Common use of Prepayment at Borrower's Option Clause in Contracts

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"), the Borrower shall have the right to prepay ("PREPAYMENT AT BORROWER'S ELECTION"), exercisable on or after that date which is three hundred sixty (360) days after the Issue Date, 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. 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 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. (i) So Within 5 calendar days prior to the beginning of any month during which the Debentures are outstanding, the Borrower shall provide written notice to the Holders by facsimile and overnight courier as to whether the Borrower will prepay any conversions of Debentures in such calendar month (an "Optional Prepayment Notice"). In the event the Borrower fails to provide an Optional Prepayment Notice to the Holders within such 5 day period, the Borrower shall not be permitted to prepay any conversions of Debentures during such calendar month. In the event a timely Optional Prepayment Notice is provided as aforesaid, 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 II.E below) determined by the Variable Conversion Price (as defined in Article II.H below) then in effect, so long as (x) no Event of Default (irrespective of the provision of notice, the passage of time or otherwise) or any event which, with the passage of time, would become an Event of Default shall have occurred and occurred, (y) 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 hereofJune 5, 1998, by and among the Borrower Borrower, the Holder and the Holders other signatories thereto (the "Registration Rights Agreement"), and (z) the Registration Statement (as defined in the Registration Rights Agreement) is effective and available for use) then the Borrower shall have the right be obligated to prepay ("PREPAYMENT AT BORROWER'S ELECTIONPrepayment at Borrower's Election")) the entire portion, exercisable on or after that date but only the entire portion, of this Debenture which is three hundred sixty (360) days after the Issue Date, all or any portion of the then outstanding Debentures (other than Debentures which are the subject of a the Notice of Conversion delivered prior to for the Effective Date of Optional Prepayment Amount (as defined below)) in accordance with the prepayment procedures set forth below. 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 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. (i) So long as no Event of Default shall have occurred and (the "Default Condition"), 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 Transaction Documents (the "Registration Rights AgreementObligation Condition"), and the Daily Market Price of the Common Stock is greater than one dollar for any consecutive twenty (20) trading days (the "Price Condition," and together with the Default Condition and the Obligation Condition, the "Optional Prepayment Conditions"), then the Borrower shall have the right to prepay ("PREPAYMENT AT BORROWER'S ELECTIONPrepayment at Borrower's Election"), exercisable on or after that date which is three hundred sixty (360) days after the Issue Date, all or any portion of the then outstanding Debentures Notes (other than Debentures Notes which are the subject of a Notice of Conversion delivered prior to the Effective Date delivery date of the Optional Prepayment Notice (as defined below)) for the Optional Prepayment Amount (as defined below), which right shall be exercisable at any time by the Borrower in accordance with its sole discretion by delivery of an Optional Prepayment Notice, and provided further that the prepayment procedures set forth belowPrice Condition shall not apply in the event the Borrower elects to pay any portion of the then outstanding Notes within 180 days of the Issue Date. Any optional If the Borrower elects to prepay less than all of the amount outstanding under the Notes, any prepayment pursuant to this Paragraph B Article I.B shall be made ratably among the holders Holders of Debentures the Notes in proportion to the principal amount of Debentures and accrued interest then outstanding. Holders of Debentures Notes may convert all or any part of their Debentures Notes selected for prepayment hereunder into Common Stock in accordance with the terms pursuant to Article III 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 belowin subparagraph (iii), as more fully described in Article I.B(v). The "