Common use of Make Whole Provision Clause in Contracts

Make Whole Provision. Borrower shall pay to Lender, immediately upon request and notwithstanding contrary provisions contained in any of the Loan Documents, such amounts as shall, in the reasonable judgment of Lender (in the absence of manifest error), compensate Lender for the loss, cost or expense which it may reasonably incur as a result of (i) any payment or prepay­ment, under any circumstances whatsoever, whether voluntary or involuntary, of all or any portion of a Eurodollar Advance on a date other than the last day of the applicable Interest Period of a Eurodollar Advance, (ii) the conversion, for any reason whatsoever, whether voluntary or involuntary, of any Eurodollar Advance to a Variable Rate Advance on a date other than the last day of the applicable Interest Period, (iii) the failure of all or a portion of a Loan Advance which was to have borne interest at the Eurodollar Rate pursuant to the request of Borrower to be made under the Loan Agreement (except as a result of a failure by Lender to fulfill Lender's obligations to fund), or (iv) the failure of Borrower to borrow in accordance with any request submitted by it for a Eurodollar Advance. Such amounts payable by Borrower shall be equal to any administrative costs actually incurred plus, in any event, but without duplication, a Yield Maintenance Fee. The Yield Maintenance Fee shall be an amount equal to the product of: (a) the amount so prepaid, converted, not advanced or not borrowed, as the case may be, multiplied by (b) the difference between the Eurodollar Rate then in effect, or which would have been in effect (computed separately for each outstanding maturity or installment), and the Treasury Rate in effect on the date of the occurrence (computed separately for each outstanding maturity or installment), which product shall be multiplied by (c) a fraction, the numerator of which is the number of days from the date of occurrence to the last day of the applicable Interest Period (or, if applicable, each Interest Period) and the denominator of which is 360 days; however, if or to the extent that the applicable Eurodollar Rate for the applicable Interest Period (computed separately for each maturity or installment) is equal to or less than the Treasury Rate, no Yield Maintenance Fee shall be payable.

Make Whole Provision. Borrower may prepay a LIBOR Advance only upon at least three (3) Business Days prior written notice to Lender (which notice shall be irrevocable), and any such prepayment shall occur only on the last day of the Interest Period for such LIBOR Advance. Borrower shall pay to Lender, immediately upon request and notwithstanding contrary provisions contained in any of the Loan DocumentsLender, such amount or amounts as shall, shall be sufficient (in the reasonable judgment opinion of Lender (in the absence of manifest error), Lender) to compensate Lender it for the any loss, cost cost, or expense which it may reasonably incur incurred as a result of of: (i) any payment or prepay­ment, under any circumstances whatsoever, whether voluntary or involuntary, of all or any portion of a Eurodollar LIBOR Advance on a date other than the last day of the applicable Interest Period for such LIBOR Advance; (ii) any failure by Borrower to borrow a LIBOR Advance on the date specified by Borrower's written notice; (iii) any failure by Borrower to pay a LIBOR Advance on the date for payment specified in Borrower's written notice. Upon the occurrence of a Eurodollar Advanceany of the events set forth in items (i), (ii) the conversion, for any reason whatsoever, whether voluntary or involuntary, of any Eurodollar Advance to a Variable Rate Advance on a date other than the last day of the applicable Interest Period, (iii) the failure of all or a portion of a Loan Advance which was to have borne interest at the Eurodollar Rate pursuant to the request of Borrower to be made under the Loan Agreement (except as a result of a failure by Lender to fulfill Lender's obligations to fund), or (iviii) of the failure of Borrower to borrow in accordance with any request submitted by it for a Eurodollar Advance. Such amounts payable by foregoing sentence, and without limiting the foregoing, Borrower shall be equal pay to any administrative costs actually incurred plus, Lender a "yield maintenance fee" in any event, but without duplication, an amount computed as follows: The current rate for United States Treasury securities (bills on a Yield Maintenance Fee. The Yield Maintenance Fee discounted basis shall be an amount equal converted to a bond equivalent) (the "United States Treasury Security Rate") with a maturity date closest to the product of: maturity date of the term chosen pursuant to the LIBOR Election (aas defined below) as to which the amount so prepaidprepayment is made, converted, not advanced or not borrowed, as shall be subtracted from the case may be, multiplied by (b) the difference between the Eurodollar Rate then in effect, or which would have been in effect (computed separately for each outstanding maturity or installment), and the Treasury Applicable LIBOR Rate in effect on at the date time of prepayment. If the occurrence (computed separately for each outstanding maturity result is zero or installment)a negative number, which product there shall be no yield maintenance fee. If the result is a positive number, then the resulting percentage shall be multiplied by (c) a fraction, the numerator amount of which is the principal balance being prepaid. The resulting amount shall be divided by 360 and multiplied by the number of days from remaining in the date of occurrence term chosen pursuant to the last day LIBOR Election as to which the prepayment is made. Said amount shall be reduced to present value calculated by using the number of days remaining in the applicable Interest Period (or, if applicable, each Interest Period) designated term and using the above-referenced United States Treasury Security Rate and the denominator number of which is 360 days; however, if or days remaining in the term chosen pursuant to the extent that LIBOR Election as to which the applicable Eurodollar Rate for the applicable Interest Period (computed separately for each maturity or installment) prepayment is equal to or less than the Treasury Rate, no Yield Maintenance Fee made. The resulting amount shall be the yield maintenance fee due to Lender upon prepayment of any LIBOR Advance. Each reference in this paragraph to "LIBOR Election" shall mean the election by the Borrower to apply the Applicable LIBOR Rate to the Loan Advance, pursuant to a Notice of Rate Selection. If by reason of an Event of Default, Lender elects to declare the Obligations to be immediately due and payable, then any yield maintenance fee with respect to the Loan Advance shall become due and payable in the same manner as though Borrower had exercised such right of prepayment.

Make Whole Provision. Borrower may prepay a Libor Advance only upon at least three (3) Business Days prior written notice to Lender (which notice shall be irrevocable), and any such prepayment shall occur only on the last day of the Interest Period for such Libor Advance. Borrower shall pay to Lender, immediately upon request and notwithstanding contrary provisions contained in any of the Loan DocumentsLender, such amount or amounts as shall, shall be sufficient (in the reasonable judgment opinion of Lender (in the absence of manifest error), Lender) to compensate Lender it for the any loss, cost cost, or expense which it may reasonably incur incurred as a result of of: (i) any payment or prepay­ment, under any circumstances whatsoever, whether voluntary or involuntary, of all or any portion of a Eurodollar Libor Advance on a date other than the last day of the applicable Interest Period for such Libor Advance; (ii) any failure by Borrower to borrow a Libor Advance on the date specified by Borrower's written notice; (iii) any failure by Borrower to pay a Libor Advance on the date for payment specified in Borrower's written notice. Upon the occurrence of a Eurodollar Advanceany of the events set forth in items (i), (ii) the conversion, for any reason whatsoever, whether voluntary or involuntary, of any Eurodollar Advance to a Variable Rate Advance on a date other than the last day of the applicable Interest Period, (iii) the failure of all or a portion of a Loan Advance which was to have borne interest at the Eurodollar Rate pursuant to the request of Borrower to be made under the Loan Agreement (except as a result of a failure by Lender to fulfill Lender's obligations to fund), or (iviii) of the failure of Borrower to borrow in accordance with any request submitted by it for a Eurodollar Advance. Such amounts payable by foregoing sentence, and without limiting the foregoing, Borrower shall be equal pay to any administrative costs actually incurred plus, Lender a "yield maintenance fee" in any event, but without duplication, an amount computed as follows: The current rate for United States Treasury securities (bills on a Yield Maintenance Fee. The Yield Maintenance Fee discounted basis shall be an amount equal converted to a bond equivalent) (the "United States Treasury Security Rate") with a maturity date closest to the product of: maturity date of the term chosen pursuant to the Libor Election (aas defined below) as to which the amount so prepaidprepayment is made, converted, not advanced or not borrowed, as shall be subtracted from the case may be, multiplied by (b) the difference between the Eurodollar Rate then in effect, or which would have been in effect (computed separately for each outstanding maturity or installment), and the Treasury Libo Rate in effect on at the date time of prepayment. If the occurrence (computed separately for each outstanding maturity result is zero or installment)a negative number, which product there shall be multiplied by (c) no yield maintenance fee. If the result is a fractionpositive number, then the numerator of which is the number of days from the date of occurrence to the last day of the applicable Interest Period (or, if applicable, each Interest Period) and the denominator of which is 360 days; however, if or to the extent that the applicable Eurodollar Rate for the applicable Interest Period (computed separately for each maturity or installment) is equal to or less than the Treasury Rate, no Yield Maintenance Fee resulting percentage shall be payable.be