Common use of Termination by Borrowers Clause in Contracts

Termination by Borrowers. Upon at least ten (10) Business Days’ prior written notice and pursuant to payoff documentation in form and substance reasonably satisfactory to Agent, Term Loan Servicer and Lenders, Borrowers may, at their option, terminate this Agreement; provided, however, that no such termination shall be effective until Borrowers have complied with Section 2.12(c) and the Obligations, including the payment of all fees due and owing under any Fee Letter, are paid in full (other than inchoate indemnification obligations for which no claim has yet been made). Any notice of termination given by Borrowers shall be irrevocable, unless (i) such notice states that it is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by Borrower Representative (by written notice to Agent on or prior to the specified effective date) if such condition is not satisfied or (ii) all Lenders otherwise agree in writing and no Lender shall have any obligation to make any Loans on or after the termination date stated in such notice. Borrowers may elect to terminate this Agreement in its entirety only. No section of this Agreement or type of Loan available hereunder may be terminated singly.

Termination by Borrowers. Upon at least ten (10) Business Days’ days prior written notice (provided that such notice may provide that it is conditioned upon the consummation of a Change in Control, the consummation of another financing or the consummation of a sale of equity interests, in which case, such noticed may be revoked or extended by the Borrowers if any such condition is not satisfied prior to the date of termination of this Agreement given in such notice) and pursuant to payoff documentation in form and substance reasonably satisfactory to Agent, Term Loan Servicer Agent and Lenders, Borrowers may, at their its option, terminate this Agreement; provided, however, that no such termination shall be effective until Borrowers have complied with Section 2.12(c) and the Obligations, including the payment of all fees due and owing under any Fee Letter, are paid in full all of the Affiliated Obligations in immediately available funds and terminated the Affiliated Financing Documents. Except as otherwise provided above in this clause (other than inchoate indemnification obligations for which no claim has yet been madeb). Any , any notice of termination given by Borrowers shall be irrevocable, irrevocable unless (i) such notice states that it is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by Borrower Representative (by written notice to Agent on or prior to the specified effective date) if such condition is not satisfied or (ii) all Lenders otherwise agree in writing and no Lender shall have any obligation to make any Loans on or after the termination date stated in such notice. Borrowers may elect to terminate this Agreement in its entirety only. No section of this Agreement or type of Loan available hereunder may be terminated singly.

Termination by Borrowers. Upon at least ten (10) Business Days’ prior written notice and pursuant to customary payoff documentation in form and substance reasonably satisfactory to Agent, Term Loan Servicer and Lendersdocumentation, Borrowers may, at their its option, terminate this Agreement; provided, however, that no such termination shall be effective until Borrowers have complied with Section 2.12(c) and paid all the Obligations, including the payment of all fees due and owing under any Fee Letter, are paid in full Obligations (other than inchoate contingent indemnification obligations for which no claim has yet been made) in cash in full in accordance with Section 2.12(c). Any notice of termination given by Borrowers shall be irrevocable, irrevocable unless (i) such notice states that it is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by Borrower Representative (by written notice to Agent on or prior to the specified effective date) if such condition is not satisfied or (ii) all Lenders otherwise agree in writing and no Lender shall have any obligation to make any Loans on or after the termination date stated in such notice; provided that a notice of termination of the Loans delivered by the Borrowers may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other Debt or any other specified event, in which case such notice may be revoked by the Borrowers (by notice to the Agent on or prior to the specified effective date) if such condition is not satisfied. Borrowers may elect to terminate this Agreement in its entirety only. No section of this Agreement or type of Loan available hereunder may be terminated singly.

Termination by Borrowers. Upon at least ten (10) Business Days’ prior written notice and pursuant to payoff documentation in form and substance reasonably satisfactory to Agent, Term Loan Servicer Agent and Lenders, Borrowers may, at their option, terminate this Agreement; provided, however, that no such termination shall be effective until Borrowers have (i) paid or collateralized to Agent’s satisfaction all of the Obligations in immediately available funds (other than Contingent Obligations hereunder to the extent that no such claims have been made as of the date thereof or the known existence of a claim reasonably likely to be asserted with respect thereto), all Letters of Credit and Support Agreements have expired, terminated or have been cash collateralized to Agent’s satisfaction and (ii) complied with Section 2.12(c) and the Obligations, including the payment of all fees due and owing under any Fee Letter, are paid in full (other than inchoate indemnification obligations for which no claim has yet been made2.2(c). Any notice of termination given by Borrowers shall be irrevocable, irrevocable unless (i) such notice states that it is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by Borrower Representative (by written notice to Agent on or prior to the specified effective date) if such condition is not satisfied or (ii) all Lenders otherwise agree in writing and no Lender shall have any obligation to make any Revolving Loans or issue or procure any Letters of Credit or Support Agreements on or after the termination date stated in such notice. ; provided that if such termination is being made in connection with the closing of another transaction, then such termination may be contingent on the closing of such other transaction Borrowers may elect to terminate this Agreement in its entirety only. No section of this Agreement or type of Loan available hereunder may be terminated singly.

Termination by Borrowers. Upon at least ten five (105) Business Days’ prior written notice and pursuant to customary payoff documentation in form and substance reasonably satisfactory to Agent, Term Loan Servicer and Lendersdocumentation, Borrowers may, at their its option, terminate this Agreement; provided, however, that no such termination shall be effective until Borrowers have complied with Section 2.12(c) and paid all the Obligations, including the payment of all fees due and owing under any Fee Letter, are paid in full Obligations (other than inchoate contingent indemnification obligations for which no claim has yet been made) in cash in full in accordance with Section 2.12(c). Any notice of termination given by Borrowers shall be irrevocable, irrevocable unless (i) such notice states that it is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by Borrower Representative (by written notice to Agent on or prior to the specified effective date) if such condition is not satisfied or (ii) all Lenders otherwise agree in writing and no Lender shall have any obligation to make any Loans on or after the termination date stated in such notice; provided that a notice of termination of the Loans delivered by the Borrowers may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other Debt or any other specified event, in which case such notice may be revoked by the Borrowers (by notice to the Agent on or prior to the specified effective date) if such condition is not satisfied. Borrowers may elect to terminate this Agreement in its entirety only. No section of this Agreement or type of Loan available hereunder may be terminated singly.

Termination by Borrowers. Upon at least ten five (105) Business Days’ prior written notice and pursuant to customary payoff documentation in form and substance reasonably satisfactory to Agent, Term Loan Servicer and Lendersdocumentation, Borrowers may, at their its option, terminate this Agreement; provided, however, that no such termination shall be effective until Borrowers have complied with Section 2.12(c) and paid all the Obligations, including the payment of all fees due and owing under any Fee Letter, are paid in full Obligations (other than inchoate contingent indemnification obligations for which no claim has yet been made) in cash in full in accordance with Section 2.11(c). Any notice of termination given by Borrowers shall be irrevocable, irrevocable unless (i) such notice states that it is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by Borrower Representative (by written notice to Agent on or prior to the specified effective date) if such condition is not satisfied or (ii) all Lenders otherwise agree in writing and no Lender shall have any obligation to make any Loans on or after the termination date stated in such notice; provided that a notice of termination of the Loans delivered by the Borrowers may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other Debt or any other specified event, in which case such notice may be revoked by the Borrowers (by notice to the Agent on or prior to the specified effective date) if such condition is not satisfied. Borrowers may elect to terminate this Agreement in its entirety only. No section of this Agreement or type of Loan available hereunder may be terminated singly.

Termination by Borrowers. Upon at least ten three (103) Business Days’ prior written notice and pursuant to payoff documentation in form and substance reasonably satisfactory to Agent, Term Loan Servicer Agent and Lenders, Borrowers may, at their option, terminate this Agreement; provided, however, that no such termination shall be effective until Borrowers have complied with Section 2.12(c) and the Obligations, including the payment of all fees due and owing under any the Fee Letter and the Agency Fee Letter, are paid in full (other than inchoate indemnification obligations for which no claim has yet been made). Any notice of termination given by Borrowers shall be irrevocable, irrevocable unless (i) such notice states that it is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by Borrower Representative (by written notice to Agent on or prior to the specified effective date) if such condition is not satisfied or (ii) all Lenders otherwise agree in writing and no Lender shall have any obligation to make any Loans on or after the termination date stated in such notice; provided that a notice of termination may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other Debt or any other specified event, in which case such notice may be revoked by the Borrowers by notice to Agent on or prior to the specified effective date if such condition is not satisfied. Borrowers may elect to terminate this Agreement in its entirety only. No section of this Agreement or type of Loan available hereunder may be terminated singly.

Termination by Borrowers. Upon at least ten five (105) Business Days’ prior written notice (provided that such notice may provide that it is conditioned upon the consummation of another financing or the consummation of a sale of equity interests, in which case, such notice may be revoked or extended by the Borrowers if any such condition is not satisfied prior to the date of termination of this Agreement given in such notice) and pursuant to payoff documentation in form and substance reasonably satisfactory to Agent, Term Loan Servicer Agent and Lenders, Borrowers may, at their option, terminate this Agreement; provided, however, that no such termination shall be effective until Borrowers have complied with Section 2.12(c) 2.2 and the Obligationsterms of any fee letter. Except as otherwise provided above in this clause (b), including the payment of all fees due and owing under any Fee Letter, are paid in full (other than inchoate indemnification obligations for which no claim has yet been made). Any notice of termination given by Borrowers shall be irrevocable, irrevocable unless (i) such notice states that it is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by Borrower Representative (by written notice to Agent on or prior to the specified effective date) if such condition is not satisfied or (ii) all Lenders otherwise agree in writing and no Lender shall have any obligation to make any Loans on or after the termination date stated in such notice. Borrowers may elect to terminate this Agreement in its entirety only. No section of this Agreement or type of Loan available hereunder may be terminated singly.

Termination by Borrowers. Upon at least ten five (105) Business Days’ prior written notice (or such lesser period as is acceptable to Agent) and pursuant to payoff documentation in form and substance reasonably satisfactory to Agent, Term Loan Servicer and Lenders, Borrowers may, at their option, terminate this Agreement; provided, however, that no such termination shall be effective until Borrowers have complied with Section 2.12(c(i) and paid all of the Obligations, including the payment of all fees due and owing under any Fee Letter, are paid in full Obligations (other than inchoate contingent indemnification obligations for which no claim has yet been made) in cash, in full and in immediately available funds, and (ii) complied with Section 2.12(c), the other terms of this Agreement and the terms of any Fee Letter. Any notice of termination given by Borrowers shall be irrevocable, irrevocable unless (i) such notice states that it is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by Borrower Representative (by written notice to Agent on or prior to the specified effective date) if such condition is not satisfied or (ii) all Lenders otherwise agree in writing and no Lender shall have any obligation to make any Loans on or after the termination date stated in such notice; provided that any such notice may be conditioned upon the occurrence of another transaction and, if such condition is not satisfied on or prior to the date specified in such notice, may be revoked by the Borrower Representative. Borrowers may elect to terminate this Agreement in its entirety only. No section of this Agreement or type of Loan available hereunder may be terminated singly.

Termination by Borrowers. Upon at least ten five (105) Business Days’ prior written notice (provided that such notice may provide that it is conditioned upon the consummation of another financing or the consummation of a sale of equity interests, in which case, such notice may be revoked or extended by the Borrowers if any such condition is not satisfied prior to the date of termination of this Agreement given in such notice) and pursuant to payoff documentation in form and substance reasonably satisfactory to Agent, Term Loan Servicer Agent and Lenders, Borrowers may, at their option, terminate this Agreement; provided, however, that no such termination shall be effective until Borrowers have complied with Section 2.12(c) 2.2 and the Obligations, including the payment terms of all fees due any fee letter and owing under any Fee Letter, are paid in full all of the Affiliated Obligations in immediately available funds and terminated the Affiliated Financing Documents. Except as otherwise provided above in this clause (other than inchoate indemnification obligations for which no claim has yet been madeb). Any , any notice of termination given by Borrowers shall be irrevocable, irrevocable unless (i) such notice states that it is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by Borrower Representative (by written notice to Agent on or prior to the specified effective date) if such condition is not satisfied or (ii) all Lenders otherwise agree in writing and no Lender shall have any obligation to make any Loans on or after the termination date stated in such notice. Borrowers may elect to terminate this Agreement in its entirety only. No section of this Agreement or type of Loan available hereunder may be terminated singly.

Termination by Borrowers. Upon at least ten (10) Business Days’ prior written notice and pursuant to customary payoff documentation in form and substance reasonably satisfactory to Agent, Term Loan Servicer and Lendersdocumentation, Borrowers may, at their option, terminate this Agreement; provided, however, that no such termination shall be effective until Borrowers have complied with Section 2.12(c(i) and paid or collateralized to Agent’s satisfaction all of the Obligations, including the payment of all fees due and owing under any Fee Letter, are paid in full Obligations (other than inchoate contingent indemnification obligations for which no claim has yet been made) in cash, in full and in immediately available funds, and (ii) complied with Section 2.12(c), the other terms of this Agreement and the terms of any Fee Letter. Any notice of termination given by Borrowers shall be irrevocable, irrevocable unless (i) such notice states that it is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by Borrower Representative (by written notice to Agent on or prior to the specified effective date) if such condition is not satisfied or (ii) all Lenders otherwise agree in writing and no Lender shall have any obligation to make any Loans on or after the termination date stated in such notice; provided that a notice of termination may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other Debt or any other specified event, in which case such notice may be revoked by the Borrowers by notice to the Agent on or prior to the specified effective date if such condition is not satisfied. Borrowers may elect to terminate this Agreement in its entirety only. No section of this Agreement or type of Loan available hereunder may be terminated singly.

Termination by Borrowers. Upon at least ten (10) Business DaysDay’ prior written notice and pursuant to payoff documentation in form and substance reasonably satisfactory to Agent, Term Loan Servicer Agent and Lenders, Borrowers may, at their its option, terminate this Agreement; provided, however, that no such termination shall be effective until Borrowers have complied with Section 2.12(c) and the Obligations, including the payment of all fees due and owing under any Fee Letter, Obligations are paid in full (other than inchoate indemnification obligations for which no claim has yet been made)) and the Affiliated Obligations are paid in full and the Affiliated Financing Documents are terminated. Any notice of termination given by Borrowers shall be irrevocable, irrevocable unless (i) such notice states that it is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by Borrower Representative (by written notice to Agent on or prior to the specified effective date) if such condition is not satisfied or (ii) all Lenders otherwise agree in writing and no Lender shall have any obligation to make any Loans on or after the termination date stated in such notice; provided, however, that any such notice may be revocable if contingent upon the closing of a concurrent financing the purpose of which is to refinance the Revolving Loan Commitment (and such refinancing fails to be consummated or has been delayed). Borrowers may elect to terminate this Agreement in its entirety only. No section of this Agreement or type of Loan available hereunder may be terminated singly.

Termination by Borrowers. Upon at least ten five (105) Business DaysDay’ prior written notice and pursuant to payoff documentation in form and substance reasonably satisfactory to Agent, Term Loan Servicer and Lenders, Borrowers may, at their option, terminate this Agreement; provided, however, that no such termination shall be effective until Borrowers have complied with Section 2.12(c) and the Obligations, including the payment of all fees due and owing under any Fee Letter, are paid in full (other than inchoate indemnification obligations for which no claim has yet been made). Any notice of termination given by Borrowers shall be irrevocable, irrevocable unless (i) such notice states that it is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by Borrower Representative (by written notice to Agent on or prior to the specified effective date) if such condition is not satisfied or (ii) all Lenders otherwise agree in writing and no Lender shall have any obligation to make any Loans on or after the termination date stated in such noticenotice provided, that any such notice may be revocable if contingent upon the closing of a concurrent transaction the purpose of which is to either consummate a Change in Control or refinance the Obligations in full (and such transaction fails to be consummated or has been delayed). Borrowers may elect to terminate this Agreement in its entirety only. No section of this Agreement or type of Loan available hereunder may be terminated singly.

Termination by Borrowers. Upon at least ten five (105) Business Daysdays’ prior written notice and pursuant to payoff documentation in form and substance reasonably satisfactory to Agent, Term Loan Servicer and Lendersnotice, Borrowers may, at their option, terminate this Agreement; provided, however, that no such termination shall be effective until Borrowers have (i) paid or collateralized to Agent’s reasonable satisfaction all of the Obligations in immediately available funds, all Letters of Credit and Support Agreements have expired, terminated or have been cash collateralized to Agent’s satisfaction, (ii) complied with Section 2.12(c) and the Obligations, including the payment terms of all fees due and owing under any Fee Letter, are paid in full (other than inchoate indemnification obligations for which no claim has yet been made). Any notice of termination given by Borrowers shall be irrevocable, irrevocable unless (i) such notice states that it is conditioned upon the effectiveness of other transactions, in which case such notice may be revoked by Borrower Representative (by written notice to Agent on or prior to the specified effective date) if such condition is not satisfied or (ii) all Lenders otherwise agree in writing and no Lender shall have any obligation to make any Loans on or after the termination date stated in such notice; provided, however, that Borrowers may rescind any notice of termination relative to proposed payments in full of the Obligations with the proceeds of third party Debt if the closing for such issuance or incurrence does not happen on or before the date of the proposed termination (in which case, a new notice shall be required to be sent in connection with any subsequent termination. Borrowers may elect to terminate this Agreement in its entirety only. No section of this Agreement or type of Loan available hereunder may be terminated singly.