Common use of Discounted Voluntary Prepayment Clause in Contracts

Discounted Voluntary Prepayment. (i) Notwithstanding anything to the contrary in Sections 2.10(a), 2.10(d), or 2.13 (which provisions shall not be applicable to this Section 2.10(e)), the Borrower shall have the right at any time and from time to time to prepay its Term Loans of any Class owing to Term Loan Lenders electing to participate in such prepayments at a discount to the par value of such Term Loans and on a non-pro rata basis (each, a “Discounted Voluntary Prepayment”) pursuant to the procedures described in this Section 2.10(e); provided that (A) no Discounted Voluntary Prepayment shall be made unless immediately after giving effect to such Discounted Voluntary Prepayment, no Default or Event of Default has occurred and is continuing, (B) no Discounted Voluntary Prepayment may be made if any Revolving Loans would be outstanding after giving effect thereto, (C) any Discounted Voluntary Prepayment shall be offered to all Lenders with Term Loans of the applicable Class on a pro rata basis and (D) the Borrower on the date such Discounted Voluntary Prepayment is made shall deliver to the Administrative Agent an Authorized Officer’s certificate of the Borrower stating (1) that no Default or Event of Default has occurred and is continuing or would result from the Discounted Voluntary Prepayment and (2) that each of the conditions to such Discounted Voluntary Prepayment contained in this Section 2.10(e) has been satisfied.

Discounted Voluntary Prepayment. (ia) Notwithstanding anything to the contrary in Sections 2.10(a)2.03, 2.10(d)2.05, or 2.13 2.10, 2.11 and 11.08 (which provisions shall not be applicable to this Section 2.10(e)2.12), the Borrower shall have the right at any time and from time to time to prepay its Term the Loans of any Class owing to Term Loan the Lenders electing to participate in such prepayments at a discount to the par value of such Term Loans and on a non-non pro rata basis (each, a “Discounted Voluntary Prepayment”) pursuant to the procedures described in this Section 2.10(e)2.12; provided provided, that (A) no Discounted Voluntary Prepayment shall be made unless immediately after giving effect to such Discounted Voluntary Prepayment, no Default or Event of Default has occurred and is continuing, (B) no Discounted Voluntary Prepayment may be made if any Revolving Loans would be outstanding after giving effect thereto, (C) any Discounted Voluntary Prepayment shall be offered to all Lenders with Term Loans of the applicable Class on a pro rata basis and (DB) the Borrower on the date such Discounted Voluntary Prepayment is made shall deliver to the Administrative Agent an Authorized Officer’s a certificate of the Borrower stating that (1) that no Default or Event of Default has occurred and is continuing or would result from the Discounted Voluntary Prepayment and Prepayment, (2) that each of the conditions to such Discounted Voluntary Prepayment contained in this Section 2.10(e2.12(a) has been satisfied, (3) the Borrower does not have any material non-public information (“MNPI”) with respect to any Loan Party that either (a) has not been disclosed to the Lenders (other than Lenders that do not wish to receive MNPI with respect to any Loan Party) prior to such time or (b) if not disclosed to the Lenders, could reasonably be expected to have a material effect upon, or otherwise be material, (i) to a Lender’s decision to participate in any Discounted Voluntary Prepayment or (ii) to the market price of the Loans.

Discounted Voluntary Prepayment. (ia) Notwithstanding anything to the contrary in Sections 2.10(a)2.03, 2.10(d)2.05, or 2.13 2.10, 2.11 and 11.08 (which provisions shall not be applicable to this Section 2.10(e)2.12), the Borrower shall have the right at any time and from time to time to prepay its Term the Loans of any Class owing to Term Loan the Lenders electing to participate in such prepayments at a discount to the par value of such Term Loans and on a non-non pro rata basis (each, a “Discounted Voluntary Prepayment”) pursuant to the procedures described in this Section 2.10(e)2.12; provided provided, that (A) no Discounted Voluntary Prepayment shall be made unless immediately after giving effect to such Discounted Voluntary Prepayment, no Default or Event of Default has occurred and is continuing, (B) no Discounted Voluntary Prepayment may be made if any Revolving Loans would be outstanding after giving effect thereto, (C) any Discounted Voluntary Prepayment shall be offered to all Lenders with Term Loans of the applicable Class on a pro rata basis and (DB) the Borrower on the date such Discounted Voluntary Prepayment is made shall deliver to the Administrative Agent an Authorized Officer’s a certificate of the Borrower stating that (1) that no Default or Event of Default has occurred and is continuing or would result from the Discounted Voluntary Prepayment and Prepayment, (2) that each of the conditions to such Discounted Voluntary Prepayment contained in this Section 2.10(e2.12(a) has been satisfied, (3) Borrower does not have any material non-public information (“MNPI”) with respect to any Loan Party that either (a) has not been disclosed to the Lenders (other than Lenders that do not wish to receive MNPI with respect to any Loan Party) prior to such time or (b) if not disclosed to the Lenders, could reasonably be expected to have a material effect upon, or otherwise be material, (i) to a Lender’s decision to participate in any Discounted Voluntary Prepayment or (ii) to the market price of the Loans.