Common use of Application of Mandatory Prepayments by Type of Loans Clause in Contracts

Application of Mandatory Prepayments by Type of Loans. Except as provided in subsection 2.4D, any amount required to be applied as a mandatory prepayment of the Loans and/or a reduction of the Revolving Loan Commitment Amount pursuant to subsections 2.4B(iv)(a)-(d) shall be applied first to prepay the Initial Term Loans (and to the extent required by the terms thereof, any Incremental Term Loans, Other Term Loans and Extended Term Loans)) to the full extent thereof, second, to the extent of any remaining portion of such amount, to prepay the Swing Line Loans to the full extent thereof and to permanently reduce the Revolving Loan Commitment Amount by the amount of such prepayment, third, to the extent of any remaining portion of such amount, to prepay the Revolving Loans to the full extent thereof and to further permanently reduce the Revolving Loan Commitment Amount by the amount of such prepayment, and fourth, to the extent of any remaining portion of such amount, to further permanently reduce the Revolving Loan Commitment Amount to the full extent thereof, provided that to the extent any such reduction of the Revolving Loan Commitment Amount would result in the Total Utilization of Revolving Loan Commitments exceeding the Revolving Loan Commitment Amount, Company promptly shall Cash collateralize outstanding Letters of Credit by depositing the requisite amount in the Collateral Account. Any mandatory reduction of the Revolving Loan Commitment Amount pursuant to this subsection 2.4B shall be in proportion to each Revolving Lender’s Pro Rata Share.

Application of Mandatory Prepayments by Type of Loans. Except as provided in Subject to the provisions of subsection 2.4D, any amount required to be applied as a mandatory prepayment of the Term Loans and/or a reduction of the Revolving Loan Commitment Amount Commitments pursuant to subsections 2.4B(iv)(a)-(d2.4B(iii)(a)-(g) shall be first applied first to prepay the Initial Term Loans (and to the extent required by the terms thereof, any Incremental Term Loans, Other Term Loans and Extended Term Loans)) to the full extent thereof, second, to the extent of any remaining portion of such amount, applied to prepay the Swing Line Loans to the full extent thereof and to permanently reduce the Revolving Loan Commitment Amount Commitments by the amount of such prepayment, third, to the extent of any remaining portion of such amount, applied to prepay the Revolving Loans to the full extent thereof and to cash collateralize any outstanding Letters of Credit and to further permanently reduce the Revolving Loan Commitment Amount Commitments by the amount of such prepayment, and fourth, to the extent of any remaining portion of such amount, to further permanently reduce retained by Borrower; provided, however, the Revolving Loan Commitment Amount to shall be permanently reduced by the full extent thereof, provided that to the extent any such reduction of the Revolving Loan Commitment Amount would result amount so retained. If an Event of Default has occurred and is continuing, any amount required to be applied as a mandatory prepayment shall be applied as set forth in the Total Utilization of Revolving Loan Commitments exceeding the Revolving Loan Commitment Amount, Company promptly shall Cash collateralize outstanding Letters of Credit by depositing the requisite amount in the Collateral Account. subsection 2.4D. Any mandatory reduction prepayments of the Revolving Loan Commitment Amount Term Loans pursuant to this subsection 2.4B 2.4B(iii) shall be applied to reduce the scheduled installments of principal of the Term Loans set forth in proportion to each Revolving Lender’s Pro Rata Sharesubsection 2.4A(i) in inverse chronological order of maturity.

Application of Mandatory Prepayments by Type of Loans. Except as provided in subsection 2.4D, any Any amount (the "APPLIED AMOUNT") required to be applied as a mandatory prepayment of the Loans and/or a reduction of the Tender Period Revolving Facility Sublimit and/or the Revolving Loan Commitment Amount Commitments pursuant to subsections 2.4B(iv)(a)-(d2.4B(iii)(a)-(d) shall be applied (1) during the period from the Closing Date to but excluding the Merger Date, first to prepay the Initial Term Loans (and to the extent required by the terms thereof, any Incremental Term outstanding Tender Loans, Other Term Loans and Extended Term Loans)) if any, to the full extent thereof, second, to the extent of any remaining portion of such amountthe Applied Amount, to permanently reduce the Tender Period Revolving Facility Sublimit by the amount thereof, and if the Total Utilization of Tender Period Revolving Facility would exceed the Tender Period Revolving Facility Sublimit as so reduced, to repay outstanding Tender Period Revolving Loans and thereafter to cash collateralize the Letters of Credit to the full extent of such excess; and (2) during the period on and after the Merger date, first to prepay the Swing Line outstanding Term Loans to the full extent thereof and to permanently reduce the Revolving Loan Commitment Amount by the amount in inverse order of such prepaymentmaturity, thirdsecond, to the extent of any remaining portion of such amountthe Applied Amount, to prepay the Revolving Loans to the full extent thereof and to further permanently reduce the Revolving Loan Commitment Amount Commitments by the amount of such prepaymentthereof, and fourth, to the extent of any remaining portion of such amount, to further permanently reduce the Revolving Loan Commitment Amount to the full extent thereof, provided that to the extent any such reduction of the Revolving Loan Commitment Amount would result in if the Total Utilization of Revolving Loan Commitments exceeding the Revolving Loan Commitment Amount, Company promptly shall Cash collateralize outstanding Letters of Credit by depositing the requisite amount in the Collateral Account. Any mandatory reduction of the Revolving Loan Commitment Amount pursuant to this subsection 2.4B shall be in proportion to each Revolving Lender’s Pro Rata Share.Loan

Application of Mandatory Prepayments by Type of Loans. Except as provided in (1) Subject to the provisions of subsection 2.4D, any amount required to be applied as a mandatory prepayment of the Loans and/or a reduction of the Revolving Loan Commitment Amount Commitments pursuant to subsections 2.4B(iv)(a)-(d2.4B(iii)(a)-(c) shall be applied first to prepay the Initial Term Loans (and to the extent required by the terms thereof, any Incremental Term Loans, Other Term Loans and Extended Term Loans)) to the full extent thereof, second, to the extent of any remaining portion of such amount, to prepay the Swing Line Loans to the full extent thereof and to permanently reduce the Revolving Loan Commitment Amount by the amount of such prepayment, thirdsecond, to the extent of any remaining portion of such amount, to prepay the Revolving Loans in full; after the Term Loans are repaid in full, the Revolving Loan Commitments shall terminate and all outstanding Revolving Loans shall be paid in full and all Letters of Credit shall be terminated or cash collateralized in a manner satisfactory to Issuing Lender. If an Event of Default has occurred and is continuing, any amount required to be applied as a mandatory prepayment shall be applied as set forth in subsection 2.4D. (2) Subject to the provisions of subsection 2.4D, any amount required to be applied as a mandatory prepayment of the Loans and/or a reduction of the Revolving Loan Commitments pursuant to subsection 2.4B(iii)(d) shall be applied first to prepay the Revolving Loans to the full extent thereof then to cash collateralize all letters of credit, and to further permanently reduce the Revolving Loan Commitment Amount Commitments shall be reduced by the such amount of such prepaymentand second, and fourth, to the extent of any remaining portion of such amount, to further permanently reduce after the Revolving Loan Commitment Amount Commitments have been reduced to $0, to prepay the full extent thereofTerm Loans in full. If an Event of Default has occurred and is continuing, provided that any amount required to the extent any such reduction of the Revolving Loan Commitment Amount would result in the Total Utilization of Revolving Loan Commitments exceeding the Revolving Loan Commitment Amount, Company promptly shall Cash collateralize outstanding Letters of Credit by depositing the requisite amount in the Collateral Account. Any be applied as a mandatory reduction of the Revolving Loan Commitment Amount pursuant to this subsection 2.4B prepayment shall be applied as set forth in proportion to each Revolving Lender’s Pro Rata Share.subsection 2.4D.

Application of Mandatory Prepayments by Type of Loans. Except as provided in subsection 2.4D, any Any amount (the "Applied Amount") required to be applied as a mandatory prepayment of the Loans and/or a reduction of the Revolving Loan Commitment Amount Commitments pursuant to subsections 2.4B(iv)(a)-(d2.4B(iii)(a)-(e) shall be applied first to prepay the Initial AXELs and the Additional Term Loans on a pro rata basis (based upon the then outstanding principal amount of AXELs and to the extent required by the terms thereof, any Incremental Additional Term Loans, Other Term Loans and Extended Term Loans)) to the full extent thereof, second, to the extent of any remaining portion of such amountthe Applied Amount, to prepay the Swing Line Loans to the full extent thereof and to permanently reduce the Revolving Loan Commitment Amount Commitments by the amount of such prepayment, third, to the extent of any remaining portion of such amountthe Applied Amount, to prepay the Revolving Loans to the full extent thereof and to further permanently reduce the Revolving Loan Commitment Amount Commitments by the amount of such prepayment, and fourth, to the extent of any remaining portion of such amountthe Applied Amount, to further permanently reduce the Revolving Loan Commitment Amount Commitments to the full extent thereof, provided that . Any amount required to the extent any such reduction of the Revolving Loan Commitment Amount would result in the Total Utilization be applied as a mandatory prepayment of Revolving Loan Commitments exceeding the Revolving Loan Commitment Amount, Company promptly shall Cash collateralize outstanding Letters of Credit by depositing the requisite amount in the Collateral Account. Any mandatory reduction of the Revolving Loan Commitment Amount Loans and/or Swing Line Loans pursuant to this subsection 2.4B 2.4B(iii)(h) shall be applied first to prepay outstanding Swing Line Loans and second to prepay outstanding Revolving Loans, in proportion each case in an amount necessary to each Revolving Lender’s Pro Rata Sharecause a Clean-Down Period to commence.

Application of Mandatory Prepayments by Type of Loans. Except as provided in subsection 2.4D, any Any amount (the "Applied Amount") required to be applied as a mandatory prepayment of the Loans and/or a reduction of the Revolving Loan Commitment Amount Commitments pursuant to subsections 2.4B(iv)(a)-(d2.4B(iii)(a)-(e) shall be applied applied: first to prepay the Initial Term Loans (and to the extent required by the terms thereof, any Incremental Tranche A Term Loans, Other Tranche B Term Loans and Extended Tranche C Term Loans)) Loans pro rata and shall be applied to the remaining installments thereof on a pro rata basis to the full extent thereof, second, second to the extent of any remaining portion of such amountthe Applied Amount, to prepay the Swing Line Loans to the full extent thereof and to permanently reduce the Revolving Loan Commitment Amount Commitments by the amount of such prepayment, third, third to the extent of any remaining portion of such amountthe Applied Amount, to prepay the Revolving Loans to the full extent thereof and to further permanently reduce the Revolving Loan Commitment Amount Commitments by the amount of such prepayment, and fourth, fourth to the extent of any remaining portion of such amountthe Applied Amount, to further permanently reduce the Revolving Loan Commitment Amount Commitments to the full extent thereof; provided however that so long as any Tranche A Term Loans are outstanding, provided that each Lender of Tranche B Term Loans and Tranche C Term Loans shall have the right to refuse all or any portion of any mandatory prepayment allocable to it, and the amount so refused shall be applied to prepay the Tranche A Term Loans. Notwithstanding the foregoing or anything herein to the extent any such reduction contrary, no portion of the Revolving Loan Commitment Amount would result in the Total Utilization proceeds of Revolving Loan Commitments exceeding the Revolving Loan Commitment Amount, Company promptly shall Cash collateralize outstanding Letters of Credit by depositing the requisite amount in the Collateral Account. Any mandatory reduction of the Revolving Loan Commitment Amount pursuant to this Indebtedness permitted under subsection 2.4B shall be in proportion to each Revolving Lender’s Pro Rata Share.7.1

Application of Mandatory Prepayments by Type of Loans. Except as provided in subsection 2.4DUnless an Event of Default has occurred and is continuing, any amount (the "APPLIED AMOUNT") required to be applied as a mandatory prepayment of the Term Loans and/or a reduction of the Revolving Loan Commitment Amount Commitments pursuant to subsections 2.4B(iv)(a)-(d2.4B(iii)(a)- 2.4B(iii)(g) shall be applied first FIRST to prepay the Initial Term Loans (and to the extent required by the terms thereof, any Incremental Term Loans, Other Term Loans and Extended Term Loans)) to the full extent thereof, secondSECOND, to the extent of any remaining portion of such amountthe Applied Amount, to prepay the Swing Line Loans to the full extent thereof and to permanently reduce the Revolving Loan Commitment Amount Commitments by the amount of such prepayment, thirdTHIRD, to the extent of any remaining portion of such amountthe Applied Amount, to prepay the Revolving Loans to the full extent thereof and to cash collateralize any outstanding Letters of Credit and to further permanently reduce the Revolving Loan Commitment Amount Commitments by the amount of such prepayment, and fourthFOURTH, to the extent of any remaining portion of such amountApplied Amount, to further permanently reduce the Revolving Loan Commitment Amount Commitments to the full extent thereofthereof (except as provided in subsection 2.4B(iii)(f)). If an Event of Default has occurred and is continuing, provided that any amount required to the extent any such reduction of the Revolving Loan Commitment Amount would result in the Total Utilization of Revolving Loan Commitments exceeding the Revolving Loan Commitment Amount, Company promptly shall Cash collateralize outstanding Letters of Credit by depositing the requisite amount in the Collateral Account. Any be applied as a mandatory reduction of the Revolving Loan Commitment Amount pursuant to this subsection 2.4B prepayment shall be applied as set forth in proportion to each Revolving Lender’s Pro Rata Share.subsection 2.4D.

Application of Mandatory Prepayments by Type of Loans. Except (1) Any amounts in respect of any unutilized or unreinvested Net Cash Proceeds or Net Insurance Proceeds required to be applied as provided in subsection 2.4Da mandatory prepayment of the Term Loans and/or to permanently reduce the Revolving Loan Commitments pursuant to subsections 2.4B(iii)(a) or (c) shall be applied first to prepay ratably the Term A Loans and Term B Loans to the full extent thereof, second, to the extent of any remaining Net Cash Proceeds or Net Insurance Proceeds to prepay the Revolving Loans to the full extent thereof and permanently reduce the Revolving Loan Commitments by the amount of such prepayment, and third, to the extent of any remaining Net Cash Proceeds or Net Insurance Proceeds, to further permanently reduce the Revolving Loan Commitments to the full extent thereof. (2) Any amount required to be applied as a mandatory prepayment of the Loans Loans, and/or a reduction of the Revolving Loan Commitment Amount Commitments pursuant to subsections 2.4B(iv)(a)-(d2.4B(iii)(b) or (d) shall be applied first first, to prepay ratably the Initial Term Loans (and to the extent required by the terms thereof, any Incremental Term Loans, Other Term A Loans and Extended Term Loans)) B Loans to the full extent thereof, second, to the extent of any remaining portion of such amount, amount to prepay the Swing Line Revolving Loans to the full extent thereof and to permanently reduce the Revolving Loan Commitment Amount by the amount of such prepayment, third, to the extent of any remaining portion of such amount, to prepay the Revolving Loans to the full extent thereof and to further permanently reduce the Revolving Loan Commitment Amount Commitments by the amount of such prepayment, and fourththird, to the extent of any remaining portion of such amount, to further permanently reduce the Revolving Loan Commitment Amount Commitments to the full extent thereof, provided that to the extent any such reduction of the Revolving Loan Commitment Amount would result in the Total Utilization of Revolving Loan Commitments exceeding the Revolving Loan Commitment Amount, Company promptly shall Cash collateralize outstanding Letters of Credit by depositing the requisite amount in the Collateral Account. Any mandatory reduction of the Revolving Loan Commitment Amount pursuant to this subsection 2.4B shall be in proportion to each Revolving Lender’s Pro Rata Sharethereof .

Application of Mandatory Prepayments by Type of Loans. Except as provided in subsection 2.4D, any Any amount (the “Applied Amount”) required to be applied as a mandatory prepayment of the Loans and/or a reduction of the Revolving Loan Commitment Amount Commitments pursuant to subsections 2.4B(iv)(a)-(d2.4B(iii)(a)-(c) shall be applied first applied, first, to prepay the Initial Term Loans (and to the extent required by the terms pro rata across each Series thereof, any Incremental Term Loans, Other Term Loans and Extended Term Loans)) to the full extent thereof, second, to the extent of any remaining portion of such amountthe Applied Amount, to prepay the prepayment of the Swing Line Loans to the full extent thereof and to permanently reduce without any permanent reduction of the Revolving Loan Commitment Amount by the amount of such prepaymentCommitments, third, to the extent of any remaining portion of such amountthe Applied Amount, to prepay the prepayment of the Revolving Loans and the cash collateralization of outstanding Letters of Credit to the full extent thereof and to further permanently reduce thereof, without a permanent reduction of the Revolving Loan Commitment Commitments unless the aggregate principal amount of the Revolving Loan Commitments is in excess of $300,000,000, in which case such Revolving Loan Commitments shall be permanently reduced by such remaining portion of the Applied Amount by to an amount not less than $300,000,000 (and, to the extent of any Applied Amounts resulting from mandatory repayments made pursuant to subsections 2.4B(iii)(a) and/or (b) from and after the Fourth Amendment Effective Date that do not result in a permanent reduction of the Revolving Loan Commitments, the amount of commitments available under the General Incremental Facility shall be reduced by such prepaymentApplied Amounts), and and, fourth, to the extent of any remaining portion of such amountthe Applied Amount, to further permanently reduce the Revolving Loan Commitment Amount to the full extent thereof, provided that to the extent any such reduction of the Revolving Loan Commitment Amount would result in the Total Utilization of Revolving Loan Commitments exceeding the Revolving Loan Commitment Amount, Company promptly shall Cash collateralize outstanding Letters of Credit by depositing the requisite amount in the Collateral Account. Any mandatory reduction of the Revolving Loan Commitment Amount pursuant to this subsection 2.4B shall be in proportion to each Revolving Lender’s Pro Rata ShareBorrower.

Application of Mandatory Prepayments by Type of Loans. Except as provided in subsection 2.4D, any Any amount (the "Applied Amount") required to be applied as a mandatory prepayment of the Loans and/or a reduction of the Revolving Loan Commitment Amount Commitments pursuant to subsections 2.4B(iv)(a)-(d2.4B(iii)(a)-(g) shall be applied first to prepay the Initial Term Loans (and to the extent required by the terms thereof, any Incremental Term Loans, Other Term Loans and Extended Term Loans)) to the full extent thereofthereof and to reduce scheduled installments of principal thereof on a pro rata basis, second, to the extent of any remaining portion of such amountthe Applied Amount, to prepay the Swing Line Loans to the full extent thereof and to permanently reduce the Revolving Loan Commitment Amount Commitments by the amount of such prepayment, third, to the extent of any remaining portion of such amountthe Applied Amount, to prepay the Revolving Loans to the full extent thereof and to further permanently reduce the Revolving Loan Commitment Amount Commitments by the amount of such prepayment, and fourth, to the extent of any remaining portion of the Applied Amount, to provide cash collateral for any outstanding Letters of Credit to the full extent of the outstanding stated amounts thereof and to further permanently reduce the Revolving Loan Commitments by the amount of such amountcash collateral and, fifth, to the extent of any remaining portion of the Applied Amount, to further permanently reduce the Revolving Loan Commitment Amount Commitments to the full extent thereof, provided that to the extent any such . Any payment of Revolving Loans and/or reduction of the Revolving Loan Commitment Amount would result in the Total Utilization of Revolving Loan Commitments exceeding the shall be applied first to Revolving Loans and/or Revolving Loan Commitment Amount, Company promptly shall Cash collateralize outstanding Letters Commitments of Credit MSL Overseas and then to Revolving Loans and/or Revolving Commitments of Company. Prepayments made by depositing MSL Overseas and the requisite amount in the Collateral Account. Any mandatory reduction application of the Revolving Loan Commitment any Applied Amount pursuant to this subsection 2.4B derived from an Foreign Subsidiary shall be in proportion applied only to each Revolving Lender’s Pro Rata ShareLoans of MSL Overseas.