Term Loan Prepayment Fee. The Term Loan Prepayment Fee, when due hereunder;
Term Loan Prepayment Fee. In the event that, at any time on or prior to the third anniversary of the Effective Date, the Termination Date occurs, or in the event that, at any time on or prior to the third anniversary of the Effective Date, the Borrowers voluntarily prepay or repay, or are required to prepay or repay (whether by acceleration of the Obligations pursuant to Section 8.02 or for any other reason whatsoever (other than, in each of the foregoing cases, pursuant to or resulting from Section 2.05(b) or Section 2.05 (c)), the Term Loans in whole or in part, then, on the Termination Date or the effective date of such prepayment or repayment (or the date the requirement to prepay or repay arises), as applicable, the Borrowers shall pay to the Agent, for the ratable benefit of the Lenders, the Term Loan Prepayment Fee on the amount of the Term Loans so prepaid or repaid or required to be prepaid or repaid (and to the extent such Term Loan Prepayment Fee is not paid when due, such fee shall be automatically capitalized and added to the principal balance of the Term Loans). All parties to this Agreement agree and acknowledge that the Lenders will have suffered damages on account of the early termination of this Agreement or prepayment (or repayment) of any portion of the Term Loans and that, in view of the difficulty in ascertaining the amount of such damages, the Term Loan Prepayment Fee constitutes reasonable compensation and liquidated damages to compensate the Lenders on account thereof.
Term Loan Prepayment Fee. The Term Loan Prepayment Fee if and when due pursuant to the terms of Section 2.1.2(c); and
Term Loan Prepayment Fee. Section 2.09(d) of the Credit Agreement is hereby amended and restated in its entirety as follows: In the event that all or any portion of the Term Loans are (i) repaid, prepaid, refinanced or replaced or (ii) repriced or effectively refinanced through any waiver, consent or amendment (in the case of clause (i) and clause (ii), in connection with (x) any waiver, consent or amendment to the Term Loans the primary purpose of which is the lowering of the Weighted Average Yield of the Term Loans or (y) the incurrence of any term loan debt financing the primary purpose of which is the lowering of the Weighted Average Yield of the Term Loans (or portion thereof) so repaid, prepaid, refinanced, replaced or repriced, in each case, other than in connection with a Change of Control or a Transformative Acquisition (a “Repricing Transaction”)) occurring on or prior to the date that is six months following the First Amendment Effective Date, such repayment, prepayment, refinancing, replacement or repricing (in any such case, in connection with a Repricing Transaction) will be made at 101.0% of the principal amount so repaid, prepaid, refinanced, replaced or repriced. If all or any portion of the Term Loans held by any Lender is repaid, prepaid, refinanced or replaced pursuant to Section 3.06 as a result of such Lender not agreeing or otherwise consenting to any waiver, consent or amendment referred to in clause (ii) above in connection with a Repricing Transaction on or prior to the date that is six months following the First Amendment Date, such repayment, prepayment, refinancing or replacement will be made at 101.0% of the principal amount so repaid, prepaid, refinanced or replaced.
Term Loan Prepayment Fee. At the time of the effectiveness of any Repricing Event that is consummated prior to the first anniversary of the Closing Date, the Borrower agrees to pay to the Administrative Agent for the ratable account of each Lender with outstanding Term Loans which are repaid or prepaid pursuant to such Repricing Event (including each Lender that withholds its consent to such Repricing Event and is replaced as a Non-Consenting Lender under Section 3.07), a fee in an amount equal to 1.0% of (x) in the case of a Repricing Event of the type described in clause (1) of the definition thereof, the aggregate principal amount of all Term Loans prepaid (or converted) in connection with such Repricing Event and (y) in the case of a Repricing Event described in clause (2) of the definition thereof, the aggregate principal amount of all Term Loans outstanding on such date that are subject to an effective reduction of the Applicable Event pursuant to such Repricing Transaction. Such fees shall be due and payable upon the date of the effectiveness of such Repricing Event.
Term Loan Prepayment Fee. The Term Loan Prepayment Fee, when due hereunder; provided however that the Term Loan Prepayment Fee shall be waived if the Term Loan is refinanced and substituted with another credit facility provided by Bank;
Term Loan Prepayment Fee. In the event that, at any time prior to the third anniversary of the Closing Date, the Term Loan Termination Date occurs, or in the event that the Borrowers prepay, or are required to prepay, the Loans in whole or in part, then, on the Term Loan Termination Date or the effective date of such prepayment, as applicable, the Borrowers shall pay to the Agent, for the ratable benefit of the Lenders, an amount equal to the applicable Term Loan Prepayment Fee; provided that (i) no such Term Loan Prepayment Fee shall be due and owing hereunder as a result of the Borrowers’ payment of the Loans upon the occurrence of the Maturity Date, and (ii) so long as no Event of Default is then continuing, no such Term Loan Prepayment Fee shall be due and owing hereunder to the extent such prepayment is made on account of any Prepayment Event of the type described in clauses (b), (d) or (e) of the definition thereof. All parties to this Agreement agree and acknowledge that the Lenders will have suffered damages on account of the early termination of this Agreement or prepayment of any portion of the Loans and that, in view of the difficulty in ascertaining the amount of such damages, the Term Loan Prepayment Fee constitutes reasonable compensation and liquidated damages to compensate the Lenders on account thereof.
Term Loan Prepayment Fee. If the Term Loans are prepaid, in full or in part, prior to January 1, 2013 for any reason (excluding any Term Loan Amortization Payment, but including, without limitation, (i) acceleration of the Obligations as a result of the occurrence of an Event of Default, (ii) foreclosure and sale of, or collection of, the Collateral, (iii) sale of the Collateral in any insolvency proceeding or (iv) the restructure, reorganization or compromise of the Obligations by the confirmation of a plan of reorganization or any other plan of compromise, restructure or arrangement in any insolvency proceeding), the Borrowers shall pay to the Administrative Agent for the account of each Term Lender a prepayment fee in an amount equal to 1.00% of the aggregate amount of the Term Loans prepaid; provided that, notwithstanding anything to the contrary set forth herein and for the avoidance of doubt, the parties acknowledge and agree that the Borrowers shall not be required to pay any prepayment fee to a Non-Consenting Lender solely in connection with the replacement of such Non-Consenting Lender in accordance with the provisions of Section 9.02(c). The prepayment fee shall be payable in full in cash on the date on which the Term Loans are prepaid.
Term Loan Prepayment Fee. If the Term Loan becomes due and payable ------------------------ or is prepaid in whole or in part, in each case on a day that is prior to the second anniversary of the Closing Date, then the Borrower shall, on the day on which the Term Loan becomes due and payable or is so prepaid, pay to the Agent, for account of the Lenders holding the Term Loan, an amount in Dollars equal to one percent (1%) of the amount of the Term Loan that has become due and payable or is so prepaid (the "Term Loan Prepayment Fee"). ------------------------
Term Loan Prepayment Fee. The first sentence of Section 2.09(a) is hereby deleted and the following substituted therefor: “In the event that, at any time prior to the third anniversary of the Second Amendment Effective Date, an acceleration of the Obligations pursuant to Section 8.02 occurs, or in the event that, at any time on or prior to the third anniversary of the Second Amendment Effective Date the Borrowers voluntarily prepay or repay, or are required to prepay or repay following acceleration of the Obligations pursuant to Section 8.02, the Term Loans in whole or in part, then, on the date of such acceleration or the effective date of such prepayment or repayment (or the date the requirement to prepay or repay arises), as applicable, the Borrowers shall pay to the Administrative Agent, for the ratable benefit of the Lenders, the Term Loan Prepayment Fee on the amount of the Term Loans so prepaid or repaid or required to be prepaid or repaid (and to the extent such Term Loan Prepayment Fee is not paid when due, such fee shall be automatically capitalized and added to the principal balance of the Term Loans).”
