Common use of Optional Prepayment in Cash Clause in Contracts

Optional Prepayment in Cash. (a) Subject to Section 2.5(b) hereof, the Borrower will have the option of prepaying this Note in whole or in part (“Optional Prepayment ”) by paying to the Holder a sum of money equal to the sum of (i) one hundred fifteen percent (115%) of the outstanding principal amount of this Note to be prepaid and (ii) any accrued and unpaid interest on such outstanding principal amount of this Note and any and all other sums due accrued or payable to Holder under the Note, the Security Agreement or any other Ancillary Agreement (as defined in the Security Agreement) (the “Prepayment Amount”) on the day written notice of redemption (the “Notice of Prepayment ”) is given to the Holder (b) If a Registration Statement (as defined in the Registration Rights Agreement) covering the Securities has been filed as required by the Registration Rights Agreement and has been declared and remains effective, the Borrower will have the option irrespective of 2.5(a) above of prepaying this Note in whole or in part by paying to the Holder a sum of money equal to the sum of (i) one hundred five percent (105%) of the outstanding principal amount of this Note to be prepaid by delivering a Notice of Prepayment to the Holder and (ii) any accrued and unpaid interest on such outstanding principal amount of this Note and any and all other sums due accrued or payable to Holder under this Note, the Security Agreement or any other Ancillary Agreement (as defined in the Security Agreement). (c) Any Notice of Prepayment delivered pursuant to this Section 2.5 shall specify the date for such Optional Prepayment (the “Prepayment Payment Date”) which date shall be seven (7) days after the date of the Notice of Prepayment (the “Prepayment Period”). A Notice of Prepayment shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions made by the Holder pursuant to Section 3.1 during the Prepayment Period. The Prepayment Amount shall be determined as if such Xxxxxx’s conversion elections had been completed immediately prior to the date of the Notice of Prepayment. On the Prepayment Payment Date, the Prepayment Amount (plus any additional interest and fees accruing on the Notes during the Prepayment Period) must be irrevocably paid in full in immediately available funds to the Holder. In the event the Borrower fails to pay the Prepayment Amount on the Prepayment Payment Date, then such Prepayment Notice will be null and void.

Optional Prepayment in Cash. (a) Subject to Section 2.5(b2.4(b) hereof, the Borrower will have the option of prepaying this Note in whole or in part full (“Optional Prepayment Prepayment”) by paying to the Holder a sum of money equal to the sum of (i) one hundred fifteen percent (115100%) of the then outstanding principal amount of this Note to be prepaid and (ii) any together with accrued and but unpaid interest on such outstanding principal amount of this Note thereon and any and all other sums due due, accrued or payable to the Holder arising under the this Note, the Security Agreement or any other Ancillary Agreement (as defined in the Security Agreement) (the “Prepayment Amount”) on the day ). The Borrower may exercise its prepayment right by delivery of written notice of redemption (the “Notice of Prepayment Prepayment”) is given to the Holder (b) If a Registration Statement (as defined in the Registration Rights Agreement) covering the Securities has been filed as required by the Registration Rights Agreement and has been declared and remains effective, the Borrower will have the option irrespective of 2.5(a) above of prepaying this Note in whole or in part by paying to the Holder a sum of money equal to the sum of (i) one hundred five percent (105%) of the outstanding principal amount of this Note to be prepaid by delivering a Notice of Prepayment to the Holder and (ii) any accrued and unpaid interest on such outstanding principal amount otherwise complying with the provisions of this Note and any and all other sums due accrued or payable to Holder under this Note, the Security Agreement or any other Ancillary Agreement (as defined in the Security Agreement)Section 2.4. (cb) Any Notice of Prepayment delivered pursuant to this Section 2.5 2.4 shall specify the date for such Optional Prepayment (the “Prepayment Payment Date”) which date shall be seven (7) days after the date of the Notice of Prepayment (the “Prepayment Period”). A Notice of Prepayment shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a Notice of Conversion (defined below) pursuant to Section 3.12.1, or for conversions made by the Holder pursuant to Section 3.1 2.1 during the Prepayment PeriodPeriod of all or any portion of the then outstanding debt under this Note. The Subject to Conversion by Holder as herein provided, on the Prepayment Payment Date, the Prepayment Amount shall be determined as if of such Xxxxxx’s conversion elections had been completed immediately prior to the date of the Notice notice of Prepayment. On the Prepayment Payment Date, the Prepayment Amount (plus any additional interest and fees accruing on the Notes this Note during the Prepayment Period) must be irrevocably paid in full in immediately available funds to the Holder. In the event the Borrower fails to pay the Prepayment Amount on the Prepayment Payment Date, then such Prepayment Notice will be null and void. If Holder effects a conversion of all of the outstanding indebtedness of this Note during the Prepayment Period, this Note shall be deemed fully paid and terminated upon such conversion without any further obligation of Borrower hereunder.

Optional Prepayment in Cash. (a) Subject to Section 2.5(b) hereof, the Borrower will have the option of prepaying this Note in whole or in part (“Optional Prepayment ”"OPTIONAL PREPAYMENT ") by paying to the Holder a sum of money equal to the sum of (i) one hundred fifteen percent (115%) of the outstanding principal amount of this Note to be prepaid and (ii) any accrued and unpaid interest on such outstanding principal amount of this Note and any and all other sums due accrued or payable to Holder under the Note, the Security Agreement or any other Ancillary Agreement (as defined in the Security Agreement) (the “"Prepayment Amount”AMOUNT") on the day written notice of redemption (the “Notice of Prepayment ”"NOTICE OF PREPAYMENT ") is given to the Holder. (b) If a Registration Statement (as defined in the Registration Rights Agreement) covering the Securities has been filed as required by the Registration Rights Agreement and has been declared and remains effective, the Borrower will have the option irrespective of 2.5(a) above of prepaying this Note in whole or in part by paying to the Holder a sum of money equal to the sum of (i) one hundred five percent (105%) of the outstanding principal amount of this Note to be prepaid by delivering a Notice of Prepayment to the Holder and (ii) any accrued and unpaid interest on such outstanding principal amount of this Note and any and all other sums due accrued or payable to Holder under this Note, the Security Agreement or any other Ancillary Agreement (as defined in the Security Agreement). (c) Any Notice of Prepayment delivered pursuant to this Section 2.5 shall specify the date for such Optional Prepayment (the “Prepayment Payment Date”"PREPAYMENT PAYMENT DATE") which date shall be seven (7) days after the date of the Notice of Prepayment (the “Prepayment Period”"PREPAYMENT PERIOD"). A Notice of Prepayment shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a Notice of Conversion (defined below) pursuant to Section 3.1, or for conversions made by the Holder pursuant to Section 3.1 during the Prepayment Period. The Prepayment Amount shall be determined as if such Xxxxxx’s Holder's conversion elections had been completed immediately prior to the tx xxx date of the Notice of Prepayment. On the Prepayment Payment Date, the Prepayment Amount (plus any additional interest and fees accruing on the Notes during the Prepayment Period) must be irrevocably paid in full in immediately available funds to the Holder. In the event the Borrower fails to pay the Prepayment Amount on the Prepayment Payment Date, then such Prepayment Notice will be null and void.

Optional Prepayment in Cash. (a) Subject to Section 2.5(b2.4(b) hereof, the Borrower will have the option of prepaying this Note in whole or in part full (“Optional Prepayment ”"OPTIONAL PREPAYMENT") by paying to the Holder a sum of money equal to the sum of (i) one hundred fifteen percent (115100%) of the then outstanding principal amount of this Note to be prepaid and (ii) any together with accrued and but unpaid interest on such outstanding principal amount of this Note thereon and any and all other sums due due, accrued or payable to the Holder arising under the this Note, the Security Agreement or any other Ancillary Agreement (as defined in the Security Agreement) (the “Prepayment Amount”) on the day "PREPAYMENT AMOUNT"). The Borrower may exercise its prepayment right by delivery of written notice of redemption (the “"Notice of Prepayment ”Prepayment") is given to the Holder (b) If a Registration Statement (as defined in the Registration Rights Agreement) covering the Securities has been filed as required by the Registration Rights Agreement and has been declared and remains effective, the Borrower will have the option irrespective of 2.5(a) above of prepaying this Note in whole or in part by paying to the Holder a sum of money equal to the sum of (i) one hundred five percent (105%) of the outstanding principal amount of this Note to be prepaid by delivering a Notice of Prepayment to the Holder and (ii) any accrued and unpaid interest on such outstanding principal amount otherwise complying with the provisions of this Note and any and all other sums due accrued or payable to Holder under this Note, the Security Agreement or any other Ancillary Agreement (as defined in the Security Agreement)Section 2.4. (cb) Any Notice of Prepayment delivered pursuant to this Section 2.5 2.4 shall specify the date for such Optional Prepayment (the “Prepayment Payment Date”"PREPAYMENT PAYMENT DATE") which date shall be seven (7) days after the date of the Notice of Prepayment (the “Prepayment Period”"PREPAYMENT PERIOD"). A Notice of Prepayment shall not be effective with respect to any portion of this Note for which the Holder has previously delivered a Notice of Conversion (defined below) pursuant to Section 3.12.1, or for conversions made by the Holder pursuant to Section 3.1 2.1 during the Prepayment PeriodPeriod of all or any portion of the then outstanding debt under this Note. The Subject to Conversion by Holder as herein provided, on the Prepayment Payment Date, the Prepayment Amount shall be determined as if of such Xxxxxx’s Holder's conversion elections had been completed immediately prior to the tx xxx date of the Notice notice of Prepayment. On the Prepayment Payment Date, the Prepayment Amount (plus any additional interest and fees accruing on the Notes this Note during the Prepayment Period) must be irrevocably paid in full in immediately available funds to the Holder. In the event the Borrower fails to pay the Prepayment Amount on the Prepayment Payment Date, then such Prepayment Notice will be null and void. If Holder effects a conversion of all of the outstanding indebtness of this Note during the Prepayment Period, this Note shall be deemed fully paid and terminated upon such conversion without any further obligation of Borrower hereunder.