Optional Prepayments Below Par Clause Samples

Optional Prepayments Below Par. (i) Notwithstanding anything to the contrary set forth in this Agreement or any other Loan Document, Borrower shall have the right to prepay Loans to the Lenders up to four (4) times a calendar year at a discount to the par value of such Loans and on a non pro rata basis (each, a “Discounted Voluntary Prepayment”) pursuant to the procedures described in this Section 3.03(c); provided that (A) any Discounted Voluntary Prepayment shall be offered to all Lenders on a pro rata basis, (B) Borrower shall deliver to the Lenders, together with each Discounted Prepayment Option Notice, a certificate of a Responsible Officer of Borrower (1) certifying that no Default has occurred and is continuing or would result from the Discounted Voluntary Prepayment, (2) certifying that neither Borrower nor any of its Affiliates has any material non-public information with respect to Borrower, its Subsidiaries or the Loans that either (a) has not been disclosed to the Lenders prior to such time, or (b) if not disclosed to the Lenders, could reasonably be expected to have a material effect upon, or other be material to (i) a Lender’s decision to participate in a Discounted Voluntary Prepayment, or (ii) to the market price of the Loans, (3) certifying that no Default has occurred within the six (6) months prior to the date of such notice, (4) certifying that Borrower was not in breach of Section 10.02 hereof during the most recently completed twelve (12) month period prior to the date of such notice, (5) certifying that each of the conditions to such Discounted Voluntary Prepayment contained in this Section 3.03(c) has been satisfied and (6) specifying the aggregate principal amount of Loans Borrower is offering to prepay pursuant to such Discounted Voluntary Prepayment, (C) the aggregate amount of Loans prepaid pursuant to this Section 3.03(c) (valued at the par amount thereof) shall not be less than 20% of the Loans still outstanding, and (D) a period of at least thirty (30) days has passed since the previous Discounted Voluntary Prepayment. (ii) To the extent Borrower seeks to make a Discounted Voluntary Prepayment, Borrower will provide written notice to the Lenders substantially in the form of Exhibit K hereto (each, a “Discounted Prepayment Option Notice”) that Borrower desires to prepay Loans in an aggregate principal amount specified therein by Borrower (each, a “Proposed Discounted Prepayment Amount”), in each case at a discount to the par value of such Loans as specified...