Termination; Prepayment. We shall have the right at any time or from time to time upon three (3) business days' written notice to you to prepay the Note in whole or in part provided that if we prepay the Revolving Credit Loan Note in full and terminate the Revolving Credit Loan then we shall pay, in addition to such prepayment, a prepayment penalty equal to three percent (3.0%) of the Maximum Loan Amount if prepayment occurs prior to maturity. Provided, however, that no such prepayment penalty shall be payable if prepayment is made by Bank One.
Termination; Prepayment. 1. Except as otherwise permitted herein, the Companies may terminate this Financing Agreement and the Line of Credit provided, however that the Companies pay to the Agent for the benefit of the Lenders the Early Termination Fee if terminated prior to the first anniversary of the Closing Date. The Agent may and, if directed by the Required Lenders, shall terminate the Financing Agreement immediately upon the occurrence of an Event of Default; provided, however, that if the Event of Default is an event listed in Paragraph 1, clause (c) of Section 10 hereof, the Agent and the Lenders may regard the Financing Agreement as terminated and no notice to that effect shall be required. This Financing Agreement, unless terminated as herein provided, shall automatically continue from anniversary date to anniversary date following the initial Termination Date, provided, however, that (i) no Lender shall be required to extend its Commitment beyond the initial Termination Date and (ii) no Lender shall be required to extend its Commitment beyond the initial Termination Date or any subsequent Termination Date (if applicable) unless such Lender has given notice to the Agent no more than 60 nor less than 30 days prior to the initial Termination Date (or any subsequent Termination Date, if applicable) stating that it wishes to extend its Commitment beyond such initial Termination Date (or subsequent Termination Date, if applicable). Termination by any of the Companies shall constitute termination with respect to all Companies. All Obligations shall become due and payable as of any termination hereunder or under Section 10 hereof and, pending a final accounting, the Agent and the Lenders may withhold any balances in the Companies' accounts (unless supplied with an indemnity satisfactory to the Agent) to cover all of the Obligations, whether absolute or contingent. All of the Agent's and Lenders' rights, Liens and security interests shall continue after any termination until all Obligations have been paid and satisfied in full.
Termination; Prepayment. 62 SECTION 12. Guaranty . . . . . . . . . . . . . . . . . . . . 63 SECTION 13. Miscellaneous . . . . . . . . . . . . . . . . . 66 SECTION 14. Agreement Between the Lenders . . . . . . . . . 69 SECTION 15. Agency . . . . . . . . . . . . . . . . . . . . . 72 EXHIBITS Exhibit A - Form of Revolving Loan Promissory Note Exhibit B - Form of Term Loan Promissory Note Exhibit C - Form of Assignment and Transfer Agreement Exhibit D - Form of Pledge Amendment EXHIBIT D TO FINANCING AGREEMENT PLEDGE AMENDMENT This Pledge Amendment, dated ____________, 19__, is delivered pursuant to Section 6, Paragraph 14 of the Financing Agreement referred to below. The undersigned hereby agrees that this Pledge Amendment may be attached to the Financing Agreement, dated October 4, 1996 (the "Financing Agreement"), among The CIT Group/Business Credit, Inc., a New York corporation ("CITBC"), any other party hereafter becoming a Lender hereunder pursuant to Section 14, Paragraph 9 of the Financing Agreement, CITBC, as Agent for the Lenders, and Harvard Industries, Inc., a Florida corporation, The Xxxxxxxx-Xxxxxx Corporation, a New Hampshire corporation, Xxxxxx Automotive, Inc., a Michigan corporation, Xxxxx-Albion Corporation, a Michigan corporation, and Xxxxxxx- Xxxxxx, Inc., a Delaware corporation, Xxxxxxx-Xxxxxx Greeneville, Inc., a Delaware corporation, Xxxxxxx-Xxxxxx Pottstown, Inc., a Delaware corporation, Xxxxxxx-Xxxxxx Techologies, Inc., a Delaware corporation, and Xxxxxxx-Xxxxxx Toledo, Inc., a Delaware corporation and that the Additional Shares listed on this Pledge Amendment shall be and become part of the Pledged Collateral referred to in the Financing Agreement and shall secure all of the Term Loans, including without limitation any guaranty of the Term Loans, of the undersigned. The terms defined in the Financing Agreement are being used herein as therein defined. [COMPANY] By: Title: Stock Certificate Number Issuer Class of Stock No(s). Par Value of Shares
Termination; Prepayment. In the event that (i) holders of 50% or more of outstanding Notes deliver a Termination Statement to the Escrow Agent pursuant to Section 2(c) of the Escrow Agreement and such Termination Statement is not rescinded within 60 days following its delivery, or (ii) within 10 Business Days following the Disbursement Termination Date, the holder or holders of 50% or more of outstanding Notes shall not have directed the Escrow Agent to disburse the Escrow Fund to the Company pursuant to Section 2(d) hereof, then, on such 60th day or tenth Business Day, as the case may be, the Company shall deliver a list of the holders of Notes to the Escrow Agent, and the Escrow Agent shall apply the funds (a "Termination Prepayment") held in the Escrow Fund as follows: (x) first, to the payment of the Escrow Agent's fees and expenses as provided herein; and (y) second, to the holders of Notes, pro rata as their interests may appear, for application in accordance with the Note Purchase Agreement, following which application of funds, the Escrow Agreement shall terminate. In the event of any Termination Prepayment, the Company and the Noteholders shall deliver to the Escrow Agent joint written instructions concerning the payees of the Notes and the amount due to each such payee.
Termination; Prepayment. The Termination/Prepayment provision of Paragraph 2 (C) is amended to provide for a prepayment penalty of 2% of the Maximum Loan Amount, as herein amended, if prepayment occurs prior to the Maturity Date. There will be no prepayment penalty if Borrower exercises the option provided for in paragraph 1 herein.
Termination; Prepayment a. In addition to, and not in limitation of, paragraph 7 of the printed portion of this Agreement, Borrower shall have the right, in its sole discretion, to pay and prepay in full, but not in part, the outstanding Obligations and to terminate this Agreement in accordance with the terms and provisions of paragraph 7 of the printed portion of this Agreement; provided that, (a) the other Loan Agreements are terminated simultaneously herewith, (b) in any such case, Borrower provides Gibraltar with sixty (60) days prior written notice of its intent to terminate this Agreement (the sixtieth (60th) day following such written notice being hereinafter the "Termination Date"), (c) Borrower complies with the other provisions of paragraph 7 of the printed portion of this Agreement, and (d) Borrower pays to Gibraltar the amount of all principal, interest, charges, fees and expenses owed to Gibraltar by the Borrower under this Agreement, the other Loan Agreements, or otherwise, including but not limited to the early termination fee as set forth in paragraph L.2. below.
Termination; Prepayment. Upon payment in full of all outstanding Debentures purchased hereunder, together with all other charges, fees and costs due and payable under any of the Transaction Documents, the Company shall have the right to terminate this Agreement upon written notice to the Buyer (except for such obligations of the Company that specifically survive termination hereunder), without premium or penalty.
