TPTX » Topics » Repayment of Credit Extensions on Growth Capital Advances.

This excerpt taken from the TPTX 8-K filed Oct 10, 2006.
Repayment of Credit Extensions on Growth Capital Advances.

 

(a)                                  Principal and Interest Payments on Payment Dates.

 

(i)                                     Tranche A Growth Capital Advance. For the Tranche A Growth Capital Advance, Borrower shall make monthly payments of interest only commencing on the first Business Day of the month following the month in which the Growth Capital Funding Date occurs (or commencing on the Growth Capital Funding Date if the Growth Capital Funding Date is the first Business Day of the month) with respect to the Tranche A Growth Capital Advance and continuing thereafter on the first Business Day of each successive calendar month (each a “Growth Capital Interest Only Payment Date”) during the Growth Capital Interest Only Period. Commencing on the Growth Capital Amortization Date, Borrower shall make thirty-six (36) equal monthly payments of principal and interest which would fully amortize the outstanding Tranche A Growth Capital Advance as of the Growth Capital Amortization Date over the Growth Capital Repayment Period (individually, the “Growth Capital Scheduled Payment”, and collectively, “Growth Capital Scheduled Payments”) and on the first Business Day of each successive month and continuing thereafter during the Growth Capital Repayment Period on the first Business Day of each successive calendar month (each a “Growth Capital Scheduled Payment Date”). All unpaid principal and accrued interest is due and payable in full on the Growth Capital Maturity Date with respect to the Tranche A Growth Capital Advance.
 
(ii)                                  Tranche B Growth Capital Advance. For the Tranche B Growth Capital Advance, commencing on the first Business Day of the month following the month in which the Growth Capital Funding Date occurs (or commencing on the Growth Capital Funding Date if the Growth Capital Funding Date is the first Business Day of the month) and continuing thereafter on each Growth Capital Scheduled Payment Date, Borrower shall make thirty-six (36) equal monthly payments of principal and interest which would fully amortize the outstanding Tranche B Growth Capital Advance. All unpaid principal and accrued interest is due and payable in full on the Growth Capital Maturity Date with respect to the Tranche B Growth Capital Advance.

 

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(iii)                               A Growth Capital Advance may only be prepaid in accordance with Sections 2.3(c) and 2.3(d). Each Growth Capital Interest Only Payment Date and each Growth Capital Scheduled Payment Date are sometimes referred to as a “Growth Capital Payment Date.”
 
(iv)                              Payments received as to a Growth Capital Advance after 12:00 noon Pacific time are considered received at the opening of business on the next Business Day.
 

(b)                                 Interest Rate.

 

(i)                                     Growth Capital Advances. Borrower shall pay interest on each Growth Capital Payment Date on the unpaid principal amount of each Growth Capital Advance until the Growth Capital Advance has been paid in full, at the fixed rate equal to six and sixty-five hundredths percent (6.65%)  per annum in excess of the Treasury Rate as of the date of the Growth Capital Funding Date, determined by Lenders for each Growth Capital Advance. Interest is computed on the basis of a 360 day year of twelve 30-day months.
 
(ii)                                  Default Rate. Any amounts outstanding under the Growth Capital Advances during the continuance of an Event of Default shall bear interest at a per annum rate equal to five percent (5%) per annum above the highest rate otherwise applicable to such Growth Capital Advance (the “Default Rate”).
 

(c)                                  Mandatory Prepayment Upon an Acceleration. If the Growth Capital Advances are accelerated following the occurrence of an Event of Default or otherwise, Borrower shall immediately pay to Lenders an amount equal to the sum of:  (i) all outstanding principal plus accrued interest, (ii) the Prepayment Fee, plus (iii) all other sums, if any, that shall have become due and payable hereunder, including interest at the Default Rate with respect to any past due amounts.

 

(d)                                 Permitted Prepayment of Loans. Borrower shall have the option to prepay all, but not less than all, of a Growth Capital Advance advanced by Lenders under this Agreement if more than twelve (12) months have elapsed since the applicable Growth Capital Funding Date, provided Borrower (i) provides written notice to Lenders of its election to prepay the Growth Capital Advance at least thirty (30) days prior to such prepayment, and (ii) pays, on the date of such prepayment (A) all outstanding principal plus accrued interest, (B) the Prepayment Fee (except as provided in Section 7.2 or Section 7.3), plus (C) all other sums, if any, that shall have become due and payable hereunder, including interest at the Default Rate with respect to any past due amounts. Borrower shall have the option to prepay all, but not less than all, of the Growth Capital Advances advanced by Lenders under this Agreement, if Lenders do not give the consent described in Section 7.2 or Section 7.3 without paying the Prepayment Fee, provided Borrower (i) provides written notice to Lenders of its election to so prepay, and (ii) pays, on the date of such prepayment (A) all outstanding principal plus accrued interest, plus (B) all other sums, if any, that shall have become due and payable hereunder, including interest at the Default Rate with respect to any past due amounts.

 

(e)                                  ACH Payments. Borrower shall separately set up an ACH payment structure in favor of Oxford and SVB, satisfactory to Oxford and SVB.

 

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