Optional Prepayment of the Notes. Subject to the terms of this Section 3.8, the Company may prepay to Agent, for the ratable benefit of Purchasers, the outstanding principal amount of the Senior Term Notes, the Senior Subordinated Notes and the Junior Subordinated Notes in whole or in part in multiples of $100,000, or such lesser amount as is then outstanding on any of such Notes, at any time at a price equal to (i) the accrued interest on such Note, if any, to the date set for prepayment, plus, (ii) a prepayment fee representing the amortization of certain of Purchasers’ costs incurred in connection with the purchase of such Notes, equal to the principal amount prepaid on such Note multiplied by the following percentage: provided, however, that in any case, (a) the Subordinated Notes may not be prepaid so long as any Senior Term Notes remain outstanding and (b) the Junior Subordinated Notes may not be prepaid so long as any Senior Subordinated Notes remain outstanding. All such prepayments (A) shall be applied by Agent to the outstanding principal of the Notes in order of priority set forth above and in the inverse order of maturity after application of such prepayment to any accrued interest and prepayment premium payable in connection therewith, and (B) in connection with the Senior Term Loans, shall be applied first to the Senior Term Loan D and second, so long as no Senior Term D Notes remain outstanding, to the Senior Term Loan C.”
Optional Prepayment of the Notes. The Notes shall be -------------------------------- subject to prepayment at the option of the Company only as set forth in this Section 4.1. Upon notice given as provided below, the Company, at its option, ----------- may prepay the Notes in whole or in part at any time at par plus accrued interest thereon to the date of such prepayment, without premium. The Company shall give written notice of prepayment of the Notes pursuant to this Section -------
4.1 to each holder of any outstanding Notes not less than ten (10) Business Days --- prior to the date fixed for such prepayment in such notice, which notice shall specify the amount so to be prepaid and the date fixed for such prepayment. Upon the giving of notice of any prepayment as provided in this Section, the Company shall prepay on the date therein fixed for prepayment the principal amount of the Notes so to be prepaid as specified in such notice, together with interest accrued thereon to such date fixed for prepayment.
Optional Prepayment of the Notes. Subject to the terms of this Section 3.5, the Loan Parties may prepay to Agent, for the ratable benefit of Purchasers, the outstanding principal amount of the Senior Term Notes and the Subordinated Notes in whole or in part in multiples of $250,000, or such lesser amount as is then outstanding, at any time at a price equal to (i) the accrued interest, if any, to the date set for prepayment, plus, (ii) in the case of the Subordinated Notes, a prepayment fee representing the amortization of certain of Purchasers’ costs incurred in connection with the purchase of the Subordinated Notes equal to the principal amount prepaid thereon multiplied by the following percentage: 2006 4 % 2007 3 % 2008 2 % 2009 and Thereafter 1 % provided, however, that no prepayment shall be applied to (a) the Subordinated Notes so long as the Senior Term Notes remain outstanding and (b) to the Junior Subordinated Notes so long as any Senior Subordinated Notes remain outstanding. All such prepayments (A) shall be applied by Agent to the outstanding principal in the inverse order of maturity after application of such prepayment to any accrued interest and prepayment premium payable in connection therewith and (B) in connection with the Senior Term Loans, shall be applied first to the Senior Term Loan D and second, so long as no Senior Term D Notes remain outstanding, to the Senior Term Loan B and third, so long as no Senior Term B Notes remain outstanding, to the Senior Term Loan C.”
(o) The term “fifty percent (50%)” in Section 3.7(b) is deleted and replaced with the term “seventy five percent (75%).”
(p) The last sentence of Section 3.7(b) is deleted and replaced with the following: “All such prepayments shall be applied by Agent to the outstanding principal of Senior Term Loan D, then to the outstanding principal of Senior Term Loan B, and then to the outstanding principal of Senior Term Loan C, in each case in the inverse order of maturity after application of such prepayment to any accrued interest payable in connection therewith.”
(q) Section 4.2(a) is hereby amended and restated as follows:
Optional Prepayment of the Notes. 1. Upon notice given as provided in Paragraph 4.3, the Company, at its option, may at any time prepay the Notes as a whole or from time to time in part (in multiples of $100,000), in each case at the principal amount so to be prepaid, together with interest accrued thereon to the date fixed for such prepayment, plus (subject to Paragraph 4.2(b) below) an amount equal to the Make-Whole Amount for each such Note. Each prepayment pursuant to this Paragraph 4.2 shall be allocated as provided in Paragraph 4.4.
2. Notwithstanding anything to the contrary in Paragraph 4.2(a) above, the Company may apply Designated Disposition Proceeds in an amount not to exceed $15,000,000 to the prepayment of the Notes pursuant to Paragraph 4.2(a) without payment of any Make-Whole Amount.
Optional Prepayment of the Notes. (a) Subject to the provisions of Article VI hereof, the Company may, at any time after the fifth anniversary of the date hereof, prepay the Notes at any time in whole or from time to time in part (any such partial prepayment to be made pro rata among the Holders, and in a minimum aggregate amount of $l,000,000), at the redemption prices (expressed as percentages of the principal amount of the Notes being prepaid) set forth below, plus interest accrued thereon (if any) to the Prepayment Date: if redeemed during the 12-month period commencing January 24th of the years set forth below: Year Redemption Price ---- ---------------- 2003 105.00% 2004 104.00% 2005 103.00% 2006 102.00% 2007 101.00% 2008 (until maturity) 100.00%
(b) Subject to the provisions of Article VI hereof, the Company may at any time prepay any outstanding Secondary Notes at any time in whole or from time to time in part (any such partial prepayment to be made pro rata among the Holders) at a prepayment price equal to the aggregate principal amount of such Secondary Notes, plus interest accrued thereon (if any) to the Prepayment Date.
Optional Prepayment of the Notes. The Company may, upon one (1) Business Day’s written notice to the Lenders, at any time and from time to time, without premium or penalty, prepay in whole the aggregate unpaid principal amount of the Notes, together with all accrued and unpaid Interest thereon, in cash, to (but excluding) the date of prepayment, or prepay in part in amounts aggregating one million dollars ($1,000,000) or more the aggregate unpaid principal amount of the Notes, together with accrued and unpaid Interest thereon, in cash, to (but excluding) the date of prepayment.
Optional Prepayment of the Notes. (a) Subject to the provisions of ARTICLE VI hereof, the Company may, at any time on or after June 29, 2005, prepay the Notes at any time in whole or from time to time in part (any such partial prepayment to be made pro rata among the Holders, and in a minimum aggregate amount of $1,000,000), at the redemption prices (expressed as percentages of the principal amount of the Notes being prepaid) set forth below, plus interest accrued thereon (if any) to the Prepayment Date: if redeemed during the 12-month period commencing (and including) June 29 of the years set forth below: Year Redemption Price ---- ---------------- 2005 105.00% 2006 104.00% 2007 103.00% 2008 102.00% 2009 101.00% 2010 100.00%
Optional Prepayment of the Notes. Following Fifth ------------------------------------------------ Anniversary of Closing. Subject to the provisions of Article VIII hereof, the ---------------------- Company may, at any time after the fifth anniversary of the date hereof, prepay the Notes at any time in whole or from time to time in part (any such partial prepayment to be made pro rata amongst the Holders, and in a minimum aggregate -------- amount of $1,000,000), at the redemption prices (expressed as percentages of the principal amount of the Notes being prepaid) set forth below, plus interest accrued thereon (if any) to the Prepayment Date: if the relevant Holder is a Purchaser or is a subsequent Holder who has purchased one or more entire Mezzanine Security Units (such subsequent Holder, a "Mezzanine Security Transferee") and the Mezzanine Return applicable to such Purchaser or Mezzanine Security Transferee as of the Prepayment Date is less than 22%, if redeemed during the 12-month period commencing February 14 of the years set forth below: Year Redemption Price ---- ---------------- 2002 110% 2003 105% 2004 100% if (i) the relevant Holder is not a Purchaser or a Mezzanine Security Transferee or (ii) the relevant Holder is a Purchaser or a Mezzanine Security Transferee and the Mezzanine Return applicable to such Purchaser or Mezzanine Security Transferee as of the Prepayment Date is greater than or equal to 22%, if redeemed during the 12-month period commencing February 14 of the years set forth below: Year Redemption Price ---- ---------------- 2002 105% 2003 102.5% 2004 100%
Optional Prepayment of the Notes. Following Public ------------------------------------------------- Offering. Subject to the provisions of Article VIII hereof, the Company may, at -------- any time following the date hereof and up until the fifth anniversary of the date hereof, prepay the Notes, either in whole or in part (any such partial prepayment to be made pro rata amongst the Holders, and in a minimum aggregate --- ---- amount of $1,000,000), with the Net Cash Proceeds of any Public Equity Offering at the IPO Redemption Value (as defined below). The term "IPO Redemption Value" shall mean (i) with respect to the first thirty percent (30%) of the principal amount of the Notes being redeemed, at a redemption price (expressed as a percentage of the principal amount of the Notes being prepaid) equal to 107%, plus accrued interest, if any, to the Prepayment Date and (ii) with respect to the remaining seventy percent (70%) of the principal amount of the Notes being redeemed, at a redemption price equal to the greater of (A) a redemption price (expressed as a percentage of the principal amount of the Notes being prepaid) equal to 107%, plus accrued interest, if any, to the Prepayment Date, and (B) the Make-Whole Price of such Notes, together with accrued interest, if any, to the Prepayment Date.
Optional Prepayment of the Notes. The Borrower shall have the privilege of prepaying the indebtedness at any time in whole or in part, without notice, premium or penalty. All prepayments pursuant to this Section 5.4 shall be applied against the installments of principal payable under Section 5.3 in the inverse order of their maturities. Any permitted partial prepayment, however, will not alter or reduce the amount of the payment due on each Payment Date until the principal and interest on the Notes is paid in full.
