Common use of Optional Prepayment of Notes Clause in Contracts

Optional Prepayment of Notes. (a) Subject to the terms of this Section 3.3(a), commencing on June 1, 2006, the Company may prepay the outstanding principal amount of the Notes in whole or in part in multiples of $100,000, or such lesser amount as is then outstanding, at any time at a price equal to the principal amount so prepaid, plus (i) any accrued and unpaid interest on the amount prepaid to the date set for prepayment, plus (ii) in the event prepayment occurs on or prior to May 31, 2008, a prepayment fee, representing the amortization of certain of the Purchasers' costs incurred in connection with the purchase of the Notes, equal to the principal amount prepaid multiplied by the following percentage: (b) Subject to the terms of this Section 3.3(b), the Company may prepay with the net proceeds from one or more sales or issuances of any capital stock of the Company the outstanding principal amount of the Notes at any time prior to the third (3rd) anniversary of the Closing Date at a price equal to the principal amount so prepaid, plus (i) any accrued and unpaid interest on the amount prepaid to the date set for prepayment, plus (ii) a prepayment fee equal to the principal amount prepaid multiplied by twelve percent (12.0%); provided that the aggregate principal amount prepaid under this Section 3.3(b) shall not exceed thirty-five percent (35%) of the original principal amount of the Notes. (c) In the case of a partial prepayment of the Notes pursuant to Section 3.3(a) or (b), such prepayment shall be applied ratably to the Notes outstanding at the time of such prepayment, in accordance with the outstanding principal amounts thereof.

Optional Prepayment of Notes. (a) Subject to the terms of this Section 3.3(a)3.3, commencing on June 1, 2006, the Company may prepay to Agent, for the ratable benefit of Purchasers, the outstanding principal amount of the Notes in whole or in part in multiples of $100,000500,000, or such lesser amount as is then outstanding, at any time at a price equal to (a) the principal amount so prepaidaccrued interest, plus (i) any accrued and unpaid interest on the amount prepaid if any, to the date set for prepayment, plus (iib) in all breakage and other fees of LIBOR contracts associated with the event prepayment occurs on or prior to May 31Notes being prepaid (if any), 2008, plus (c) a prepayment fee, premium representing the amortization of certain of the Purchasers' costs incurred in connection with the purchase of the Notes, the: (i) Series A Notes equal to the principal amount of the Series A Note prepaid multiplied by the following percentage:: If Prepaid During the 12-Month Period Ending on March 31 of the Following Year: Percentage 2004 1% 2005 and thereafter 0% (bii) Subject to the terms of this Section 3.3(b), the Company may prepay with the net proceeds from one or more sales or issuances of any capital stock of the Company the outstanding principal amount of the Series B Notes at any time prior to the third (3rd) anniversary of the Closing Date at a price equal to the principal amount so prepaid, plus of the Series B Note prepaid multiplied by the following percentage: If Prepaid During the 12-Month Period Ending on March 31 of the Following Years: Percentage 2004 3% 2005 1% 2006 and thereafter 0% (iiii) any accrued and unpaid interest on the amount prepaid to the date set for prepayment, plus (ii) a prepayment fee Series C Notes equal to the principal amount of the Series C Note prepaid multiplied by twelve percent (12.0%); provided that the aggregate principal amount prepaid under this Section 3.3(b) shall not exceed thirtyfollowing percentage: If Prepaid During the 12-five percent (35%) Month Period Ending on March 31 of the original Following Years: Percentage 2004 4% 2005 3% 2006 2% 2007 1% 2008 and thereafter 0% (iv) Series D Notes equal to the principal amount of the Series D Note prepaid multiplied by the following percentage: If Prepaid During the 12-Month Period Ending on March 31 of the Following Years: Percentage 2004 5% 2005 4% 2006 3% 2007 2% 2008 1% 2009 and thereafter 0% All such prepayments shall be applied by Agent (w) first, to the Series B Notes. , (cx) In second, to the Series A Notes, (y) third, to the Series C Notes and (z) finally, to the Series D Notes, in each case to the outstanding principal in the inverse order of maturity after application of such prepayment to any accrued interest, all fees associated therewith, and any prepayment premium payable in connection therewith. Notwithstanding anything to the contrary in Sections 3.3, 3.4 and/or 3.5, no prepayment premium shall be payable in connection with a partial prepayment of the Series A Notes and/or the Series B Notes, if such prepayment is made pursuant to Section 3.3(a3.5(b) or (b), if the source of funds of such prepayment shall be applied ratably to is derived solely from the Notes outstanding at the time of such prepayment, in accordance with the outstanding principal amounts thereofLoan Parties' Excess Cash Flow.

Optional Prepayment of Notes. (a) Subject to any terms as may be set forth in an Intercreditor Agreement from time to time, on and after the terms first (1st) anniversary of this Section 3.3(a), commencing on June 1, 2006, the Closing Date the Company may shall have the right at any time and from time to time, upon the notice provided for below, to prepay the outstanding principal amount of the Notes in whole or in part (and, if prepaid in multiples part, in a minimum amount of $100,00050,000); provided, or however, that any prepayment on the Notes must be made (a) pro-rata on all Notes and (b) concurrent with a prepayment on the 2006 Phoenix Note. In the event of an optional prepayment made under this Section 2.2, the Company shall give each Investor written notice of such lesser prepayment not less than 30 nor more than 60 days prior to the prepayment date, specifying (i) such prepayment date, (ii) the aggregate principal amount of the Notes to be prepaid on such date, and the amount of such prepayment applicable to such Investor’s Note , and (iii) the accrued interest applicable to the prepayment, and stating that such prepayment is to be made pursuant to this Section 2.2. The price of the Notes payable upon an optional prepayment pursuant to this Section 2.2 shall be an amount, as is then outstandingdetermined on the date of prepayment, at any time at a price equal to (x) the then-outstanding principal amount so prepaidof the Notes being redeemed multiplied by (y) the applicable price percentage set forth below, as such amount may be reduced by Investors, plus (iz) any all accrued and unpaid interest on the amount prepaid to the date set for prepayment, plus (ii) in the event prepayment occurs on or prior to May 31, 2008, a prepayment fee, representing the amortization of certain of the Purchasers' costs incurred in connection with the purchase of the Notes, equal to the principal amount prepaid multiplied by the following percentageredeemed: (b) Subject to the terms of this Section 3.3(b), the Company may prepay with the net proceeds from one or more sales or issuances of any capital stock of the Company the outstanding principal amount of the Notes at any time prior to the third (3rd) anniversary of the Closing Date at a price equal to the principal amount so prepaid, plus (i) any accrued and unpaid interest on the amount prepaid to the date set for prepayment, plus (ii) a prepayment fee equal to the principal amount prepaid multiplied by twelve percent (12.0%); provided that the aggregate principal amount prepaid under this Section 3.3(b) shall not exceed thirty-five percent (35%) of the original principal amount of the Notes. (c) In the case of a partial prepayment of the Notes pursuant to Section 3.3(a) or (b), such prepayment shall be applied ratably to the Notes outstanding at the time of such prepayment, in accordance with the outstanding principal amounts thereof.