Common use of Termination by Borrower Clause in Contracts

Termination by Borrower. Borrower shall have the right upon at least 30 days’ prior written notice to Administrative Agent, or upon such notice period as mutually agreed to by Administrative Agent and Borrower, to permanently terminate or reduce the Commitments, in whole or in part, so long as, (i) Borrower shall pay the Early Termination Fee, if any, to Administrative Agent for the benefit of Lenders concurrently with the delivery of such notice and (ii) on the effective date of such termination or reduction, any portion of the outstanding principal amount of all Advances in excess of the Aggregate Commitments after giving effect to such termination or reduction, all accrued but unpaid interest therein, and all fees, expenses and any other amounts due hereunder or under any other Facility Document with respect to the terminated or reduced Commitments are paid in full on the effective date of such termination. Notwithstanding the foregoing, Borrower shall not be required to pay an Early Termination Fee with respect to a termination or reduction of the Commitments to the extent that the Facility Limit, after giving effect to such termination or reduction (or portion thereof, if applicable) is greater than or equal to an amount equal to 85% of the Facility Limit on the Closing Date. Administrative Agent will promptly notify Lenders of any such notice of termination or reduction of the Commitments. Any termination or reduction of the Commitments shall be applied to the Commitment of each Lender according to its Ratable Share and shall automatically result in a reduction of the Facility Limit. Promptly after the effective date of any such termination or reduction, Administrative Agent shall amend the Register to reflect the then current Commitments and Ratable Share of each Lender and the Facility Limit.

Termination by Borrower. (a) Borrower may terminate this Agreement, without penalty, upon any anniversary date of the execution hereof by giving Lender no less than sixty (60) days prior written notice. Borrower may rescind a termination notice to Lender at any time prior to the anniversary date referred to in this paragraph. This Agreement shall have terminate upon the right upon anniversary date if and only if the Borrower has on the anniversary date paid to the Lender in full all of the Obligations. (b) Notwithstanding the provisions of Subsection (a) hereof, Borrower may terminate this Agreement at least 30 days’ any time upon: (i) giving sixty (60) days prior written notice to Administrative Agent, or upon such notice period as mutually agreed Lender of its intention to by Administrative Agent and Borrower, do so; and (ii) paying to permanently terminate or reduce the CommitmentsLender, in whole or in partfull all of Borrower's Obligations; and (iii) paying to Lender, so long asas liquidated damages, an amount equal to six (6) times the average monthly interest owed by Borrower to Lender on the Obligations during the Twelve (12) month period immediately preceding the Borrower's notice. The average monthly interest computation shall exclude any month for which no interest is owed by Borrower to Lender. (c) For purposes of Subsection (b) hereof, Lender may, at its option, deem this agreement terminated by Borrower if, (i) Borrower shall pay within a ninety day period, more than 50% of the Early Termination Feeaverage of the preceding six month's balances of Borrower's Obligations to Lender are repaid, if anywithout Lender's express written consent, to Administrative Agent for from funds arising from sources other than payments made directly by Account Debtors or other obligors on their respective obligations included in the benefit of Lenders concurrently with the delivery of such notice and Collateral; or (ii) on there has occurred an Event of Default or an event which, with the effective date giving of notice or the lapse of time, or both, would become an Event of Default hereunder, the occurrence of which would permit Lender to exercise any of its remedies under Section 8 of this Agreement (without regard to whether such termination or reduction, any portion of the outstanding principal amount of all Advances in excess of the Aggregate Commitments after giving effect to such termination or reduction, all accrued but unpaid interest therein, and all fees, expenses and any other amounts due hereunder or remedies have been exercised). (d) Liquidated damages payable under any other Facility Document with respect to the terminated or reduced Commitments are paid in full on the effective date of such termination. Notwithstanding the foregoing, Borrower Subsection (c) shall not be required to pay an Early Termination Fee with respect to a termination or reduction of the Commitments to the extent that the Facility Limit, after giving effect to such termination or reduction (or portion thereof, if applicable) is greater than or equal to an amount equal to 85% six (6) times the average monthly interest owed by Borrower to Lender on the Obligations during the Twelve (12) month period, excluding any month for which no interest is owed by Borrower to Lender, immediately preceding the first day of the Facility Limit on ninety day period under Subsection (c)(i) or the Closing Date. Administrative Agent will promptly notify Lenders of any such notice of termination or reduction of the Commitments. Any termination or reduction of the Commitments shall be applied to the Commitment of each Lender according to its Ratable Share and shall automatically result in a reduction of the Facility Limit. Promptly after the effective date of occurrence under Subsection (c)(ii). The average monthly interest calculation shall not exclude any such month for which interest would have been owed by Borrower to Lender but for Borrower's acts that caused termination or reduction, Administrative Agent shall amend the Register to reflect the then current Commitments and Ratable Share of each Lender and the Facility Limithereunder.

Termination by Borrower. (a) Borrower may terminate this Agreement, without penalty, upon any anniversary date of the execution hereof by giving Lender no less than sixty (60) days prior written notice. This Agreement shall have terminate upon the right upon anniversary date if and only if the Borrower has on the anniversary date paid to the Lender in full all of the Obligations. (b) Notwithstanding the provisions of Subsection (a) hereof, Borrower may terminate this Agreement at least 30 days’ any time upon: (i) giving sixty (60) days prior written notice to Administrative Agent, or upon such notice period as mutually agreed Lender of its intention to by Administrative Agent and Borrower, to permanently terminate or reduce the Commitments, in whole or in part, so long as, (i) Borrower shall pay the Early Termination Fee, if any, to Administrative Agent for the benefit of Lenders concurrently with the delivery of such notice and do so; and (ii) on the effective date of such termination or reductionpaying to Lender, any portion of the outstanding principal amount of all Advances in excess of the Aggregate Commitments after giving effect to such termination or reduction, all accrued but unpaid interest therein, and all fees, expenses and any other amounts due hereunder or under any other Facility Document with respect to the terminated or reduced Commitments are paid in full on the effective date all of such termination. Notwithstanding the foregoingBorrower's Obligations; and (iii) paying to Lender, Borrower shall not be required to pay an Early Termination Fee with respect to a termination or reduction of the Commitments to the extent that the Facility Limitas liquidated damages, after giving effect to such termination or reduction (or portion thereof, if applicable) is greater than or equal to an amount equal to 85six (6) times the average monthly interest owed by Borrower to Lender on the Obligations during the Twelve (12) month period immediately preceding the Borrower's notice. The average monthly interest computation shall exclude any month for which no interest is owed by Borrower to Lender. (c) For purposes of Subsection (b) hereof, Lender may, at its option, deem this agreement terminated by Borrower if, (i)within a ninety day period, more than 50% of the Facility Limit average of the preceding six month's balances of Borrowees Obligations to Lender are repaid, without Lender's express written consent, from funds arising from sources other than payments made directly by Account Debtors or other obligors on their respective obligations included in the Collateral; or (ii) there has occurred an Event of Default or an event which, with the giving of notice or the lapse of time, or both, would become an Event of Default hereunder, the occurrence of which would permit Lender to exercise any of its remedies under Section 8 of this Agreement (without regard to whether such remedies have been exercised). (d) Liquidated damages payable under Subsection (c) shall be an amount equal to six (6) times the average monthly interest owed by Borrower to Lender on the Closing Date. Administrative Agent will promptly notify Lenders of Obligations during the Twelve (12) month period, excluding any such notice of termination or reduction month for which no interest is owed by Borrower to Lender, immediately preceding the first day of the Commitments. Any termination ninety day period under Subsection (c) (i) or reduction of the Commitments shall be applied to the Commitment of each Lender according to its Ratable Share and shall automatically result in a reduction of the Facility Limit. Promptly after the effective date of occurrence under Subsection (c) (ii). The average monthly interest calculation shall not exclude any such month for which interest would have been owed by Borrower to Lender but for Borrowers acts that caused termination or reduction, Administrative Agent shall amend the Register to reflect the then current Commitments and Ratable Share of each Lender and the Facility Limithereunder.

Termination by Borrower. (a) Borrower may terminate this Agreement, without penalty, upon any anniversary date of the execution hereof by giving Lender no less than sixty(60) days prior written notice. This Agreement shall have terminate upon the right upon anniversary date if and only if the Borrower has on the anniversary date paid to the Lender in full all of the Obligations. (b) Notwithstanding the provisions of Subsection (a) hereof, Borrower may terminate this Agreement at least 30 days’ any time upon: (i) giving sixty (60) days prior written notice to Administrative Agent, or upon such notice period as mutually agreed Lender of its intention to by Administrative Agent and Borrower, to permanently terminate or reduce the Commitments, in whole or in part, so long as, (i) Borrower shall pay the Early Termination Fee, if any, to Administrative Agent for the benefit of Lenders concurrently with the delivery of such notice and do so; and (ii) on the effective date of such termination or reductionpaying to Lender, any portion of the outstanding principal amount of all Advances in excess of the Aggregate Commitments after giving effect to such termination or reduction, all accrued but unpaid interest therein, and all fees, expenses and any other amounts due hereunder or under any other Facility Document with respect to the terminated or reduced Commitments are paid in full on the effective date all of such termination. Notwithstanding the foregoingBorrower's Obligations; and (iii) paying to Lender, Borrower shall not be required to pay an Early Termination Fee with respect to a termination or reduction of the Commitments to the extent that the Facility Limitas liquidated damages, after giving effect to such termination or reduction (or portion thereof, if applicable) is greater than or equal to an amount equal to 85six (6) times the average monthly interest owed by Borrower to Lender on the Obligations during the Twelve (12) month period immediately preceding the Borrower's notice. The average monthly interest computation shall exclude any month for which no interest is owed by Borrower to Lender. (c) For purposes of Subsection (b) hereof, Lender may, at its option, deem this agreement terminated by Borrower if, (i)within a ninety day period, more than 50% of the Facility Limit average of the preceding six month's balances of Borrower's Obligations to Lender are repaid, without Lender's express written consent, from funds arising from sources other than payments made directly by Account Debtors or other obligors on their respective obligations included in the Collateral; or (ii) there has occurred an Event of Default or an event which, with the giving of notice or the lapse of time, or both, would become an Event of Default hereunder, the occurrence of which would permit Lender to exercise any of its remedies under Section 8 of this Agreement (without regard to whether such remedies have been exercised). (d) Liquidated damages payable under Subsection (c) shall be an amount equal to six (6) times the average monthly interest owed by Borrower to Lender on the Closing Date. Administrative Agent will promptly notify Lenders of Obligations during the Twelve (12) month period, excluding any such notice of termination or reduction month for which no interest is owed by Borrower to Lender, immediately preceding the first day of the Commitments. Any termination ninety day period under Subsection (c)(i) or reduction of the Commitments shall be applied to the Commitment of each Lender according to its Ratable Share and shall automatically result in a reduction of the Facility Limit. Promptly after the effective date of occurrence under Subsection (c)(ii). The average monthly interest calculation shall not exclude any such month for which interest would have been owed by Borrower to Lender but for Borrower's acts that caused termination or reduction, Administrative Agent shall amend the Register to reflect the then current Commitments and Ratable Share of each Lender and the Facility Limithereunder.