Common use of Makewhole Amount Clause in Contracts

Makewhole Amount. (I) Any prepayment of the Tranche A Loan by Borrower (A) pursuant to Section 2.2(c)(i) or (ii), or (B) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the second anniversary of the Tranche A Closing Date, or (II) any termination of Tranche A Commitment pursuant to Sections 2.2(c)(iii) or (iv), shall, in any such case, be accompanied by payment of an amount equal to the Tranche A Makewhole Amount. (ii) Any prepayment of the Tranche B Loan by B▇▇▇▇▇▇▇ (A) pursuant to Section 2.2(c), or (B) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the second anniversary of the Tranche B Closing Date shall, in any such case, be accompanied by payment of an amount equal to the Tranche B Makewhole Amount. (iii) Any prepayment of the Tranche C Loan by B▇▇▇▇▇▇▇ (A) pursuant to Section 2.2(c), or (B) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the second anniversary of the Tranche C Closing Date shall, in any such case, be accompanied by payment of an amount equal to the Tranche C Makewhole Amount.

Appears in 1 contract

Sources: Loan Agreement (Revolution Medicines, Inc.)

Makewhole Amount. (Ii) Any prepayment of the Tranche A Loan by Borrower (A) pursuant to Section 2.2(c)(i), Section 2.2(c)(ii) or (iiSection 2.2(c)(iii), or (B) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the second 5th-year anniversary of the Tranche A Closing Date, or (II) any termination of Tranche A Commitment pursuant to Sections 2.2(c)(iii) or (iv), Date shall, in any such case, be accompanied by payment of an amount equal to the Tranche A Makewhole Amount. (ii) Any prepayment of the Tranche B Loan by B▇▇▇▇▇▇▇ Borrower (A) pursuant to Section 2.2(c2.2(c)(i), Section 2.2(c)(ii) or Section 2.2(c)(iii), or (B) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the second 5th -year anniversary of the Tranche B Closing Date shall, in any such case, be accompanied by payment of an amount equal to the Tranche B Makewhole Amount. (iii) Any prepayment of the Tranche C Loan by B▇▇▇▇▇▇▇ Borrower (A) pursuant to Section 2.2(c2.2(c)(i), Section 2.2(c)(ii) or Section 2.2(c)(iii), or (B) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the second 3rd-year anniversary of the Tranche C Closing Date shall, in any such case, be accompanied by payment of an amount equal to the Tranche C Makewhole Amount.

Appears in 1 contract

Sources: Loan Agreement (Global Blood Therapeutics, Inc.)

Makewhole Amount. (Ii) Any prepayment payment or prepayment, as applicable, of the Tranche A Loan by Borrower ▇▇▇▇▇▇▇▇ (A) pursuant to Section 2.2(c)(i2.2(c), (B) or (ii)as a result of the occurrence of the maturity of the Term Loans pursuant to the proviso in the definition of Term Loan Maturity Date, or (BC) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the second 2nd-year anniversary of the Tranche A Closing Date, or (II) any termination of Tranche A Commitment pursuant to Sections 2.2(c)(iii) or (iv), Date shall, in any such case, be accompanied by payment of an amount equal to the Tranche A Makewhole Amount. (ii) Any prepayment payment or prepayment, as applicable, of the Tranche B Loan by B▇▇▇▇▇▇▇ (A) pursuant to Section 2.2(c), or (B) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the second 2nd-year anniversary of the Tranche B Closing Date shall, in any such case, be accompanied by payment of an amount equal to the Tranche B Makewhole Amount. (iii) Any prepayment payment or prepayment, as applicable, of the Tranche C Loan by B▇▇▇▇▇▇▇ Borrower (A) pursuant to Section 2.2(c), or (B) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the second 2nd-year anniversary of the Tranche C Closing Date shall, in any such case, be accompanied by payment of an amount equal to the Tranche C Makewhole Amount. (iv) Any payment or prepayment, as applicable, of the Tranche D Loan by Borrower (A) pursuant to Section 2.2(c), or (B) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the 2nd-year anniversary of the Tranche D Closing Date shall, in any such case, be accompanied by payment of an amount equal to the Tranche D Makewhole Amount.

Appears in 1 contract

Sources: Loan Agreement (Reata Pharmaceuticals Inc)

Makewhole Amount. (Ii) Any prepayment of the Tranche A Loan by Borrower ▇▇▇▇▇▇▇▇ (A) pursuant to Section 2.2(c)(i) or (ii2.2(c), or (B) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the second anniversary of the Tranche A Closing Date, or (II) any termination of Tranche A Commitment pursuant to Sections 2.2(c)(iii) or (iv), shall, in any such case, be accompanied by payment of an amount equal to the Tranche A Makewhole Amount.in (ii) Any prepayment of the Tranche B Loan by B▇▇▇▇▇▇▇ (A) pursuant to Section 2.2(c), or (B) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the second 2nd-year anniversary of the Tranche B Closing Date shall, in any such case, be accompanied by payment of an amount equal to the Tranche B Makewhole Amount. (iii) Any prepayment of the Tranche C Loan by B▇▇▇▇▇▇▇ (A) pursuant to Section 2.2(c), or (B) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the second 2nd-year anniversary of the Tranche C Closing Date shall, in any such case, be accompanied by payment of an amount equal to the Tranche C Makewhole Amount. (iv) Any prepayment of the Tranche D Loan by ▇▇▇▇▇▇▇▇ (A) pursuant to Section 2.2(c), or (B) as a result of the acceleration of the maturity of the Term Loans pursuant to Section 8.1(a), in each case occurring prior to the 2nd-year anniversary of the Tranche D Closing Date shall, in any such case, be accompanied by payment of an amount equal to the Tranche D Makewhole Amount.

Appears in 1 contract

Sources: Loan Agreement (Tarsus Pharmaceuticals, Inc.)