Common use of Mandatory Clause in Contracts

Mandatory. (i) If the Designated Agent provides a written notice in conformity with Section 2.10(b)(ii) to the Borrower that, on any date, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars then outstanding and (B) the Equivalent in Dollars (determined on the third Business Day prior to such date) of the aggregate principal amount of all Advances denominated in Committed Currencies then outstanding exceeds 102% of the aggregate Commitments of the Lenders on such date, the Borrower shall, within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect to such prepayment of Advances, the sum of (A) and (B) above does not exceed 100% of the aggregate Commitments of the Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereof. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Rate Advance on a date other than the last day of an Interest Period, with any additional amounts which the Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b). The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereof.

Mandatory. (i) If If, on the Designated last day of any calendar month, the Administrative Agent provides a written notice in conformity with Section 2.10(b)(ii) to notifies the Borrower that, on any interest payment date, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars plus the aggregate Available Amount of all Letters of Credit denominated in Dollars then outstanding and plus (B) the Equivalent in Dollars (determined on the third Business Day prior to such interest payment date) of the aggregate principal amount of all Advances denominated in Committed Currencies plus the Available Amount of all Letters of Credit denominated in Committed Currencies then outstanding exceeds 102105% of the aggregate Revolving Credit Commitments of the Lenders on such date, the Borrower shall, as soon as practicable and in any event within two five Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect owing by the Borrower in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Revolving Credit Commitments of the Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereofdate. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency LIBO Rate Advance on a date other than the last day of an Interest PeriodPeriod or at its maturity, with any additional amounts which the Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b)3.4. The Designated Administrative Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereofLenders.

Mandatory. (i) If If, on any date, the Designated Administrative Agent provides a written notice in conformity with Section 2.10(b)(ii) to notifies the Borrower Representative that, on any datedate of determination (which, for the avoidance of doubt, shall be no less frequently than quarterly), the sum of (A) the aggregate principal amount of all Advances denominated in Dollars then outstanding and plus (B) the Equivalent in Dollars (determined on the third Business Day prior to such determination date) of the aggregate principal amount of all Advances denominated in Committed Currencies then outstanding exceeds 102103% of the aggregate Commitments of the Lenders Aggregate Commitment on such date, the Borrower Borrowers shall, as soon as practicable and in any event within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect owing by the Borrowers in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Commitments of the Lenders Aggregate Commitment on such date as set forth in the written date. The Administrative Agent shall give prompt notice from the Designated Agent of any prepayment required under this Section 2.7(b)(i) to the Borrower pursuant Representative and the Lenders, and shall provide prompt notice to the terms hereofBorrower Representative of any such notice of required prepayment received by it from any Lender. (ii) Each prepayment made pursuant to this Section 2.10(b2.7(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Term SOFR Advance or a Eurocurrency Rate Advance on a date other than the last day of an Interest PeriodPeriod or at its maturity, with any additional amounts which the applicable Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b). The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereof3.4.

Mandatory. (i) If If, on any date, the Designated Agent provides a written notice in conformity with Section 2.10(b)(ii) to notifies the Borrower that, on any interest payment date, the sum of (Ai) the aggregate principal amount of all Advances denominated in Dollars then outstanding and plus (Bii) the Equivalent in Dollars (determined on the third Business Day prior to such interest payment date) of the aggregate principal amount of all Advances denominated in Committed Currencies then outstanding exceeds 102105% of the aggregate Commitments of the Lenders Banks on such date, the Borrower shall, as soon as practicable and in any event within two Business Days after receipt of such notice, subject to the proviso to this sentence set forth below, prepay the outstanding principal amount of any Advances necessary so that, after giving effect in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Commitments of the Lenders Banks on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereof. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the aggregate principal amounts prepaid andamount of Advances prepaid; provided that if the aggregate principal amount of Floating Rate Advances outstanding at the time of such required prepayment is less than the amount of such required prepayment, the portion of such required prepayment in excess of the case aggregate principal amount of any prepayment Floating Rate Advances then outstanding shall be deferred until the earliest to occur of a Eurocurrency Rate Advance on a date other than the last day of the Interest Period of the outstanding LIBO Rate Advances in an Interest Period, with any additional amounts which the Borrower shall be obligated to reimburse amount equal to the Lenders in respect thereof pursuant to Section 8.04(b)excess of such required prepayment. The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b6.3(b) to the Borrower and the Lenders Banks, and shall provide prompt notice to the Borrower of any such notice shall specify the amount of such required prepayment and contain a reasonably detailed calculation thereofreceived by it from any Bank.

Mandatory. (i) If any Borrower shall fail to select the Designated Type of any Advance or the duration of any Interest Period for any Borrowing comprising Eurodollar Rate Advances in accordance with the provisions contained in the definition of “Interest Period” in Section 1.01 and Section 2.11(a), or if any proposed Conversion of a Borrowing that is to comprise Eurodollar Rate Advances upon Conversion shall not occur as a result of the circumstances described in subsection (c) below, the Administrative Agent provides a written notice in conformity with Section 2.10(b)(ii) to will forthwith so notify such Borrower and the Borrower thatLenders, and such Advances will automatically, on any date, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars then outstanding and (B) the Equivalent in Dollars (determined on the third Business Day prior to such date) last day of the aggregate principal amount of all Advances denominated in Committed Currencies then outstanding exceeds 102% of the aggregate Commitments of the Lenders on such dateexisting Interest Period therefor, the Borrower shall, within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect to such prepayment of Convert into Alternate Base Rate Advances, the sum of (A) and (B) above does not exceed 100% of the aggregate Commitments of the Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereof. (ii) Each prepayment made If at any time the Outstanding Credits with respect to any Borrower on any date hereunder shall exceed the Borrower Sublimit for such Borrower, such Borrower agrees to (A) prepay on such date Advances in a principal amount equal to such excess and/or (B) pay to the Administrative Agent an amount in immediately available funds (which funds shall be held as collateral pursuant to this Section 2.10(b) shall be made together with any interest accrued arrangements satisfactory to the date Administrative Agent) equal to all or a portion of the amount available for drawing under the Letters of Credit outstanding to such Borrower at such time, which prepayment on the principal amounts prepaid andunder clause (A) and payment under clause (B) shall, when taken together, result in the case of any prepayment of a Eurocurrency Rate Advance on a date other than the last day of an Interest Period, with any additional amounts which the Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b). The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower and the Lenders and such notice shall specify the amount of Outstanding Credits minus the amount paid to the Administrative Agent pursuant to clause (B) being less than or equal to the aggregate amount of the applicable Borrower Sublimit hereunder on such prepayment and contain a reasonably detailed calculation thereofdate.

Mandatory. (i) If If, on any date, the Designated Agent provides a written notice in conformity with Section 2.10(b)(ii) to notifies the Borrower Company that, on any interest payment date, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars plus the aggregate Available Amount of all Letters of Credit then outstanding and plus (B) the Equivalent in Dollars (determined on the third Business Day prior to such interest payment date) of the aggregate principal amount of all Advances denominated in Committed Currencies then outstanding exceeds 102103% of the aggregate Commitments of the Lenders on such date, the Borrower Borrowers shall, as soon as practicable and in any event within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect owing by the Borrowers in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Commitments of the Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereofdate. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Rate Advance on a date other than the last day of an Interest PeriodPeriod or at its maturity, with any additional amounts which the Borrower Borrowers shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b9.04(c). The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower Company and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereofLenders.

Mandatory. (i) If If, on any date, the Designated Agent provides a written notice in conformity with Section 2.10(b)(ii) to notifies the Borrower that, on any interest payment date, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars then outstanding and plus (B) the Equivalent in Dollars (determined on the third Business Day prior to such interest payment date) of the aggregate principal amount of all Advances denominated in Committed Currencies then outstanding exceeds 102103% of the aggregate Commitments of the Lenders on such date, the Borrower shall, as soon as practicable and in any event within two Business Days after receipt of such notice, prepay the outstanding principal amount of any the Advances necessary so that, after giving effect in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Commitments of the Lenders on such date as set forth in the written date. The Agent shall give prompt notice from the Designated Agent of any prepayment required under this Section 2.09(b)(i) to the Borrower pursuant and the Lenders, and shall provide prompt notice to the terms hereofBorrower of any such notice of required prepayment received by it from any Lender. (ii) Each prepayment made pursuant to this Section 2.10(b2.09(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Rate Advance on a date other than the last day of an Interest PeriodPeriod or at its maturity, with any additional amounts which the Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b8.04(f). The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b2.09(b) to the Borrower and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereofLenders.

Mandatory. (i) If If, the Designated Administrative Agent provides a written notice in conformity with Section 2.10(b)(ii) to notifies the Borrower in writing that, on any date, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars then outstanding and (B) the Equivalent in Dollars (determined on the third Business Day prior to such date) of the aggregate principal amount of all Advances denominated in Committed Currencies then outstanding exceeds 102% of the aggregate Commitments of the Lenders on such date, the Borrower shall, within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect to such prepayment of Advances, Advances the sum of (A) and (B) above does not exceed 100% of the aggregate Commitments of the Lenders on such date as set forth in the written notice from the Designated Administrative Agent to the Borrower pursuant to the terms hereofBorrower. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Rate Advance on a date other than the last day of an Interest Period, with any additional amounts which the Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b). The Designated Administrative Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereofLenders.

Mandatory. (i) If If, on any date, the Designated Agent provides a written notice in conformity with Section 2.10(b)(ii) to notifies the Borrower that, on any interest payment date, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars then outstanding and (B) the Equivalent in Dollars (determined on the third Business Day prior to such date) of the aggregate principal amount of all Revolving Credit Advances denominated in Committed Currencies (including Advances to be made by an Issuing Bank or a Revolving Credit Lender pursuant to Section 2.03(a)) plus the aggregate Available Amount of all Letters of Credit then outstanding plus the aggregate principal amount of all Swing Line Advances exceeds 102100% of the aggregate Revolving Credit Commitments of the Lenders on such date, the Borrower shall, as soon as practicable and in any event within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Revolving Credit Advances necessary so that, after giving effect in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Revolving Credit Commitments of the Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereof. (ii) date. Each prepayment made pursuant to this Section 2.10(bclause (b)(i) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Eurodollar Rate Advance on a date other than the last day of an Interest PeriodPeriod or at its maturity, with any additional amounts which the Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b8.04(c). . (ii) The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereofLenders.

Mandatory. (i) If If, on any date, the Designated Agent provides a written notice in conformity with Section 2.10(b)(ii) to notifies the Borrower Company that, on any interest payment date, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars plus the aggregate Available Amount of all Letters of Credit denominated in Dollars then outstanding and plus (B) the Equivalent in Dollars (determined on the third Business Day prior to such interest payment date) of the aggregate principal amount of all Advances and the Available Amount of all Letters of Credit denominated in Committed Currencies then outstanding exceeds 102105% of the aggregate Revolving Credit Commitments of the Lenders on such date, the Borrower Borrowers shall, as soon as practicable and in any event within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect owing by the Borrowers in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Revolving Credit Commitments of the Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereofdate. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Rate Advance on a date other than the last day of an Interest PeriodPeriod or at its maturity, with any additional amounts which the applicable Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b9.04(c). The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower Company and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereofLenders.

Mandatory. (i) If If, on any date, the Designated Administrative Agent provides a written notice in conformity with Section 2.10(b)(ii) to notifies the Borrower Borrowers that, on any interest payment date, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars then outstanding and plus (B) the Equivalent in Dollars (determined on the third Business Day prior to such interest payment date) of the aggregate principal amount of all Advances denominated in Committed Currencies Euro then outstanding plus (C) the LC Exposure then outstanding exceeds 102105% of the aggregate Commitments of the Lenders on such date, the Borrower Borrowers shall, as soon as practicable and in any event within two Business Days after receipt of such notice, subject to the proviso to this sentence set forth below, prepay the outstanding principal amount of any Advances necessary so that, after giving effect owing by the Borrowers in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Commitments of the Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereof. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the aggregate principal amounts prepaid andamount of Advances prepaid; provided that, if the aggregate principal amount of Base Rate Advances outstanding at the time of such required prepayment is less than the amount of such required prepayment, the portion of such required prepayment in excess of the case aggregate principal amount of any prepayment of a Eurocurrency Base Rate Advance on a date other than Advances then outstanding shall be deferred until the last day of the Interest Period of the outstanding Eurocurrency Rate Advances, in an Interest Period, with any additional amounts which the Borrower shall be obligated to reimburse aggregate amount equal to the Lenders in respect thereof pursuant to Section 8.04(b)excess of such required prepayment. The Designated Administrative Agent shall give prompt written notice of any prepayment required under this Section 2.10(b2.09(b) to the Borrower Borrowers and the Lenders Lenders, and shall provide prompt notice to the Borrowers of any such notice shall specify the amount of such required prepayment and contain a reasonably detailed calculation thereofreceived by it from any Lender.

Mandatory. (i) If the Designated Agent provides a written notice in conformity with Section 2.10(b)(ii) to the Borrower thatIf, on any date, the Agent notifies the Company that, on any applicable interest payment date, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars then outstanding and (B) in each case determined as the Equivalent in Dollars (determined on the third Business Day prior to such interest payment date) of the aggregate principal amount of all Advances denominated in Committed Currencies Currencies) then outstanding exceeds 102103% of the aggregate Commitments of the Lenders on such date, the Borrower Borrowers shall, as soon as practicable and in any event within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect owing by the Borrowers in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Commitments of the Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereofdate. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Rate Advance on a date other than the last day of an Interest PeriodPeriod or at its maturity, with any additional amounts which the applicable Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b9.04(c). The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower Company and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereofLenders.

Mandatory. (i) If If, on any date, the Designated Agent provides a written notice in conformity with Section 2.10(b)(ii) to notifies the Borrower Company that, on any interest payment date, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars plus the aggregate Available Amount of all Letters of Credit then outstanding and plus (B) the Equivalent in Dollars (determined on the third Business Day prior to such interest payment date) of the aggregate principal amount of all Advances denominated in Committed Currencies then outstanding exceeds 102103% of the aggregate Revolving Credit Commitments of the Lenders on such date, the Borrower Borrowers shall, as soon as practicable and in any event within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect owing by the Borrowers in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Revolving Credit Commitments of the Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereofdate. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Rate Advance on a date other than the last day of an Interest PeriodPeriod or at its maturity, with any additional amounts which the applicable Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b9.04(c). The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower Company and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereofLenders.

Mandatory. (i) If the Designated Administrative Agent provides a written notice in conformity with Section 2.10(b)(ii) to notifies the Borrower in writing that, on any date, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars then outstanding and (B) the Equivalent in Dollars (determined on the third Business Day prior to such date) of the aggregate principal amount of all Advances denominated in Committed Currencies then outstanding exceeds 102% of the aggregate Revolving Credit Commitments of the Lenders on such date, the Borrower shall, within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect to such prepayment of Advances, the sum of (A) and (B) above does not exceed 100% of the aggregate Revolving Credit Commitments of the Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereofdate. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Rate Advance on a date other than the last day of an Interest Period, with any additional amounts which the Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b). The Designated Administrative Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereofLenders.

Mandatory. (i) If If, on any date, the Designated Agent provides a written notice in conformity with Section 2.10(b)(ii) to notifies the Borrower Company that, on any interest payment date, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars Euros then outstanding and plus (B) the Equivalent in Dollars Euros (determined on the third Business Day prior to such interest payment date) of the aggregate principal amount of all Advances denominated in Committed Currencies Dollars then outstanding exceeds 102105% of the aggregate Commitments of the Lenders on such date, the Company and each other Borrower shall, as soon as practicable and in any event within two Business Days after receipt of such notice, subject to the proviso to this sentence set forth below, prepay the outstanding principal amount of any Advances necessary so that, after giving effect owing by the Borrowers in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Commitments of the Lenders on such date as set forth in the written notice from the Designated Agent together with any interest accrued to the Borrower pursuant date of such prepayment on the aggregate principal amount of Advances prepaid. The Agent shall give prompt notice of any prepayment required under this Section 2.09(b) to the terms hereofCompany and the Lenders, and shall provide prompt notice to the Company of any such notice of required prepayment received by it from any Lender. (ii) Each prepayment made pursuant to this Section 2.10(b2.09(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Rate Advance on a date other than the last day of an Interest PeriodPeriod or at its maturity, with any additional amounts which the applicable Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b9.04(c). The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b2.09(b) to the Borrower Company and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereofLenders.

Mandatory. (i) If If, on any date, the Designated Administrative Agent provides a written notice in conformity with Section 2.10(b)(ii) to notifies the Borrower Representative that, on any datedate of determination (which, for the avoidance of doubt, shall be no less frequently than quarterly), the sum of (A) the aggregate principal amount of all Advances denominated in Dollars then outstanding and plus (B) the Equivalent in Dollars (determined on the third Business Day prior to such determination date) of the aggregate principal amount of all Advances denominated in Committed Currencies then outstanding exceeds 102103% of the aggregate Commitments of the Lenders Aggregate Commitment on such date, the Borrower Borrowers shall, as soon as practicable and in any event within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect owing by the Borrowers in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Commitments of the Lenders Aggregate Commitment on such date as set forth in the written date. The Administrative Agent shall give prompt notice from the Designated Agent of any prepayment required under this Section 2.7(b)(i) to the Borrower pursuant Representative and the Lenders, and shall provide prompt notice to the terms hereofBorrower Representative of any such notice of required prepayment received by it from any Lender. (ii) Each prepayment made pursuant to this Section 2.10(b2.7(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Rate Advance on a date other than the last day of an Interest PeriodPeriod or at its maturity, with any additional amounts which the applicable Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b). The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereof3.4.

Mandatory. (i) If the Designated Agent provides a written notice in conformity with Section 2.10(b)(ii) to the Borrower thatIf, on any date, the Agent notifies the Company that, on any interest payment date in respect of a Facility, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars then outstanding and (B) in each case determined as the Equivalent in Dollars (determined on the third Business Day prior to such interest payment date) of the aggregate principal amount of all Advances denominated in Committed Currencies Currencies) then outstanding exceeds 102103% of the aggregate Revolving Credit Commitments of the Appropriate Lenders on such date, the Borrower Borrowers shall, as soon as practicable and in any event within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect owing by the Borrowers in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Revolving Credit Commitments of the Appropriate Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereofdate. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Rate Advance on a date other than the last day of an Interest PeriodPeriod or at its maturity, with any additional amounts which the applicable Borrower shall be obligated to reimburse to the Appropriate Lenders in respect thereof pursuant to Section 8.04(b9.04(c). The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower Company and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereofAppropriate Lenders.

Mandatory. (i) If any Borrower shall fail to select the Designated Type of any Advance or the duration of any Interest Period for any Borrowing comprising Eurodollar Rate Advances in accordance with the provisions contained in the definition of “Interest Period” in Section 1.01 and Section 2.11(a), or if any proposed Conversion of a Borrowing that is to 744222473 comprise Eurodollar Rate Advances upon Conversion shall not occur as a result of the circumstances described in subsection (c) below, the Administrative Agent provides a written notice in conformity with Section 2.10(b)(ii) to will forthwith so notify such Borrower and the Borrower thatLenders, and such Advances will automatically, on any date, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars then outstanding and (B) the Equivalent in Dollars (determined on the third Business Day prior to such date) last day of the aggregate principal amount of all Advances denominated in Committed Currencies then outstanding exceeds 102% of the aggregate Commitments of the Lenders on such dateexisting Interest Period therefor, the Borrower shall, within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect to such prepayment of Convert into Alternate Base Rate Advances, the sum of (A) and (B) above does not exceed 100% of the aggregate Commitments of the Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereof. (ii) Each prepayment made If at any time the Outstanding Credits with respect to any Borrower on any date hereunder shall exceed the Borrower Sublimit for such Borrower, such Borrower agrees to (A) prepay on such date Advances in a principal amount equal to such excess and/or (B) pay to the Administrative Agent an amount in immediately available funds (which funds shall be held as collateral pursuant to this Section 2.10(b) shall be made together with any interest accrued arrangements satisfactory to the date Administrative Agent) equal to all or a portion of the amount available for drawing under the Letters of Credit outstanding to such Borrower at such time, which prepayment on the principal amounts prepaid andunder clause (A) and payment under clause (B) shall, when taken together, result in the case of any prepayment of a Eurocurrency Rate Advance on a date other than the last day of an Interest Period, with any additional amounts which the Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b). The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower and the Lenders and such notice shall specify the amount of Outstanding Credits minus the amount paid to the Administrative Agent pursuant to clause (B) being less than or equal to the aggregate amount of the applicable Borrower Sublimit hereunder on such prepayment and contain a reasonably detailed calculation thereofdate.

Mandatory. (i) If If, on any date, the Designated Agent provides a written notice in conformity with Section 2.10(b)(ii) to notifies the Borrower that, on any interest payment date, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars then outstanding and (B) the Equivalent in Dollars (determined on the third Business Day prior to such date) of the aggregate principal amount of all Advances denominated in Committed Currencies plus the aggregate Available Amount of all Letters of Credit then outstanding exceeds 102100% of the aggregate Revolving Credit Commitments of the Lenders on such date, the Borrower shall, as soon as practicable and in any event within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Revolving Credit Commitments of the Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereofdate. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Eurodollar Rate Advance on a date other than the last day of an Interest PeriodPeriod or at its maturity, with any additional amounts which the Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b8.04(c). The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereofLenders.

Mandatory. (i) If If, on any date, the Designated Agent provides a written notice in conformity with Section 2.10(b)(ii) to notifies the Borrower Company that, on any interest payment date, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars then outstanding and plus (B) the Equivalent in Dollars (determined on the third Business Day prior to such interest payment date) of the aggregate principal amount of all Advances denominated in Committed Currencies then outstanding exceeds 102103% of the aggregate Commitments of the Lenders on such date, the Borrower Borrowers shall, as soon as practicable and in any event within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect owing by the Borrowers in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Commitments of the Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereofdate. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Rate Advance on a date other than the last day of an Interest PeriodPeriod or at its maturity, with any additional amounts which the Borrower Borrowers shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b9.04(c). The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower Company and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereofLenders.

Mandatory. (i) If If, on any date, the Designated Agent provides a written notice in conformity with Section 2.10(b)(ii) to notifies the Borrower that, on any interest payment date, the sum of (Ai) the aggregate principal amount of all Advances denominated in Dollars then outstanding and plus (Bii) the Equivalent in Dollars (determined on the third Business Day prior to such interest payment date) of the aggregate principal amount of all Advances denominated in Committed Currencies then outstanding exceeds 102105% of the aggregate Commitments of the Lenders Banks on such date, the Borrower shall, as soon as practicable and in any event within two Business Days after receipt of such notice, subject to the proviso to this sentence set forth below, prepay the outstanding principal amount of any Advances necessary so that, after giving effect owing by the Borrower in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Commitments of the Lenders Banks on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereof. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the aggregate principal amounts prepaid andamount of Advances prepaid; provided that if the aggregate principal amount of Floating Rate Advances outstanding at the time of such required prepayment is less than the amount of such required prepayment, the portion of such required prepayment in excess of the case aggregate principal amount of any prepayment Floating Rate Advances then outstanding shall be deferred until the earliest to occur of a Eurocurrency Rate Advance on a date other than the last day of the Interest Period of the outstanding LIBO Rate Advances in an Interest Period, with any additional amounts which the Borrower shall be obligated to reimburse amount equal to the Lenders in respect thereof pursuant to Section 8.04(b)excess of such required prepayment. The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b6.3(b) to the Borrower and the Lenders Banks, and shall provide prompt notice to the Borrower of any such notice shall specify the amount of such required prepayment and contain a reasonably detailed calculation thereofreceived by it from any Bank.

Mandatory. (i) If If, on any date, the Designated Agent provides a written notice in conformity with Section 2.10(b)(ii) to notifies the Borrower Company that, on any interest payment date, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars plus the aggregate Available Amount of all Letters of Credit then outstanding and plus (B) the Equivalent in Dollars (determined on the third Business Day prior to such interest payment date) of the aggregate principal amount of all Advances denominated in Committed Currencies then outstanding exceeds 102103% of the aggregate Commitments of the Lenders on such date, the Borrower Borrowers shall, as soon as practicable and in any event within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect owing by the Borrowers in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Commitments of the Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereofdate. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Rate Advance on a date other than the last day of an Interest PeriodPeriod or at its maturity, with any additional amounts which the applicable Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b9.04(c). The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower Company and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereofLenders.

Mandatory. (i) If If, on any date, the Designated Agent provides a written notice in conformity with Section 2.10(b)(ii) to notifies the Borrower Company that, on any interest payment date, the sum of (A) the aggregate principal amount of all Swing Line Advances plus all Revolving Credit Advances denominated in Dollars plus the aggregate Available Amount of all Letters of Credit then outstanding and plus (B) the Equivalent in Dollars (determined on the third Business Day prior to such interest payment date) of the aggregate principal amount of all Revolving Credit Advances denominated in Committed Currencies then outstanding exceeds 102103% of the aggregate Revolving Credit Commitments of the Lenders on such date, the Borrower Borrowers shall, as soon as practicable and in any event within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect owing by the Borrowers in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Revolving Credit Commitments of the Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereofdate. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Rate Advance on a date other than the last day of an Interest PeriodPeriod or at its maturity, with any additional amounts which the applicable Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b9.04(c). The Designated Agent shall give prompt written notice (and in any event no later than thirty days) of any prepayment required under this Section 2.10(b) to the Borrower Company and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereofAppropriate Lenders.

Mandatory. (i) If If, on any date, the Designated Administrative Agent provides a written notice in conformity with Section 2.10(b)(ii) to notifies the Borrower Parent that, on any datedate of determination (which, for the avoidance of doubt, shall be no less frequently than quarterly), the sum of (A) the aggregate principal amount of all Advances denominated in Dollars then outstanding and plus (B) the Equivalent in Dollars (determined on the third Business Day prior to such determination date) of the aggregate principal amount of all Advances denominated in Committed Currencies then outstanding exceeds 102103% of the aggregate Commitments of the Lenders Aggregate Commitment on such date, the Borrower Borrowers shall, as soon as practicable and in any event within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect owing by the Borrowers in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Commitments of the Lenders Aggregate Commitment on such date as set forth in the written date. The Administrative Agent shall give prompt notice from the Designated Agent of any prepayment required under this Section 2.7(b)(i) to the Borrower pursuant Parent and the Lenders, and shall provide prompt notice to the terms hereofParent of any such notice of required prepayment received by it from any Lender. (ii) Each prepayment made pursuant to this Section 2.10(b2.7(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Rate Advance on a date other than the last day of an Interest PeriodPeriod or at its maturity, with any additional amounts which the applicable Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b). The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereof3.4.

Mandatory. (i) If the Designated Agent provides a written notice in conformity with Section 2.10(b)(ii) to notifies the Borrower in writing that, on any date, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars then outstanding and (B) the Equivalent in Dollars (determined on the third Business Day prior to such date) of the aggregate principal amount of all Advances denominated in Committed Currencies then outstanding exceeds 102% of the aggregate Commitments of the Lenders on such date, the Borrower shall, within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect to such prepayment of Advances, the sum of (A) and (B) above does not exceed 100% of the aggregate Commitments of the Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereof. (ii) Borrower. Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Rate Advance on a date other than the last day of an Interest Period, with any additional amounts which the Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b). The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereofLenders.

Mandatory. (i) If If, the Designated Administrative Agent provides a written notice notifies the --------- Borrower in conformity with Section 2.10(b)(ii) to the Borrower writing that, on any date, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars then outstanding and (B) the Equivalent in Dollars (determined on the third Business Day prior to such date) of the aggregate principal amount of all Advances denominated in Committed Currencies then outstanding exceeds 102% of the aggregate Commitments of the Lenders on such date, the Borrower shall, within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect owing by the Borrower in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Commitments of the Lenders on such date as set forth in the written notice from the Designated Administrative Agent to the Borrower pursuant to the terms hereof. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Rate Advance on a date other than the last day of an Interest Period, with any additional amounts which the Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b). The Designated Administrative Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereofLenders.

Mandatory. (i) If Each Borrower shall, on each Business Day, if applicable, prepay (with no corresponding commitment reduction) an aggregate principal amount of the Designated Agent provides a written notice Advances comprising part of the same Borrowings in conformity with Section 2.10(b)(ii) an amount equal to the Borrower that, on any date, amount by which (A) the sum of (Ax) the aggregate principal amount of all the Advances denominated in Dollars then outstanding and plus (y) the aggregate Available Amount of all Letters of Credit then outstanding exceeds (B) the Equivalent Revolving Credit Availability Amount; provided that (x) until April 21, 2009, the foregoing calculation shall exclude the Available Amount under Letters of Credit outstanding and amounts owing in Dollars respect of Secured Agreements (determined other than the Loan Documents) on the third Amendment Effective Date and (y) in respect of any prepayment under this subsection directly attributable to any adjustment of Reserves, such prepayment shall be made not later than the Business Day prior to immediately following the date such date) of the aggregate principal amount of all Advances denominated in Committed Currencies then outstanding exceeds 102% of the aggregate Commitments of the Lenders on such date, the Borrower shall, within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect to such prepayment of Advances, the sum of (A) and (B) above does not exceed 100% of the aggregate Commitments of the Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereofadjusted Reserves became effective. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Eurodollar Rate Advance on a date other than the last day of an Interest PeriodPeriod or at its maturity, with any additional amounts which the Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b9.04(c). . (iii) The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereofLenders.

Mandatory. (i) If On the Designated Agent provides date of each reduction of the aggregate Commitments pursuant to Section 2.04, the Borrower agrees to make a written notice prepayment in conformity with Section 2.10(b)(ii) respect of the outstanding amount of Advances to the Borrower thatextent, on any dateif any, the sum of (A) that the aggregate unpaid principal amount of all Advances denominated in Dollars then outstanding and (B) exceeds the Equivalent in Dollars (determined on the third Business Day prior to such date) of the aggregate principal amount of all Advances denominated in Committed Currencies then outstanding exceeds 102% of the aggregate Commitments of the Lenders on such dateCommitment, the Borrower shall, within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary as so that, after giving effect to such prepayment of Advances, the sum of (A) and (B) above does not exceed 100% of the aggregate Commitments of the Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereofreduced. (ii) The Borrower shall repay the Advances by an amount equal to 50% of Net Cash Proceeds from a Nonordinary Course Asset Sale that are not used within 120 days after the Borrower's or any of its Subsidiaries' receipt thereof to purchase assets used in the Borrower and its Subsidiaries business. Such repayments shall be made on the 120th day after the date of receipt of such Net Cash Proceeds. (iii) The Borrower shall repay the Advances by an amount equal to 100% of the Net Cash Proceeds any Credit Party receives from the sale of any capital stock (other than issuance under a warrant or option issued in the ordinary course or business) or the issuance of any debt securities. Such repayments shall be made promptly after the Borrower's or any of its Subsidiaries' receipt thereof. (iv) Each prepayment made pursuant to this Section 2.10(b2.07(c) shall be made together with any accompanied by accrued interest accrued on the amount prepaid to the date of such prepayment on the principal amounts prepaid andand amounts, in the case of any prepayment of a Eurocurrency Rate Advance on a date other than the last day of an Interest Periodif any, with any additional amounts which the Borrower shall required to be obligated to reimburse to the Lenders in respect thereof paid pursuant to Section 8.04(b). The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower and the Lenders and such notice shall specify the amount 2.08 as a result of such prepayment and contain a reasonably detailed calculation thereofbeing made on such date.

Mandatory. (i) If the Designated Agent provides a written notice in conformity with Section 2.10(b)(ii) to the Borrower thatIf, on any date, the Agent notifies the Company that, on any interest payment date in respect of a Facility, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars plus the aggregate Available Amount of all Letters of Credit then outstanding and (B) in each case determined as the Equivalent in Dollars (determined on the third Business Day prior to such interest payment date) of the aggregate principal amount of all Advances and Letters of Credit denominated in Committed Currencies Currencies) then outstanding exceeds 102103% of the aggregate Revolving Credit Commitments of the Appropriate Lenders on such date, the Borrower Borrowers shall, as soon as practicable and in any event within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect owing by the Borrowers in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Revolving Credit Commitments of the Appropriate Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereofdate. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Rate Advance on a date other than the last day of an Interest PeriodPeriod or at its maturity, with any additional amounts which the applicable Borrower shall be obligated to reimburse to the Appropriate Lenders in respect thereof pursuant to Section 8.04(b9.04(c). The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower Company and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereofAppropriate Lenders.

Mandatory. (i) If the Designated Agent provides a written notice in conformity with Section 2.10(b)(ii) to the Borrower thatIf, on any date, the Agent notifies the Company that, on any applicable interest payment date, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars then outstanding and (B) in each case determined as the Equivalent in Dollars (determined on the third Business Day prior to such interest payment date) of the aggregate principal amount of all Advances denominated in Committed Currencies Currencies) then outstanding exceeds 102103% of the aggregate Commitments of the Lenders on such date, the Borrower Borrowers shall, as soon as practicable and in any event within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect owing by the Borrowers in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Commitments of the Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereofdate. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency EurocurrencyTerm Benchmark Rate Advance on a date other than the last day of an Interest PeriodPeriod or at its maturity, with any additional amounts which the applicable Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b9.04(c). The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower Company and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereofLenders.

Mandatory. (i) If Each Borrower shall, on each Business Day, if applicable, prepay (with no corresponding commitment reduction) an aggregate principal amount of the Designated Agent provides a written notice Advances owed by such Borrower and comprising part of the same Borrowings in conformity with Section 2.10(b)(ii) an amount equal to the Borrower that, on any date, amount by which (A) the sum of (Ax) the aggregate principal amount of all the Advances denominated in Dollars owed by such Borrower and then outstanding and plus (y) the aggregate applicable Letter of Credit Obligations then outstanding exceeds (B) the Equivalent applicable Line Cap (except as a result of Protective Advances made under Section 2.01(c) and not outstanding for more than 90 consecutive days); provided that in Dollars (determined on respect of any prepayment under this subsection directly attributable to any adjustment of Reserves, such prepayment shall be made not later than the third Business Day prior to immediately following the date such date) of the aggregate principal amount of all Advances denominated in Committed Currencies then outstanding exceeds 102% of the aggregate Commitments of the Lenders on such date, the Borrower shall, within two Business Days after receipt of such notice, prepay the outstanding principal amount of any Advances necessary so that, after giving effect to such prepayment of Advances, the sum of (A) and (B) above does not exceed 100% of the aggregate Commitments of the Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereofadjusted Reserves became effective. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Eurodollar Rate Advance on a date other than the last day of an Interest PeriodPeriod or at its maturity, with any additional amounts which the applicable Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b9.04(c). . (iii) The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereofLenders.

Mandatory. (i) If If, on any date, the Designated Administrative Agent provides a written notice in conformity with Section 2.10(b)(ii) to notifies the Borrower Borrowers that, on any dateInterest Payment Date, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars then outstanding and plus (B) the Equivalent in Dollars (determined on the third Business Day prior to such dateInterest Payment Date) of the aggregate principal amount of all Advances denominated in Committed Currencies Euro then outstanding plus (C) the LC Exposure then outstanding exceeds 102105% of the aggregate Commitments of the Lenders on such date, the Borrower Borrowers shall, as soon as practicable and in any event within two Business Days after receipt of such notice, subject to the proviso to this sentence set forth below, prepay the outstanding principal amount of any Advances necessary so that, after giving effect owing by the Borrowers in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Commitments of the Lenders on such date as set forth in the written notice from the Designated Agent to the Borrower pursuant to the terms hereof. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the aggregate principal amounts prepaid andamount of Advances prepaid; provided that, if the aggregate principal amount of Base Rate Advances outstanding at the time of such required prepayment is less than the amount of such required prepayment, the portion of such required prepayment in excess of the case aggregate principal amount of any prepayment of a Eurocurrency Base Rate Advance on a date other than Advances then outstanding shall be deferred until the last day of the next occurring Interest Period of the outstanding Term SOFR Advances, in an Interest Period, with any additional amounts which the Borrower shall be obligated to reimburse aggregate amount equal to the Lenders in respect thereof pursuant to Section 8.04(b)excess of such required prepayment. The Designated Administrative Agent shall give prompt written notice of any prepayment required under this Section 2.10(b2.09(b) to the Borrower Borrowers and the Lenders Lenders, and shall provide prompt notice to the Borrowers of any such notice shall specify the amount of such required prepayment and contain a reasonably detailed calculation thereofreceived by it from any Lender.

Mandatory. (i) If If, on any date, the Designated Agent provides a written notice in conformity with Section 2.10(b)(ii) to notifies the Borrower Company that, on any interest payment date, the sum of (A) the aggregate principal amount of all Advances denominated in Dollars then outstanding and plus (B) the Equivalent in Dollars (determined on the third Business Day prior to such interest payment date) of the aggregate principal amount of all Advances denominated in Committed Currencies, plus (C) the aggregate Available Amount of all Letters of Credit denominated in Dollars then outstanding, plus (D) the Equivalent in Dollars (determined on the third Business Day prior to such interest payment date) of the aggregate Available Amount of all Letters of Credit denominated in Letter of Credit Currencies then outstanding exceeds 102103% of the aggregate Revolving Credit Commitments of the Lenders on such date, the Borrower Borrowers shall, as soon as practicable and in any event within two Business Days after receipt of such notice, prepay prepay, in whole or in part, the outstanding principal amount of Advances comprising any Advances necessary so that, after giving effect Borrowing or Borrowings as the Borrowers may elect in an aggregate amount sufficient to reduce such prepayment of Advances, the sum of (A) and (B) above does to an amount not to exceed 100% of the aggregate Commitments of the Lenders on such date as set forth date. If any Borrowing is to be prepaid in part, such prepayment shall reduce the written notice from Advances of the Designated Agent Lenders, and be paid to the Borrower pursuant to the terms hereofLenders, ratably in accordance with their respective Ratable Shares of such Borrowing. (ii) Each prepayment made pursuant to this Section 2.10(b) shall be made together with any interest accrued to the date of such prepayment on the principal amounts prepaid and, in the case of any prepayment of a Eurocurrency Rate Advance on a date other than the last day of an Interest PeriodPeriod or at its maturity, with any additional amounts which the applicable Borrower shall be obligated to reimburse to the Lenders in respect thereof pursuant to Section 8.04(b9.04(c). The Designated Agent shall give prompt written notice of any prepayment required under this Section 2.10(b) to the Borrower Company and the Lenders and such notice shall specify the amount of such prepayment and contain a reasonably detailed calculation thereofLenders.