Common use of Prepayment Events Clause in Contracts

Prepayment Events. The Parent shall ensure that the Borrowers prepay Loans (and, in the case of paragraph (f) below, net payments due to any Hedge Counterparty as a result of termination or closing out of any Hedging Agreement as a result of such prepayment) in the following amounts at the times and in the order of application contemplated by Clause 8.2 (Application of mandatory prepayments): (a) to the extent not transferred into a Holding Account, in accordance with paragraph (a)(ii) of Clause 8.3 (Mandatory Prepayment Accounts and Holding Accounts), the net proceeds of any Insurance Proceeds received in any given year in excess of EUR 15,000,000 in aggregate to be paid within 10 Business Days of receipt; (b) to the extent not transferred into a Holding Account in accordance with paragraph (a)(iii) of Clause 8.3 (Mandatory Prepayment Accounts and Holding Accounts), the net proceeds of Permitted Disposals (other than the net proceeds of a Permitted Disposal falling under paragraph (e)(i) of the definition of Permitted Disposal) received in excess of EUR 7,500,000 in aggregate in any given year to be paid within 10 Business Days of receipt. (c) any consideration received by any member of the Eurotunnel Group in cash in connection with any partial or total nationalisation, expropriation or compulsory acquisition and any moneys received in respect of compensation under the Concession Agreement; (d) in the event that the Synthetic Senior Debt Service Cover Ratio is less than 1.25x for three consecutive Testing Dates on each Interest Payment Date following the third such Testing Date, an amount equal to the aggregate of the Permitted Payment Amount (if any) and the amount that would otherwise have been payable into the Permitted Payments Account or the Capex Reserve Account (as applicable) under the Intercreditor Agreement on each such Interest Payment Date (such requirement to cease on the Testing Date on which the Synthetic Senior Debt Service Cover Ratio becomes equal to or greater than 1.25x but to apply again in the event that the Synthetic Senior Debt Service Cover Ratio is less than 1.25x for three consecutive Testing Dates); (e) upon the occurrence of a Change of Control that has not been approved by the Majority Lenders, the Facilities will be cancelled and all outstanding Loans, together with accrued interest, and all other amounts accrued under the Finance Documents, shall become immediately due and payable; and (f) from the proceeds of any Permitted Financial Indebtedness incurred under paragraph (c) of that definition for the purpose of refinancing all of the Facilities or refinancing an existing Loan together with such other amounts as are necessary to pay any net payments due to any Hedge Counterparty as a result of termination and closing out of any Hedging Agreement as a result of such a prepayment.

Appears in 2 contracts

Sources: Permanent Facility Agreement (Groupe Eurotunnel SA), Permanent Facility Agreement (Groupe Eurotunnel SA)