Common use of Application of Mandatory Prepayments Clause in Contracts

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i)); and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) and (iii), first ratably to the Outstanding Amount of the Term Loans (in each case, ratably to the remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) (i) with respect to all amounts prepaid pursuant to Section 2.05(b)(i2.05(b)(i)(A), first, ratably as directed by the Borrower and (ii) with respect to the L/C Borrowings and the Swing Line Loans, secondall amounts prepaid pursuant to Section 2.05(b)(i)(B), to the outstanding Revolving B Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i)); and. (B) with respect to all amounts prepaid pursuant to Sections Section 2.05(b)(ii) and (iii)by the Borrower, first ratably to the Outstanding Amount of the Term Loans of each Class (in each case, ratably and to the remaining principal amortization payments)payments thereof as directed by the Borrower and, secondabsent such direction, ratably shall be applied in direct order of maturity to the L/C Borrowings and remaining principal amortization payments of the Swing Line Loans, third, to the outstanding Revolving Loansapplicable Term Loan). Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Eurocurrency Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the Revolving Loans and Swing Line Loans and (after all Revolving Loans and Swing Line Loans have been repaid) to Cash Collateralize L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i)); andObligations; (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) and ), (iii), (iv), (v) and (vi) first ratably to the Outstanding Amount of the Term Loans Loan (in each case, ratably to the remaining principal amortization paymentspayments of the Term Loan in inverse order of maturity), second, ratably then (after the Term Loan has been paid in full) to the Revolving Loans and then (after all Revolving Loans have been repaid), if a Default then exists, to Cash Collateralize L/C Borrowings and Obligations (without a corresponding permanent reduction in the Swing Line Loans, third, to the outstanding Aggregate Revolving LoansCommitments). Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Eurocurrency Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the Revolving Loans and (after all Revolving Loans have been repaid) to Cash Collateralize L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections Section 2.05(b)(ii) and ), (iii), first ratably (iv) and (v), first, to the Outstanding Amount of the Term Loans (in each caseLoan, ratably to the all then remaining principal amortization payments, then (after the Term Loan has been paid in full) to the Revolving Loans (but without any reduction in the Aggregate Revolving Commitments except as provided in Section 2.06(b)) and then (after all Revolving Loans have been repaid), secondif a Default has then occurred and is continuing and the Administrative Agent so requests or if required by Section 2.03(g), ratably to the Cash Collateralize L/C Borrowings and Obligations (but without any reduction in the Swing Line Loans, third, to the outstanding Aggregate Revolving LoansCommitments except as provided in Section 2.06(b)). Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Swingline Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) and (iii), first first, ratably to the Outstanding Amount of the Term Loans (with such amounts being applied to the first four remaining principal amortization payments thereof in each case, direct order of maturity and then ratably to the all remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line Swingline Loans, and third, to the outstanding Revolving LoansLoans (without any corresponding permanent reduction in the Aggregate Revolving Commitments). Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All Except as otherwise provided in this Section 2.05(b) and Section 11.21, all amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) : with respect to all amounts prepaid pursuant to Section 2.05(b)(i2.05(b)(i)(A), first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if to the extent required by the provision of Section 2.05(b)(i)); and (B) , and with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) and (iiiSection 2.05(b)(i)(B), first ratably to the Outstanding Amount of the Term Loans (in each case, ratably to the remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Supplemental Revolver Loans; and with respect to all amounts prepaid pursuant to Section 2.05(b)(iii) ratably to the outstanding Revolving Loans. Within Loans and the parameters of the applications set forth above, outstanding Supplemental Revolver Loans All such prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) and (iii), first ratably to the Outstanding Amount of the Term Loans Loan (in each case, ratably to the remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans, and, fourth, to Cash Collateralize the remaining L/C Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: : (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections Section 2.05(b)(ii) and or (iii), first ratably to the Outstanding Amount of the Term Loans (in each case, ratably case to the remaining scheduled principal amortization paymentspayments on a pro rata basis) and (C) with respect to all amounts prepaid pursuant to Section 2.05(b)(iv), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving LoansTerm B-2 Loan (in each case to the remaining scheduled principal amortization payments on a pro rata basis). Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Eurocurrency Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) and (iii), first ratably to the Outstanding Amount of the Incremental Term Loans Loan (in each case, if any) (ratably to the remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans, and, fourth, to Cash Collateralize the remaining L/C Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) and ), (iii), (iv), (v) and (vi), first ratably to the Outstanding Amount of the Term Loans Loan (in each case, ratably to the remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans, and, fourth, to Cash Collateralize the remaining L/C Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Swingline Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) and (iii), first first, ratably to the Outstanding Amount of the Term Loans (with such amounts being applied to the first four remaining principal amortization payments thereof in each case, direct order of maturity and then ratably to the all remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line Swingline Loans, and third, to the outstanding Revolving LoansLoans (without any corresponding permanent reduction in the Aggregate Revolving Commitments). Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Term SOFR Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b2.8(b) shall be applied as follows: : (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i2.8(b)(i), first, ratably (1) first to the L/C Borrowings and the Swing Line outstanding Swingline Loans, second, (2) second to the outstanding Revolving Loans, and, Loans and (3) third, to Cash Collateralize the remaining L/C a cash collateral account in respect of LOC Obligations (if required by the provision of Section 2.05(b)(i)); and and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii2.8(b)(ii) and through (iiivi), (1) first ratably to the Outstanding Amount of the Tranche B Term Loans Loan (in each case, ratably pro rata to the remaining principal amortization paymentspayments set forth in Section 2.2(b)); (2) second to outstanding Swingline Loans (without a corresponding permanent reduction in the Revolving Committed Amount), second, ratably to the L/C Borrowings and the Swing Line Loans, third, (3) third to the outstanding Revolving LoansLoans (without a corresponding permanent reduction in the Revolving Committed Amount) and (4) fourth to a cash collateral account in respect of LOC Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first to Alternate Base Rate Loans and then to Eurodollar LIBOR Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b2.8(b) shall be subject to Section 3.05, but otherwise without premium or penalty, 2.17 and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b2.9(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i2.9(b)(i), first, ratably (1) first to the L/C Borrowings and the Swing Line outstanding Swingline Loans, second, (2) second to the outstanding Revolving Loans, and, third, Loans and (3) third to Cash Collateralize the remaining L/C Obligations (if required by the provision a cash collateral account in respect of Section 2.05(b)(i))Revolving LOC Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii2.9(b)(ii) and through (iiiviii), (1) first ratably to the Outstanding Amount of the Term Loans (in each case, ratably pro rata to the remaining principal amortization paymentspayments set forth in Section 2.4(b)), second(2) second to outstanding Swingline Loans (without a corresponding permanent reduction in the Revolving Committed Amount), ratably to the L/C Borrowings and the Swing Line Loans, third, (3) third to the outstanding Revolving LoansLoans (without a corresponding permanent reduction in the Revolving Committed Amount) and (4) fourth any remaining amounts shall be paid to the Borrower. Within the parameters of the applications set forth above, prepayments shall be applied first to Alternate Base Rate Loans and then to Eurodollar LIBOR Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b2.9(b) shall be subject to Section 3.05, but otherwise without premium or penalty, 2.18 and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b3.3(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i3.3(b)(i)(A), firstto Revolving Loans and (after all Revolving Loans have been repaid) to a cash collateral account in respect of LOC Obligations, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i)); and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(iiSection 3.3(b)(i)(B), to a cash collateral account in respect of LOC Obligations and (C) and with respect to all amounts prepaid pursuant to Section 3.3(b)(ii), (iii), first ratably (iv), (v) or (vi), pro rata to the Outstanding Amount of the Delayed-Draw Term Loans and the Tranche B Term Loan (in each case, case ratably to the remaining principal amortization paymentsPrincipal Amortization Payments), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b3.3(b) shall be subject to Section 3.053.12, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i)); and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) and (iii), first ratably to the Outstanding Amount of the Term Loans (in each case, ratably to the remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b2.03(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i2.03(b)(i), first, ratably to the L/C Borrowings and the Swing Line LoansBorrowings, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii2.03(b)(ii) and (iii), first ratably to the Outstanding Amount of the Term Loans Loan (in each case, ratably to the remaining principal amortization paymentspayments (including the final principal repayment installment on the Maturity Date) in inverse order of maturity), second, ratably to the L/C Borrowings and the Swing Line LoansBorrowings, third, to the outstanding Revolving Loans, and, fourth, to Cash Collateralize the remaining L/C Obligations. Within the parameters of the applications set forth above, prepayments pursuant to this Section 2.03(b) shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b2.03(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. (A) All amounts required to be paid pursuant to this Section 2.05(b2.05(b)(i) and (b)(ii) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i)); andObligations. (B) with respect All amounts required to all amounts prepaid be paid pursuant to Sections 2.05(b)(iithis Section 2.05(b)(iii) and (iii), first ratably to the Outstanding Amount of the Term Loans (in each caseb)(iv) shall be applied first, ratably to the remaining principal amortization payments)payments of the Term Loan, second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans, and, fourth, to Cash Collateralize the remaining L/C Obligations (without a corresponding reduction in the Aggregate Revolving Commitments in the cases of clauses second through fourth). Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Eurocurrency Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b2.8(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i2.8(b)(i), first, ratably (1) first to the L/C Borrowings outstanding Swingline Loans and the Swing Line Loans, second, (2) second to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i)); and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii2.8(b)(ii) through (vi), (1) first to the Term Loan (pro rata to the remaining scheduled principal payments), (2) second to the Swingline Loans (without a corresponding reduction of the Swingline Committed Amount), (3) third to the Revolving Loans (without a corresponding reduction of the Revolving Committed Amount) and (iii), first ratably 4) fourth to the Outstanding Amount a cash collateral account in respect of LOC Obligations (without a corresponding reduction of the Term Loans (in each case, ratably to the remaining principal amortization paymentsLOC Committed Amount), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans. Within the parameters of the applications set forth above, prepayments shall be applied first to Alternate Base Rate Loans and then to Eurodollar LIBOR Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b2.8(b) shall be subject to Section 3.05, but otherwise without premium or penalty, 2.17 and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii), (iii) and (iiiiv), first ratably to the Outstanding Amount of the Term Loans Loan (in each case, ratably to the remaining principal amortization paymentspayments in inverse order of maturity), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans, and, fourth, to Cash Collateralize the remaining L/C Obligations (with a corresponding reduction in the Aggregate Revolving Commitments in the cases of clauses second through fourth). Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Swingline Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii), (iii) and (iiiiv), first first, ratably to the Outstanding Amount of the Term Loans (with such amounts being applied to the first four remaining principal amortization payments thereof in each case, direct order of maturity and then ratably to the all remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line Swingline Loans, and third, to the outstanding Revolving LoansLoans (without any corresponding permanent reduction in the Aggregate Revolving Commitments). Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b2.7(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i2.7(b)(i), first, ratably to the L/C Borrowings Revolving Loans (including Swingline Loans) and the Swing Line Loans, second, (after all Revolving Loans have been repaid) to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C a cash collateral account in respect of LOC Obligations (if required by the provision of Section 2.05(b)(i)); and and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii2.7(b)(ii), 2.7(b)(iii) and (iii2.7(b)(iv), (1) first ratably pro rata to the Outstanding Amount of the Term Loans (in each case, ratably to the remaining principal amortization payments), second, ratably installments thereof) and (2) second to the L/C Borrowings Revolving Loans (including Swingline Loans) and the Swing Line Loans, third, (after all Revolving Loans have been repaid) to the outstanding Revolving Loansa cash collateral account in respect of LOC Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first to Alternate Base Rate Loans and then to Eurodollar LIBOR Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b2.7(b) shall be subject to Section 3.05, but otherwise without premium or penalty, 2.17 and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) (i) with respect to all amounts prepaid pursuant to Section 2.05(b)(i2.05(b)(i)(A), first, ratably as directed by the Borrower and (ii) with respect to the L/C Borrowings and the Swing Line Loans, secondall amounts prepaid pursuant to Section 2.05(b)(i)(B), to the outstanding Revolving BB-1 Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i)); and. (B) with respect to all amounts prepaid pursuant to Sections Section 2.05(b)(ii) and (iii)by the Borrower, first ratably to the Outstanding Amount of the Term Loans of each Class (in each case, ratably and to the remaining principal amortization payments)payments thereof as directed by the Borrower and, secondabsent such direction, ratably shall be applied in direct order of maturity to the L/C Borrowings and remaining principal amortization payments of the Swing Line Loans, third, to the outstanding Revolving Loansapplicable Term Loan). Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Eurocurrency Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b2.04(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i2.04(b)(i), first, ratably to Revolving Loans and Swing Line Loans and (after all Revolving Loans and Swing Line Loans have been repaid) to Cash Collateralize the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) and 2.04(b)(ii), (iii), first ratably (iv), (v), and (vi) first, to the Outstanding Amount of Tranche C Term Loan and second (after the Tranche C Term Loans Loan has been paid in full), to the Tranche B Term Loan (in each case, ratably to the remaining principal amortization paymentspayments thereof), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b2.04(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. (A) All amounts required to be paid pursuant to this Section 2.05(b2.05(b)(i) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, first ratably to the outstanding L/C Borrowings and the outstanding Swing Line Loans, second, second to the outstanding Revolving Loans, and, third, and third to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i)); andObligations. (B) with respect All amounts required to all amounts prepaid be paid pursuant to Sections Section 2.05(b)(ii) and (iii), shall be applied first ratably to the Outstanding Amount of the Term Loans (in each case, ratably to the remaining principal amortization payments), second, ratably to the L/C Borrowings and the outstanding Swing Line Loans, third, Loans and second to the outstanding Revolving Loans. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall not result in a mandatory reduction of the Aggregate Revolving Commitments and, in the case of a prepayment of Eurodollar Rate Loans, shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii), (iii) and (iiiiv), first ratably to the Outstanding Amount of the Term Loans (in each case, direct order to the next four scheduled principal amortization payments set forth in Section 2.07(c) and thereafter ratably to the remaining scheduled principal amortization paymentspayments set forth in Section 2.07(c), ) and second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving LoansLoans (without a reduction of the commitments thereunder). Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b2.7(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i2.7(b)(i), first, ratably (1) first to the L/C Borrowings and the Swing Line outstanding Swingline Loans, second, (2) second to the outstanding Revolving Loans, and, third, Loans and (3) third to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))LOC Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii2.7(b)(ii) and through (iiiv), (1) first ratably to the Outstanding Amount of the Term Loans Loan (in each case, ratably to on a pro rata basis across the remaining principal amortization paymentspayments set forth in Section 2.2(b)), second, ratably (2) second to the L/C Borrowings and the Swing Line outstanding Swingline Loans, third, (3) third to the outstanding Revolving LoansLoans (without a corresponding permanent reduction in the Revolving Committed Amount) and (4) fourth to Cash Collateralize the LOC Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first to Alternate Base Rate Loans and then to Eurodollar LIBOR Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b2.7(b) shall be subject to Section 3.05, but otherwise without premium or penalty, 2.16 and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b2.7(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i2.7(b)(i), first, ratably (1) first to the L/C Borrowings and the Swing Line outstanding Swingline Loans, second, (2) second to the outstanding Revolving Loans, and, third, Loans and (3) third to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))LOC Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii2.7(b)(ii) and through (iiiv), (1) first ratably to the Outstanding Amount Term Loan in the inverse order of maturities of the Term Loans (in each case, ratably remaining amortization payments pursuant to the remaining principal amortization paymentsSection 2.2(b)), second, ratably (2) second to the L/C Borrowings and the Swing Line outstanding Swingline Loans, third, (3) third to the outstanding Revolving LoansLoans (without a corresponding permanent reduction in the Revolving Committed Amount) and (4) fourth to Cash Collateralize the LOC Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first to Alternate Base Rate Loans and then to Eurodollar LIBOR Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b2.7(b) shall be subject to Section 3.05, but otherwise without premium or penalty, 2.16 and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b3.3(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i3.3(b)(i)(A), first, ratably pro rata to the L/C Borrowings Revolving Loans and the Swing Line Loans, second, Loans and (after all Revolving Loans and Swing Line Loans have been repaid) to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C a cash collateral account in respect of LOC Obligations (if required by the provision of Section 2.05(b)(i)); and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(iiSection 3.3(b)(i)(B), to a cash collateral account in respect of LOC Obligations, (C) with respect to all amounts prepaid pursuant to Section 3.3(b)(ii), first to the Term Loan, and, after the Term Loan is paid in full, to the Revolving Loans and Swing Line Loans (with, if an Event of Default has occurred, a corresponding reduction in the Revolving Committed Amount) and (iiiD) with respect to all amounts prepaid pursuant to Section 3.3(b)(iii), first ratably to the Outstanding Amount of the Term Loans (in each case, ratably to the remaining principal amortization paymentsiv) or (v), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving LoansTerm Loan. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b3.3(b) shall be subject to Section 3.053.12, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b2.08(b) shall be applied as follows: : (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i2.08(b)(i), first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize Loans (with no corresponding reduction in the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i)); and Commitment) and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(iiSection 2.08(b)(ii) and or (iii), first ratably ) to the Outstanding Amount of the Term Loans (with a corresponding reduction in each case, ratably the Commitment in an amount equal to all amounts applied to the remaining principal amortization paymentsLoans pursuant to this clause (B), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans). Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate ABR Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under Each prepayment of a Borrowing pursuant to this Section 2.05(b2.08(b) shall be subject applied ratably to Section 3.05, but otherwise without premium or penalty, and the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest on to the principal amount prepaid through the date of prepaymentextent required by Section 2.10.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) and ), (iii), (iv) and (v), first ratably to the Outstanding Amount of the Term Loans (in each case, ratably to the remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans, and, fourth, to Cash Collateralize the remaining L/C Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) and ), (iii), (iv), (v) and (vi), first ratably to the Outstanding Amount of the Term Loans Loan (in each case, ratably to the remaining principal amortization paymentspayments in inverse order of maturity), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans, and, fourth, to Cash Collateralize the remaining L/C Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct inverse order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment. For the avoidance of doubt, no mandatory prepayment shall result in a reduction of the Revolving Commitment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Swingline Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) and (iii), first ratably pro rata to the Outstanding Amount of the Term A-1 Loan and any Incremental Term Loans (in each case, case ratably to the remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line Swingline Loans, third, to the outstanding Revolving Loans, and, fourth, to Cash Collateralize the remaining L/C Obligations (with a corresponding reduction in the Aggregate Revolving Commitments in the cases of clauses second through fourth). Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: : (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) and (iii), first ratably first, to the Outstanding Amount of the Term Loans Loan (in each case, ratably to the remaining principal amortization payments)) until paid in full, second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans, and, fourth, to Cash Collateralize the remaining L/C Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Term SOFR Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line LoansBorrowings, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by without a corresponding reduction in the provision of Section 2.05(b)(i)Aggregate Revolving Commitments); and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) and (iii), first ratably to the Outstanding Amount of the Term Loans Loan (in each case, ratably to the remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line LoansBorrowings, third, to the outstanding Revolving Loans, and, fourth, to Cash Collateralize the remaining L/C Obligations (without a corresponding reduction in the Aggregate Revolving Commitments). Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b2.5(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i2.5(b)(i), first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision a cash collateral account in respect of Section 2.05(b)(i))Credit-Linked LOC Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii2.4(b)(ii) through (vi), (1) first to the Term Loans; (2) second to cash collateralize the Obligations by delivery of such Cash Collateral to the Collateral Agent; provided that such Cash Collateral shall be paid to the Borrower to the extent the Borrower reduces the Credit-Linked LOC Committed Amount in accordance with the terms of Section 2.5(d) by an amount at least equal to the amount of such Cash Collateral, which reduction may be effective contemporaneous with the application of such Cash Collateral to other Indebtedness of the Credit Parties; and (iii), first ratably 3) third any remaining amounts shall be paid to the Outstanding Amount of the Term Loans (in each case, ratably to the remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving LoansBorrower. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Prime Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b2.5(b) shall be subject to Section 3.05, but otherwise without premium or penalty, 3.3(d) and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b3.3(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i3.3(b)(i)(A), firstto Revolving Loans and (after all Revolving Loans have been repaid) to a cash collateral account in respect of LOC Obligations, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i)); and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(iiSection 3.3(b)(i)(B), to a cash collateral account in respect of LOC Obligations and (C) and with respect to all amounts prepaid pursuant to Section 3.3(b)(ii), (iii), first ratably to the Outstanding Amount of the Term Loans (in each case, ratably to the remaining principal amortization paymentsiv) and (v), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving LoansTranche A Term Loan (pro rata to remaining Principal Amortization Payments). Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans unless otherwise directed by the Borrower. No prepayments under Sections 3.3(b)(ii) through (v) shall be required after the Tranche A Term Loan has been repaid in direct order of Interest Period maturitiesfull. All prepayments under this Section 2.05(b3.3(b) shall be subject to Section 3.053.12, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Loans, second, ratably to the outstanding Domestic Revolving Loans and Foreign Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) and (iii), first ratably to the Outstanding Amount of the Term Loans Loan (in each case, ratably to the remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line Loans, third, ratably to the outstanding Domestic Revolving Loans and Foreign Revolving Loans, and, fourth, to Cash Collateralize the remaining L/C Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Eurocurrency Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Swingline Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii), (iii) and (iiiiv), first ratably to the Outstanding Amount of the Term Loans Loan (in each case, ratably to the remaining principal amortization paymentspayments (and ratably to all outstanding Term Loan Tranches)), second, ratably to the L/C Borrowings and the Swing Line Swingline Loans, third, to the outstanding Revolving Loans, and, fourth, to Cash Collateralize the remaining L/C Obligations (without a corresponding reduction in the Aggregate Revolving Commitments in the cases of clauses second through fourth). Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings Borrowings, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii), (iii), (iv), and (v), first ratably to the Swing Line LoansL/C Borrowings, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by with a corresponding reduction in the provision of Section 2.05(b)(iAggregate Revolving Commitments)); and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) and (iii), first ratably to the Outstanding Amount of the Term Loans (in each case, ratably to the remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and prepayment of Eurodollar Rate Loans shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Swingline Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) and (iii), first ratably to the Outstanding Amount of the Term Loans (in each case, ratably with such amounts being applied to the remaining principal amortization paymentspayments thereunder ratably against the scheduled installments thereof), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i)); and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) and (iii), first ratably to the Outstanding Amount of the Term Loans (in each case, ratably to the remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Term SOFR Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: : (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) and (iii), first ratably first, to the Outstanding Amount of the Term Loans Loan (in each case, ratably to the remaining principal amortization payments)) until paid in full, second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans, and, fourth, to Cash Collateralize the remaining L/C Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: : (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii), (iii) and (iiiiv), first ratably first, to the Outstanding Amount of the Term Loans Loan (in each case, ratably to the remaining principal amortization payments)) until paid in full, second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans, and, fourth, to Cash Collateralize the remaining L/C Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b3.3(b) shall be applied as follows: : (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i3.3(b)(i)(A), firstto Revolving Loans and (after all Revolving Loans have been repaid) to a cash collateral account in respect of LOC Obligations, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i)); and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(iiSection 3.3(b)(i)(B), to a cash collateral account in respect of LOC Obligations and (C) and with respect to all amounts prepaid pursuant to Section 3.3(b)(ii), (iii), first ratably (iv), (v) or (vi), pro rata to the Outstanding Amount of Delayed-Draw Term Loans, the Tranche B Term Loan and the New Delayed-Draw Term Loans (in each case, case ratably to the remaining principal amortization paymentsPrincipal Amortization Payments), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b3.3(b) shall be subject to Section 3.053.12, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: : (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i2.05(b)(i)(A), first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving A Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections Section 2.05(b)(i)(B), to the outstanding Revolving B Loans; and (C) with respect to all amounts prepaid pursuant to Section 2.05(b)(ii) and or (iii), first ratably to the Outstanding Amount of the Term Loans (in each case, ratably case to the remaining principal amortization paymentspayments thereof as directed by the applicable Borrower); provided, second, ratably that any Incremental Term Loan or Specified Refinancing Term Loan may participate in such mandatory prepayments pursuant to the L/C Borrowings Section 2.05(b)(ii) and the Swing Line Loans, third, to the outstanding Revolving Loans2.05(b)(iii) on a pro rata or less than pro rata basis. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Eurocurrency Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii), (iii) and (iiiiv), first ratably to the Outstanding Amount of the Term Loans Loan (in each case, ratably to the remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans, and, fourth, to Cash Collateralize the remaining L/C Obligations (without a corresponding reduction in the Aggregate Revolving Commitments in the cases of clauses second through fourth). Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b2.04(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i2.04(b)(i), first, ratably to the Revolving Loans and (after all Revolving Loans have been repaid) to Cash Collateralize L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(iiSection 2.04(b)(ii), (iii) and (iii), first ratably to the Outstanding Amount of iv): (1) until the Term Loans Loan has been paid in full, to prepay the Term Loan (with such payment applied to remaining Principal Amortization Payments in each case, ratably to inverse order of maturities thereof); and (2) after the remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line Loans, thirdTerm Loan has been paid in full, to the outstanding extent outstanding, to prepay the Revolving Loans. Loans but without any corresponding reduction in the Aggregate Revolving Commitments; Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b2.04(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i2.7(b)(i), first, ratably (1) first to the L/C Borrowings and the Swing Line outstanding Swingline Loans, second, (2) second to the outstanding Revolving Loans, and, third, Loans and (3) third to Cash Collateralize cash collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))LOC Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(iiSection 2.7(b)(ii) through Section 2.7(b)(vi), (1) first to the Term Loan, (2) second to the Swingline Loans (without a corresponding reduction of the Swingline Committed Amount), (3) third to the Revolving Loans (without a corresponding reduction of the Revolving Committed Amount) and (iii), first ratably 4) fourth to the Outstanding Amount a cash collateral account in respect of LOC Obligations (without a corresponding reduction of the Term Loans (in each case, ratably to the remaining principal amortization paymentsLOC Committed Amount), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans. Within the parameters of the applications set forth above, prepayments shall be applied first to Alternate Base Rate Loans and then to Eurodollar LIBOR Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, 2.15(a) and shall be accompanied by interest on the principal amount prepaid through the date of prepayment, but otherwise without premium or penalty.

Application of Mandatory Prepayments. All amounts required ------------------------------------ to be paid prepaid pursuant to this Section 2.05(b3.3(b) shall be applied as follows: (Ai) with respect to all amounts prepaid pursuant to Section 2.05(b)(i3.3(b)(i), firstto Revolving Loans and (after all Revolving Loans have been repaid) to a cash collateral account in respect of LOC Obligations, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i)); and (Bii) with respect to all amounts prepaid pursuant to Sections 2.05(b)(iiSection 3.3(b)(ii), (iii) and (iiiiv), (A) first ratably to the Outstanding Amount of the Term Loans (in each case, ratably to the remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Term Loans ----- (pro rata among the remaining Principal Amortization Payments) and (B) second to the Revolving LoansLoans and (after all Revolving Loans have been ------ repaid) to a cash collateral account in respect of LOC Obligations (with a corresponding reduction in the Revolving Committed Amount in an amount equal to all amounts applied pursuant to this clause (B)). Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) hereunder shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment3.15.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) and (iii), ) first ratably to the Outstanding Amount of the Term Loans Loan (in each case, ratably to the remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans, and, fourth, to Cash Collateralize the remaining L/C Obligations (without a corresponding reduction in the Aggregate Revolving Commitments in the cases of clauses second through fourth). Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b2.5(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i2.5(b)(i), first, ratably to the L/C Borrowings and the Swing Line Swingline Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii2.5(b)(ii), (iii) and (iiiiv), first ratably to the Outstanding Amount of the Term Loans Loan (in each case, ratably to the remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line Swingline Loans, third, to the outstanding Revolving Loans, and, fourth, to Cash Collateralize the remaining L/C Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b2.5(b) shall be subject to Section 3.053.5, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b2.7(b) shall be applied as follows: : (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i2.7(b)(i), (1) first, ratably to the L/C Borrowings and the Swing Line Swingline Loans, (2) second, to the outstanding Revolving Loans, and, thirdLoans and (3) third (after all Revolving Loans have been repaid), to Cash Collateralize the remaining L/C Obligations (if required by the provision a cash collateral account in respect of Section 2.05(b)(i)); and LOC Obligations, (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii2.7(b)(ii) and through (iiiv), first ratably to the Outstanding Amount of the Term Loans (in each case1) first, ratably to the remaining principal Term Loan amortization payments)payments set forth in Section 2.2(b) on a pro rata basis, second, ratably (2) second to the L/C Borrowings and the Swing Line Swingline Loans, (3) third, to the outstanding Revolving LoansLoans and (4) fourth (after all Revolving Loans have been repaid), to a cash collateral account in respect of LOC Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first to Alternate Base Rate Loans and then to Eurodollar LIBOR Rate Loans in direct order of Interest Period maturities. Each Lender shall receive its pro rata share (except with respect to prepayments of Swingline Loans) of any such prepayment based on its Revolving Commitment Percentage or Term Loan Commitment Percentage, as applicable. All prepayments under this Section 2.05(b2.7(b) shall be subject to Section 3.05, but otherwise without premium or penalty, 2.17 and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i))Obligations; and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii) and ), (iii), (iv) and (v), first ratably to the Outstanding Amount of the Term Loans Loan (in each case, ratably to the remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans, and, fourth, to Cash Collateralize the remaining L/C Obligations (without a corresponding reduction in the Aggregate Revolving Commitments in the cases of clauses second through fourth). Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i), first, ratably to the Revolving Loans and Swing Line Loans and (after all Revolving Loans and all Swing Line Loans have been repaid) to Cash Collateralize L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i)); andObligations; (B) with respect to all amounts prepaid pursuant to Section 2.05(b)(ii), to Foreign Loans; and (C) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii2.05(b)(iii), (iv), (v) and (iiivi), first ratably to the Outstanding Amount of the Term Loans Loan (in each case, ratably to the remaining principal amortization payments), second, ratably to the L/C Borrowings and the Swing Line Loans, third, to the outstanding Revolving Loans. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Eurocurrency Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.

Application of Mandatory Prepayments. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied as follows: (A) with respect to all amounts prepaid pursuant to Section 2.05(b)(i2.7(b)(i), first, ratably (1) first to the L/C Borrowings outstanding Swingline Loans and the Swing Line Loans, second, (2) second to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations (if required by the provision of Section 2.05(b)(i)); and (B) with respect to all amounts prepaid pursuant to Sections 2.05(b)(ii2.7(b)(ii) and through (iiivi), (1) first ratably to the Outstanding Amount of the Term Loans Loan (in each case, ratably to the remaining principal amortization paymentspayments thereof), second, ratably (2) second to the L/C Borrowings and Swingline Loans (without a corresponding reduction of the Swing Line LoansSwingline Committed Amount), third, (3) third to the outstanding Revolving LoansLoans (without a corresponding reduction of the Revolving Committed Amount) and (4) fourth to a cash collateral account in respect of LOC Obligations (without a corresponding reduction of the LOC Committed Amount). Within the parameters of the applications set forth above, prepayments shall be applied first to Alternate Base Rate Loans and then to Eurodollar LIBOR Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, 2.16 and shall be accompanied by interest on the principal amount prepaid through the date of prepayment, but otherwise without premium or penalty.