Prepayment at Borrower's Option. (i) Subject to the provisions of Clause 8(ii), the Borrower may, by giving not less than five Business Days’ notice to the Lender at any time in accordance with Clause 21, elect to prepay the Tier 2 Loan in whole but not in part.

Prepayment at Borrower's Option. (i) So long as no Event of Default shall have occurred and the Borrower is not in material violation of any of its obligations under the Securities Purchase Agreement or that certain Registration Rights Agreement, dated as of the date hereof, by and among the Borrower and the Holders (the "Registration Rights Agreement"), if Borrower (a) enters into a binding underwriting agreement with a reputable underwriter of regional or national recognition for a firm commitment United States underwritten public offering of its securities with net proceeds to Borrower of not less than $7.5 million or (b) consummates a United States private offering of its securities to not more than three (3) investors only with net proceeds to Borrower of not less than $17.5 million, then the Borrower shall have the right to prepay ("Prepayment at Borrower's Election") all or any portion of the then outstanding Debentures (other than Debentures which are the subject of a Notice of Conversion delivered prior to the Effective Date of Prepayment (as defined below)) in accordance with the prepayment procedures set forth below. Notwithstanding anything to the contrary contained in the immediately preceding sentence, the Prepayment at Borrower's Election shall not apply to continuous offerings consummated pursuant to Rule 415 ("Rule 415") promulgated under the Securities Act of 1933, as amended (the "Securities Act") unless Borrower enters into a binding underwriting agreement with a reputable underwriter of regional or national recognition for a firm commitment United States underwritten public offering of its securities with net proceeds to Borrower within no more than one week of the effectiveness of the Registration Statement filed pursuant to Rule 415 of not less than $7.5 million. Any optional prepayment pursuant to this Paragraph B shall be made ratably among the holders of Debentures in proportion to the principal amount of Debentures then outstanding. Holders of Debentures may convert all or any part of their Debentures selected for prepayment hereunder into Class A Common Stock in accordance with the terms hereof by delivering a Notice of Conversion (each as defined in Article III below) to the Borrower at any time prior to the Effective Date of Prepayment (as defined below). The "

Prepayment at Borrower's Option. On or after October 1, 2005, and subject to the other terms and conditions set forth herein, Borrower may make a prepayment of all or part of the Principal Balance, provided that (i) the Borrower meets the Excess Cash Flow Test set forth under Section 2.5.3.1 hereof, (ii) Borrower pays Lender a pre-payment penalty equal to (the amount of Principal Balance prepaid less 60% of the Excess Cash Flow) times (the pre-payment penalty percentage set forth under Section 2.5.2 that is applicable on the date of the prepayment), and (iii) Borrower provides Lender with written notice of the prepayment (the "Prepayment Notice") at least three days prior to the date the prepayment is made setting forth the amount of Principal Balance to be prepaid, the prepayment penalty applicable thereto, if any, and the date on which the prepayment will be made (which date shall be no later than 5 days after the date Lender receives the Prepayment Notice). Borrower's prepayment under this Section 2.5.1 may be in amounts of not less than $50,000 and not more than the lesser of (i) the aggregate Excess Cash Flow calculated pursuant to the Excess Cash Flow Test or (ii) the Principal Balance. The Borrower may only give a Prepayment Notice under this Section 2.5.1 to the Lender with respect to any completed fiscal quarter within ten business days after Lender's receipt of the compliance statement relating to such fiscal quarter required by Section 4.3.5.

Prepayment at Borrower's Option. (i) Upon Borrower's receipt of a Notice of Conversion (as defined in Article III.B below) effected at a Conversion Price (as defined in Article III.E below) determined by the Variable Conversion Price (as defined in Article III.G below) then in effect, so long as no Event of Default shall have occurred and the Borrower is not in material violation of any of its obligations under the Securities Purchase Agreement or that certain Registration Rights Agreement, dated as of the date hereof, by and among the Borrower, the Holder and the other signatories thereto (the "Registration Rights Agreement"), then the Borrower shall have the right to prepay ("Prepayment at Borrower's Election") the entire portion of this Debenture which is the subject of the Notice of Conversion for the Optional Prepayment Amount (as defined below) by delivering written notice (the "Optional Prepayment Notice") to the Holder via facsimile within one (1) business day after the Conversion Date (as defined in Article III.C below) specified in the Notice of Conversion.

Related to Prepayment at Borrower's Option

Term Loan Prepayments (i) On each occasion that a Prepayment Event occurs, the Borrower shall, within three Business Days after receipt of the Net Cash Proceeds of a Debt Incurrence Prepayment Event (other than one covered by clause (iii) below) and within ten Business Days after the occurrence of any other Prepayment Event (or, in the case of Deferred Net Cash Proceeds, within ten Business Days after the Deferred Net Cash Proceeds Payment Date), prepay, in accordance with clause (c) below, Term Loans with an equivalent principal amount equal to 100% of the Net Cash Proceeds from such Prepayment Event; provided that, with respect to the Net Cash Proceeds of an Asset Sale Prepayment Event, Casualty Event or Permitted Sale Leaseback, in each case solely to the extent with respect to any Collateral, the Borrower may use a portion of such Net Cash Proceeds to prepay or repurchase Permitted Other Indebtedness (and with such prepaid or repurchased Permitted Other Indebtedness permanently extinguished) with a Lien on the Collateral ranking equal with the Liens securing the Obligations to the extent any applicable Permitted Other Indebtedness Document requires the issuer of such Permitted Other Indebtedness to prepay or make an offer to purchase such Permitted Other Indebtedness with the proceeds of such Prepayment Event, in each case in an amount not to exceed the product of (x) the amount of such Net Cash Proceeds multiplied by (y) a fraction, the numerator of which is the outstanding principal amount of the Permitted Other Indebtedness with a Lien on the Collateral ranking equal with the Liens securing the Obligations and with respect to which such a requirement to prepay or make an offer to purchase exists and the denominator of which is the sum of the outstanding principal amount of such Permitted Other Indebtedness and the outstanding principal amount of Term Loans.
Optional Prepayments of Loans The Borrower may prepay Loans, (i) upon at least two Business Days’ notice, in the case of Eurodollar Rate Revolving Loans, and (ii) upon notice not later than 12:00 noon (New York City Time) on the date of prepayment, in the case of Base Rate Revolving Loans, to the Administrative Agent stating the proposed date and aggregate principal amount of the prepayment, and, if such notice is given, the Borrower shall prepay the outstanding principal amount of the Loans comprising part of the same Borrowing in whole or ratably in part, without penalty, together with accrued interest to the date of such prepayment on the principal amount prepaid; provided, however, that (x) each partial prepayment shall be in an aggregate principal amount of $1,000,000 or an integral multiple of $100,000 in excess thereof and (y) in the event of any such prepayment of a Eurodollar Rate Loan, the Borrower shall be obligated to reimburse the Lenders in respect thereof pursuant to Section 8.04(c).
Revolving Loan Prepayments (i) In the event of the termination of all the Revolving Commitments, Borrower shall, on the date of such termination, repay or prepay all its outstanding Revolving Borrowings and all outstanding Swingline Loans and replace all outstanding Letters of Credit or cash collateralize all outstanding Letters of Credit in accordance with the procedures set forth in Section 2.18(i).
Voluntary Prepayments of Loans The Borrower may, upon notice from the Borrower to the Administrative Agent, at any time or from time to time voluntarily prepay Term Loans of any Class in whole or in part without premium or penalty; provided that (i) such notice must be received by the Administrative Agent not later than 1:00 p.m. (A) three Business Days prior to any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans; (ii) any such prepayment of Eurodollar Rate Loans shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding); (iii) any prepayment of Base Rate Loans shall be in a principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding); (iv) any prepayment of the Term Loans shall be in such proportions as the Borrower shall elect and each such prepayment shall be applied as directed by the Borrower and, absent such direction, shall be applied in direct order of maturity to the remaining principal amortization payments of the applicable Term Loan; and (v) any such notice may be conditioned on the effectiveness of other financing arrangements or one or more other transactions. Each such notice shall specify the date and amount of such prepayment and the Class and Type(s) of Loans to be prepaid and, if Eurodollar Rate Loans are to be prepaid, the Interest Period(s) of such Loans. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein, subject to the occurrence of any condition(s) specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. Subject to Section 2.15, each such prepayment shall be applied to the applicable Class of Loans being prepaid of the applicable Lenders in accordance with their respective Applicable Percentages for such Class.
Mandatory Prepayments of Loans If for any reason the Total Revolving Outstandings at any time exceed the Aggregate Revolving Commitments then in effect, the Borrower shall immediately prepay Revolving Loans and/or Swing Line Loans and/or Cash Collateralize the L/C Obligations in an aggregate amount equal to such excess; provided, however, that the Borrower shall not be required to Cash Collateralize the L/C Obligations pursuant to this Section 2.05(b)(i) unless after the prepayment in full of the Revolving Loans and Swing Line Loans the Total Revolving Outstandings exceed the Aggregate Revolving Commitments then in effect. All amounts required to be paid pursuant to this Section 2.05(b) shall be applied first, ratably to the L/C Borrowings and the Swing Line Loans, second, to the outstanding Revolving Loans, and, third, to Cash Collateralize the remaining L/C Obligations; and Within the parameters of the applications set forth above, prepayments shall be applied first to Base Rate Loans and then to Eurodollar Rate Loans in direct order of Interest Period maturities. All prepayments under this Section 2.05(b) shall be subject to Section 3.05, but otherwise without premium or penalty, and shall be accompanied by interest on the principal amount prepaid through the date of prepayment.
Prepayment of Loans (a) The Borrower shall have the right at any time and from time to time to prepay any Borrowing in whole or in part, subject to prior notice in accordance with paragraph (b) of this Section.
Prepayments of Loans Other than in respect of Swingline Loans, the repayment of which is governed pursuant to Section 2.02(b), subject to Section 2.12, the Borrower may (i) upon at least one (1) Business Day’s notice to the Administrative Agent, prepay any Base Rate Borrowing or (ii) upon at least three (3) Business Days’ notice to the Administrative Agent, prepay any Euro-Dollar Borrowing, in each case in whole at any time, or from time to time in part in amounts aggregating $10,000,000 or any larger integral multiple of $1,000,000, by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment. Each such optional prepayment shall be applied to prepay ratably the Loans of the several Lenders included in such Borrowing.
Voluntary prepayment of Loans The Borrower may, if it gives the Agent not less than 5 Business Days’ (or such shorter period as the Majority Lenders may agree) prior written notice, prepay the whole or any part of a Loan (but, if in part, being an amount that reduces the Base Currency Amount of the Loan by a minimum amount of EUR 20,000,000).
Optional Prepayment of Loans (a) The Borrower shall have the right at any time and from time to time to prepay any Borrowing (including any Swingline Borrowing) in whole or in part, subject to prior notice in accordance with paragraph (b) of this Section.
Voluntary Prepayments of Borrowings 25 Section 3.08 Payments, etc................................................................................26 Section 3.09 Interest Rate Not Ascertainable, etc.........................................................28 Section 3.10 Illegally....................................................................................28 Section 3.11

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