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TERM LOAN EARLY TERMINATION FEE Sample Clauses

TERM LOAN EARLY TERMINATION FEE. (i) If the Term Loan Facility is (a) terminated prior to the Maturity Date (whether voluntarily by Borrowers or by Lenders following an Event of Default), or (b) in the event that the Borrowers prepay, or are required to prepay, the Term Loan in whole or in part, in view of the impracticality and extreme difficulty of ascertaining actual damages and by mutual agreement of the parties as to a reasonable calculation of lost profits of Term Loan Lenders as a result thereof, Borrowers agree to pay to Term Loan Lenders, upon the effective date of such termination (or prepayment), an early termination fee as follows: (A) in the amount equal to two percent (2%) of the outstanding principal amount of the Term Loans immediately prior to the date of such termination (or in the case of a prepayment, the amount so prepaid), if this Agreement is terminated (or prepayment made) at any time after the Closing Date to and including the second anniversary of this Agreement; and (B), in the amount equal to one percent (1 of the outstanding principal amount of the Term Loans immediately prior to the date of such termination (or in the case of a prepayment, the amount so prepaid), if this Agreement is terminated (or prepayment made) at any time after the Closing Date to and including the third anniversary of this Agreement. (ii) Such early termination fee shall be presumed to be the amount of damages sustained by Term Loan Lenders as a result of such early termination and Borrowers agree that it is reasonable under the circumstances currently existing (including, but not limited to, the interest, fees and other charges that are reasonably expected to be received by Term Loan Lenders pursuant to the Term Loans). Without limiting the foregoing, Term Loan Lenders shall be entitled to such early termination fee upon the occurrence of any Event of Default described in 10.1(e), 10.1(f), 10.1(g) and 10.1(h) hereof, even if Term Loan Agent and Term Loan Lenders do not exercise the right to terminate this Agreement, but elect, at their option, to provide financing to any Borrower or permit the use of cash collateral under the United States Bankruptcy Code. The early termination fee provided for in this Section 3.2(d) shall be deemed included in the Obligations.
Sample 1
TERM LOAN EARLY TERMINATION FEE. If the Termination Date occurs, on or prior to July 1, 2008, the Borrower shall pay to the Agent for the pro rata accounts of the Term Loan Lenders, in view of the impracticality and extreme difficulty of ascertaining the actual amount of damages to the Term Loan Lenders or profits lost by the Term Loan Lenders as a result thereof, and by mutual agreement of the parties as to a reasonable estimation and calculation of the lost profits or damages of the Term Loan Lenders, a fee with respect to each such prepayment (the “Term Loan Early Termination Fee”) in an amount equal to 0.50% of the aggregate outstanding principal amount of the Term Loan if the Termination Date occurs on or before July 1, 2008. There shall be no Term Loan Early Termination Fee payable if the Termination Date occurs after July 1, 2008.
Sample 1
TERM LOAN EARLY TERMINATION FEE. If the Termination Date occurs, on or prior to July 1, 2008, the Borrower shall pay to the Agent for the pro rata accounts of the Term Loan Lenders, in view of the impracticality and extreme difficulty of ascertaining the actual amount of damages to the Term Loan Lenders or profits lost by the Term Loan Lenders as a result thereof, and by mutual agreement of the parties as to a reasonable estimation and calculation of the lost profits or damages of the Term Loan Lenders, a fee with respect to each such prepayment (the “Term Loan Early Termination Fee”) in an amount equal to (a) 0.75% of the aggregate outstanding principal amount of the Term Loan if the Termination Date occurs on or before July 1, 2007, or (b) 0.50% of the aggregate outstanding principal amount of the Term Loan if the Termination Date occurs after July 1, 2007, but on or before July 1, 2008. There shall be no Term Loan Early Termination Fee payable if the Termination Date occurs after July 1, 2008.
Sample 1

Related to TERM LOAN EARLY TERMINATION FEE

  • Early Termination Fee After this contract goes into effect, if you terminate this contract for any reason, or switch your service to a different electricity generation supplier or default service supplier prior to the end of the contract term, you will be responsible for paying XOOM Energy an early termination fee in the amount of $500. This Early Termination Fee is intended not as a penalty, but simply to offset the cost of selling the unused portion of your electric power to others and estimated lost revenue that XOOM may incur from such a sale, if any, and related expenses.

  • Early Termination Fees The amount if an Early Termination Fee that we are entitled to charge is: (a) the amount specified in or calculated in accordance with the relevant Plan; or (b) otherwise, a reasonable estimate of our lost profit as a result of an early termination.

  • Payment upon Early Termination (a) Within three (3) calendar days after an Early Termination Effective Date, the Corporate Taxpayer shall pay to each TRA Party an amount equal to the Early Termination Payment in respect of such TRA Party. Such payment shall be made by wire transfer of immediately available funds to a bank account or accounts designated by such TRA Party or as otherwise agreed by the Corporate Taxpayer and such TRA Party or, in the absence of such designation or agreement, by check mailed to the last mailing address provided by such TRA Party to the Corporate Taxpayer.

  • Payment on Early Termination Upon termination pursuant to Section 14 (Early Termination), District shall pay Contractor as follows: (i) If District terminates this Contract for its convenience under Section 14(a) or 14(b), then District must pay Contractor for work performed before the termination date if and only if Contractor performed in accordance with this Contract. District shall not be liable for any direct, indirect, or consequential damages. Termination by District shall not constitute a waiver of any other claim District may have against Contractor. (ii) If Contractor terminates this Contract under Section 14(c) due to District’s breach, then District shall pay Contractor for work performed before the termination date if and only if Contractor performed in accordance with this Contract. (iii) If District terminates this Contract under Sections 14(c) or 14(d) due to Contractor’s breach, then District must pay Contractor for work performed before the termination date less any setoff to which District is entitled and if and only if Contractor performed such work in accordance with this Contract.

  • Early Termination Benefit If Early Termination occurs, the Bank shall distribute to the Executive the benefit described in this Section 2.2 in lieu of any other benefit under this Article.

  • Company Termination Fee (i) In the event that this Agreement is terminated by Parent pursuant to Section 9.1(c)(i), or in the event that this Agreement is terminated by the Company pursuant to Section 9.1(d)(ii), then, in each case, the Company shall pay to Parent, by wire transfer of immediately available funds, a fee in the amount of $135,500,000 (the “Company Termination Fee”) at or prior to the termination of this Agreement in the case of a termination pursuant to Section 9.1(d)(ii) or as promptly as practicable (and, in any event, within two Business Days following such termination) in the case of a termination pursuant to Section 9.1(c)(i). (ii) In the event that this Agreement is terminated by the Company or Parent pursuant to Section 9.1(b)(i) or Section 9.1(b)(iii), or in the event that this Agreement is terminated by Parent pursuant to Section 9.1(c)(ii) in respect of a Willful Breach by the Company of a covenant or agreement contained in this Agreement, and in each case at any time after the date of this Agreement prior to such termination (i) a Company Acquisition Proposal has been made to the Company and publicly announced and has not been withdrawn prior to the termination of this Agreement (or prior to the Company Stockholders’ Meeting in the case of a termination pursuant to Section 9.1(b)(iii)) and (ii) within twelve months after such termination, the Company (A) enters into an agreement with respect to a Company Acquisition Proposal and such Company Acquisition Proposal is subsequently consummated or (B) consummates a Company Acquisition Proposal, then, in any such event, the Company shall pay to Parent, by wire transfer of immediately available funds, the Company Termination Fee less the amount of any Parent Expenses previously paid by the Company concurrently with the consummation of such transaction arising from such Company Acquisition Proposal (and in any event, within two Business Days following such consummation); provided, however, that for purposes of the definition of “Company Acquisition Proposal” in this Section 9.3(a)(ii), references to “15%” and “85%” shall be replaced by “50%”).

  • Early Termination Charges ‌ 4.1. Each Wholesale Service is subject to a Minimum Service Term. 4.2. If: 4.2.1. a Service Provider terminates or otherwise relinquishes a Wholesale Service prior to the expiry of the applicable Minimum Service Term (other than where the Service Provider has terminated the Agreement or the applicable Service Order in accordance with clause 22.1 of the General Terms); or 4.2.2. the LFC terminates the supply of a Wholesale Service prior to the expiry of the applicable Minimum Service Term in accordance with clause 22.1 of the General Terms, and that Wholesale Service is or was the first Wholesale Service to be provided to the relevant End User Premises, Service Provider Premises or NBAP (as applicable) using the LFC Network (an Early Termination Event) then early termination charges (Early Termination Charges) may be payable by the Service Provider. 4.3. This section 4 sets out when Early Termination Charges are payable by the Service Provider and how those Early Termination Charges are calculated. 4.4. The LFC may, at its discretion, elect to waive Early Termination Charges that become payable by the Service Provider.

  • Termination Fee The Company shall pay to Parent $23,040,000 (the “Termination Fee”), by wire transfer of immediately available funds to an account or accounts designated in writing by Parent, in the event that: (i) (A) this Agreement is terminated by Parent or the Company pursuant to Section 9.1(b)(i)(A) or Section 9.1(b)(i)(B) (provided, that with respect to such termination by the Company, the right to terminate this Agreement pursuant to Section 9.1(b)(i) is then available to Parent) or by Parent pursuant to Section 9.1(d)(i); (B) following the execution and delivery of this Agreement and prior to such termination of this Agreement, an Acquisition Proposal shall have been publicly announced or shall have become publicly disclosed or publicly known; and (C) within twelve (12) months following such termination of this Agreement, (x) the Company or a Subsidiary of the Company enters into a definitive agreement with any third party with respect to an Acquisition Transaction or (y) an Acquisition Transaction is consummated; in which case the Termination Fee shall be payable within two (2) Business Days after the earlier of the events in clause (C)(x) or (y); (ii) this Agreement is terminated by the Company pursuant to Section 9.1(c)(ii), in which case the Termination Fee shall be payable concurrently with and as a condition to the effectiveness of such termination; or (iii) this Agreement is terminated by Parent pursuant to Section 9.1(d)(ii) or Section 9.1(d)(iii), in which case the Termination Fee shall be payable within two (2) Business Days after such termination. For purposes of the references to an “Acquisition Proposal” or an “Acquisition Transaction” in Section 9.3(b)(i), all references to “twenty percent (20%)” in the definition of “Acquisition Transaction” shall be deemed to be references to “fifty percent (50%).”

  • Termination; Advance Payments Upon termination of this Lease pursuant to Paragraph 6.2(g) or Paragraph 9, an equitable adjustment shall be made concerning advance Base Rent and any other advance payments made by Lessee to Lessor. Lessor shall, in addition, return to Lessee so much of Lessee's Security Deposit as has not been, or is not then required to be, used by Lessor.

  • ISDA Early Termination Date Party A has the right to designate an Early Termination Date pursuant to Section 6 of the Agreement;

Most Referenced Clauses

Most Referenced Definitions