Common use of Mandatory Prepayments of Revolving Loans Clause in Contracts

Mandatory Prepayments of Revolving Loans. If for any reason the Total Revolving Outstandings at any time exceed the Aggregate Revolving Commitments then in effect, the Borrowers shall immediately prepay Revolving Loans and/or the Swing Line Loans and/or Cash Collateralize the L/C Obligations in an aggregate amount equal to such excess; provided, however, that the Borrowers shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.05(b) unless after the prepayment in full of the Revolving Loans and Swing Line Loans, the Total Revolving Outstandings exceed the Aggregate Revolving Commitments then in effect. The Administrative Agent, acting reasonably, may, at any time and from time to time after the initial deposit of such Cash Collateral, request that additional Cash Collateral be provided in order to protect against the results of further exchange rate fluctuations. If the Administrative Agent notifies the Company at any time that the Outstanding Amount of all Loans denominated in Alternative Currencies plus aggregate Outstanding Amount of the L/C Obligations denominated in an Alternative Currency at such time exceeds an amount equal to 105% of the Alternative Currency Sublimit then in effect, then, within two Business Days after receipt of such notice, the Company shall prepay Loans in an aggregate amount sufficient to reduce such Outstanding Amount as of such date of payment to an amount not to exceed 100% of the Alternative Currency Sublimit then in effect. If the Administrative Agent notifies the Company at any time that the Outstanding Amount of all Loans made to the Foreign Borrowers plus all L/C Obligations of the Foreign Borrowers at such time exceeds an amount equal to 105% of the Foreign Borrower Sublimit then in effect, then, within two Business Days after receipt of such notice, the Company shall prepay Loans in an aggregate amount sufficient to reduce such Outstanding Amount as of such date of payment to an amount not to exceed 100% of the Foreign Borrower Sublimit then in effect. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied to Revolving Loans and Swing Line Loans and (after all Revolving Loans and all Swing Line Loans have been repaid) to Cash Collateralize L/C Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurocurrency Rate Loans in direct order of Interest Period maturities (beginning with the earliest maturity). All prepayments under this Section 2.05 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.

Mandatory Prepayments of Revolving Loans. If for any reason the Total Revolving Outstandings at any time exceed the Aggregate Revolving Commitments then in effect, the Borrowers shall immediately prepay Revolving Loans and/or the Swing Line Loans and/or Cash Collateralize the L/C Obligations in an aggregate amount equal to such excess; provided, however, that the Borrowers shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.05(b) unless after the prepayment in full of the Revolving Loans and Swing Line Loans, the Total Revolving Outstandings exceed the Aggregate Revolving Commitments then in effect. The Administrative Agent, acting reasonably, may, at any time and from time to time after the initial deposit of such Cash Collateral, request that additional Cash Collateral be provided in order to protect against the results of further exchange rate fluctuations. If the Administrative Agent notifies the Company at any time that the Outstanding Amount of all Loans denominated in Alternative Currencies plus aggregate Outstanding Amount of the L/C Obligations denominated in an Alternative Currency at such time exceeds an amount equal to 105% of the Alternative Currency Sublimit then in effect, then, within two (2) Business Days after receipt of such notice, the Company shall prepay Loans in an aggregate amount sufficient to reduce such Outstanding Amount as of such date of payment to an amount not to exceed 100% of the Alternative Currency Sublimit then in effect. If the Administrative Agent notifies the Company at any time that the Outstanding Amount of all Loans made to the Foreign Borrowers plus all L/C Obligations of the Foreign Borrowers at such time exceeds an amount equal to 105% of the Foreign Borrower Sublimit then in effect, then, within two (2) Business Days after receipt of such notice, the Company shall prepay Loans in an aggregate amount sufficient to reduce such Outstanding Amount as of such date of payment to an amount not to exceed 100% of the Foreign Borrower Sublimit then in effect. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied to Revolving Loans and Swing Line Loans and (after all Revolving Loans and all Swing Line Loans have been repaid) to Cash Collateralize L/C Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first ratably to Base Rate Loans, then to Alternative Currency Daily Rate Loans, then to Term SOFR Loans and then lastly to Eurocurrency Alternative Currency Term Rate Loans (for Term SOFR Loans and Alternative Currency Term Rate Loans, in direct order of Interest Period maturities (maturities, beginning with the earliest maturity). All prepayments under this Section 2.05 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.

Mandatory Prepayments of Revolving Loans. If for any reason In addition to the Total Revolving Outstandings at any time exceed the Aggregate Revolving Commitments then in effect, the Borrowers shall immediately prepay Revolving Loans and/or the Swing Line Loans and/or Cash Collateralize the L/C Obligations in an aggregate amount equal to such excess; provided, however, that the Borrowers shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.05(b) unless after the prepayment in full payments of principal of the Revolving Loans set forth in SECTION 2.3 and Swing Line Loansany optional payments of principal of the Revolving Loans effected under SECTIONS 2.3 AND 2.7, the Borrower shall make the following required prepayments, which prepayments shall not result in a permanent reduction of the Total Revolving Credit Commitment, each such prepayment to be made to the Agent for the benefit of the Lenders within the time period specified below: (a) In the event that the Borrower determines to dispose of a Pledged Property constituting a part of the Pledge Pool, in accordance with the provisions of SECTION 4.4(B), and (A) fails to provide a substitute Pledged Property or (B) provides a substitute Pledged Property having an Appraised Value that is less than the Appraised Value of the Pledged Property being disposed, then the Borrower shall make, or shall cause any Guarantor, as applicable, to make, a payment from the Net Proceeds of the disposition of such Pledged Property in an amount equal (i) 100% of such Net Proceeds, in the case of (A) above, or (ii) the difference between the Appraised Value of the disposed Pledged Property and the substitute Pledged Property, in the case of (B) above, PLUS, in either case, any other amount necessary to cause the amount of Outstandings not to exceed the Aggregate Revolving Commitments then in effectBorrowing Base as of the date of such disposition. The Administrative Each such payment shall be made within 15 Business Days of receipt of such Net Proceeds and upon not less than three Business Days' written notice to the Agent, acting reasonablywhich notice shall include a certificate of an Authorized Representative setting forth in reasonable detail the calculations utilized in computing the amount of Net Proceeds. (b) The Borrower shall make, mayor shall cause each applicable Guarantor, at any time and to make, a payment from time to time after the initial deposit of such Cash Collateral, request that additional Cash Collateral be provided in order to protect against the results of further exchange rate fluctuations. If the Administrative Agent notifies the Company at any time that the Outstanding Amount of all Loans denominated in Alternative Currencies plus aggregate Outstanding Amount Net Proceeds from each private or public offering of the L/C Obligations denominated equity securities of the Borrower or such Guarantor in an Alternative Currency at such time exceeds an amount equal to 105100% of the Alternative Currency Sublimit then in effectsuch Net Proceeds, then, each such payment to be made within two ten Business Days after of receipt of such noticeNet Proceeds and upon not less than three Business Days' written notice to the Agent, which notice shall include a certificate of an Authorized Representative setting forth in reasonable detail the calculations used in computing the amount of such payment. (c) In the event (i) of damage, destruction or condemnation of any Pledged Property or portion thereof for which the Borrower reasonably estimates the cost of rebuilding, restoration or repair of such Pledged Property to be $250,000 or more, (ii) the Agent shall not have received from the Borrower a certificate satisfying the requirements of either SECTION 4.7(A) through (D) or SECTION 7.2(A) through (G) of the Mortgage, and (iii) there shall not have been deposited with the Agent the amounts necessary to fully pay for the restoration, repair or replacement of the Mortgaged Property, then the Agent shall have the right, at its option, to order an appraisal by a Qualified Appraiser (or other evidence of value acceptable in the Agent's sole discretion) of such Pledged Property, in the Borrower's name and at its sole expense. Within 15 Business Days of the Agent's receipt of such appraisal, the Company Borrower shall prepay Loans in an aggregate amount sufficient make, or shall cause any Guarantor, as applicable, to reduce such Outstanding Amount as make, a payment of such date of payment to an amount not to exceed 100% principal of the Alternative Currency Sublimit then in effect. If the Administrative Agent notifies the Company at any time that the Outstanding Amount of all Loans made to the Foreign Borrowers plus all L/C Obligations of the Foreign Borrowers at such time exceeds Agent in an amount equal to 105% of the Foreign Borrower Sublimit then in effectdifference, thenif any, within two Business Days after receipt between the Borrowing Base adjusted to give effect to the Appraised Value of such noticePledged Property giving effect to such damage, the Company shall prepay Loans in an aggregate amount sufficient to reduce such Outstanding Amount as of such date of payment to an amount not to exceed 100% of the Foreign Borrower Sublimit then in effect. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied to Revolving Loans and Swing Line Loans and (after all Revolving Loans and all Swing Line Loans have been repaid) to Cash Collateralize L/C Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurocurrency Rate Loans in direct order of Interest Period maturities (beginning with the earliest maturity). All prepayments under this Section 2.05 shall be subject to Section 3.05, but otherwise without premium destruction or penaltycondemnation, and the Outstandings, to the extent the Outstandings shall be accompanied by interest on exceed the principal amount prepaid through the date of prepaymentadjusted Borrowing Base.

Mandatory Prepayments of Revolving Loans. If for On the date of effectiveness (determined pursuant to subsection (i) of this Section) of any reason reduction of the Total Revolving Outstandings at any time exceed the Aggregate Revolving Commitments then in effectpursuant to subsection (e) or (f) of this Section, the Borrowers shall immediately prepay Revolving Loans and/or or provide cover for the Swing Line Loans and/or Cash Collateralize Aggregate Revolving LC Exposure in such aggregate Dollar Amount (together with accrued interest thereon) as shall be necessary so that, immediately after giving effect to such payment, the L/C Obligations in an aggregate amount equal to such excess; provided, however, that of the Borrowers shall not be required to Cash Collateralize Revolving Outstandings of all Lenders minus the L/C Obligations amount of any cover for Aggregate Revolving LC Exposure then held by the Administrative Agent pursuant to this Section 2.05(bclause (h) unless after does not exceed the prepayment Revolving Commitments as then reduced, first, by prepaying the Revolving Loans and second, following payment in full of all the Revolving Loans, by providing cover for Aggregate Revolving LC Exposure. Cover for Aggregate Revolving LC Exposure shall be effected by paying to the Administrative Agent, (x) with respect to Aggregate Revolving LC Exposure in respect of Dollar-Denominated Letters of Credit, Dollars in Federal or other immediately available funds, and (y) with respect to Aggregate Revolving LC Exposure in respect of Alternative Currency Letters of Credit, the relevant Alternative Currency in such funds as may then be customary for the settlement of international transactions in such Alternative Currency, in each case to be held by the Administrative Agent in the General Cash Collateral Account, in an amount required by the preceding sentence (after giving effect to repayments and prepayments of the Revolving Loans pursuant to the preceding sentence), which amount shall be retained by the Administrative Agent in such General Cash Collateral Account until such time as the Letters of Credit shall have been terminated and Swing Line Loans, the Total Revolving Outstandings exceed all of the Aggregate Revolving LC Exposure paid in full; provided that if the Revolving Commitments then shall have been terminated, all other amounts payable hereunder shall have been paid in effect. The full and no Default shall have occurred and be continuing, the Administrative Agent, acting reasonably, may, at any time and Agent shall from time to time after upon the initial deposit request of the relevant Borrower return to the relevant Borrower such portion of such Cash Collateral, request that additional Cash Collateral be provided in order to protect against the results of further exchange rate fluctuations. If amount as the Administrative Agent notifies the Company at any time that the Outstanding Amount of all Loans denominated in Alternative Currencies plus aggregate Outstanding Amount of the L/C Obligations denominated in an Alternative Currency at such time exceeds an amount equal its sole discretion determines is no longer needed to 105% of the Alternative Currency Sublimit then in effect, then, within two Business Days after receipt of such notice, the Company shall prepay Loans in an aggregate amount sufficient to reduce such Outstanding Amount as of such date of payment to an amount not to exceed 100% of the Alternative Currency Sublimit then in effect. If the Administrative Agent notifies the Company at any time that the Outstanding Amount of all Loans made to the Foreign Borrowers plus all L/C Obligations of the Foreign Borrowers at such time exceeds an amount equal to 105% of the Foreign Borrower Sublimit then in effect, then, within two Business Days after receipt of such notice, the Company shall prepay Loans in an aggregate amount sufficient to reduce such Outstanding Amount as of such date of payment to an amount not to exceed 100% of the Foreign Borrower Sublimit then in effect. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied to provide cover for Aggregate Revolving Loans LC Exposure and Swing Line Loans related fees and (after all Revolving Loans and all Swing Line Loans have been repaid) to Cash Collateralize L/C Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurocurrency Rate Loans in direct order of Interest Period maturities (beginning with the earliest maturity). All prepayments expenses payable under this Section 2.05 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 prepaymentAgreement.

Mandatory Prepayments of Revolving Loans. If (a) In addition to repayments under Section 2.5(B)(i), if at any time and for any reason (other than fluctuations in currency exchange rates) the Total Dollar Amount of the Revolving Outstandings at any time exceed Credit Obligations are greater than the Aggregate Revolving Commitments then in effectLoan Commitment, the Borrowers shall immediately prepay Revolving Loans and/or make a mandatory prepayment of the Swing Line Loans and/or Cash Collateralize the L/C Obligations in an aggregate amount equal to such excess; provided, however, that . (b) If on the Borrowers shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.05(blast Business Day of any month: (1) unless after the prepayment in full The Dollar Amount of the Revolving Loans and Swing Line Loans, the Total Revolving Outstandings exceed Loan Obligations exceeds one hundred five percent (105%) of the Aggregate Revolving Commitments then Loan Commitment as a result of fluctuations in effect. The Administrative Agentcurrency exchange rates, acting reasonably, may, SDM shall immediately prepay Loans for the ratable benefit of the Lenders (to be applied to such Loans as SDM shall direct at any the time and from time to time after the initial deposit of such Cash Collateralpayment) in an aggregate amount such that after giving effect thereto the Dollar Amount of the Revolving Credit Obligations is less than or equal to the Aggregate Revolving Loan Commitment; (2) The Dollar Amount of the Eurocurrency Rate Loans exceeds one hundred five percent (105%) of the Maximum Non-Eurodollar Eurocurrency Amount as a result of fluctuations in currency exchange rates, request SDM shall immediately prepay Loans for the ratable benefit of the Lenders (to be applied to such Loans as SDM shall direct at the time of such payment) in an aggregate amount such that additional Cash Collateral be provided in order to protect against after giving effect thereto the results Dollar Amount of further exchange rate fluctuations. If the Administrative Agent notifies the Company at any time that the Outstanding Eurocurrency Rate Loans is less than or equal to the Maximum Non-Eurodollar Eurocurrency Amount; or (3) The Dollar Amount of all outstanding Swing Line Loans denominated in Alternative Currencies plus aggregate Outstanding Amount exceeds one hundred five percent (105%) of the L/C Obligations denominated Swing Line Commitments as a result of fluctuations in an Alternative Currency at such time exceeds an amount equal to 105% of the Alternative Currency Sublimit then in effect, then, within two Business Days after receipt of such noticecurrency exchange rates, the Company applicable Swing Line Borrower shall prepay on such date prepay, or cause to be prepaid, Swing Line Loans in an aggregate amount sufficient to reduce such Outstanding Amount as of such date of payment to an amount not to exceed 100% of that after giving effect thereto the Alternative Currency Sublimit then in effect. If the Administrative Agent notifies the Company at any time that the Outstanding Dollar Amount of all Loans made to the Foreign Borrowers plus all L/C Obligations of the Foreign Borrowers at such time exceeds an amount equal to 105% of the Foreign Borrower Sublimit then in effect, then, within two Business Days after receipt of such notice, the Company shall prepay Loans in an aggregate amount sufficient to reduce such Outstanding Amount as of such date of payment to an amount not to exceed 100% of the Foreign Borrower Sublimit then in effect. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied to Revolving Loans and Swing Line Loans and (after all Revolving Loans and all is less than or equal to the aggregate Swing Line Loans have been repaid) to Cash Collateralize L/C Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurocurrency Rate Loans in direct order of Interest Period maturities (beginning with the earliest maturity). All prepayments under this Section 2.05 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 prepaymentCommitments.

Mandatory Prepayments of Revolving Loans. If for any reason the Total Revolving Outstandings at any time exceed the Aggregate Revolving Commitments then in effect, the Borrowers shall immediately prepay Revolving Loans and/or the Swing Line Loans and/or Cash Collateralize the L/C Obligations in an aggregate amount equal to such excess; provided, however, that the Borrowers shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.05(b) unless after the prepayment in full of the Revolving Loans and Swing Line Loans, the Total Revolving Outstandings exceed the Aggregate Revolving Commitments then in effect. The Administrative Agent, acting reasonably, may, at any time and from time to time after the initial deposit of such Cash Collateral, request that additional Cash Collateral be provided in order to protect against the results of further exchange rate fluctuations. If the Administrative Agent notifies the Company at any time that the Outstanding Amount of all Loans denominated in Alternative Currencies plus aggregate Outstanding Amount of the L/C Obligations denominated in an Alternative Currency at such time exceeds an amount equal to 105% of the Alternative Currency Sublimit then in effect, then, within two (2) Business Days after receipt of such notice, the Company shall prepay Loans in an aggregate amount sufficient to reduce such Outstanding Amount as of such date of payment to an amount not to exceed 100% of the Alternative Currency Sublimit then in effect. If the Administrative Agent notifies the Company at any time that the Outstanding Amount of all Loans made to the Foreign Borrowers plus all L/C Obligations of the Foreign Borrowers at such time exceeds an amount equal to 105% of the Foreign Borrower Sublimit then in effect, then, within two (2) Business Days after receipt of such notice, the Company shall prepay Loans in an aggregate amount sufficient to reduce such Outstanding Amount as of such date of payment to an amount not to exceed 100% of the Foreign Borrower Sublimit then in effect. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied to Revolving Loans and Swing Line Loans and (after all Revolving Loans and all Swing Line Loans have been repaid) to Cash Collateralize L/C Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first ratably to Base Rate Loans and and, then to Eurocurrency Rate LoansAlternative Currency Daily Rate Loans, then to LIBOR Rate Loans and lastly to Alternative Currency Term Rate Loans (for LIBOR Rate Loans and Alternative Currency Term Rate Loans, in direct order of Interest Period maturities (, beginning with the earliest maturity). All prepayments under this Section 2.05 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.

Mandatory Prepayments of Revolving Loans. (i) If at any time and for any reason (other than fluctuations in currency exchange rates) the Total Dollar Amount of the Revolving Outstandings at any time exceed Credit Obligations is greater than the Aggregate Revolving Commitments then in effectLoan Commitment, the Borrowers Company shall immediately prepay Revolving Loans and/or make a mandatory prepayment of the Swing Line Loans and/or Cash Collateralize the L/C Obligations in an aggregate amount equal to such excess; provided. (ii) If on the last Business Day of any month, however, that the Borrowers shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.05(b) unless after the prepayment in full Dollar Amount of the Revolving Loans and Swing Line Loans, the Total Revolving Outstandings exceed Credit Obligations exceeds one hundred percent (100%) of the Aggregate Revolving Commitments then Loan Commitment, applicable Borrower shall immediately prepay Loans for the ratable benefit of the Lenders (to be applied to such Loans as such Borrower shall direct at the time of such payment) in effect. The an aggregate amount such that after giving effect thereto the Dollar Amount of the Revolving Credit Obligations is less than or equal to the Aggregate Revolving Loan Commitment. (iii) Upon and simultaneously with any optional repayment or prepayment of the "Facility Obligations" under (and as defined in) the 364-Day Finance Facility Agreement following the Conversion Date (other than in connection with a "Refunding Borrowing" as defined therein), the Company shall immediately notify the Administrative AgentAgent and the Lenders thereof and the Company agrees to prepay the Obligations such that the outstanding principal balance of the Loans shall be reduced by an amount such that the relative size that the outstanding principal balance of the Loans bears to the sum of (a) the "Matured Values" of all outstanding "Advances" held by Windmill Funding Corporation plus (b) the aggregate principal amount of all outstanding "Advances" made or held by the 364-Day CLO Lenders other than Windmill Funding Corporation, acting reasonablyremains constant. (iv) After each of the 5-Year Credit Agreement and the 5-Year CLO Finance Facility Agreement have been terminated and all obligations thereunder (other than contingent indemnification obligations) have been paid in full, may, if at any time and from time for any reason the Company shall, or it shall permit any Subsidiary to, consummate any Asset Sale (other than Asset Sales permitted under Sections 7.3(B)(i) and (ii)) or Sale and Leaseback Transaction which represents the disposition, together with all other Asset Sales and Sale and Leaseback Transactions since the Closing Date (each such Asset Sale and each such Sale and Leaseback Transaction being valued at book value), in the aggregate of greater than fifteen percent (15%) of the Consolidated Net Assets of the Company as of the date of such Asset Sale or Sale and Leaseback Transaction (calculated without giving effect to time such Asset Sale or Sale and Leaseback Transaction, as applicable) (the -38- 49 "EXCESS PROCEEDS"), which Asset Sales and Sale and Leaseback Transactions shall be permitted only so long as no Default or Unmatured Default shall have occurred and is continuing as of the date of such transaction or, after the initial deposit of such Cash Collateral, request that additional Cash Collateral be provided in order to protect against the results of further exchange rate fluctuations. If the Administrative Agent notifies the Company at any time that the Outstanding Amount of all Loans denominated in Alternative Currencies plus aggregate Outstanding Amount consummation of the L/C Obligations denominated in an Alternative Currency at such time exceeds Asset Sale or Sale and Leaseback Transaction, as applicable, and after giving effect thereto, would exist, the Aggregate Revolving Loan Commitment, if any, shall be permanently reduced by an amount equal to 105% of the Alternative Currency Sublimit then in effect, then, within two Business Days after receipt portion of such notice, Excess Proceeds not otherwise applied to the 5-Year Credit Agreement and the 5-Year CLO Finance Facility Agreement as required by Section 7.2(N) and the Company shall prepay Loans in an aggregate amount sufficient to reduce such Outstanding Amount as of such date of payment to an amount not to exceed 100% immediately make a mandatory prepayment of the Alternative Currency Sublimit then Obligations in effect. If the Administrative Agent notifies the Company at any time that the Outstanding Amount of all Loans made to the Foreign Borrowers plus all L/C Obligations of the Foreign Borrowers at such time exceeds an amount equal to 105% such portion of such Excess Proceeds. (v) All of the Foreign Borrower Sublimit then in effect, then, within two Business Days after receipt of such notice, the Company shall prepay Loans in an aggregate amount sufficient to reduce such Outstanding Amount as of such date of payment to an amount not to exceed 100% of the Foreign Borrower Sublimit then in effect. All amounts required to be paid pursuant to mandatory prepayments made under this Section 2.05(b2.5(B) shall be applied to Revolving Loans and Swing Line Loans and (after all Revolving Loans and all Swing Line Loans have been repaid) to Cash Collateralize L/C Obligations. Within the parameters of the applications set forth above, prepayments shall be applied first to Base Floating Rate Loans and to any Eurocurrency Rate Loans maturing on such date and then to subsequently maturing Eurocurrency Rate Loans in direct order of Interest Period maturities (beginning with the earliest maturity). All prepayments under this Section 2.05 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.