Common use of Voluntary Prepayment of Principal Clause in Contracts

Voluntary Prepayment of Principal. The Borrower shall have the right to prepay the Loans, without premium or penalty, in whole or in part at any time and from time-to-time after the Closing Date on the following terms and conditions: (i) the Borrower shall give the Administrative Agent at the Notice Office at least five Business Days’ prior written notice of its intent to prepay the Loans, the aggregate principal amount of the prepayment, the Types of Loans to be prepaid and, in the case of LIBOR Loans, the specific Borrowing or Borrowings pursuant to which such LIBOR Loans were made (which notice the Administrative Agent shall promptly transmit to each of the Lenders); (ii) such prepayment shall be in an aggregate principal amount not less than the Borrowing Minimum and, if more than the Borrowing Minimum, in an integral multiple of the Borrowing Multiple (unless the entire Tranche of Loans is being prepaid); (iii) prepayments of a LIBOR Loan may only be made pursuant to this Section 3.16 on the last day of an Interest Period applicable thereto (unless the Borrower pays all Liquidation Costs resulting from the prepayment of such LIBOR Loan on a day other than the last day of the Interest Period applicable thereto); and (iv) each prepayment of Loans pursuant to this Section 3.16 shall be applied first, to reduce the Deferred Principal Amount pro rata between the Tranches and among the Term Lenders within each such Tranche to $0.00, second, to reduce the LC Loans resulting from a draw on the DSR Letters of Credit to $0.00, third, to reduce Revolving Loans to $0.00, fourth, to the scheduled principal payments of Tranche B Term Loans in inverse chronological order of their due dates to $0.00, fifth, to reduce the scheduled principal payments of Tranche A Term Loans on a pro rata basis to $0.00 and finally, to reduce any LC Loans resulting from a draw on the TA Letters of Credit on a pro rata basis. In no event shall any voluntary prepayment be funded from the proceeds of any Loan.

Voluntary Prepayment of Principal. The (i) Except as otherwise provided in this Section 2.5, Borrower shall have the right to prepay the Loans, without premium or penalty, in whole or in part at any time to terminate this Agreement, and from time-to-time after the Closing Date on Term Loan hereunder, by payment in full of the following terms and conditions: (i) the Borrower shall give the Administrative Agent at the Notice Office at least five Business Days’ prior written notice of its intent to prepay the Loans, the then outstanding aggregate principal amount and accrued interest of the prepayment, the Types of Loans to be prepaid and, in the case of LIBOR Loans, the specific Borrowing or Borrowings pursuant to which such LIBOR Loans were made (which notice the Administrative Agent shall promptly transmit to each of the Lenders); Term Note. (ii) such prepayment shall be in an aggregate principal amount not less than the Borrowing Minimum and, if more than the Borrowing Minimum, in an integral multiple All or any portion of the Borrowing Multiple (unless the entire Tranche of Loans is being prepaid); Term Loan bearing interest at a Stated Prime Based Rate may be repaid at any time without penalty. (iii) prepayments Borrower may repay all or any portion of the Term Loan bearing interest at a LIBOR Loan may Based Rate only be made pursuant to this Section 3.16 on the last day of an Interest Period the applicable thereto LIBOR Period. (unless iv) Borrower shall pay to Bank, upon request of Bank, such amount or amounts as shall be sufficient (in the Borrower pays all Liquidation Costs resulting from reasonable opinion of Bank) to compensate it for any loss, cost, or expense incurred as a result of: (i) any repayment of the prepayment of such Term Loan then bearing interest at a LIBOR Loan Based Rate on a day date other than the last day of the Interest applicable LIBOR Period applicable thereto(which shall be considered a prepayment); and (ivii) each any failure by Borrower to pay any portion of the Term Loan then bearing interest at a LIBOR Based Rate on the date for payment specified in Borrower’s written notice. Without limiting the foregoing, Borrower shall pay to Bank a “yield maintenance fee” in an amount computed as follows: The current rate for United States Treasury securities (bills on a discounted basis shall be converted to a bond equivalent) with a maturity date closest to the last day of the term chosen pursuant to the LIBOR Rate Election as to which the prepayment is made, shall be subtracted from the LIBOR Based Rate in effect at the time of prepayment. If the result is zero or a negative number, there shall be no yield maintenance fee. If the result is a positive number, then the resulting percentage shall be multiplied by the amount of the principal balance being prepaid. The resulting amount shall be divided by 360 and multiplied by the number of days remaining in the term chosen pursuant to the LIBOR Rate Election as to which the prepayment is made. Said amount shall be reduced to present value calculated by using the above referenced United States Treasury security rate and the number of days remaining in the term chosen pursuant to the LIBOR Rate Election as to which prepayment is made. The resulting amount shall be the yield maintenance fee due to Bank upon the prepayment of Loans pursuant a LIBOR Loan. Each reference in this paragraph to this Section 3.16 “LIBOR Rate Election” shall be applied firstmean the election by Borrower of a LIBOR Based Rate. If by reason of an Event of Default, Bank elects to reduce the Deferred Principal Amount pro rata between the Tranches and among declare the Term Lenders within each such Tranche Note to $0.00be immediately due and payable, second, to reduce the LC Loans resulting from a draw on the DSR Letters of Credit to $0.00, third, to reduce Revolving Loans to $0.00, fourth, then any yield maintenance fee with respect to the scheduled principal payments Term Loan shall become due and payable in the same manner as though Borrower had exercised such right of Tranche B Term Loans in inverse chronological order of their due dates to $0.00, fifth, to reduce the scheduled principal payments of Tranche A Term Loans on a pro rata basis to $0.00 and finally, to reduce any LC Loans resulting from a draw on the TA Letters of Credit on a pro rata basis. In no event shall any voluntary prepayment be funded from the proceeds of any Loanprepayment.

Voluntary Prepayment of Principal. The Borrower shall have the right to prepay the Loans, without premium or penalty, in whole or in part at any time and from time-to-time after the Closing Date on the following terms and conditions: (i) the Borrower shall give the Administrative Agent at the Notice Office at least five Business Days’ prior written notice of its intent to prepay the Loans, the aggregate principal amount of the prepayment, the Types of Loans to be prepaid and, in the case of LIBOR Loans, the specific Borrowing or Borrowings pursuant to which such LIBOR Loans were made (which notice the Administrative Agent shall promptly transmit to each of the Lenders); (ii) such prepayment shall be in an aggregate principal amount not less than the Borrowing Minimum and, if more than the Borrowing Minimum, in an integral multiple of the Borrowing Multiple (unless the entire Tranche of Loans is being prepaid); (iii) prepayments of a LIBOR Loan may only be made pursuant to this Section 3.16 on the last day of an Interest Period applicable thereto (unless the Borrower pays all Liquidation Costs resulting from the prepayment of such LIBOR Loan on a day other than the last day of the Interest Period applicable thereto); and (iv) each prepayment of Loans pursuant to this Section 3.16 shall be applied first, to reduce the Deferred Principal Amount pro rata between the Tranches and among the Term Lenders within each such Tranche to $0.00, second, to reduce the LC Loans resulting from a draw on the DSR Letters of Credit to $0.00, third, to reduce Revolving Loans to $0.00, fourth, to the scheduled principal payments of Tranche B Term Loans in inverse chronological order of their due dates to $0.00, fifth, to reduce the scheduled principal payments of Tranche A Term Loans on a pro rata basis to $0.00 and finally, to reduce any LC Loans resulting from a draw on the TA Letters of Credit on a pro rata basis. In no event shall any voluntary prepayment be funded from the proceeds of any Loan.. NEWYORK 8115155 (2K) 17

Voluntary Prepayment of Principal. The Borrower shall have the right to prepay the Loans, without premium or penalty, in whole or in part at any time and from time-to-time time‑to‑time after the Closing Date on the following terms and conditions: (i) the Borrower shall give the Administrative Agent at the Notice Office at least five Business Days’ prior written notice of its intent to prepay the Loans, the aggregate principal amount of the prepayment, the Types of Loans to be prepaid and, in the case of LIBOR Loans, the specific Borrowing or Borrowings pursuant to which such LIBOR Loans were made (which notice the Administrative Agent shall promptly transmit to each of the Lenders); (ii) such prepayment shall be in an aggregate principal amount not less than the Borrowing Minimum and, if more than the Borrowing Minimum, in an integral multiple of the Borrowing Multiple (unless the entire Tranche of Loans is being prepaid); (iii) prepayments of a LIBOR Loan may only be made pursuant to this Section 3.16 on the last day of an Interest Period applicable thereto (unless the Borrower pays all Liquidation Costs resulting from the prepayment of such LIBOR Loan on a day other than the last day of the Interest Period applicable thereto); and (iv) each prepayment of Loans pursuant to this Section 3.16 shall be applied first, to reduce the Deferred Principal Amount pro rata between the Tranches and among the Term Lenders within each such Tranche to $0.00, second, to reduce the LC Loans resulting from a draw on the DSR Letters of Credit to $0.00, third, to reduce Revolving Loans to $0.00, fourth, to the scheduled principal payments of Tranche B Term Loans in inverse chronological order of their due dates to $0.00, fifth, to reduce the scheduled principal payments of Tranche A Term Loans on a pro rata basis to $0.00 and finally, to reduce any LC Loans resulting from a draw on the TA Letters of Credit on a pro rata basis. In no event shall any voluntary prepayment be funded from the proceeds of any Loan.

Voluntary Prepayment of Principal. The Borrower shall have the right to prepay the Loans, without premium or penalty, in whole or in part at any time and from time-to-time time‑to‑time after the Closing Date on the following terms and conditions: (i) the Borrower shall give the Administrative Agent at the Notice Office at least five Business Days’ prior written notice of its intent to prepay the Loans, the aggregate principal amount of the prepayment, the Types of Loans to be prepaid and, in the case of LIBOR Loans, the specific Borrowing or Borrowings pursuant to which such LIBOR Loans were made (which notice the Administrative Agent shall promptly transmit to each of the Lenders); (ii) such prepayment shall be in an aggregate principal amount not less than the Borrowing Minimum and, if more than the Borrowing Minimum, in an integral multiple of the Borrowing Multiple (unless the entire Tranche of Loans is being prepaid); (iii) prepayments of a LIBOR Loan may only be made pursuant to this Section 3.16 on the last day of an Interest Period applicable thereto (unless the Borrower pays all Liquidation Costs resulting from the prepayment of such LIBOR Loan on a day other than the last day of the Interest Period applicable thereto); and (iv) each prepayment of Loans pursuant to this Section 3.16 shall be applied first, to reduce the Deferred Principal Amount pro rata between the Tranches and among the Term Lenders within each such Tranche to $0.00, second, to reduce the LC Loans resulting from a draw on the DSR Letters of Credit to $0.00, third, to reduce Revolving Loans to $0.00, fourth, to the scheduled principal payments of Tranche B Term Loans in inverse chronological order of their due dates to $0.00, fifth, to reduce the scheduled principal payments of Tranche A Term Loans on a pro rata basis to $0.00 and finally, to reduce any LC Loans resulting from a draw on the TA Letters of Credit on a pro rata basis. In no event shall any voluntary prepayment be funded from the proceeds of any Loan.. NEWYORK 8115155 (2K) 17