Common use of Interest and Principal Payments; Prepayments; Voluntary Commitment Reductions Clause in Contracts

Interest and Principal Payments; Prepayments; Voluntary Commitment Reductions. (a) Accrued interest on each Revolver Loan that is a LIBOR Loan is due and payable on the last day of its Interest Period. If any Interest Period with respect to a Revolver Loan that is a LIBOR Loan is a period greater than three months, then accrued interest is also due and payable on the date three months after the commencement of the Interest Period. Accrued interest on each Base Rate Loan and each Swing Line Loan is due and payable on each Quarterly Date and on the Termination Date. (b) The Principal Debt is due and payable on the Termination Date. (c) Borrower shall repay the outstanding principal amount of each Swing Line Loan on the earlier to occur of (i) the date that is ten (10) Business Days after such Loan is made, and (ii) the Termination Date. (d) If the Commitment Usage ever exceeds the Total Commitment, or if the aggregate unpaid principal amount of all outstanding Swing Line Loans ever exceeds the Swing Line Commitment, then Borrower shall immediately prepay Loans and/or Cash Collateralize the L/C Exposure in an aggregate amount equal to such excess; provided, however, that Borrower shall not be required to Cash Collateralize the L/C Exposure pursuant to this Section 3.2(d) unless, after prepayment in full of the Loans, the Commitment Usage exceeds the Total Commitment then in effect. (e) Without premium or penalty and upon giving at least two Business Days prior written and irrevocable notice to Administrative Agent (who shall promptly notify Lenders of its receipt of such notice and its contents), Borrower may terminate all or reduce part of the unused portion of the Total Commitment. Each partial reduction (unless the remaining portion of such commitment is less) must be in an amount of not less than $5,000,000 or a greater integral multiple of $1,000,000, and shall be ratable among all Lenders according to their respective Commitment Percentages. Once terminated or reduced, such commitments may not be reinstated or increased. Borrower shall not terminate or reduce the Total Commitment if, after giving effect thereto and to any concurrent prepayments hereunder, the Commitment Usage would exceed the Total Commitment. If, after giving effect to any reduction of the Total Commitment, the L/C Sublimit, or the Swing Line Sublimit, exceeds the amount of the Total Commitment, such sublimits shall be automatically reduced by the amount of such excess. Administrative Agent will promptly notify Lenders of any such notice of termination or reduction of the Total Commitment. (f) Borrower may voluntarily prepay all or any part of the Principal Debt (other than Principal Debt under the Swing Line Subfacility, which may be prepaid in accordance with clause (g) below) at any time without premium or penalty, subject to the following conditions: (i) Administrative Agent must receive Borrower’s written payment notice (which shall specify (1) the payment date, and (2) the Type and amount of the Loan(s) to be paid; such notice shall constitute an irrevocable and binding obligation of Borrower to make a payment on the designated date) by 11:00 a.m. on (x) the first Business Day preceding the date of payment of a Revolver Loan that is a LIBOR Loan, and (y) the date of payment of a Base Rate Loan; (ii) each partial payment must be in a minimum amount of at least $500,000 if a Base Rate Loan or $1,000,000 if a Revolver Loan that is a LIBOR Loan or, in either case, a greater integral multiple of $100,000; (iii) all accrued interest on the principal amount so to be prepaid must also be paid in full on the date of payment; (iv) Borrower shall pay any related Funding Loss upon demand; and (v) unless a Default or Potential Default has occurred and is continuing (or would arise as a result thereof), any prepayment of the Principal Debt may be reborrowed by Borrower, subject to the terms and conditions of the Loan Papers. Administrative Agent will promptly notify each Lender of its receipt of a payment notice from Borrower, and of the amount of such Lender’s Commitment Percentage of such prepayment. (g) Borrower may, upon notice to the applicable Swing Line Lender (with a copy to Administrative Agent), at any time or from time to time, voluntarily prepay Swing Line Loans owed to such Swing Line Lender, in whole or in part without premium or penalty; provided, that (i) such notice must be received by the applicable Swing Line Lender and Administrative Agent not later than 12:00 noon on the date of the prepayment, and (ii) any such prepayment shall be in a minimum principal amount of $100,000, or a greater integral multiple thereof. Each such notice shall specify the date and amount of such prepayment. Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein.

Interest and Principal Payments; Prepayments; Voluntary Commitment Reductions. (a) Accrued interest on each Revolver Loan or Term Loan that is a LIBOR Eurocurrency Rate Loan is due and payable on the last day of its Interest PeriodPeriod and on the Termination Date. If any Interest Period with respect to a Revolver Loan or Term Loan that is a LIBOR Eurocurrency Rate Loan is a period greater than three months, then accrued interest is also due and payable on the date three months after the commencement of the Interest Period. Accrued interest on each Base Rate Loan and each Swing Line Loan is due and payable on each Quarterly Date and on the Termination Date. (b) The Revolver Principal Debt is due and payable on the Termination DateDate for the Revolver Facility. (c) Borrower shall repay the outstanding principal amount of each Swing Line Loan on the earlier to occur of (i) the date that is ten (10) Business Days after such Swing Line Loan is made, and (ii) the Termination DateDate for the Revolver Facility. (d) The Term Loan Principal Debt is due and payable in equal quarterly installments, such that five percent (5%) of the Term Loan Principal Debt outstanding at the end of the Delayed Draw Availability Period is repaid (i) on the Quarterly Date occurring at the end of the first full fiscal quarter of Borrower after the last day of the Delayed Draw Availability Period, and (ii) on each consecutive Quarterly Date thereafter. A final payment is due on the Termination Date for the Term Loan Facility in an amount equal to all Term Loan Principal Debt then outstanding. (e) If the Revolver Commitment Usage ever exceeds the Total Revolver Commitment, or if the aggregate unpaid principal amount of all outstanding Swing Line Loans ever exceeds the Swing Line Commitment, then Borrower shall immediately prepay Revolver Loans and/or Cash Collateralize the L/C Exposure in an aggregate amount equal to such excess; provided, however, that Borrower shall not be required to Cash Collateralize the L/C Exposure pursuant to this Section 3.2(d3.2(e) unless, after prepayment in full of the Revolver Loans, the Revolver Commitment Usage exceeds the Total Revolver Commitment then in effect. (ef) Without premium or penalty and upon giving at least two Business Days prior written and irrevocable notice to Administrative Agent (who shall promptly notify Revolver Lenders of its receipt of such notice and its contents), Borrower may terminate all or reduce part of the unused portion of the Total Revolver Commitment. Each partial reduction (unless the remaining portion of such commitment is less) must be in an amount of not less than $5,000,000 or a greater integral multiple of $1,000,000, and shall be ratable among all Revolver Lenders according to their respective Commitment Percentages. Once terminated or reduced, such commitments may not be reinstated or increased. Borrower shall not terminate or reduce the Total Revolver Commitment if, after giving effect thereto and to any concurrent prepayments hereunder, the Revolver Commitment Usage would exceed the Total Revolver Commitment. If, after giving effect to any reduction of the Total Revolver Commitment, the L/C Sublimit, or the Swing Line Sublimit, exceeds the amount of the Total Revolver Commitment, such sublimits shall be automatically reduced by the amount of such excess. Administrative Agent will promptly notify Revolver Lenders of any such notice of termination or reduction of the Total Revolver Commitment. (fg) Borrower may voluntarily prepay all or any part of the Revolver Principal Debt (other than Revolver Principal Debt under the Swing Line Subfacility, which may be prepaid in accordance with clause (gh) below) or the Term Loan Principal Debt at any time without premium or penalty, subject to the following conditions: (i) Administrative Agent must receive Borrower’s written payment notice (which must be in a form acceptable to Administrative Agent and which shall specify (1) the payment date, and (2) the Type and amount of the Loan(s) to be paid; such notice shall constitute an irrevocable and binding obligation of Borrower to make a payment on the designated date) by 11:00 a.m. on (x) the first Business Day preceding the date of payment of a Revolver Loan or a Term Loan that is a LIBOR Eurocurrency Rate Loan, and (y) the date of payment of a Base Rate Loan; (ii) each partial payment must be in a minimum amount of at least $500,000 if a Base Rate Loan or $1,000,000 if a Revolver Loan or a Term Loan that is a LIBOR Eurocurrency Rate Loan or, in either case, a greater integral multiple of $100,000; (iii) all accrued interest on the principal amount so to be prepaid must also be paid in full on the date of payment; (iv) Borrower shall pay any related Funding Loss upon demand; and (v) unless a Default or Potential Default has occurred and is continuing (or would arise as a result thereof), any prepayment of the Revolver Principal Debt may be reborrowed by Borrower, subject to the terms and conditions of the Loan Papers. Administrative Agent will promptly notify each Lender of its receipt of a payment notice from Borrower, and of the amount of such Lender’s Commitment Percentage of such prepayment. (gh) Borrower may, upon notice to the applicable Swing Line Lender (with a copy to Administrative Agent), at any time or from time to time, voluntarily prepay Swing Line Loans owed to such Swing Line Lender, in whole or in part without premium or penalty; provided, that (i) such notice must be in a form acceptable to the applicable Swing Line Lender and be received by the applicable Swing Line Lender and Administrative Agent not later than 12:00 noon on the date of the prepayment, and (ii) any such prepayment shall be in a minimum principal amount of $100,000, or a greater integral multiple thereof. Each such notice shall specify the date and amount of such prepayment. Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein.

Interest and Principal Payments; Prepayments; Voluntary Commitment Reductions. (a) Accrued interest on each Revolver Loan or Term Loan that is a LIBOR Term Reference Rate Loan is due and payable on the last day of its Interest PeriodPeriod and on the Termination Date. If any Interest Period with respect to a Revolver Loan or Term Loan that is a LIBOR Term Reference Rate Loan is a period greater than three months, then accrued interest is also due and payable on the date three months after the commencement of the Interest Period. Accrued interest on each Base Rate Loan and each Swing Line Loan is due and payable on each Quarterly Date and on the Termination Date.. Accrued interest on each Daily SOFR Rate Loan is due and payable on the last day of each calendar month and on the Termination Date (b) The Revolver Principal Debt is due and payable on the Termination DateDate for the Revolver Facility. (c) Borrower shall repay The Term Loan Principal Debt is due and payable in equal quarterly installments, such that five percent (5%) of the Term Loan Principal Debt outstanding principal amount of each Swing Line Loan on the earlier to occur Closing Date is repaid in each consecutive period of four (i4) Quarterly Dates, with the date that is ten (10) Business Days after first such Loan is madepayment due on April 30, 2024, and (ii) continuing on each consecutive Quarterly Date thereafter. A final payment is due on the Termination DateDate for the Term Loan Facility in an amount equal to all Term Loan Principal Debt then outstanding. (d) If the Revolver Commitment Usage ever exceeds the Total Commitment, or if the aggregate unpaid principal amount of all outstanding Swing Line Loans ever exceeds the Swing Line Revolver Commitment, then Borrower shall immediately prepay Revolver Loans and/or Cash Collateralize the L/C Exposure in an aggregate amount equal to such excess; provided, however, that Borrower shall not be required to Cash Collateralize the L/C Exposure pursuant to this Section 3.2(d) unless, after prepayment in full of the Revolver Loans, the Revolver Commitment Usage exceeds the Total Revolver Commitment then in effect. (e) Without premium or penalty and upon giving at least two Business Days prior written and irrevocable notice to Administrative Agent (who shall promptly notify Revolver Lenders of its receipt of such notice and its contents), Borrower may terminate all or reduce part of the unused portion of the Total Revolver Commitment. Each partial reduction (unless the remaining portion of such commitment is less) must be in an amount of not less than $5,000,000 or a greater integral multiple of $1,000,000, and shall be ratable among all Revolver Lenders according to their respective Commitment Percentages. Once terminated or reduced, such commitments may not be reinstated or increased. Borrower shall not terminate or reduce the Total Revolver Commitment if, after giving effect thereto and to any concurrent prepayments hereunder, the Revolver Commitment Usage would exceed the Total Revolver Commitment. If, after giving effect to any reduction of the Total Commitment, Revolver Commitment or the L/C Sublimit, or the Swing Line Sublimit, Sublimit exceeds the amount of the Total Revolver Commitment, such sublimits shall be automatically reduced by the amount of such excess. Administrative Agent will promptly notify Revolver Lenders of any such notice of termination or reduction of the Total Revolver Commitment. (f) Borrower may voluntarily prepay all or any part of the Revolver Principal Debt (other than or the Term Loan Principal Debt under the Swing Line Subfacility, which may be prepaid in accordance with clause (g) below) at any time without premium or penalty, subject to the following conditions: (i) Administrative Agent must receive Borrower’s written payment notice (which must be in a form acceptable to Administrative Agent and which shall specify (1) the payment date, and (2) the Type and amount of the Loan(s) to be paid; such notice shall constitute an irrevocable and binding obligation of Borrower to make a payment on the designated date) by 11:00 a.m. on (x) the first third Business Day preceding the date of payment of a Revolver Loan or a Term Loan that is a LIBOR Term Reference Rate Loan, and (y) the date of payment of a Daily SOFR Rate Loan or Base Rate Loan; (ii) each partial payment must be in a minimum amount of at least $500,000 if a Daily SOFR Rate Loan or Base Rate Loan or $1,000,000 if a Revolver Loan or a Term Loan that is a LIBOR Term Reference Rate Loan or, in either case, a greater integral multiple of $100,000; (iii) all accrued interest on the principal amount so to be prepaid must also be paid in full on the date of payment; (iv) Borrower shall pay any related Funding Loss upon demand; and (v) unless a Default or Potential Default has occurred and is continuing (or would arise as a result thereof), any prepayment of the Revolver Principal Debt may be reborrowed by BorrowerXxxxxxxx, subject to the terms and conditions of the Loan Papers. Administrative Agent will promptly notify each Lender of its receipt of a payment notice from Borrower, and of the amount of such Lender’s Commitment Percentage of such prepayment. (g) Borrower may, upon notice to the applicable Swing Line Lender (with a copy to Administrative Agent), at any time or from time to time, voluntarily prepay Swing Line Loans owed to such Swing Line Lender, in whole or in part without premium or penalty; provided, that (i) such notice must be received by the applicable Swing Line Lender and Administrative Agent not later than 12:00 noon on the date of the prepayment, and (ii) any such prepayment shall be in a minimum principal amount of $100,000, or a greater integral multiple thereof. Each such notice shall specify the date and amount of such prepayment. Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein.

Interest and Principal Payments; Prepayments; Voluntary Commitment Reductions. (a) Accrued interest on each Revolver Loan or Term Loan that is a LIBOR EurocurrencyTerm Reference Rate Loan is due and payable on the last day of its Interest PeriodPeriod and on the Termination Date. If any Interest Period with respect to a Revolver Loan or Term Loan that is a LIBOR EurocurrencyTerm Reference Rate Loan is a period greater than three months, then accrued interest is also due and payable on the date three months after the commencement of the Interest Period. Accrued interest on each Base Rate Loan and each Swing Line Loan is due and payable on each Quarterly Date and on the Termination Date.. Accrued interest on each Daily SOFR Rate Loan is due and payable on the last day of each calendar month and on the Termination Date (b) The Revolver Principal Debt is due and payable on the Termination DateDate for the Revolver Facility. (c) Borrower shall repay the outstanding principal amount of each Swing Line Loan on the earlier to occur of (i) the date that is ten fifteen (1015) Business Days after such Swing Line Loan is made, and (ii) the Termination DateDate for the Revolver Facility[Reserved]. (d) The Term Loan Principal Debt is due and payable in equal quarterly installments, such that five percent (5%) of the Term Loan Principal Debt outstanding on the Second Amendment Closing Date is repaid in each consecutive period of four (4) Quarterly Dates, with the first such payment due on January 31, 2020, and continuing on each consecutive Quarterly Date thereafter. Each quarterly installment of the Term Loan Principal Debt shall be applied first, to the Term Unhedged Tranche until the Term Loan Principal Debt with respect to the Term Unhedged Tranche has been fully paid and second, to the Term Hedged Tranche until the Term Loan Principal Debt with respect to the Term Hedged Tranche has been fully paid. A final payment is due on the Termination Date for the Term Loan Facility in an amount equal to all Term Loan Principal Debt then outstanding. (e) If the Revolver Commitment Usage ever exceeds the Total Revolver Commitment, or if the aggregate unpaid principal amount of all outstanding Swing Line Loans ever exceeds the Swing Line Commitment, then Borrower shall immediately prepay Revolver Loans and/or Cash Collateralize the L/C Exposure in an aggregate amount equal to such excess; provided, however, that Borrower shall not be required to Cash Collateralize the L/C Exposure pursuant to this Section 3.2(d3.2(e) unless, after prepayment in full of the Revolver Loans, the Revolver Commitment Usage exceeds the Total Revolver Commitment then in effect. (ef) Without premium or penalty and upon giving at least two Business Days prior written and irrevocable notice to Administrative Agent (who shall promptly notify Revolver Lenders of its receipt of such notice and its contents), Borrower may terminate all or reduce part of the unused portion of the Total Revolver Commitment. Each partial reduction (unless the remaining portion of such commitment is less) must be in an amount of not less than $5,000,000 or a greater integral multiple of $1,000,000, and shall be ratable among all Revolver Lenders according to their respective Commitment Percentages. Once terminated or reduced, such commitments may not be reinstated or increased. Borrower shall not terminate or reduce the Total Revolver Commitment if, after giving effect thereto and to any concurrent prepayments hereunder, the Revolver Commitment Usage would exceed the Total Revolver Commitment. If, after giving effect to any reduction of the Total Revolver Commitment, or the L/C Sublimit, or the Swing Line Sublimit, exceeds the amount of the Total Revolver Commitment, such sublimits shall be automatically reduced by the amount of such excess. Administrative Agent will promptly notify Revolver Lenders of any such notice of termination or reduction of the Total Revolver Commitment. (fg) Borrower may voluntarily prepay all or any part of the Revolver Principal Debt (other than Revolver Principal Debt under the Swing Line Subfacility, which may be prepaid in accordance with clause (gh) below) or the Term Loan Principal Debt at any time without premium or penalty, subject to the following conditions: (i) Administrative Agent must receive Borrower’s written payment notice (which must be in a form acceptable to Administrative Agent and which shall specify (1) the payment date, and (2) the Type and amount of the Loan(s) to be paid; such notice shall constitute an irrevocable and binding obligation of Borrower to make a payment on the designated date) by 11:00 a.m. on (x) the first firstthird Business Day preceding the date of payment of a Revolver Loan or a Term Loan that is a LIBOR EurocurrencyTerm Reference Rate Loan, and (y) the date of payment of a Daily SOFR Rate Loan or Base Rate Loan; (ii) each partial payment must be in a minimum amount of at least $500,000 if a Daily SOFR Rate Loan or Base Rate Loan or $1,000,000 if a Revolver Loan or a Term Loan that is a LIBOR EurocurrencyTerm Reference Rate Loan or, in either case, a greater integral multiple of $100,000; (iii) all accrued interest on the principal amount so to be prepaid must also be paid in full on the date of payment; (iv) Borrower shall pay any related Funding Loss upon demand; and (v) unless a Default or Potential Default has occurred and is continuing (or would arise as a result thereof), any prepayment of the Revolver Principal Debt may be reborrowed by BorrowerXxxxxxxx, subject to the terms and conditions of the Loan Papers. Administrative Agent will promptly notify each Lender of its receipt of a payment notice from Borrower, and of the amount of such Lender’s Commitment Percentage of such prepayment. (gh) Borrower may, upon notice to the applicable Swing Line Lender (with a copy to Administrative Agent), at any time or from time to time, voluntarily prepay Swing Line Loans owed to such Swing Line Lender, in whole or in part without premium or penalty; provided, that (i) such notice must be in a form acceptable to the applicable Swing Line Lender and be received by the applicable Swing Line Lender and Administrative Agent not later than 12:00 noon on the date of the prepayment, and (ii) any such prepayment shall be in a minimum principal amount of $100,000, or a greater integral multiple thereof. Each such notice shall specify the date and amount of such prepayment. Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified thereintherein[Reserved].

Interest and Principal Payments; Prepayments; Voluntary Commitment Reductions. (a) Accrued interest on each Revolver Loan or Term Loan that is a LIBOR LIBOREurocurrency Rate Loan is due and payable on the last day of its Interest PeriodPeriod and on the Termination Date. If any Interest Period with respect to a Revolver Loan or Term Loan that is a LIBOR LIBOREurocurrency Rate Loan is a period greater than three months, then accrued interest is also due and payable on the date three months after the commencement of the Interest Period. Accrued interest on each Base Rate Loan and each Swing Line Loan is due and payable on each Quarterly Date and on the Termination Date. (b) The Revolver Principal Debt is due and payable on the Termination DateDate for the Revolver Facility. (c) Borrower shall repay the outstanding principal amount of each Swing Line Loan on the earlier to occur of (i) the date that is ten (10) Business Days after such Swing Line Loan is made, and (ii) the Termination DateDate for the Revolver Facility. (d) The Term Loan Principal Debt is due and payable in equal quarterly installments, such that five percent (5%) of the Term Loan Principal Debt outstanding on the Closing DateOctober 14, 2016 is repaid in each consecutive period of four (4) Quarterly Dates, with the first such payment due on January 31, 2016,2017, and continuing thereafter on each Quarterly Date, with a final payment due on the Termination Date for the Term Loan Facility in an amount equal to all Term Loan Principal Debt then outstanding. (e) If the Revolver Commitment Usage ever exceeds the Total Revolver Commitment, or if the aggregate unpaid principal amount of all outstanding Swing Line Loans ever exceeds the Swing Line Commitment, then Borrower shall immediately prepay Revolver Loans and/or Cash Collateralize the L/C Exposure in an aggregate amount equal to such excess; provided, however, that Borrower shall not be required to Cash Collateralize the L/C Exposure pursuant to this Section 3.2(d3.2(e) unless, after prepayment in full of the Revolver Loans, the Revolver Commitment Usage exceeds the Total Revolver Commitment then in effect. (ef) Without premium or penalty and upon giving at least two Business Days prior written and irrevocable notice to Administrative Agent (who shall promptly notify Revolver Lenders of its receipt of such notice and its contents), Borrower may terminate all or reduce part of the unused portion of the Total Revolver Commitment. Each partial reduction (unless the remaining portion of such commitment is less) must be in an amount of not less than $5,000,000 or a greater integral multiple of $1,000,000, and shall be ratable among all Revolver Lenders according to their respective Revolver Commitment Percentages. Once terminated or reduced, such commitments may not be reinstated or increased. Borrower shall not terminate or reduce the Total Revolver Commitment if, after giving effect thereto and to any concurrent prepayments hereunder, the Revolver Commitment Usage would exceed the Total Revolver Commitment. If, after giving effect to any reduction of the Total Revolver Commitment, the L/C Sublimit, or the Swing Line Sublimit, exceeds the amount of the Total Revolver Commitment, such sublimits shall be automatically reduced by the amount of such excess. Administrative Agent will promptly notify Revolver Lenders of any such notice of termination or reduction of the Total Revolver Commitment. (fg) Borrower may voluntarily prepay all or any part of the Revolver Principal Debt (other than Revolver Principal Debt under the Swing Line Subfacility, which may be prepaid in accordance with clause (gh) below) or the Term Loan Principal Debt at any time without premium or penalty, subject to the following conditions: (i) Administrative Agent must receive Borrower’s written payment notice (which must be in a form acceptable to Administrative Agent and which shall specify (1) the payment date, and (2) the Type and amount of the Loan(s) to be paid; such notice shall constitute an irrevocable and binding obligation of Borrower to make a payment on the designated date) by 11:00 a.m. on (x) the first Business Day preceding the date of payment of a Revolver Loan or a Term Loan that is a LIBOR LIBOREurocurrency Rate Loan, and (y) the date of payment of a Base Rate Loan; (ii) each partial payment must be in a minimum amount of at least $500,000 if a Base Rate Loan or $1,000,000 if a Revolver Loan or a Term Loan that is a LIBOR LIBOREurocurrency Rate Loan or, in either case, a greater integral multiple of $100,000; (iii) all accrued interest on the principal amount so to be prepaid must also be paid in full on the date of payment; (iv) Borrower shall pay any related Funding Loss upon demand; and (v) unless a Default or Potential Default has occurred and is continuing (or would arise as a result thereof), any prepayment of the Revolver Principal Debt may be reborrowed by Borrower, subject to the terms and conditions of the Loan Papers. Administrative Agent will promptly notify each Lender of its receipt of a payment notice from Borrower, and of the amount of such Lender’s Commitment Percentage of such prepayment. (gh) Borrower may, upon notice to the applicable Swing Line Lender (with a copy to Administrative Agent), at any time or from time to time, voluntarily prepay Swing Line Loans owed to such Swing Line Lender, in whole or in part without premium or penalty; provided, that (i) such notice must be in a form acceptable to the applicable Swing Line Lender and be received by the applicable Swing Line Lender and Administrative Agent not later than 12:00 noon on the date of the prepayment, and (ii) any such prepayment shall be in a minimum principal amount of $100,000, or a greater integral multiple thereof. Each such notice shall specify the date and amount of such prepayment. Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein.

Interest and Principal Payments; Prepayments; Voluntary Commitment Reductions. (a) Accrued interest on each Revolver Loan or Term Loan that is a LIBOR Eurocurrency Rate Loan is due and payable on the last day of its Interest PeriodPeriod and on the Termination Date. If any Interest Period with respect to a Revolver Loan or Term Loan that is a LIBOR Eurocurrency Rate Loan is a period greater than three months, then accrued interest is also due and payable on the date three months after the commencement of the Interest Period. Accrued interest on each Base Rate Loan and each Swing Line Loan is due and payable on each Quarterly Date and on the Termination Date. (b) The Revolver Principal Debt is due and payable on the Termination DateDate for the Revolver Facility. (c) Borrower shall repay the outstanding principal amount of each Swing Line Loan on the earlier to occur of (i) the date that is ten fifteen (1015) Business Days after such Swing Line Loan is made, and (ii) the Termination DateDate for the Revolver Facility. (d) The Term Loan Principal Debt is due and payable in equal quarterly installments, such that five percent (5%) of the Term Loan Principal Debt outstanding on the Second Amendment Closing Date is repaid in each consecutive period of four (4) Quarterly Dates, with the first such payment due on January 31, 2020, and continuing on each consecutive Quarterly Date thereafter. Each quarterly installment of the Term Loan Principal Debt shall be applied first, to the Term Unhedged Tranche until the Term Loan Principal Debt with respect to the Term Unhedged Tranche has been fully paid and second, to the Term Hedged Tranche until the Term Loan Principal Debt with respect to the Term Hedged Tranche has been fully paid. A final payment is due on the Termination Date for the Term Loan Facility in an amount equal to all Term Loan Principal Debt then outstanding. (e) If the Revolver Commitment Usage ever exceeds the Total Revolver Commitment, or if the aggregate unpaid principal amount of all outstanding Swing Line Loans ever exceeds the Swing Line Commitment, then Borrower shall immediately prepay Revolver Loans and/or Cash Collateralize the L/C Exposure in an aggregate amount equal to such excess; provided, however, that Borrower shall not be required to Cash Collateralize the L/C Exposure pursuant to this Section 3.2(d3.2(e) unless, after prepayment in full of the Revolver Loans, the Revolver Commitment Usage exceeds the Total Revolver Commitment then in effect. (ef) Without premium or penalty and upon giving at least two Business Days prior written and irrevocable notice to Administrative Agent (who shall promptly notify Revolver Lenders of its receipt of such notice and its contents), Borrower may terminate all or reduce part of the unused portion of the Total Revolver Commitment. Each partial reduction (unless the remaining portion of such commitment is less) must be in an amount of not less than $5,000,000 or a greater integral multiple of $1,000,000, and shall be ratable among all Revolver Lenders according to their respective Commitment Percentages. Once terminated or reduced, such commitments may not be reinstated or increased. Borrower shall not terminate or reduce the Total Revolver Commitment if, after giving effect thereto and to any concurrent prepayments hereunder, the Revolver Commitment Usage would exceed the Total Revolver Commitment. If, after giving effect to any reduction of the Total Revolver Commitment, the L/C Sublimit, or the Swing Line Sublimit, exceeds the amount of the Total Revolver Commitment, such sublimits shall be automatically reduced by the amount of such excess. Administrative Agent will promptly notify Revolver Lenders of any such notice of termination or reduction of the Total Revolver Commitment. (fg) Borrower may voluntarily prepay all or any part of the Revolver Principal Debt (other than Revolver Principal Debt under the Swing Line Subfacility, which may be prepaid in accordance with clause (gh) below) or the Term Loan Principal Debt at any time without premium or penalty, subject to the following conditions: (i) Administrative Agent must receive Borrower’s written payment notice (which must be in a form acceptable to Administrative Agent and which shall specify (1) the payment date, and (2) the Type and amount of the Loan(s) to be paid; such notice shall constitute an irrevocable and binding obligation of Borrower to make a payment on the designated date) by 11:00 a.m. on (x) the first Business Day preceding the date of payment of a Revolver Loan or a Term Loan that is a LIBOR Eurocurrency Rate Loan, and (y) the date of payment of a Base Rate Loan; (ii) each partial payment must be in a minimum amount of at least $500,000 if a Base Rate Loan or $1,000,000 if a Revolver Loan or a Term Loan that is a LIBOR Eurocurrency Rate Loan or, in either case, a greater integral multiple of $100,000; (iii) all accrued interest on the principal amount so to be prepaid must also be paid in full on the date of payment; (iv) Borrower shall pay any related Funding Loss upon demand; and (v) unless a Default or Potential Default has occurred and is continuing (or would arise as a result thereof), any prepayment of the Revolver Principal Debt may be reborrowed by Borrower, subject to the terms and conditions of the Loan Papers. Administrative Agent will promptly notify each Lender of its receipt of a payment notice from Borrower, and of the amount of such Lender’s Commitment Percentage of such prepayment. (gh) Borrower may, upon notice to the applicable Swing Line Lender (with a copy to Administrative Agent), at any time or from time to time, voluntarily prepay Swing Line Loans owed to such Swing Line Lender, in whole or in part without premium or penalty; provided, that (i) such notice must be in a form acceptable to the applicable Swing Line Lender and be received by the applicable Swing Line Lender and Administrative Agent not later than 12:00 noon on the date of the prepayment, and (ii) any such prepayment shall be in a minimum principal amount of $100,000, or a greater integral multiple thereof. Each such notice shall specify the date and amount of such prepayment. Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein.

Interest and Principal Payments; Prepayments; Voluntary Commitment Reductions. (a) Accrued interest on each Revolver Loan or Term Loan that is a LIBOR Loan is due and payable on the last day of its Interest PeriodPeriod and on the Termination Date. If any Interest Period with respect to a Revolver Loan or Term Loan that is a LIBOR Loan is a period greater than three months, then accrued interest is also due and payable on the date three months after the commencement of the Interest Period. Accrued interest on each Base Rate Loan and each Swing Line Loan is due and payable on each Quarterly Date and on the Termination Date. (b) The Revolver Principal Debt is due and payable on the Termination DateDate for the Revolver Facility. (c) Borrower shall repay the outstanding principal amount of each Swing Line Loan on the earlier to occur of (i) the date that is ten (10) Business Days after such Swing Line Loan is made, and (ii) the Termination DateDate for the Revolver Facility. (d) The Term Loan Principal Debt is due and payable in equal quarterly installments, such that five percent (5%) of the Term Loan Principal Debt outstanding on the Closing Date is repaid in each consecutive period of four (4) Quarterly Dates, with the first such payment due on January 31, 2016, and continuing thereafter on each Quarterly Date, with a final payment due on the Termination Date for the Term Loan Facility in an amount equal to all Term Loan Principal Debt then outstanding. (e) If the Revolver Commitment Usage ever exceeds the Total Revolver Commitment, or if the aggregate unpaid principal amount of all outstanding Swing Line Loans ever exceeds the Swing Line Commitment, then Borrower shall immediately prepay Revolver Loans and/or Cash Collateralize the L/C Exposure in an aggregate amount equal to such excess; provided, however, that Borrower shall not be required to Cash Collateralize the L/C Exposure pursuant to this Section 3.2(d3.2(e) unless, after prepayment in full of the Revolver Loans, the Revolver Commitment Usage exceeds the Total Revolver Commitment then in effect. (ef) Without premium or penalty and upon giving at least two Business Days prior written and irrevocable notice to Administrative Agent (who shall promptly notify Revolver Lenders of its receipt of such notice and its contents), Borrower may terminate all or reduce part of the unused portion of the Total Revolver Commitment. Each partial reduction (unless the remaining portion of such commitment is less) must be in an amount of not less than $5,000,000 or a greater integral multiple of $1,000,000, and shall be ratable among all Revolver Lenders according to their respective Revolver Commitment Percentages. Once terminated or reduced, such commitments may not be reinstated or increased. Borrower shall not terminate or reduce the Total Revolver Commitment if, after giving effect thereto and to any concurrent prepayments hereunder, the Revolver Commitment Usage would exceed the Total Revolver Commitment. If, after giving effect to any reduction of the Total Revolver Commitment, the L/C Sublimit, or the Swing Line Sublimit, exceeds the amount of the Total Revolver Commitment, such sublimits shall be automatically reduced by the amount of such excess. Administrative Agent will promptly notify Revolver Lenders of any such notice of termination or reduction of the Total Revolver Commitment. (fg) Borrower may voluntarily prepay all or any part of the Revolver Principal Debt (other than Revolver Principal Debt under the Swing Line Subfacility, which may be prepaid in accordance with clause (gh) below) or the Term Loan Principal Debt at any time without premium or penalty, subject to the following conditions: (i) Administrative Agent must receive Borrower’s written payment notice (which must be in a form acceptable to Administrative Agent and which shall specify (1) the payment date, and (2) the Type and amount of the Loan(s) to be paid; such notice shall constitute an irrevocable and binding obligation of Borrower to make a payment on the designated date) by 11:00 a.m. on (x) the first Business Day preceding the date of payment of a Revolver Loan or a Term Loan that is a LIBOR Loan, and (y) the date of payment of a Base Rate Loan; (ii) each partial payment must be in a minimum amount of at least $500,000 if a Base Rate Loan or $1,000,000 if a Revolver Loan or a Term Loan that is a LIBOR Loan or, in either case, a greater integral multiple of $100,000; (iii) all accrued interest on the principal amount so to be prepaid must also be paid in full on the date of payment; (iv) Borrower shall pay any related Funding Loss upon demand; and (v) unless a Default or Potential Default has occurred and is continuing (or would arise as a result thereof), any prepayment of the Revolver Principal Debt may be reborrowed by Borrower, subject to the terms and conditions of the Loan Papers. Administrative Agent will promptly notify each Lender of its receipt of a payment notice from Borrower, and of the amount of such Lender’s Commitment Percentage of such prepayment. (gh) Borrower may, upon notice to the applicable Swing Line Lender (with a copy to Administrative Agent), at any time or from time to time, voluntarily prepay Swing Line Loans owed to such Swing Line Lender, in whole or in part without premium or penalty; provided, that (i) such notice must be in a form acceptable to the applicable Swing Line Lender and be received by the applicable Swing Line Lender and Administrative Agent not later than 12:00 noon on the date of the prepayment, and (ii) any such prepayment shall be in a minimum principal amount of $100,000, or a greater integral multiple thereof. Each such notice shall specify the date and amount of such prepayment. Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein.