Common use of Prepayments; Application Clause in Contracts

Prepayments; Application. Borrower shall prepay the Loans (or the respective portion thereof) offered by Lenders at the Acceptable Borrower Buyback Prices specified by each such Lender that are equal to or less than the Applicable Borrower Buyback Price (“Qualifying Loans”) at the Applicable Borrower Buyback Price; provided that if the aggregate proceeds required to prepay Qualifying Loans (disregarding any interest payable under this clause (j)) would exceed the Borrower Buyback Amount for such Borrower Buyback, Borrower shall prepay such Qualifying Loans at the Applicable Borrower Buyback Price ratably based on the respective principal amounts of such Qualifying Loans (subject to rounding requirements specified by the Requisite Lenders). The portion of the Loans prepaid by Borrower pursuant to this clause (j) shall be accompanied by payment of accrued and unpaid interest on the par principal amount so prepaid to, but not including, the date of prepayment. The par principal amount of the Loans prepaid pursuant to this clause (j) shall be applied to reduce the remaining installments of the Loans owing to the applicable Lenders who have participated in the debt buyback as determined by Borrower (without affecting the amount of the installment payments owing to the Lenders not prepaid pursuant to this clause (j)). The par principal amount of the Loans prepaid pursuant to this clause (j) shall be deemed immediately cancelled upon payment of the Applicable Borrower Buyback Price.

Prepayments; Application. Borrower shall The Discounted Prepayment Offeror will prepay the Term Loans of the applicable tranche(s) (or the respective portion thereof) offered accepted by Lenders at the Acceptable Borrower Buyback Discount Prices specified by each such Lender that are equal to or less than (expressed as a percentage of par of the principal amount of Term Loans) the Applicable Borrower Buyback Discount Price (“Qualifying Term Loans”) at the Applicable Borrower Buyback Discount Price; provided that if the aggregate proceeds required to prepay Qualifying Term Loans (disregarding any interest payable under this clause (j)Section 2.29) would exceed the Borrower Buyback Discounted Prepayment Amount for such Borrower BuybackDiscounted Prepayment, Borrower shall the Discounted Prepayment Offeror will prepay such Qualifying Term Loans at the Applicable Borrower Buyback Discount Price ratably based on the respective principal amounts of such Qualifying Term Loans (subject to rounding requirements specified by the Requisite LendersAdministrative Agent). The portion of the Term Loans prepaid by Borrower the Discounted Prepayment Offeror pursuant to this clause (j) shall Section 2.29 will be accompanied by payment of accrued and unpaid interest on the par principal amount so prepaid to, but not including, the date of prepayment. The par principal amount of the Term Loans prepaid pursuant to this clause (j) shall Section 2.29 will be applied to reduce the remaining installments of Term Loans pro rata against all such scheduled installments (including, for the Loans owing to the applicable Lenders who have participated in the debt buyback as determined by Borrower (without affecting avoidance of doubt, the amount of the installment payments scheduled installments owing to the Lenders not prepaid pursuant to this clause (jSection 2.29)). The Administrative Agent will notify the Discounted Prepayment Offeror and the Lenders that received the applicable Discounted Prepayment Notice of the results of the offer promptly after completion of the determinations referred to above, and the Discounted Prepayment Offeror will make the Discounted Prepayment no later than 3 Business Days after receipt of such notice. The par principal amount of the Term Loans prepaid pursuant to this clause (j) shall Section 2.29 will be deemed immediately cancelled upon payment of the Applicable Borrower Buyback Priceapplicable Discounted Prepayment.

Prepayments; Application. Borrower shall The Discounted Prepayment Offeror will prepay the Term Loans of the applicable Classes (or the respective portion thereof) offered accepted by Lenders at the Acceptable Borrower Buyback Discount Prices specified by each such Lender that are equal to or less than (expressed as a percentage of par of the principal amount of Term Loans) the Applicable Borrower Buyback Discount Price (“Qualifying Term Loans”) at the Applicable Borrower Buyback Discount Price; provided that if the aggregate proceeds required to prepay Qualifying Term Loans (disregarding any interest payable under this clause (j)Section 2.25) would exceed the Borrower Buyback Discounted Prepayment Amount for such Borrower BuybackDiscounted Prepayment, Borrower shall the Discounted Prepayment Offeror will prepay such Qualifying Term Loans at the Applicable Borrower Buyback Discount Price ratably based on the respective principal amounts of such Qualifying Term Loans (subject to rounding requirements specified by the Requisite LendersAdministrative Agent). The portion of the Term Loans prepaid by Borrower the Discounted Prepayment Offeror pursuant to this clause (j) shall Section 2.25 will be accompanied by payment of accrued and unpaid interest on the par principal amount so prepaid to, but not including, the date of prepayment. The par principal amount of the Term Loans prepaid pursuant to this clause (j) shall Section 2.25 will be applied to reduce the remaining installments of Term Loans pro rata against all such scheduled installments (including, for the Loans owing to the applicable Lenders who have participated in the debt buyback as determined by Borrower (without affecting avoidance of doubt, the amount of the installment payments scheduled installments owing to the Lenders not prepaid pursuant to this clause (jSection 2.25)). The Administrative Agent will notify the Discounted Prepayment Offeror and the Lenders that received the Discounted Prepayment Notice of the results of the offer promptly after completion of the determinations referred to above, and the Discounted Prepayment Offeror will make the Discounted Prepayment no later than 3 Business Days after receipt of such notice. The par principal amount of the Term Loans prepaid pursuant to this clause (j) shall Section 2.25 will be deemed immediately cancelled upon payment of the Applicable Borrower Buyback Priceapplicable Discounted Prepayment.

Prepayments; Application. (A) With respect to Discounted Buybacks, the Borrower shall prepay the Term Loans (or the respective portion thereof) offered by Lenders at the Acceptable Borrower Buyback Discount Prices specified by each such Lender that are equal to or less than the Applicable Borrower Buyback Discount Price (“Qualifying Term Loans”) at the Applicable Borrower Buyback Discount Price; provided that if the aggregate proceeds required to prepay Qualifying Term Loans (disregarding any interest payable under this clause (jSection 1.7(d)) would exceed the Borrower Discounted Buyback Amount for such Borrower Discounted Buyback, the Borrower shall prepay such Qualifying Term Loans at the Applicable Borrower Buyback Discount Price ratably based on the respective principal amounts of such Qualifying Term Loans (subject to rounding requirements specified by Agent). (B) With respect to open market purchases, the Requisite LendersBorrower shall prepay the agreed-upon principal amount of Term Loans (or the respective portion thereof) of the applicable Lender at the agreed-upon discount to par (which shall be expressed as a price equal to a percentage of par of the principal amount of the Term Loans held by such Lender). . (C) The portion of the Term Loans prepaid by the Borrower pursuant to this clause (jSection 1.7(d) shall be accompanied by payment of accrued and unpaid interest on the par principal amount so prepaid to, but not including, the date of prepayment. The par principal amount of the Term Loans prepaid pursuant to this clause (jSection 1.7(d) shall be applied to reduce the remaining installments of the respective Term Loans owing to the applicable Lenders who have participated in so prepaid pro rata against all such scheduled installments based upon the debt buyback as determined by Borrower respective amounts thereof (without affecting the amount of the installment payments owing to the Lenders not prepaid pursuant to this clause (jSection 1.7(d)). The par principal amount of the Term Loans prepaid pursuant to this clause (jSection 1.7(d) shall be deemed immediately cancelled upon payment of the Applicable applicable Discounted Buyback or upon consummation of the applicable open market purchase. Notwithstanding anything to the contrary contained herein, open market purchases are subject to the terms and conditions of Section 9.9 with respect to assignments (except that for the avoidance of doubt Borrower Buyback Pricemay be an assignee as set forth in this Section 1.7(d) and no consent shall be required).

Prepayments; Application. Borrower shall prepay the Term Loans (or the respective portion thereof) offered by Lenders at the Acceptable Borrower Buyback Discount Prices specified by each such Lender that are equal to or less than the Applicable Borrower Buyback Discount Price (“Qualifying Term Loans”) at the Applicable Borrower Buyback Discount Price; provided that if the aggregate proceeds required to prepay Qualifying Term Loans (disregarding any interest payable under this clause (jSection 1.7(d)) would exceed the Borrower Discounted Buyback Amount for such Borrower Discounted Buyback, Borrower shall prepay such Qualifying Term Loans at the Applicable Borrower Buyback Discount Price ratably based on the respective principal amounts of such Qualifying Term Loans (subject to rounding requirements specified by the Requisite LendersAgent). The portion of the Term Loans prepaid by Borrower pursuant to this clause (jSection 1.7(d) shall be accompanied by payment of accrued and unpaid interest on the par principal amount so prepaid to, but not including, the date of prepayment. The par principal amount of the Term Loans prepaid pursuant to this clause (jSection 1.7(d) shall be applied to reduce the remaining installments of the respective Term Loans owing to the applicable Lenders who have participated in so prepaid pro rata against all such scheduled installments based upon the debt buyback as determined by Borrower respective amounts thereof (without affecting the amount of the installment payments owing to the Lenders not prepaid pursuant to this clause (jSection 1.7(d)). The par principal amount of the Term Loans prepaid pursuant to this clause (jSection 1.7(d) shall be deemed immediately cancelled upon payment of the Applicable Borrower Buyback Priceapplicable Discounted Buyback.

Prepayments; Application. Borrower shall prepay the Term Loans (or the respective portion thereof) offered by Lenders at the Acceptable Borrower Buyback Discount Prices specified by each such Lender that are equal to or less than the Applicable Borrower Buyback Discount Price (“Qualifying Term Loans”) at the Applicable Borrower Buyback Discount Price; provided that if the aggregate proceeds required to prepay Qualifying Term Loans (disregarding any interest payable under this clause (jSection 2.7(d)) would exceed the Borrower Discounted Buyback Amount for such Borrower Discounted Buyback, the Borrower shall prepay such Qualifying Term Loans at the Applicable Borrower Buyback Discount Price ratably based on the respective principal amounts of such Qualifying Term Loans (subject to rounding requirements specified by the Requisite LendersAgent). The portion of the Term Loans prepaid by the Borrower pursuant to this clause (jSection 2.7(d) shall be accompanied by payment of accrued and unpaid interest on the par principal amount so prepaid to, but not including, the date of prepayment. The par principal amount of the Term Loans prepaid pursuant to this clause (jSection 2.7(d) shall be applied to reduce the remaining installments of the respective Term Loans owing to the applicable Lenders who have participated in so prepaid pro rata against all such scheduled installments based upon the debt buyback as determined by Borrower respective amounts thereof (without affecting the amount of the installment payments owing to the Lenders not prepaid pursuant to this clause (jSection 2.7(d)). The par principal amount of the Term Loans prepaid pursuant to this clause (jSection 2.7(d) shall be deemed immediately cancelled upon payment of the Applicable Borrower Buyback Priceapplicable Discounted Buyback.

Prepayments; Application. Borrower The applicable Credit Party (or Subsidiary thereof) shall prepay the Loans Term Loan (or the respective portion thereof) offered by Lenders at the Acceptable Borrower Buyback Discount Prices specified by each such Lender that are equal to or less than the Applicable Borrower Buyback Discount Price (“Qualifying Term Loans”) at the Applicable Borrower Buyback Discount Price; provided provided, that if the aggregate proceeds required to prepay Qualifying Term Loans (disregarding any interest payable under this clause (jsubsection 1.8(d)) would exceed the Borrower Buyback Discounted Prepayment Amount for such Borrower BuybackDiscounted Prepayment, Borrower the applicable Credit Party (or Subsidiary thereof) shall prepay such Qualifying Term Loans at the Applicable Borrower Buyback Discount Price ratably based on the respective principal amounts of such Qualifying Term Loans (subject to rounding requirements specified by the Requisite LendersAgent). The portion of the Loans Term Loan prepaid by Borrower the applicable Credit Party (or Subsidiary thereof) pursuant to this clause (jsubsection 1.8(d) shall be accompanied by payment of accrued and unpaid interest on the par principal amount so prepaid to, but not including, the date of prepayment. The par principal amount of the Loans Term Loan prepaid pursuant to this clause (jsubsection 1.8(d) shall be applied to reduce the remaining installments of the Loans respective Term Loan owing to the applicable Lenders who have participated so prepaid in the debt buyback as determined by Borrower manner set forth in subsection 1.9(g) with respect to mandatory prepayments (without affecting the amount of the installment payments owing to the Lenders not prepaid pursuant to this clause (jsubsection 1.8(d)). The par principal amount of the Loans Term Loan prepaid pursuant to this clause (jsubsection 1.8(d) shall be deemed immediately cancelled upon payment of the Applicable Borrower Buyback Priceapplicable Discounted Prepayment.

Prepayments; Application. If and to the extent the Borrower agrees to accept the offered loans at the Applicable Discount Price, the Borrower shall prepay the Term Loans (or the respective portion thereof) offered by Term Lenders at the Acceptable Borrower Buyback Discount Prices specified by each such Term Lender that are equal to or less than the Applicable Borrower Buyback Discount Price (“Qualifying Term Loans”) at the Applicable Borrower Buyback Discount Price; provided that if the aggregate proceeds required to prepay Qualifying Term Loans (disregarding any interest payable under this clause (jSection 1.7(d)) would exceed the Borrower Buyback Discounted Prepayment Amount for such Borrower BuybackDiscounted Prepayment, the Borrower shall prepay such Qualifying Term Loans at the Applicable Borrower Buyback Discount Price ratably based on the respective principal amounts of such Qualifying Term Loans (subject to rounding requirements specified by the Requisite LendersAdministrative Agent). The portion of the Term Loans prepaid by the Borrower pursuant to this clause (jSection 1.7(d) shall be accompanied by payment of accrued and unpaid interest on the par principal amount so prepaid to, but not including, the date of prepayment. The par principal amount of the Term Loans prepaid pursuant to this clause (jSection 1.7(d) shall be applied to reduce the remaining installments of the respective Term Loans owing to the applicable Term Lenders who have participated in so prepaid pro rata against all such scheduled installments based upon the debt buyback as determined by Borrower respective amounts thereof (without affecting the amount of the installment payments owing to the Term Lenders not prepaid pursuant to this clause (jSection 1.7(d)). The par principal amount of the Term Loans prepaid pursuant to this clause (jSection 1.7(d) shall be deemed immediately cancelled upon payment of the Applicable Borrower Buyback Priceapplicable Discounted Prepayment.

Prepayments; Application. Borrower shall The Discounted Prepayment Offeror will prepay the Term Loans of the applicable Classes (or the respective portion thereof) offered accepted by Lenders at the Acceptable Borrower Buyback Discount Prices specified by each such Lender that are equal to or less than (expressed as a percentage of par of the principal amount of such Term Loans) the Applicable Borrower Buyback Discount Price (“Qualifying Term Loans”) at the Applicable Borrower Buyback Discount Price; provided that if the aggregate proceeds required to prepay Qualifying Term Loans (disregarding any interest payable under this clause (j)Section 2.25) would exceed the Borrower Buyback Discounted Prepayment Amount for such Borrower BuybackDiscounted Prepayment, Borrower shall the Discounted Prepayment Offeror will prepay such Qualifying Term Loans at the Applicable Borrower Buyback Discount Price ratably based on the respective principal amounts of such Qualifying Term Loans (subject to rounding requirements specified by the Requisite LendersAdministrative Agent). The portion of the Term Loans prepaid by Borrower the Discounted Prepayment Offeror pursuant to this clause (j) shall Section 2.25 will be accompanied by payment of accrued and unpaid interest on the par principal amount so prepaid to, but not including, the date of prepayment. The par principal amount of the Term Loans prepaid pursuant to this clause (j) shall Section 2.25 will be applied to reduce the remaining installments of Term Loans pro rata against all such scheduled installments (including, for the Loans owing to the applicable Lenders who have participated in the debt buyback as determined by Borrower (without affecting avoidance of doubt, the amount of the installment payments scheduled installments owing to the Lenders not prepaid pursuant to this clause (jSection 2.25)). The Administrative Agent will notify the Discounted Prepayment Offeror and the Lenders that received the Discounted Prepayment Notice of the results of the offer promptly after completion of the determinations referred to above, and the Discounted Prepayment Offeror will make the Discounted Prepayment no later than 3 Business Days after receipt of such notice. The par principal amount of the Term Loans prepaid pursuant to this clause (j) shall Section 2.25 will be deemed immediately cancelled upon payment of the Applicable Borrower Buyback Priceapplicable Discounted Prepayment.

Prepayments; Application. If and to the extent the Borrower agrees to accept the offered loans at the Applicable Discount Price, the Borrower shall prepay the Term Loans (or the respective portion thereof) offered by Lenders at the Acceptable Borrower Buyback Discount Prices specified by each such Lender that are equal to or less than the Applicable Borrower Buyback Discount Price (“Qualifying Term Loans”) at the Applicable Borrower Buyback Discount Price; provided that if the aggregate proceeds required to prepay Qualifying Term Loans (disregarding any interest payable under this clause (jSection 1.7(d)) would exceed the Borrower Buyback Discounted Prepayment Amount for such Borrower BuybackDiscounted Prepayment, the Borrower shall prepay such Qualifying Term Loans at the Applicable Borrower Buyback Discount Price ratably based on the respective principal amounts of such Qualifying Term Loans (subject to rounding requirements specified by the Requisite LendersAdministrative Agent). The portion of the Term Loans prepaid by the Borrower pursuant to this clause (jSection 1.7(d) shall be accompanied by payment of accrued and unpaid interest on the par principal amount so prepaid to, but not including, the date of prepayment. The par principal amount of the Term Loans prepaid pursuant to this clause (jSection 1.7(d) shall be applied to reduce the remaining installments of the respective Term Loans owing to the applicable Lenders who have participated in so prepaid pro rata against all such scheduled installments based upon the debt buyback as determined by Borrower respective amounts thereof (without affecting the amount of the installment payments owing to the Lenders not prepaid pursuant to this clause (jSection 1.7(d)). The par principal amount of the Term Loans prepaid pursuant to this clause (jSection 1.7(d) shall be deemed immediately cancelled upon payment of the Applicable Borrower Buyback Priceapplicable Discounted Prepayment.

Prepayments; Application. Borrower shall The Discounted Prepayment Offeror will prepay the Loans of the applicable tranche(s) (or the respective portion thereof) offered accepted by Lenders at the Acceptable Borrower Buyback Discount Prices specified by each such Lender that are equal to or less than (expressed as a percentage of par of the principal amount of Loans) the Applicable Borrower Buyback Discount Price (“Qualifying Loans”) at the Applicable Borrower Buyback Discount Price; provided that if the aggregate proceeds required to prepay Qualifying Loans (disregarding any interest payable under this clause (j)Section 2.29) would exceed the Borrower Buyback Discounted Prepayment Amount for such Borrower BuybackDiscounted Prepayment, Borrower shall the Discounted Prepayment Offeror will prepay such Qualifying Loans at the Applicable Borrower Buyback Discount Price ratably based on the respective principal amounts of such Qualifying Loans (subject to rounding requirements specified by the Requisite LendersAdministrative Agent). The portion of the Loans prepaid by Borrower the Discounted Prepayment Offeror pursuant to this clause (j) shall Section 2.29 will be accompanied by payment of accrued and unpaid interest on the par principal amount so prepaid to, but not including, the date of prepayment. The par principal amount of the Loans prepaid pursuant to this clause (j) shall Section 2.29 will be applied to reduce the remaining installments of Loans pro rata against all such scheduled installments (including, for the Loans owing to the applicable Lenders who have participated in the debt buyback as determined by Borrower (without affecting avoidance of doubt, the amount of the installment payments scheduled installments owing to the Lenders not prepaid pursuant to this clause (jSection 2.29)). The Administrative Agent will notify the Discounted Prepayment Offeror and the Lenders that received the applicable Discounted Prepayment Notice of the results of the offer promptly after completion of the determinations referred to above, and the Discounted Prepayment Offeror will make the Discounted Prepayment no later than 3 Business Days after receipt of such notice. The par principal amount of the Loans prepaid pursuant to this clause (j) shall Section 2.29 will be deemed immediately cancelled upon payment of the Applicable Borrower Buyback Priceapplicable Discounted Prepayment.

Prepayments; Application. Borrower shall The Discounted Prepayment Offeror will prepay the Term Loans of the applicable Classes (or the respective portion thereof) offered accepted by Lenders at the Acceptable Borrower Buyback Discount Prices specified by each such Lender that are equal to or less than (expressed as a percentage of par of the principal amount of Term Loans) the Applicable Borrower Buyback Discount Price (“Qualifying Term Loans”) at the Applicable Borrower Buyback Discount Price; provided that if the aggregate proceeds required to prepay Qualifying Term Loans (disregarding any interest payable under this clause (j)Section 2.25) would exceed the Borrower Buyback Discounted Prepayment Amount for such Borrower BuybackDiscounted Prepayment, Borrower shall the Discounted Prepayment Offeror will prepay such Qualifying Term Loans at the Applicable Borrower Buyback Discount Price ratably based on the respective principal amounts of such Qualifying Term Loans (subject to rounding requirements specified by the Requisite LendersAdministrative Agent). The portion of the Term Loans prepaid by Borrower the Discounted Prepayment Offeror pursuant to this clause (j) shall Section 2.25 will be accompanied by payment of accrued and unpaid interest on the par principal amount so prepaid to, but not including, the date of prepayment. The par principal amount of the Term Loans prepaid pursuant to this clause (j) shall Section 2.25 will be applied to reduce the remaining installments of Term Loans pro rata against all such scheduled installments (including, for the Loans owing to the applicable Lenders who have participated in the debt buyback as determined by Borrower (without affecting avoidance of doubt, the amount of the installment payments scheduled installments owing to the Lenders not prepaid pursuant to this clause (jSection 2.25)). The Administrative Agent will notify the Discounted Prepayment Offeror and the Lenders that received the Discounted Prepayment Notice of the results of the offer promptly after completion of the determinations referred to above, and the Discounted Prepayment Offeror will make the Discounted Prepayment no later than 3 Business Days after receipt of such notice. The par principal amount of the Term Loans prepaid pursuant to this clause (j) shall Section 2.25 will be deemed immediately cancelled upon payment of the Applicable Borrower Buyback Price.applicable Discounted Prepayment. 115 [[8076235]]

Prepayments; Application. Borrower shall prepay the Term Loans (or the respective portion thereof) offered by Lenders at the Acceptable Borrower Buyback Prices specified by each such Lender that are equal to or less than the Applicable Borrower Buyback Price (“Qualifying Term Loans”) at the Applicable Borrower Buyback Price; provided that if the aggregate proceeds required to prepay Qualifying Term Loans (disregarding any interest payable under this clause (j)subsection 2.4C) would exceed the Borrower Buyback Amount for such Borrower Buyback, Borrower shall prepay such Qualifying Term Loans at the Applicable Borrower Buyback Price ratably based on the respective principal amounts of such Qualifying Term Loans (subject to rounding requirements specified by the Requisite LendersAdministrative Agent). The portion of the Term Loans prepaid by Borrower pursuant to this clause (j) subsection 2.4C shall be accompanied by payment of accrued and unpaid interest on the par principal amount so prepaid to, but not including, the date of prepayment. The par principal amount of the Term Loans prepaid pursuant to this clause (j) subsection 2.4C shall be applied to reduce the remaining installments of the respective Term Loans owing to the applicable Lenders who have participated in so prepaid pro rata against all such scheduled installments based upon the debt buyback as determined by Borrower respective amounts thereof (without affecting the amount of the installment payments owing to the Lenders not prepaid pursuant to this clause (j)subsection 2.4C). The par principal amount of the Term Loans prepaid pursuant to this clause (j) subsection 2.4C shall be deemed immediately cancelled upon payment of the Applicable Borrower Buyback Priceapplicable Buyback.

Prepayments; Application. (A) With respect to Discounted Buybacks, the Borrower shall prepay the Term Loans (or the respective portion thereof) offered by Lenders at the Acceptable Borrower Buyback Discount Prices specified by each such Lender that are equal to or less than the Applicable Borrower Buyback Discount Price (“Qualifying Term Loans”) at the Applicable Borrower Buyback Discount Price; provided that if the aggregate proceeds required to prepay Qualifying Term Loans (disregarding any interest payable under this clause (jSection 1.7(d)) would exceed the Borrower Discounted Buyback Amount for such Borrower Discounted Buyback, the Borrower shall prepay such Qualifying Term Loans at the Applicable Borrower Buyback Discount Price ratably based on the respective principal amounts of such Qualifying Term Loans (subject to rounding requirements specified by Agent). (B) With respect to open market purchases, the Requisite LendersBorrower shall prepay the agreed-upon principal amount of Term Loans (or the respective portion thereof) of the applicable Lender at the agreed-upon discount to par (which shall be expressed as a price equal to a percentage of par of the principal amount of the Term Loans held by such Lender). . (C) The portion of the Term Loans prepaid by the Borrower pursuant to this clause (jSection 1.7(d) shall be accompanied by payment of accrued and unpaid interest on the par principal amount so prepaid to, but not including, the date of prepayment. The par principal amount of the Term Loans prepaid pursuant to this clause (jSection 1.7(d) shall be applied to reduce the remaining installments of the respective Term Loans owing to the applicable Lenders who have participated in so prepaid pro rata against all such scheduled installments based upon the debt buyback as determined by Borrower respective amounts thereof (without affecting the amount of the installment payments owing to the Lenders not prepaid pursuant to this clause (jSection 1.7(d)). The par principal amount of the Term Loans prepaid pursuant to this clause (jSection 1.7(d) shall be deemed immediately cancelled upon payment of the Applicable applicable Discounted Buyback or upon consummation of the applicable open market purchase. Notwithstanding anything to the contrary contained herein, open market purchases are subject to the terms and conditions of Section 9.9 with respect to assignments (except that for the avoidance of doubt Borrower Buyback Price.may be an assignee as set forth in this Section 1.7(d) and no consent shall be required)