Common use of Optional and Mandatory Prepayments and Commitment Reductions Clause in Contracts

Optional and Mandatory Prepayments and Commitment Reductions. (a) The Borrower may at any time and from time to time prepay the Loans in whole or in part, subject to subsection 4.12, without premium or penalty, upon at least three Business Days’ irrevocable notice by the Borrower to the Administrative Agent (in the case of Eurodollar Loans) or at least one Business Day’s irrevocable notice by the Borrower to the Administrative Agent (in the case of ABR Loans), specifying, in the case of any prepayment of Loans, the date and amount of prepayment and whether the prepayment is (i) of Term Loans or Revolving Credit Loans, or a combination thereof, and (ii) of Eurodollar Loans, ABR Loans or a combination thereof, and, in each case if a combination thereof, the principal amount allocable to each. Upon the receipt of any such notice the Administrative Agent shall promptly notify each affected Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (if a Eurodollar Loan is prepaid other than at the end of the Interest Period applicable thereto) any amounts payable pursuant to subsection 4.12 and, in the case of prepayments of the Term Loans only, accrued interest to such date on the amount prepaid. Partial prepayments of the Revolving Credit Loans pursuant to this subsection shall (unless the Borrower otherwise directs) be applied, first, to payment of the Revolving Credit Loans then outstanding, second, to payment of any Reimbursement Obligations then outstanding and, last, to cash collateralize any outstanding L/C Obligation on terms reasonably satisfactory to the Administrative Agent. Partial prepayments pursuant to this subsection 4.4(a) shall be in an aggregate principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof, provided that, notwithstanding the foregoing, any Loan may be prepaid in its entirety.

Optional and Mandatory Prepayments and Commitment Reductions. (a) The Borrower Each of the Borrowers may at any time and from time to time prepay the Loans and the Reimbursement Obligations in respect of Letters of Credit issued for its account, in whole or in part, subject to subsection 4.12, without premium or penalty, upon at least three Business Days’ irrevocable notice by the Parent Borrower on behalf of the applicable Borrower to the Administrative Agent (in the case of Eurodollar Loans) or Eurocurrency Loans and Reimbursement Obligations outstanding in any Designated Foreign Currency), at least, three Business Days’ irrevocable notice by the Parent Borrower to the Administrative Agent (in the case of Eurocurrency Loans and Reimbursement Obligations outstanding in Dollars), at least one Business Day’s irrevocable notice by the Parent Borrower to the Administrative Agent (in the case of ABR Loans other than Swing Line Loans) or same-day irrevocable notice by the Parent Borrower to the Administrative Agent (in the case of Swing Line Loans), specifying, in the case of any prepayment of Loans, the identity of the prepaying Borrower, the date and amount of prepayment and whether the prepayment is (i) of Term Loans, Revolving Credit Loans or Revolving Credit Swing Line Loans, or a combination thereof, and (ii) of Eurodollar Eurocurrency Loans, Swing Line Foreign Currency Loans, ABR Loans or a combination thereof, and, in each case if a combination thereof, the principal amount allocable to eacheach and, in the case of any prepayment of Reimbursement Obligations, the date and amount of prepayment, the identity of the applicable Letter of Credit or Letters of Credit and the amount allocable to each of such Reimbursement Obligations. Upon the receipt of any such notice the Administrative Agent shall promptly notify each affected Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (if a Eurodollar Eurocurrency Loan is prepaid other than at the end of the Interest Period applicable thereto) any amounts payable pursuant to subsection 4.12 and, in the case of prepayments of the Term Loans only, accrued interest to such date on the amount prepaid. Partial prepayments of (i) the Term Loans shall be applied pro rata to the respective installments of principal thereof, provided that any such payment made within 12 months prior to the date on which an installment of principal thereof is scheduled to be made may, at the option of the Parent Borrower, be applied first to such installment, and (ii) the Revolving Credit Loans and the Reimbursement Obligations pursuant to this subsection shall (unless the Parent Borrower otherwise directs) be applied, first, to payment of the Swing Line Loans then outstanding, second, to payment of the Revolving Credit Loans then outstanding, secondthird, to payment of any Reimbursement Obligations then outstanding and, last, to cash collateralize any outstanding L/C Obligation on terms reasonably satisfactory to the Administrative Agent. Partial prepayments pursuant to this subsection 4.4(a) shall be in an aggregate principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereofthereof (or, in the case of Eurocurrency Loans outstanding in any Designated Foreign Currency or Swing Line Foreign Currency Loans, the Dollar Equivalent of an aggregate principal amount of at least approximately $5,000,000), provided that, notwithstanding the foregoing, any Loan may be prepaid in its entirety.

Optional and Mandatory Prepayments and Commitment Reductions. (a) The Borrower Each of the Borrowers may at any time and from time to time prepay the Loans (including the Reimbursement Obligations in respect of Letters of Credit issued for its account) and permanently reduce the Revolving Credit Commitments, in whole or in part, subject to subsection subsections 4.4(k) and 4.12, without premium or penalty, upon at least three Business Days’ ' irrevocable notice by the Parent Borrower on behalf of the applicable Borrower to the Administrative Agent (in the case of Eurodollar Loans) or Eurocurrency Loans and Reimbursement Obligations outstanding in any Designated Foreign Currency), at least, three Business Days' irrevocable notice by the Parent Borrower to the Administrative Agent (in the case of Eurocurrency Loans and Reimbursement Obligations outstanding in Dollars), at least one Business Day’s 's irrevocable notice by the Parent Borrower to the Administrative Agent (in the case of ABR Loans other than Swing Line Loans) or same-day irrevocable notice by the Parent Borrower to the Administrative Agent (in the case of Swing Line Loans), specifying, in the case of any prepayment of Loans, the date and amount of prepayment or reduction, as the case may be, the identity of the prepaying Borrower, and whether the prepayment is (i) of Term Loans, Revolving Credit Loans or Revolving Credit Swing Line Loans, or a combination thereof, and or (ii) of Eurodollar Eurocurrency Loans, ABR Loans or a combination thereof, and, in each case if a combination thereof, the principal amount allocable to eacheach and, in the case of any prepayment of Reimbursement Obligations, the date and amount of prepayment, the identity of the applicable Letter of Credit or Letters of Credit and the amount allocable to each of such Reimbursement Obligations. Upon the receipt of any such notice the Administrative Agent shall promptly notify each affected Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (if a Eurodollar Eurocurrency Loan is prepaid other than at the end of the Interest Period applicable thereto) any amounts payable pursuant to subsection 4.12 and, in the case of prepayments of the Term Loans only, accrued interest to such date on the amount prepaid. Partial prepayments of the Revolving Credit Loans pursuant to this subsection shall (unless the Borrower otherwise directs) be applied, first, to payment of the Revolving Credit Loans then outstanding, second, to payment of any Reimbursement Obligations then outstanding and, last, to cash collateralize any outstanding L/C Obligation on terms reasonably satisfactory to the Administrative Agent. Partial prepayments pursuant to this subsection 4.4(a) shall be in an aggregate principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof, provided that, notwithstanding the foregoing, any Loan may be prepaid in its entirety.to

Optional and Mandatory Prepayments and Commitment Reductions. (a) The Borrower may at any time and from time to time prepay the Loans made to it (including the Reimbursement Obligations in respect of Letters of Credit issued for its account) and permanently reduce the Revolving Credit Commitments, in whole or in part, subject to subsection 4.12, without premium or penalty, upon at least three Business Days’ ' irrevocable notice by the Borrower to the Administrative Agent (in the case of Eurodollar LoansLoans and Reimbursement Obligations) or and at least one Business Day’s 's irrevocable notice by the Borrower to the Administrative Agent (in the case of ABR Loans other than Swing Line Loans) or same day irrevocable notice by the Borrower to the Administrative Agent (in the case of Swing Line Loans), specifying, in the case of any prepayment of LoansLoans or reduction of Revolving Credit Commitments, the date and amount of prepayment or reduction, as the case may be, and whether the such prepayment is (i) of Term Loans or Loans, Delayed Draw Term Loans, Revolving Credit Loans, Swing Line Loans, or a combination thereof, and (ii) of Eurodollar Loans, ABR Loans or a combination thereof, and, in each case if a combination thereof, the principal amount allocable to eacheach and, in the case of any prepayment of Reimbursement Obligations, the date and amount of prepayment, the identity of the applicable Letter of Credit or Letters of Credit and the amount allocable to each of such Reimbursement Obligation. Upon the receipt of any such notice the Administrative Agent shall promptly notify each affected Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (if a Eurodollar Loan is prepaid other than at the end of the Interest Period applicable thereto) any amounts payable payable, if any, pursuant to subsection 4.12 and, in the case of prepayments of the Term Loans and Delayed Draw Term Loans only, accrued interest to to, but excluding, such date on the amount prepaid. Partial prepayments of (i) the Term Loans and Delayed Draw Term Loans pursuant to this subsection shall be applied (x) pro rata (based on outstanding principal amount) to the Term Loans and the Delayed Draw Term Loans and (y) first, to the first two installments thereof due on or after the date of such prepayment in the order of their maturities and second, pro rata to the respective remaining installments thereof, and (ii) the Revolving Credit Loans and the Reimbursement Obligations pursuant to this subsection shall (unless the Borrower otherwise directs) be applied, first, to payment of the Swing Line Loans then outstanding, second, to payment of the Revolving Credit Loans then outstanding, secondthird, to payment of any Reimbursement Obligations then outstanding and, last, to cash collateralize any outstanding L/C Obligation on terms reasonably satisfactory to the Administrative Agent. Partial prepayments pursuant to this subsection 4.4(a) shall be in an aggregate principal amount of $5,000,000 500,000 or a whole multiple of $1,000,000 100,000 in excess thereof, provided that, notwithstanding the foregoing, any Loan . Amounts prepaid on account of Term Loans and Delayed Draw Term Loans pursuant to this subsection 4.4(a) may 32 32 not be prepaid in its entiretyreborrowed.

Optional and Mandatory Prepayments and Commitment Reductions. (a) Optional Prepayment of the Loans. The Borrower may at any time and from time to time prepay the Loans made to them in whole or in part, subject to subsection Section 4.12, without premium or penalty, upon at least three Business Days’ irrevocable notice by the Borrower to the Administrative Agent (prior to 1:00 P.M., New York City time, at least three Business Days prior to the date of prepayment in the case of Eurodollar Eurocurrency Loans) , or at least one Business Day’s irrevocable notice by prior to 1:00 P.M., New York City time, on the Borrower to the Administrative Agent (date of prepayment in the case of ABR Loans). For the avoidance of doubt, specifying, in the case of any prepayment of Loans, Loans that are repaid or prepaid may not be reborrowed. Such notice shall specify the date and amount of prepayment and prepayment, whether the prepayment is (i) of Term Loans or Revolving Credit Loans, or a combination thereof, and (ii) of Eurodollar Eurocurrency Loans, ABR Loans or a combination thereof, and, in each case if a combination thereof, the principal amount allocable to each. Upon the receipt of any such notice notice, the Administrative Agent shall promptly notify each affected Lender thereof. Any such notice may state that such notice is conditioned upon the occurrence or non-occurrence of any event specified therein (including the effectiveness of other credit facilities), 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 condition is not satisfied. If any such notice is givengiven and is not revoked, the amount specified in such notice shall be due and payable on the date specified therein, together with (if a Eurodollar Eurocurrency Loan is prepaid other than at the end of the Interest Period applicable thereto) any amounts payable pursuant to subsection Section 4.12 and, in the case of prepayments of the Term Loans only, and accrued interest to such date on the amount prepaid. Partial prepayments of the Revolving Credit Loans pursuant to this subsection shall (unless the Borrower otherwise directs) be applied, first, to payment of the Revolving Credit Loans then outstanding, second, to payment of any Reimbursement Obligations then outstanding and, last, to cash collateralize any outstanding L/C Obligation on terms reasonably satisfactory to the Administrative Agent. Partial prepayments pursuant to this subsection Section 4.4(a) shall be in an a minimum aggregate amount of $5,000,000; provided that, notwithstanding the foregoing, the Loans may be prepaid in their entirety. Prepayments of the Loans pursuant to this Section 4.4(a) shall be applied on a pro rata basis based on the aggregate principal amount of Loans outstanding at such time. Optional Termination or Reduction of Commitments. The Borrower shall have the right, upon not less than three Business Days’ notice to the Administrative Agent (which will promptly notify the Lenders thereof), to terminate the Commitments or, from time to time, to reduce the amount of the Commitments. Any termination of the Commitments shall terminate the Commitment of each Lender. Any partial reduction of the Commitments shall be in an amount equal to $5,000,000 or a whole multiple of $1,000,000 in excess thereofthereof and shall be applied to reduce the Commitment of each of the Lenders on a pro rata basis (i.e., provided that, notwithstanding based on a fraction (expressed as a percentage) the foregoing, any Loan may be prepaid in its entiretynumerator of which is the Commitment of the respective Lender and the denominator of which is the aggregate amount of the Commitments of all of the Lenders).

Optional and Mandatory Prepayments and Commitment Reductions. (a) The Borrower may at any time and from time to time prepay the Loans made to it (including the Reimbursement Obligations in respect of Letters of Credit issued for its account) and permanently reduce the Revolving Credit Commitments, in whole or in part, subject to subsection 4.12, without premium or penalty, upon at least three Business Days’ ' irrevocable notice by the Borrower to the Administrative Agent (in the case of Eurodollar LoansLoans and Reimbursement Obligations) or and at least one Business Day’s 's irrevocable notice by the Borrower to the Administrative Agent (in the case of ABR Loans other than Swing Line Loans) or same day irrevocable notice by the Borrower to the Administrative Agent (in the case of Swing Line Loans), specifying, in the case of any prepayment of LoansLoans or reduction of Revolving Credit Commitments, the date and amount of prepayment or reduction, as the case may be, and whether the such prepayment is (i) of Term Loans or Loans, Revolving Credit Loans, Swing Line Loans, or a combination thereof, and (ii) of Eurodollar Loans, ABR Loans or a combination thereof, and, in each case if a combination thereof, the principal amount allocable to eacheach and, in the case of any prepayment of Reimbursement Obligations, the date and amount of prepayment, the identity of the applicable Letter of Credit or Letters of Credit and the amount allocable to each of such Reimbursement Obligations. Upon the receipt of any such notice the Administrative Agent shall promptly notify each affected Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (if a Eurodollar Loan is prepaid other than at the end of the Interest Period applicable thereto) any amounts payable pursuant to subsection 4.12 and, in the case of prepayments of the Term Loans only, accrued interest to such date on the amount prepaid. Partial prepayments of (i) the Term Loans pursuant to this subsection shall be applied (x) pro rata (based on outstanding principal amount) to the Tranche A Term Loans and the Tranche B Term Loans and (y) first, to the first two installments thereof due on or after the date of such prepayment in the order of their maturities and second, pro rata to the respective remaining installments thereof, and (ii) the Revolving Credit Loans and the Reimbursement Obligations pursuant to this subsection shall (unless the Borrower otherwise directs) be applied, first, to payment of the Swing Line Loans then outstanding, second, to payment of the Revolving Credit Loans then outstanding, secondthird, to payment of any Reimbursement Obligations then outstanding and, last, to cash collateralize any outstanding L/C Obligation on terms reasonably satisfactory to the Administrative Agent. Partial prepayments pursuant to this subsection 4.4(a) shall be in an aggregate principal amount of $5,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof, provided that, notwithstanding the foregoing, any Loan . Amounts prepaid on account of Term Loans pursuant to this subsection 4.4(a) may not be prepaid in its entiretyreborrowed.