if the Borrower prepays Borrowers prepay a Revolving Credit Loan or Term Loan but fails fail to specify the applicable Borrowing Tranche which the Borrower is Borrowers are prepaying, the prepayment shall be applied first (A) to Revolving Credit Loans to which the Base Rate Option applies, then (B) to Revolving Credit Loans to which are not Optional Currency Loansthe LIBOR Rate Option applies, then (C) to Optional Currency Loans, Term Loans to which the Base Rate Option applies and then (D) to Swing LoansTerm Loans to which the LIBOR Rate Option applies. Any prepayment hereunder shall be subject to the Borrower’s Borrowers’ Obligation to indemnify the Lenders under Section 5.10 [Indemnity]. Prepayments Amounts prepaid on the Revolving Credit Loans shall be made available for reborrowing subject to the terms and conditions of this Agreement. Prepayments of the Term Loans shall not be available for reborrowing and shall be applied against installments in the currency in which such Loan was made unless otherwise directed by the Administrative Agentdirect order of their maturity.
Appears in 1 contract
Samples: Credit Agreement (Gsi Commerce Inc)
Right to Prepay. The Borrower shall have the right at its option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 [Replacement of a Lender] below, in Section 5.8 5.8.1 [Increased Costs] and Section 5.10 [Indemnity]). Whenever the Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 1:00 p.m. at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (4) Business Days prior to the date of prepayment of any Optional Currency Loans, or no later than 1:00 p.m. on the date of prepayment of Swing Loans, setting forth the following information:
: (i) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
; (ii) a statement indicating the application of the prepayment between the Revolving Credit Loans and Swing Loans;
; (iii) a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Euro-LIBOR Rate Option applies (including the Optional Currency, if applicable)applies; and
and (iv) the total principal amount of such prepayment, which shall not be less than the lesser of (i) the outstanding Revolving Credit Loans, or (ii) $100,000 for any Swing Loan or (ii) $500,000 1,000,000 for any Revolving Credit Loan (or any lesser amount which constitutes the remaining amount of such Loan). All prepayment notices shall be irrevocable, provided that any prepayment notice may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower if such condition is not satisfied. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] shall be applied to the outstanding Revolving Credit Loans, provided that such prepayment of any Revolving Credit Loans shall not permanently reduce the Revolving Credit Commitments. Except as provided in Section 4.4.4 4.4.3 [Administrative Agent’s 's and Lender’s 's Rights], if the Borrower prepays a Loan but fails to specify the applicable Borrowing Tranche which the Borrower is prepaying, the prepayment shall be applied first to Revolving Credit Loans to which the Base Rate Option applies, then to Revolving Credit Loans to which are not Optional Currency Loans, then to Optional Currency Loans, and then to Swing Loansthe LIBOR Rate Option applies. Any prepayment hereunder shall be subject to the Borrower’s Obligation to indemnify the Lenders under Section 5.10 [Indemnity]. Prepayments shall be made in the currency in which such Loan was made unless otherwise directed by the Administrative Agent.49
Appears in 1 contract
Right to Prepay. The Borrower Company shall have the right at its option from time to time to prepay any of the Loans in whole or in part without premium or penalty (penalty, except as may be otherwise set forth in a Note and except as provided in Section 5.6.2 [Replacement Sections 3.1, 3.4 and 11.2; provided, that the Company agrees, upon any prepayment of the Loans or reduction or termination of the Revolving Term Commitment prior to December 1, 2018 in connection with third party financing received by the Company, to pay Agent for the account of Lender a Lender] belowprepayment penalty equal to 2.0% of the amount of such prepayment, in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity])reduction or termination. Whenever the Borrower Company desires to prepay all or any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 1:00 p.m. (Mountain time) at least one three (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (43) Business Days prior to the date of prepayment of any Optional Currency Loans, or no later than Loans to which Quoted Rate Option applies and by 1:00 p.m. (Mountain time) on the date same Business Day of prepayment of Swing Loansany Loans to which the LIBOR Index Option applies, setting forth in each case the following information:
: (ia) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
; (iib) a statement indicating the application of the prepayment between the Revolving Credit Loans and Swing Loans;
various Facilities (iiiif more than one hereunder); (c) a statement indicating the application of the prepayment between among Loans to which the Base Quoted Rate Option applies and Loans to which the Euro-Rate LIBOR Index Option applies applies; and (including the Optional Currency, if applicable); and
(ivd) the total principal amount of such prepayment, which shall not be less than in the minimum principal amount of the lesser of (i) the outstanding Revolving Credit Loans, $100,000 for each Loan or (ii) $100,000 for any Swing the then outstanding amount of the Loan or $500,000 for any Revolving Credit Loanbeing prepaid. All Unless otherwise agreed to by Agent, all prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amountamount except with respect to Loans to which the LIBOR Index Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All If a Term Loan is included among the Facilities, all prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] made under any Term Loan shall be applied (a) first, to the outstanding Revolving Credit Loansunpaid installments of principal thereunder scheduled to be paid within 365 days after such prepayment, provided that in the order of scheduled maturities, and (b) second, to the unpaid installments of principal thereunder scheduled to be paid 366 days or more after such prepayment prepayment, in the inverse order of any Revolving Credit Loans shall not permanently reduce the Revolving Credit Commitmentsscheduled maturities. Except as otherwise provided in Section 4.4.4 [Administrative Agent’s and Lender’s Rights]this Agreement or a Note, if the Borrower Company prepays a Loan but fails to specify the applicable Borrowing Tranche Loan which the Borrower Company is prepaying, the prepayment shall be applied (i) first to Loans made under the Revolving Credit Term Facility, and then to the Term Loan; and (ii) after giving effect to the allocations in clause (i) above and in the preceding sentence, first to Loans to which the Base LIBOR Index Option applies and then to Loans to which the Quoted Rate Option applies, then to Revolving Credit Loans which are not Optional Currency Loans, then to Optional Currency Loans, and then to Swing Loans. Any prepayment hereunder of a Loan under the Quoted Rate Option shall be subject to the BorrowerCompany’s Obligation obligation to indemnify Lender for break funding damages and costs to the Lenders under extent provided in Section 5.10 [Indemnity]. Prepayments shall be made in the currency in which such Loan was made unless otherwise directed by the Administrative Agent3.4.
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Right to Prepay. The Borrower Company shall have the right at its option from time to time to prepay any of the Loans in whole or in part without premium or penalty (penalty, except as may be otherwise set forth in a Note and except as provided in Section 5.6.2 [Replacement Sections 3.1, 3.4 and 11.2; provided, that the Company agrees, upon any prepayment of the Loans or reduction or termination of the Revolving Term Commitment prior to September 1, 2019 in connection with third party financing received by the Company, to pay Agent for the account of Lender a Lender] belowprepayment penalty equal to 2.0% of the amount of such prepayment, in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity])reduction or termination. Whenever the Borrower Company desires to prepay all or any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 1:00 p.m. (Mountain time) at least one three (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (43) Business Days prior to the date of prepayment of any Optional Currency Loans, or no later than Loans to which Quoted Rate Option applies and by 1:00 p.m. (Mountain time) on the date same Business Day of prepayment of Swing Loansany Loans to which the LIBOR Index Option applies, setting forth in each case the following information:
: (ia) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
; (iib) a statement indicating the application of the prepayment between the Revolving Credit Loans and Swing Loans;
various Facilities (iiiif more than one hereunder); (c) a statement indicating the application of the prepayment between among Loans to which the Base Quoted Rate Option applies and Loans to which the Euro-Rate LIBOR Index Option applies applies; and (including the Optional Currency, if applicable); and
(ivd) the total principal amount of such prepayment, which shall not be less than in the minimum principal amount of the lesser of (i) the outstanding Revolving Credit Loans, $100,000 for each Loan or (ii) $100,000 for any Swing the then outstanding amount of the Loan or $500,000 for any Revolving Credit Loanbeing prepaid. All Unless otherwise agreed to by Agent, all prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amountamount except with respect to Loans to which the LIBOR Index Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All If a Term Loan is included among the Facilities, all prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] made under any Term Loan shall be applied (a) first, to the outstanding Revolving Credit Loansunpaid installments of principal thereunder scheduled to be paid within 365 days after such prepayment, provided that in the order of scheduled maturities, and (b) second, to the unpaid installments of principal thereunder scheduled to be paid 366 days or more after such prepayment prepayment, in the inverse order of any Revolving Credit Loans shall not permanently reduce the Revolving Credit Commitmentsscheduled maturities. Except as otherwise provided in Section 4.4.4 [Administrative Agent’s and Lender’s Rights]this Agreement or a Note, if the Borrower Company prepays a Loan but fails to specify the applicable Borrowing Tranche Loan which the Borrower Company is prepaying, the prepayment shall be applied (i) first to Loans made under the Revolving Credit Term Facility, and then to the Term Loan; and (ii) after giving effect to the allocations in clause (i) above and in the preceding sentence, first to Loans to which the Base LIBOR Index Option applies and then to Loans to which the Quoted Rate Option applies, then to Revolving Credit Loans which are not Optional Currency Loans, then to Optional Currency Loans, and then to Swing Loans. Any prepayment hereunder of a Loan under the Quoted Rate Option shall be subject to the BorrowerCompany’s Obligation obligation to indemnify Lender for break funding damages and costs to the Lenders under extent provided in Section 5.10 [Indemnity]. Prepayments shall be made in the currency in which such Loan was made unless otherwise directed by the Administrative Agent3.4.
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Right to Prepay. The So long as the Borrower has repaid any unreimbursed LC Disbursements, the Borrower shall have the right at its option from time to time to prepay the Loans in whole or part part, without premium or penalty (except as provided in Section 5.6.2 [Replacement of a Lender] below, in Section 5.8 [Increased Costs] and ], Section 5.10 [Indemnity] or Section 5.6.4 [Prepayment Premium]). Whenever the Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the applicable Administrative Agent by 1:00 p.m. at least one three (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (43) Business Days prior to the date of prepayment of any Optional Currency Loans, the Loans to which the Term SOFR Rate Option applies or no later than 1:00 p.m. 11:00 a.m. on the date of prepayment of Swing LoansLoans to which the Base Rate Option applies, setting forth the following information:
(ia) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
(iib) a statement indicating the application of the prepayment between among the Revolving Credit Loans and Swing Classes of Loans;
(iiic) a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Euro-Term SOFR Rate Option applies (including the Optional Currency, if applicable)applies; and
(ivd) the total principal amount of such prepayment, which ; provided that any partial prepayment of the Loans of any Class shall be in an amount not be less than the lesser of (i) the outstanding Revolving Credit with respect to Swing Loans, or $100,000 and (ii) in the case of Loans of any other Class, $100,000 for any Swing Loan or $500,000 for any Revolving Credit Loan5,000,000. All prepayment notices shall be irrevocable, except that any notice of voluntary prepayment may state that such notice is conditional upon the consummation of a financing transaction, in which case such notice of prepayment may be revoked or delayed by the Borrower (by notice to the applicable Administrative Agent on or prior to the specified date of prepayment) if such condition is not satisfied. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All Term Loan prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] shall be applied to the outstanding Revolving Credit Loansremaining Principal Amortization Payments of each Class as directed in writing by the Borrower to the applicable Administrative Agent (or if no such direction, provided that ratably to the remaining Principal Amortization Payments of such prepayment of any Revolving Credit Loans shall not permanently reduce the Revolving Credit CommitmentsClass). Except as provided in Section 4.4.4 4.4.3 [Administrative Agent’s and Lender’s Rights], if the Borrower prepays a Loan under this Section 5.6.1 but fails to specify the applicable Borrowing Tranche which the Borrower is prepaying, the prepayment shall be applied (i) first to Swing Loans, second to Revolving Credit Loans and third to Term Loans; and (ii) after giving effect to the allocations in clause (i) above and in the preceding two sentences, first to Loans to which the Base Rate Option applies, then to Revolving Credit Loans to which are not Optional Currency Loans, then to Optional Currency Loans, and then to Swing Loansthe Term SOFR Rate Option applies. Any prepayment hereunder shall be subject to the Borrower’s Obligation obligation to indemnify the Lenders under Section 5.10 [Indemnity]. Prepayments shall be made in the currency in which such Loan was made unless otherwise directed by the Administrative Agent.
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Right to Prepay. The Borrower shall have the right at its option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 5.13 [Replacement of a Lender] below, in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity]). Whenever the Borrower desires to prepay any part of the Loans, it the Borrower shall provide a prepayment notice to the Administrative Agent by 1:00 4:00 p.m. Eastern Time at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, or Term Loans that bear interest at the Base Rate Option and at least four three (43) Business Days prior to in the date case of prepayment of any Optional Currency LoansLoans bearing interest at the LIBOR Rate Option, or no later than 1:00 p.m. Eastern Time on the date of prepayment of Swing Swingline Loans, setting forth the following information:
(i) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
(ii) a statement indicating the application of the prepayment between the Revolving Credit Loans, Term Loans and Swing Swingline Loans;
(iii) a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Euro-LIBOR Rate Option applies (including the Optional Currency, if applicable)applies; and
(iv) the total principal amount of such prepayment, which shall not be less than the lesser of (iA) the outstanding Revolving Credit Loans, Facility Usage or (iiB) $100,000 1,000,000 for any Swing Swingline Loan or $500,000 5,000,000 for any Revolving Credit Loan or Term Loan. All prepayment notices shall be irrevocable; provided that such notice may state that the prepayment is conditioned on the effectiveness of another credit facility or the closing of another transaction, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. NAI-0000000000v16 The principal amount of the Loans for which a prepayment notice is givengiven and not revoked in accordance with the foregoing, together with interest on such principal amount, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All Term Loan prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] 5.2 shall be applied to the outstanding Revolving Credit Loansunpaid installments of principal of the Term Loans in such order as the Borrower may direct, provided that such prepayment or, if not so directed, in the direct order of any Revolving Credit Loans shall not permanently reduce the Revolving Credit Commitmentsscheduled maturities. Except as provided in Section 4.4.4 4.4(c) [Administrative Agent’s and Lender’s Rights], if the Borrower prepays a Loan but fails to specify the applicable Borrowing Tranche which the Borrower is prepaying, the prepayment shall be applied (1) first to Revolving Credit Loans and then to Term Loans, in the direct order of scheduled maturities; and (2) after giving effect to the allocations in clause (1) above and in the preceding sentence, first to Loans to which the Base Rate Option applies, then to Revolving Credit Loans to which are not Optional Currency Loans, then to Optional Currency Loans, and then to Swing Loansthe LIBOR Rate Option applies. Any prepayment hereunder shall be subject to the Borrower’s Obligation to indemnify the Lenders under Section 5.10 [Indemnity]. Prepayments shall be made in the currency in which such Loan was made unless otherwise directed by the Administrative Agent.
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Right to Prepay. The So long as the Borrower has repaid any unreimbursed LC Disbursements, the Borrower shall have the right at its option from time to time to prepay the Loans in whole or part part, without premium or penalty (except as provided in Section 5.6.2 [Replacement of a Lender] below, in Section 5.8 [Increased Costs] and ], Section 5.10 [Indemnity] or Section 5.6.4 [Prepayment Premium]). Whenever the Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the applicable Administrative Agent by 1:00 p.m. at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (4) Business Days prior to which the date of prepayment of any Optional Currency Loans, LIBOR Rate Option applies or no later than 1:00 p.m. 11:00 a.m. on the date of prepayment of Swing LoansLoans to which the Base Rate Option applies, setting forth the following information:
(ia) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
(iib) a statement indicating the application of the prepayment between among the Revolving Credit Loans and Swing Classes of Loans;
(iiic) a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Euro-LIBOR Rate Option applies (including the Optional Currency, if applicable)applies; and
(ivd) the total principal amount of such prepayment, which ; provided that any partial prepayment of the Loans of any Class shall be in an amount not be less than the lesser of (i) the outstanding Revolving Credit with respect to Swing Loans, or $100,000 and (ii) in the case of Loans of any other Class, $100,000 for any Swing Loan 5,000,000. Each such prepayment notice shall be accompanied by and shall be accompanied by a certificate of the chief financial officer, principal accounting officer, treasurer or $500,000 for any Revolving Credit Loancontroller of the Borrower as to the estimated Applicable Prepayment Premium due in connection with such prepayment (calculated as if the date of such notice were the date of the prepayment), setting forth the details of such computation. All prepayment notices shall be irrevocable, except that any notice of voluntary prepayment may state that such notice is conditional upon the consummation of a financing transaction, in which case such notice of prepayment may be revoked or delayed by the Borrower (by notice to the applicable Administrative Agent on or prior to the specified date of prepayment) if such condition is not satisfied. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All Term Loan prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] shall be applied to the outstanding Revolving Credit Loansremaining Principal Amortization Payments of each Class as directed in writing by the Borrower to the applicable Administrative Agent (or if no such direction, provided that ratably to the remaining Principal Amortization Payments of such prepayment of any Revolving Credit Loans shall not permanently reduce the Revolving Credit CommitmentsClass). Except as provided in Section 4.4.4 4.4.3 [Administrative Agent’s and LenderXxxxxx’s Rights], if the Borrower prepays a Loan under this Section 5.6.1 but fails to specify the applicable Borrowing Tranche which the Borrower is prepaying, the prepayment shall be applied (i) first to Swing Loans, second to Revolving Credit Loans and third to Term Loans; and (ii) after giving effect to the allocations in clause (i) above and in the preceding two sentences, first to Loans to which the Base Rate Option applies, then to Revolving Credit Loans to which are not Optional Currency Loans, then to Optional Currency Loans, and then to Swing Loansthe LIBOR Rate Option applies. Any prepayment hereunder shall be subject to the Borrower’s Obligation obligation to indemnify the Lenders under Section 5.10 [Indemnity]. Prepayments shall be made in the currency in which such Loan was made unless otherwise directed by the Administrative Agent.
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Right to Prepay. The Borrower shall have the right at its option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 5.13 [Replacement of a Lender] below], in Section 5.8 [Increased Costs] and in Section 5.10 [Indemnity]). Whenever the Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 1:00 p.m. Eastern Time (i) at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans that bear interest at the Base Rate Option; (ii) at least three (3) Business Days before the date of prepayment in the case of Loans denominated in Dollars, and Dollars bearing interest at the Eurocurrency Rate Option; (iii) at least four (4) Business Days prior to before the date of prepayment in the case of any Optional Currency Loans, Loans denominated in Alternative Currencies bearing interest at the Eurocurrency Rate Option; or (iv) no later than 1:00 p.m. Eastern Time on the date of prepayment of Swing Swingline Loans, setting forth the following information:
(i) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
(ii) a statement indicating the application of the prepayment between the Revolving Credit Loans and Swing Swingline Loans;
(iii) a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Euro-Eurocurrency Rate Option applies (including the Optional Currency, if applicable)applies; and
(iv) the total principal amount of such prepayment, which shall not be less than the lesser of (iA) the outstanding Revolving Credit Loans, Facility Usage or (iiB) $100,000 1,000,000 for any Swing Swingline Loan or $500,000 1,000,000 for any Revolving Credit Loan. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] shall be applied to the outstanding Revolving Credit Loans, provided that such prepayment of any Revolving Credit Loans shall not permanently reduce the Revolving Credit Commitments. Except as provided in Section 4.4.4 4.4(c) [Administrative Agent’s and Lender’s Rights], if the Borrower prepays a Loan but fails to specify the applicable Borrowing Tranche which the Borrower is prepaying, the prepayment shall be applied first to Revolving Credit Loans to which the Base Rate Option applies, then to Revolving Credit Loans to which are not Optional Currency Loans, then to Optional Currency Loans, and then to Swing Loansthe Eurocurrency Rate Option applies. Any prepayment hereunder shall be subject to the Borrower’s Obligation to indemnify the Lenders under Section 5.10 [Indemnity]. Prepayments shall be made in the currency in which such Loan was made unless otherwise directed by the Administrative Agent.
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Right to Prepay. The Borrower shall have the right at its option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 [Replacement of a Lender] below, in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity]). Whenever the Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 1:00 I :00 p.m. at least one (1I) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (4) Business Days prior to the date of prepayment of any Optional Currency Loans, or Term Loans or no later than 1:00 p.m. I:00 p.m., Pittsburgh time, on the date of prepayment of Swing Loans, setting forth the following information:
(i) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
(iia) a statement indicating the application of the prepayment between the Revolving Credit Loans, Term Loans and Swing Loans;
(iiib) with respect to any prepayment of any Loans subject to the LIBOR Rate Option, a statement indicating the application of the prepayment between Loans to which the Base LIBOR Rate Option applies and Loans to which the Euro-Rate Option applies (including the Optional Currency, if applicable)tranches; and
(ivc) the total principal amount of such prepayment, which shall not be less than the lesser of than: (i) the outstanding Revolving Credit Loans$100,000 for any Swing Loan, or (ii) $100,000 for any Swing Loan or $500,000 for any Revolving Credit Loan. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amountamount except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All Term Loan prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] shall be applied to the outstanding Revolving Credit Loans, provided that such prepayment unpaid installments of any Revolving Credit principal of the Term Loans shall not permanently reduce in the Revolving Credit Commitmentsinverse order of scheduled maturities. Except as provided in Section 4.4.4 4.5.3 [Administrative Agent’s 's and Lender’s 's Rights], if the Borrower prepays a Loan but fails to specify the applicable Borrowing Tranche which the Borrower is prepaying, the prepayment shall be applied first to Revolving Credit Loans to which the Base Rate Option applies, then to Revolving Credit Loans to which are not Optional Currency Loans, then to Optional Currency Loans, and then to Swing Loansthe LIBOR Rate Option applies. Any prepayment hereunder shall be subject to the Borrower’s 's Obligation to indemnify the Lenders under Section 5.10 [Indemnity]. Prepayments shall be made in the currency in which such Loan was made unless otherwise directed by the Administrative Agent.
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Right to Prepay. The Borrower shall have the right at its option from time to time to prepay the Loans Loans, in whole or part part, without premium or penalty (except as provided in Section 5.6.2 [Replacement of a Lender] 5.13 below, in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity]5.10). Whenever the Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 1:00 p.m. Eastern Time at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, or Term Loans that bear interest at the Base Rate Option and at least four three (43) Business Days prior to in the date case of prepayment of any Optional Currency LoansLoans bearing interest at the Term SOFR Rate Option, or no later than 1:00 p.m. Eastern Time on the date of prepayment of Swing Swingline Loans, setting forth the following information:
(i) the date, which shall be a Business Day, on which the proposed prepayment is to be made;
(ii) a statement indicating the application of the prepayment between the Revolving Credit Loans, Term Loans and Swing Swingline Loans;
(iii) a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Euro-Term SOFR Rate Option applies (including the Optional Currency, if applicable)applies; and
(iv) the total principal amount of such prepayment, which shall not be less than the lesser of (iA) the outstanding Revolving Credit Loans, Facility Usage or (iiB) $100,000 (or if less the full outstanding amount) for any Swing Swingline Loan or $500,000 for any Revolving Credit Loan or Term Loan. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All Term Loan prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] 5.2 shall be applied to the outstanding Revolving Credit Loans, provided that such prepayment unpaid installments of any Revolving Credit principal of the Term Loans shall not permanently reduce the Revolving Credit Commitmentson a pro rata basis. Except as provided in Section 4.4.4 [Administrative Agent’s and Lender’s Rights]4.4(c), if the Borrower prepays a Loan but fails to specify the applicable Borrowing Tranche which the Borrower is prepaying, the prepayment shall be applied (1) first to Revolving Credit Loans and then to Term Loans; and (2) after giving effect to the allocations in clause (1) above and in the preceding sentence, first to Loans to which the Base Rate Option applies, then to Revolving Credit Loans to which are not Optional Currency Loans, then to Optional Currency Loans, and then to Swing Loansthe Term SOFR Rate Option applies. Any prepayment hereunder shall be subject to the Borrower’s Obligation to indemnify the Lenders under Section 5.10 [Indemnity]. Prepayments shall be made in the currency in which such Loan was made unless otherwise directed by the Administrative Agent5.10.
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