Common use of Prepayment at Option of the Payees Clause in Contracts

Prepayment at Option of the Payees. At any time following the earliest of (i) the occurrence of each Event of Default (and only during the continuation of each such Event of Default), (ii) immediately upon (or immediately prior to) the consummation of a Liquidity Event or (iii) January 10, 2004, each Payee may elect, at any time and from time to time, to have each Payor prepay in whole or in part the aggregate principal amount of this Debenture, plus any accrued and unpaid interest thereon (the "Prepayment Amount"), at a price equal to the sum of (x) the product of (1) the Prepayment Amount (excluding any accrued and unpaid interest thereon) and (2) 103%, plus (y) any accrued and unpaid interest thereon calculated on the date (a "Prepayment Date") of such prepayment (the "Prepayment Price"). Each Payee shall give written notice to the Payors of such election (the "Notice of Election"), whereupon the Payors shall be obligated to prepay such Prepayment Amount on such Prepayment Date, which date shall be determined by the Payors, but in any event shall not be later than 10 days after the date on which the Notice of Election is delivered to the Payors. All such prepayments shall be made by wire transfer of immediately available funds to a bank account designated by each Payee.