Common use of Notice and Terms of Optional Prepayment Clause in Contracts

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimile) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m., New York City time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m., New York City time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agent; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimiletelecopy or electronic communication) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments Aggregate Maximum Credit Amounts as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and any payments to the extent required by Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimiletelecopy or other electronic transmission) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.11:00 A.M., New York City time, one Business Day before the date of prepaymentprepayment (or, in each case, such shorter time as the Administrative Agent may agree). Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and any amounts due under Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimile) hand delivery or in such other manner authorized telecopy, or by electronic transmittal, if arrangements for doing so have been approved by the Administrative Agent Agent) of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments Aggregate Maximum Credit Amounts as contemplated by Section 2.06(b)2.06, then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b)2.06. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimile) fax or other communication in such other manner authorized by writing acceptable to the Administrative Agent Agent) of any prepayment hereunder (i) in the case of prepayment of a Eurodollar SOFR Borrowing, not later than 12:00 p.m.noon, New York City Denver, Colorado time, three (3) U.S. Government Securities Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City Denver, Colorado time, one (1) Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied as directed by the Borrower ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimilefacsimile or electronic communication) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Term SOFR Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, three two Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, one Business Day before on the date of prepayment. Each such notice shall be irrevocable, confirmed promptly by hand delivery or email to the Administrative Agent of a written notice of prepayment signed by a Responsible Officer of the Borrower. Each such notice shall be irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b); provided further, that, subject to Section 5.02, the Borrower may rescind any notice of prepayment if such prepayment would have resulted from a refinancing of all or a material part of the Obligations, which refinancing shall not be consummated or shall otherwise be delayed. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and any payments to the extent required by Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimileelectronic mail or telecopy) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 1:00 p.m., New York City time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 1:00 p.m., New York City time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the Borrowing to be prepaid, the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if that a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then may state that such notice is conditioned upon the effectiveness of prepayment other financing transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to 1:00 p.m., New York City time (or such later time as may be agreed by the Administrative Agent), on the specified prepayment date) if such notice of termination condition is revoked in accordance with Section 2.06(b)not satisfied. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an aggregate amount that would be permitted in the case is an integral multiple of an advance of a Borrowing of the same Type as provided in Section 2.02$1,000,000 and not less than $2,000,000. Each The Administrative Agent shall apply each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid BorrowingBorrowings specified in the Borrower’s notice of prepayment. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimiledelivery of a notice of prepayment in substantially the form of Exhibit J hereto via fax or electronic communication) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City Houston time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City Houston time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if that a notice of prepayment is given in connection with a conditional notice of termination of delivered by the Commitments as contemplated by Section 2.06(b), then Borrower may state that such notice is conditioned upon (i) the effectiveness of prepayment other credit facilities or other securities offerings or (ii) the consummation of a Change in Control, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such notice of termination condition is revoked in accordance with Section 2.06(b)not satisfied. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and payment of applicable breakage costs, if any, under Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimilefax or electronic communication) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City Houston time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City Houston time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if that a notice of prepayment is given in connection with a conditional notice of termination of delivered by the Commitments as contemplated by Section 2.06(b), then Borrower may state that such notice is conditioned upon (i) the effectiveness of prepayment other credit facilities or other securities offerings or (ii) the consummation of a Change of Control, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such notice of termination condition is revoked in accordance with Section 2.06(b)not satisfied. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and payment of applicable breakage costs, if any, under Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone telephone, facsimile or e-mail (and, in the case of telephonic notice, confirmed by facsimilehand delivery, facsimile or e-mail) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m., New York City Eastern time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m., New York City time, one Business Day before on the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid (which shall be (x) in the case of a prepayment of any ABR Borrowing or Swingline Borrowing, in an amount that is an integral multiple of $250,000 and shall otherwise be in a form reasonably acceptable not less than $250,000 or equal to the Administrative Agentaggregate principal balance outstanding of such ABR Borrowing; (y) in the case of a prepayment of any LIBOR Borrowing, in an amount that is an integral multiple of $500,000 and not less than $1,000,000 or equal to the aggregate principal balance outstanding of such LIBOR Borrowing) and (z) in the case of a prepayment of any EURIBOR Borrowing, in an amount that is an integral multiple of €500,000 and not less than €1,000,000 or equal to the aggregate principal balance outstanding of such EURIBOR Borrowing; provided that, if that a notice of prepayment is given in connection with a conditional notice of termination of delivered by the Commitments as contemplated by Section 2.06(b), then Borrower may state that such notice is conditioned upon the occurrence of prepayment one or more events specified therein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified prepayment date) if such notice condition is not satisfied, subject to the payment of termination is revoked in accordance with any compensation required by Section 2.06(b)5.02. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimilefax or other electronic communication subject to Section 12.01(b)) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.11:00 a.m., New York City Houston, Texas time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.11:00 a.m. Houston, New York City Texas time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid (and shall otherwise be in a form reasonably acceptable to the Administrative Agentspecify whether Revolving Loans or Term Loans are being prepaid); provided that, if a notice of prepayment is given in connection with (i) a prepayment of the Terms Loans with proceeds of a conditional transaction or (ii) a conditional notice of termination of the Revolving Credit Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an a minimum principal amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02$1,000,000. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimile) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of (A) a Eurodollar Term Benchmark Borrowing, not later than 12:00 p.m.11:00 a.m., New York City Denver, Colorado time, three (3) Business Days before the date of prepayment or (B) an RFR Borrowing, not later than 11:00 a.m., Denver, Colorado time, five (5) Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.10:00 a.m., New York City Denver, Colorado time, one Business Day before on the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a conditional notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone telephone, facsimile or e-mail (and, in the case of telephonic notice, confirmed by facsimilehand delivery, facsimile or e-mail) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m., New York City Eastern time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m., New York City time, one Business Day before on the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid (which shall be (x) in the case of a prepayment of any ABR Borrowing or Swingline Borrowing, in an amount that is an integral multiple of $250,000 and shall otherwise be in a form reasonably acceptable not less than $250,000 or equal to the Administrative Agentaggregate principal balance outstanding of such ABR Borrowing; (y) in the case of a prepayment of any LIBOR Borrowing, in an amount that is an integral multiple of $500,000 and not less than $1,000,000 or equal to the aggregate principal balance outstanding of such LIBOR Borrowing and (z) in the case of a prepayment of any EURIBOR Borrowing, in an amount that is an integral multiple of €500,000 and not less than €1,000,000 or equal to the aggregate principal balance outstanding of such EURIBOR Borrowing) and specify whether Revolving Loans or Term Loans are being repaid; provided that, if that a notice of prepayment is given in connection with a conditional notice of termination of delivered by the Commitments as contemplated by Section 2.06(b), then Borrower may state that such notice is conditioned upon the occurrence of prepayment one or more events specified therein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified prepayment date) if such notice condition is not satisfied, subject to the payment of termination is revoked in accordance with any compensation required by Section 2.06(b)5.02. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimile) or in such other manner authorized transmit by electronic communication, if arrangements for doing so have been approved by the Administrative Agent Agent, of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m., New York City Eastern time, three (3) Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m., New York City Eastern time, one Business Day before on the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and (which shall otherwise be (x) in the case of a form reasonably acceptable prepayment of any ABR Borrowing, in an amount that is an integral multiple of $100,000 or equal to the Administrative Agentaggregate principal balance outstanding of such ABR Borrowing and (y) in the case of a prepayment of any Eurodollar Borrowing, in an amount that is an integral multiple of $500,000 and not less than $1,000,000 or equal to the aggregate principal balance outstanding of such Eurodollar Borrowing); provided that, if that a notice of prepayment is given in connection with a conditional notice of termination of delivered by the Commitments as contemplated by Section 2.06(b), then Borrower may state that such notice is conditioned upon the effectiveness of prepayment other credit facilities or the closing of a securities offering, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified prepayment date) if such notice of termination condition is revoked in accordance with Section 2.06(b)not satisfied. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower Borrowers shall notify the Administrative Agent by telephone (confirmed by facsimiledelivery of a notice of prepayment in the form of Exhibit B-3 hereto (“Notice of Prepayment”) or in such other manner authorized executed by the Administrative Agent a Responsible Officer) of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and date, the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise whether the prepayment is to be in a form reasonably acceptable applied to Swing Line Loans or the Administrative Agentother Loans; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b), but the Borrowers shall be responsible for any break funding payments pursuant to Section 5.02. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.022.03. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimiletelecopy or other electronic transmission) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of (A) a Eurodollar Term Benchmark Borrowing, not later than 12:00 p.m.noon, New York City time, three Business Days before the date of prepaymentprepayment or (B) an RFR Borrowing, not later than 11:00 a.m., New York City time, four Business Days before the date of prepayment or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.11:00 a.m., New York City time, one Business Day before the date of prepaymentprepayment (or, in each case, such shorter time as the Administrative Agent may agree). Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and any amounts due under Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent (and in the case of a Swing Line Loan, the Swing Line Lender) by telephone (confirmed by facsimileelectronic communication) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar SOFR Borrowing, not later than 12:00 p.m., New York City time, noon three (3) Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m., New York City time, one Business Day before 11:00 a.m. on the date of prepaymentprepayment or (iii) in the case of prepayment of a Swing Line Loan, not later than 11:00 a.m. on the date of prepayment (or, in each case, such shorter time as the Administrative Agent may agree). Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and any amounts due under Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimiletelecopy) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.11:00 a.m., New York City Denver, Colorado time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.11:00 a.m., New York City Denver, Colorado time, one Business Day before the date of prepayment or (iii) in the case of prepayment of a Swingline Borrowing, no later than 11:00 a.m., Denver, Colorado time, on the date of such prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid (which shall be (x) in the case of a prepayment of any ABR Borrowing in an amount that is an integral multiple of $100,000 and shall otherwise be in a form reasonably acceptable not less than $500,000 or equal to the Administrative Agent; provided thataggregate principal balance outstanding of such ABR Borrowing, if (y) in the case of a notice prepayment of prepayment any Eurodollar Borrowing, in an amount that is given an integral multiple of $1,000,000 and not less than $1,000,000 or equal to the aggregate principal balance outstanding of such Eurodollar Borrowing) or (z) in connection with the case of a conditional notice of termination Swingline Borrowing, the entire amount of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b)Swingline Borrowing. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02(d).

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone and/or fax (confirmed by facsimiletelecopy or electronic mail) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City time, three (3) Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City time, one (1) Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if that a notice of prepayment is given in connection with a conditional notice of termination of delivered by the Commitments as contemplated by Section 2.06(b), then Borrower may state that such notice is conditioned upon the effectiveness of prepayment other credit or debt facilities or any other transaction, in which case, such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such notice of termination condition is revoked in accordance with Section 2.06(b)not satisfied. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and any amounts due under Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimiletelecopy) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 1:00 p.m., New York, New York City time, three (3) Business Days before the date of prepaymentprepayment (or such shorter period agreed by each Lender of such Eurodollar Borrowing and the Administrative Agent), or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 1:00 p.m., New York, New York City time, one Business Day before prior to the date of prepaymentprepayment (or such shorter period agreed by each Lender of such ABR Borrowing and the Administrative Agent). Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and prepaid; provided that no notice of optional prepayment with respect to a prepayment of a Borrowing of Term A Loans shall otherwise be in a form reasonably acceptable delivered prior to the Administrative Agent; provided thatrepayment in full of the Interim Term Loans, if unless, concurrently therewith, the Borrower has delivered a notice of prepayment is given in connection with a conditional notice respect to the aggregate principal amount of termination of the Commitments as contemplated by Section 2.06(b), all Interim Term Loans then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b)outstanding. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Appropriate Lenders of the contents thereof. Each partial prepayment of any Borrowing (other than pursuant to Section 3.04(e)) shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimiletelecopy) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and date, the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise whether the prepayment is to be in a form reasonably acceptable applied to the Administrative AgentRevolving Loans, Term Loans or Swing Line Loans; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b), but the Borrower shall be responsible for any break funding payments pursuant to Section 5.02. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimilefacsimile or electronic communication) or in such other manner authorized by the Administrative Agent electronic communication of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, three Business Days before the date of prepayment, prepayment or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments Aggregate Maximum Credit Amounts as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and any payments to the extent required by Section 5.02. For the avoidance of doubt, this Section 3.04(b) shall not apply any prepayment of Swingline Loans, which shall be governed by Section 2.09(c)(i).

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimilefacsimile or electronic communication) or in such other manner authorized by the Administrative Agent electronic communication of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Term SOFR Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, three U.S. Government Securities Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, one Business Day before the date of prepayment or (iii) in the case of prepayment of a Daily Simple SOFR Borrowing, not later than 12:00 noon, Houston, Texas time, five U.S. Government Securities Business Days before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments Aggregate Maximum Credit Amounts as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and any payments to the extent required by Section 5.02. For the avoidance of doubt, this Section 3.04(b) shall not apply any prepayment of Swingline Loans, which shall be governed by Section 2.09(c)(i).

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent (and, in the case of prepayment of a Swingline Loan, the Swingline Lender) by telephone (confirmed by facsimileelectronic mail or telecopy) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City Chicago time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index BorrowingSwingline Loan, not later than 12:00 p.m.noon, New York City Chicago time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the Borrowing to be prepaid, the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each The Administrative Agent shall apply each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid BorrowingBorrowing specified in the Borrower’s notice of prepayment. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent (and, in the case of prepayment of Swingline Loans, the Swingline Lender) by telephone (confirmed by facsimilefacsimile or electronic communication) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.10:00 a.m., New York City Houston, Texas time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Revolving Borrowing, not later than 12:00 p.m.11:00 a.m., New York City Houston, Texas time, one Business Day before on the date of prepayment and (iii) in the case of prepayment of a Swingline Loan, not later than 11:00 a.m., Houston, Texas time, on the date of prepayment. Each such notice shall be irrevocable, confirmed promptly by hand delivery or email to the Administrative Agent of a written notice of prepayment. Each such notice shall be irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments Aggregate Maximum Credit Amounts as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Revolving Borrowing shall be in an amount that would be permitted in the case of an advance of a Revolving Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Revolving Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and any payments to the extent required by Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimile) fax or in such other manner authorized by method acceptable to the Administrative Agent Agent) of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City time, one Business Day before on the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the Borrowing to be prepaid, prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b2.06(b)(ii), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b2.06(b)(ii). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimileemail or fax) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City time, on the date of prepayment or (iii) in the case of prepayment of a Swingline Loan, not later than 12:00 noon, New York City time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.022.02(c), or with respect to prepayments of Swingline Loans, Section 2.09(b). Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimiledelivery of a notice of prepayment in substantially the form of Exhibit J hereto via fax or electronic communication) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Term Benchmark Borrowing, not later than 12:00 p.m.noon, New York City Houston time, three Business Days before the date of prepayment, or (ii) in the case of a prepayment of an RFR Borrowing, not later than 12:00 noon, Houston time, five Business Days before the date of prepayment, and (iii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City Houston time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if that a notice of prepayment is given in connection with a conditional notice of termination of delivered by the Commitments as contemplated by Section 2.06(b), then Borrower may state that such notice is conditioned upon (x) the effectiveness of prepayment other credit facilities or other securities offerings or (y) the consummation of a Change in Control, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such notice of termination condition is revoked in accordance with Section 2.06(b)not satisfied. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and payment of applicable breakage costs, if any, under Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimiledelivery of a notice of prepayment in the form of Exhibit B-3 hereto (“Notice of Prepayment”) or in such other manner authorized executed by the Administrative Agent a Responsible Officer) of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and date, the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise whether the prepayment is to be in a form reasonably acceptable applied to Swing Line Loans or the Administrative Agentother Loans; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b), but the Borrower shall be responsible for any break funding payments pursuant to Section 5.02. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.022.03. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone and/or fax (confirmed by facsimiletelecopy) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City time, three (3) Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City time, one (1) Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agent; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b)prepaid. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid BorrowingBorrowing as follows: first, ratably to any ABR Borrowings then outstanding, and, second, to any Eurodollar Borrowings then outstanding, and if more than one Eurodollar Borrowing is then outstanding, to each such Eurodollar Borrowing in order of priority beginning with the Eurodollar Borrowing with the least number of days remaining in the Interest Period applicable thereto and ending with the Eurodollar Borrowing with the most number of days remaining in the Interest Period applicable thereto. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and any amounts due under Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimiletelecopy) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.1:00 pm, New York City time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.1:00 pm, New York City time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable unless expressly contingent on the closing of other permitted credit facilities and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agent; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b)prepaid. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance Advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02. To the extent the principal amount of any outstanding Term Loans is prepaid 733476286 14464587 pursuant to this Section 3.03(b), such prepayments may, at the Borrower’s option, be applied dollar-for-dollar as a prepayment to reduce either (i) the next quarterly amortizing payment (determined as of the date of such prepayment) or the quarterly mandatory amortizing payment immediately thereafter (i.e., the next two quarterly amortizing payments, but only the next two quarterly amortizing payments) until prepaid in full, or (ii) the outstanding principal amount of the Term Loans due on the Maturity Date.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimile) fax or in such other manner authorized by method acceptable to the Administrative Agent Agent) of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.11:00 a.m., New York City time, three (3) Business Days (or such shorter time as the Administrative Agent may agree) before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.11:00 a.m., New York City time, one Business Day before on the date of prepayment. Each such notice shall be irrevocable, shall specify the prepayment date and the principal amount of each Borrowing or portion thereof such prepayment and the Type(s) of Loans to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agent; provided thatand, if a notice Eurodollar Loans are to be prepaid, the Interest Period(s) of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b)Loans. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02. Any election by the Borrower to voluntarily prepay any Borrowing pursuant to a notice delivered by the Borrower pursuant to this Section 3.04(b) may be made to be contingent upon the consummation of a refinancing or other event and such notice may otherwise be extended or revoked, in each case, with the requirements of Section 5.02 to apply to any failure of the contingency to occur and any such extension or revocation.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Global Administrative Agent (and, in the case of prepayment of a Swingline Loan, the Swingline Lender) by telephone (confirmed by facsimileelectronic mail or telecopy) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City Chicago time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index BorrowingSwingline Loan, not later than 12:00 p.m.noon, New York City Chicago time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the Borrowing to be prepaid, the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Global Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each The Global Administrative Agent shall apply each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid BorrowingBorrowing specified in the Borrower’s notice of prepayment. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimileelectronic communication) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar SOFR Borrowing, not later than 12:00 p.m., New York City time, noon three (3) Business Days before the date of prepayment, prepayment or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m., New York City time, one Business Day before 11:00 a.m. on the date of prepaymentprepayment (or, in each case, such shorter time as the Administrative Agent may agree). Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Revolving Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably (i) first, to the Revolving Loans and (ii) second, to the Term Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and any amounts due under Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent in writing (which may be by telephone (confirmed by facsimileelectronic mail) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 2:00 p.m., New York City time, three (3) Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m., New York City time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and date, the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if that a notice of prepayment is given in connection with a conditional notice of termination of delivered by the Commitments as contemplated by Section 2.06(b), then Borrower may state that such notice is conditioned upon the effectiveness of prepayment other credit or debt facilities or any other transaction, in which case, such notice may be revoked by the Borrower (by written notice to the Administrative Agent on or prior to the specified effective date) if such notice of termination condition is revoked in accordance with Section 2.06(b)not satisfied. Promptly following receipt of any such notice relating to a Borrowingof prepayment, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by (i) accrued interest to the extent required by Section 3.023.03, (ii) with respect to any prepayment which results in the payment in full of the Loans, the Repayment Premium, (iii) the Make-Whole Amount, if applicable, and (iv) any amounts due under Section 5.02. Each partial prepayment shall be in an aggregate amount not less than $1,000,000 or integral multiples of $1,000,000 in excess thereof. Each prepayment of Loans made pursuant to Section 3.04(a) shall be applied against the Remaining Scheduled Principal Payments in the direct order of maturity.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimilefacsimile or other electronic transmission) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.11:00 a.m., New York City Houston, Texas time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.11:00 a.m., New York City Houston, Texas time, one Business Day before on the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and any amounts due under Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimilefacsimile or electronic communication) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.10:00 a.m., New York City Xxxxxx, Xxxxx time, three Business Days before the date of prepayment, or (ii) prepayment and in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.11:00 a.m., New York City Dallas, Texas time, one Business Day before on the date of prepayment. Each such notice shall be irrevocable, confirmed promptly by hand delivery or email to the Administrative Agent of a written notice of prepayment. Each such notice shall be irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, that if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments Aggregate Maximum Credit Amounts as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and any payments to the extent required by Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone telephone, facsimile or e-mail (and, in the case of telephonic notice, confirmed by facsimilehand delivery, facsimile or e-mail) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m., New York City Eastern time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m., New York City time, one Business Day before on the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid (which shall be (x) in the case of a prepayment of any ABR Borrowing or Swingline Borrowing, in an amount that is an integral multiple of $250,000 and shall otherwise be in a form reasonably acceptable not less than $250,000 or equal to the Administrative Agentaggregate principal balance outstanding of such ABR Borrowing and (y) in the case of a prepayment of any Eurodollar Borrowing, in an amount that is an integral multiple of $500,000 and not less than $1,000,000 or equal to the aggregate principal balance outstanding of such Eurodollar Borrowing); provided that, if that a notice of prepayment is given in connection with a conditional notice of termination of delivered by the Commitments as contemplated by Section 2.06(b), then Borrower may state that such notice is conditioned upon the effectiveness of prepayment other credit facilities or the closing of a securities offering, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified prepayment date) if such notice of termination condition is revoked in accordance with Section 2.06(b)not satisfied. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimile) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m., New York City time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m., New York City time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agent; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimiledelivery of a notice of prepayment in substantially the form of Exhibit J hereto via fax or electronic communication) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar SOFR Borrowing, not later than 12:00 p.m.noon, New York City Houston time, three U.S. Government Securities Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Base Rate Borrowing, not later than 12:00 p.m.noon, New York City Houston time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if that a notice of prepayment is given in connection with a conditional notice of termination of delivered by the Commitments as contemplated by Section 2.06(b), then Borrower may state that such notice is conditioned upon (i) the effectiveness of prepayment other credit facilities or other securities offerings or (ii) the consummation of a Change in Control, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such notice of termination condition is revoked in accordance with Section 2.06(b)not satisfied. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and payment of applicable breakage costs, if any, under Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimilefacsimile or electronic communication) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Term SOFR Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, three two Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, one Business Day before on the date of prepayment. Each such notice shall be irrevocable, confirmed promptly by hand delivery or email to the Administrative Agent of a written notice of prepayment signed by a Responsible Officer of the Borrower. Each such notice shall be irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a subject to Section 5.02, the Borrower may rescind any notice of prepayment is given in connection with if such prepayment would have resulted from a conditional notice refinancing of termination all or a material part of the Commitments as contemplated by Section 2.06(b)Obligations, then such notice of prepayment may which refinancing shall not be revoked if such notice of termination is revoked in accordance with Section 2.06(b)consummated or shall otherwise be delayed. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and any payments to the extent required by Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimile) telecopy or other communication in such other manner authorized by writing acceptable to the Administrative Agent Agent) of any prepayment hereunder (i) in the case of prepayment of a Eurodollar SOFR Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, three U.S. Government Securities Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid prepaid, and shall otherwise be in a form reasonably acceptable to whether the Administrative Agent; provided that, if a notice of prepayment is given in connection with of SOFR Loans, ABR Loans, or a conditional notice of termination of combination thereof, and the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b)amount allocable to each. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.. US 9364157v.4 WEL554/78009

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimiletelecopy) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City Houston time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City Houston time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and any amounts due under Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimileelectronic mail or telecopy) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 1:00 p.m., New York City time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 1:00 p.m., New York City time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the Borrowing to be prepaid, the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if that a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then may state that such notice is conditioned upon the effectiveness of prepayment other financing transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to 1:00 p.m., New York City time (or such later time as may be agreed by the Administrative Agent), on the specified prepayment date) if such notice of termination condition is revoked in accordance with Section 2.06(b)not satisfied. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an aggregate amount that would be permitted not less than $2,500,000 and integral multiples of $1,000,000 in the case of an advance of a Borrowing of the same Type as provided in Section 2.02excess thereof. Each The Administrative Agent shall apply each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to Borrowings specified in the extent required by Section 3.02Borrower’s notice of prepayment.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimiletelecopy) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City Houston time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City Houston time, one Business Day before on the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the Borrowing to be prepaid, the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b2.06(b)(ii), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b2.06(b)(ii). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimilefacsimile or electronic communication) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Term Benchmark Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, three two Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, one Business Day before on the date of prepayment. Each such notice shall be irrevocable, confirmed promptly by hand delivery or email to the Administrative Agent of a written notice of prepayment signed by a Responsible Officer of the Borrower. Each such notice shall be irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b); provided further, that, subject to Section 5.02, the Borrower may rescind any notice of prepayment if such prepayment would have resulted from a refinancing of all or a material part of the Obligations, which refinancing shall not be consummated or shall otherwise be delayed. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and any payments to the extent required by Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Global Administrative Agent (and, in the case of prepayment of a Swingline Loan, the Swingline Lender) by telephone (confirmed by facsimileelectronic mail or telecopy) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City Chicago time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index BorrowingSwingline Loan, not later than 12:00 p.m.noon, New York City Chicago time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the Borrowing to be prepaid, the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section ‎Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section ‎Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Global Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section ‎Section 2.02. Each The Global Administrative Agent shall apply each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid BorrowingBorrowing specified in the Borrower’s notice of prepayment. Prepayments shall be accompanied by accrued interest to the extent required by Section ‎Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone telephone, facsimile or e-mail (and, in the case of telephonic notice, confirmed by facsimilehand delivery, facsimile or e-mail) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m., New York City Eastern time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m., New York City time, one Business Day before on the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid (which shall be (x) in the case of a prepayment of any ABR Borrowing or Swingline Borrowing, in an amount that is an integral multiple of $250,000 and shall otherwise be in a form reasonably acceptable not less than $250,000 or equal to the Administrative Agentaggregate principal balance outstanding of such ABR Borrowing and (y) in the case of a prepayment of any LIBOR Borrowing, in an amount that is an integral multiple of $500,000 and not less than $1,000,000 or equal to the aggregate principal balance outstanding of such LIBOR Borrowing); provided that, if that a notice of prepayment is given in connection with a conditional notice of termination of delivered by the Commitments as contemplated by Section 2.06(b), then Borrower may state that such notice is conditioned upon the occurrence of prepayment one or more events specified therein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified prepayment date) if such notice condition is not satisfied, subject to the payment of termination is revoked in accordance with any compensation required by Section 2.06(b)5.02. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimilefacsimile or electronic communication) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, confirmed promptly by hand delivery or email to the Administrative Agent of a written notice of prepayment signed by a Responsible Officer of the Borrower. Each such notice shall be irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b); provided further, that, subject to Section 5.02, the Borrower may rescind any notice of prepayment if such prepayment would have resulted from a refinancing of all or a material part of the Obligations, which refinancing shall not be consummated or shall otherwise be delayed. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and any payments to the extent required by Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimile) fax or in such other manner authorized by method acceptable to the Administrative Agent Agent) of any prepayment hereunder (i) in the case of prepayment of a Eurodollar BorrowingBorrowing (or such shorter time as the Administrative Agent may agree), not later than 12:00 p.m.11:00 a.m., New York City Houston time, three (3) Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.11:00 a.m., New York City Houston time, one Business Day before on the date of prepayment. Each such notice shall be irrevocable, shall specify the prepayment date and the principal amount of each Borrowing or portion thereof such prepayment and the Type(s) of Loans to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agent; provided thatand, if a notice Eurodollar Loans are to be prepaid, the Interest Period(s) of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b)Loans. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02. Any election by the Borrower to voluntarily prepay any Borrowing pursuant to a notice delivered by the Borrower pursuant to this Section 3.04(b) may be made to be contingent upon the consummation of a refinancing or other event and such notice may otherwise be extended or revoked, in each case, with the requirements of Section 5.02 to apply to any failure of the contingency to occur and any such extension or revocation.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone or e-mail (confirmed by facsimile) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise prepaid; provided that any such notice may state that it is conditioned upon the occurrence of any event specified therein (including the effectiveness of other credit facilities), in which case such notice may be in a form reasonably acceptable revoked by the Borrower (by written notice to the Administrative Agent; provided thatAgent on or prior to the specified effective date) if such condition is not satisfied. Promptly following receipt of any such notice relating to a Borrowing, if a notice of prepayment is given in connection with a conditional notice of termination the Administrative Agent shall advise the Lenders of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b)contents thereof. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimiletelecopy) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid (and shall otherwise be in a form reasonably acceptable to the Administrative Agentspecify whether Revolving Loans or Term Loans are being prepaid); provided thatprovided, if that a notice of prepayment is given of all outstanding Loans may be conditioned upon the effectiveness of other credit facilities or another event, in connection which case, such notice may be revoked by the Borrower (with a conditional notice to the Administrative Agent on or prior to the specified effective date of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked termination) if such notice of termination condition is revoked in accordance with Section 2.06(b)not satisfied. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.022.03. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and any payments to the extent required by Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimileelectronic mail) (or in such other manner authorized transmit by electronic communication, if arrangements for doing so have been approved by the Administrative Agent Agent) of any prepayment hereunder (i) in the case of prepayment of a Eurodollar SOFR Borrowing, not later than 12:00 p.m., New York City time, 1:00 p.m. three (3) U.S. Government Securities Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m., New York City time, one Business Day before 11:00 a.m. on the date of prepayment, which date shall be a Business Day in the United States. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Class of Borrowing or portion thereof to be prepaid and shall otherwise be in whether the prepayment is of SOFR Loans, ABR Loans or a form reasonably acceptable combination thereof, and the amount allocable to the Administrative Agenteach; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Elected Revolving Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders Banks of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimilefacsimile or electronic communication) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar (A) a Term Benchmark Borrowing, not later than 12:00 p.m.10:00 a.m., New York City Dallas, Texas time, three Business Days before the date of prepaymentprepayment or (B) a RFR Borrowing, or not later than 10:00 a.m., Dallas, Texas time, five Business Days before the date of prepayment and (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.11:00 a.m., New York City Dallas, Texas time, one Business Day before on the date of prepayment. Each such notice shall be irrevocable, confirmed promptly by hand delivery or email to the Administrative Agent of a written notice of prepayment. Each such notice shall be irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, that if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments Aggregate Maximum Credit Amounts as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and any payments to the extent required by Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify provide written notice to the Administrative Agent by telephone (confirmed by facsimile) or in such other manner authorized telecopy or, if arrangements for doing so have been approved by the Administrative Agent and the Borrower, by other electronic communication) of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City of Houston time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City of Houston time, one Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and prepaid, which payment shall otherwise be in an integral multiple of $100,000 and not less than $500,000, provided that such notice may be conditioned upon the consummation of a form reasonably acceptable refinancing or other identified event and such notice may be extended or revoked by a written notice to the Administrative Agent; provided that, if a notice of prepayment is given in connection with a conditional notice of termination Agent on or before the date of the Commitments as contemplated by scheduled prepayment in the event such refinancing or other identified event is delayed or otherwise fails, in each case, with the requirements of Section 2.06(b), then 5.02 to apply to any failure of such notice of prepayment may be revoked if condition to occur and any such notice of termination is revoked in accordance with Section 2.06(b). extension or revocation.. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and any payments to the extent required by Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimile) facsimile or in such other manner authorized by electronic transmission acceptable to the Administrative Agent Agent) of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, three (3) Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City Houston, Texas time, one (1) Business Day before the date of prepayment, or (iii) in the case of prepayment of a Swingline Loan, not later than 12:00 noon, Houston, Texas time, one (1) Business Day before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided that, that if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and any break funding payments required by Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimiletelecopy) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon, New York City time, three Business Days (or such later time as the Administrative Agent may approve in its sole discretion) before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon, New York City time, one Business Day (or such later time as the Administrative Agent may approve in its sole discretion) before the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid and shall otherwise be in a form reasonably acceptable to the Administrative Agentprepaid; provided thatprovided, if that a notice of prepayment is given of Loans may be conditioned upon the effectiveness of other credit facilities or another event, in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b)which case, then such notice of prepayment may be revoked by the Borrower (with notice to the Administrative Agent on or prior to the specified effective date of such prepayment) if such notice of termination condition is revoked in accordance with Section 2.06(b)not satisfied. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02‎Section 2.03. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02‎Section 3.02 and any payments to the extent required by ‎Section 5.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone telephone, facsimile or e-mail (and, in the case of telephonic notice, confirmed by facsimilehand delivery, facsimile or e-mail) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m., New York City Eastern time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m., New York City time, one Business Day before on the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify the prepayment date and the principal amount of each Borrowing or portion thereof to be prepaid (which shall be (x) in the case of a prepayment of any ABR Borrowing or Swingline Borrowing, in an amount that is an integral multiple of $250,000 and shall otherwise be in a form reasonably acceptable not less than $250,000 or equal to the Administrative Agentaggregate principal balance outstanding of such ABR Borrowing; (y) in the case of a prepayment of any LIBOR Borrowing, in an amount that is an integral multiple of $500,000 and not less than $1,000,000 or equal to the aggregate principal balance outstanding of such LIBOR Borrowing and (z) in the case of a prepayment of any EURIBOR Borrowing, in an amount that is an integral multiple of €500,000 and not less than €1,000,000 or equal to the aggregate principal balance outstanding of such EURIBOR Borrowing); provided that, if that a notice of prepayment is given in connection with a conditional notice of termination of delivered by the Commitments as contemplated by Section 2.06(b), then Borrower may state that such notice is conditioned upon the occurrence of prepayment one or more events specified therein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified prepayment date) if such notice condition is not satisfied, subject to the payment of termination is revoked in accordance with any compensation required by Section 2.06(b)5.02. Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.02.

Notice and Terms of Optional Prepayment. The Borrower shall notify the Administrative Agent by telephone (confirmed by facsimilefax or other electronic transmission) or in such other manner authorized by the Administrative Agent of any prepayment hereunder (i) in the case of prepayment of a Eurodollar Borrowing, not later than 12:00 p.m.noon Houston, New York City Texas time, three Business Days before the date of prepayment, or (ii) in the case of prepayment of an ABR Borrowing or a LIBOR Market Index Borrowing, not later than 12:00 p.m.noon Houston, New York City Texas time, at least one Business Day before prior to the date of prepayment. Each such notice shall be irrevocable, irrevocable and shall specify (i) the prepayment date date, and (ii) the principal amount of each Borrowing or portion thereof to be prepaid and prepaid, which shall otherwise not be in a form reasonably acceptable to less than the Administrative Agentlesser of (x) the Revolving Credit Exposure or (y) $5,000,000 for any Loan; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06(b). Promptly following receipt of any such notice relating to a Borrowing, the Administrative Agent shall advise the Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of an advance of a Borrowing of the same Type as provided in Section 2.02. Each prepayment of a Borrowing shall be applied ratably to the Loans included in the prepaid Borrowing. Prepayments shall be accompanied by accrued interest to the extent required by Section 3.023.02 and any amounts due under Section 5.02.