Common use of Voluntary Prepayments of Revolving Loans Clause in Contracts

Voluntary Prepayments of Revolving Loans. (i) The Borrower may prepay without premium or penalty (except as set forth in Section 3.6) and in whole or in part any Borrowing of (i) Revolving Loans that are Eurodollar Loans at any time upon at least three (3) Business Days’ prior notice by the Borrower to the Administrative Agent or (ii) Revolving Loans that are Base Rate Loans at any time upon at least one Business Day’s prior notice by the Borrower to the Administrative Agent (in the case of each of clauses (i) and (ii), such notice must be in writing (or telephone notice promptly confirmed by written notice) and received by the Administrative Agent prior to 2:00 p.m. (New York time) on such date), in each case, such prepayment to be made by the payment of the principal amount to be prepaid and, in the case of any Eurodollar Loans, accrued interest thereon to the date fixed for prepayment plus any amounts due the Lenders under Section 3.6; provided, however, that the Borrower may not partially repay a Borrowing (i) if such Borrowing is of Base Rate Loans, in a principal amount less than $250,000, and (ii) if such Borrowing is of Eurodollar Loans, in a principal amount less than $500,000, except, in each case, in such lesser amount of the entire principal amount thereof then outstanding; provided, further, that from the Amendment No. 4 Effective Date and until the 2023 Revolving Credit Termination Date, (i) all prepayments of Revolving Loans under this Section 2.8(b) other than prepayments in connection with a 2023 Revolving Credit Commitment Reduction shall be made on a pro rata basis between the 2023 Revolving Facility and the 2026 Revolving Facility in proportion to the respective Revolving Credit Commitments under each such Revolving Credit Facility and (ii) in connection with a 2023 Revolving Credit Commitment Reduction, the Borrower may, at its option, make prepayments of Revolving Loans under this Section 2.8(b) in proportion to the amount of such 2023 Revolving Credit Commitment Reduction in a manner that results in the 2023 Revolving Loans being reduced on a greater than pro rata basis than the 2026 Revolving Loans. Any such notice of prepayment may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied.

Voluntary Prepayments of Revolving Loans. (i) The Borrower may may, upon notice from the Borrower to the Administrative Agent, at any time or from time to time voluntarily prepay without premium or penalty (except as set forth in Section 3.6) and Revolving Loans, in whole or in part any Borrowing of without premium or penalty; provided that (iA) Revolving Loans that are Eurodollar Loans at any time upon at least three (3) Business Days’ prior notice by the Borrower to the Administrative Agent or (ii) Revolving Loans that are Base Rate Loans at any time upon at least one Business Day’s prior notice by the Borrower to the Administrative Agent (in the case of each of clauses (i) and (ii), such notice must be in writing (or telephone notice promptly confirmed by written notice) and received by the Administrative Agent not later than 11:00 a.m. (1) three Business Days prior to 2:00 p.m. any date of prepayment of Eurodollar Rate Loans and (New York time2) on such date), in each case, such prepayment to be made by the payment of the principal amount to be prepaid and, in the case of any Eurodollar Loans, accrued interest thereon to the date fixed for of prepayment plus any amounts due the Lenders under Section 3.6; provided, however, that the Borrower may not partially repay a Borrowing (i) if such Borrowing is of Base Rate Loans, ; (B) any such prepayment of Eurodollar Rate Loans shall be in a principal amount less than of $250,0002,000,000 or a whole multiple of $500,000 in excess thereof (or, and (ii) if such Borrowing is of Eurodollar Loansless, in a principal amount less than $500,000, except, in each case, in such lesser amount of the entire principal amount thereof then outstanding); provided, further, that from the Amendment No. 4 Effective Date and until the 2023 Revolving Credit Termination Date, (iC) all prepayments any prepayment of Revolving Base Rate Loans under this Section 2.8(b) other than prepayments in connection with a 2023 Revolving Credit Commitment Reduction shall be made on in a pro rata basis between principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if less, the 2023 Revolving Facility entire principal amount thereof then outstanding). Each such notice shall specify the date and amount of such prepayment and the 2026 Revolving Facility in proportion Type(s) of Loans to the respective Revolving Credit Commitments under be prepaid. The Administrative Agent will promptly notify each Lender of its receipt of each such Revolving Credit Facility notice, and (ii) in connection with a 2023 Revolving Credit Commitment Reduction, the Borrower may, at its option, make prepayments of Revolving Loans under this Section 2.8(b) in proportion to the amount of such 2023 Revolving Credit Commitment Reduction in a manner that results in the 2023 Revolving Loans being reduced on a greater than pro rata basis than the 2026 Revolving LoansLender’s Applicable Percentage of such prepayment. Any such notice of prepayment may state that If such notice is conditioned upon given by the effectiveness of other credit facilitiesBorrower, indentures or similar agreements or other transactions, the Borrower shall make such prepayment and the payment amount specified in which case such notice may shall be revoked due and payable on the date specified therein. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest on the Borrower (by notice amount prepaid, together with any additional amounts required pursuant to Section 3.05. Each such prepayment shall be applied to the Administrative Agent on or prior to Loans of the specified effective date) if such condition is not satisfiedLenders in accordance with their respective Applicable Percentages.

Voluntary Prepayments of Revolving Loans. (i) The Borrower may Borrowers may, upon notice to the Administrative Agent and delivery to the Administrative Agent of a prepayment notice in form and substance reasonably satisfactory to the Administrative Agent, at any time or from time to time voluntarily prepay without premium or penalty (except as set forth in Section 3.6) and Revolving Loans in whole or in part any Borrowing of without premium or penalty; provided, that (i) Revolving Loans that are Eurodollar Loans at any time upon at least three (3) Business Days’ prior notice by the Borrower to the Administrative Agent or (ii) Revolving Loans that are Base Rate Loans at any time upon at least one Business Day’s prior notice by the Borrower to the Administrative Agent (in the case of each of clauses (i) and (ii), such notice must be in writing (or telephone notice promptly confirmed by written notice) and received by the Administrative Agent not later than 11:00 a.m. (A) two (2) Business Days prior to 2:00 p.m. any date of prepayment of Term SOFR Loans and (New York timeB) on such date)the date of prepayment of Base Rate Loans; (ii) any prepayment of Term SOFR Loans shall be in a principal amount of $1,000,000 or a whole multiple of $1,000,000 in excess thereof; and (iii) any prepayment of Base Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof or, in each case, such prepayment to be made by the payment of the principal amount to be prepaid andif less, in the case of any Eurodollar Loans, accrued interest thereon to the date fixed for prepayment plus any amounts due the Lenders under Section 3.6; provided, however, that the Borrower may not partially repay a Borrowing (i) if such Borrowing is of Base Rate Loans, in a principal amount less than $250,000, and (ii) if such Borrowing is of Eurodollar Loans, in a principal amount less than $500,000, except, in each case, in such lesser amount of the entire principal amount thereof then outstanding; provided, further, that from . Each such notice shall specify the Amendment No. 4 Effective Date date and until the 2023 Revolving Credit Termination Date, (i) all prepayments amount of Revolving Loans under this Section 2.8(b) other than prepayments in connection with a 2023 Revolving Credit Commitment Reduction shall be made on a pro rata basis between the 2023 Revolving Facility such prepayment and the 2026 Type(s) of Loans to be prepaid and, if Term SOFR Loans, the Interest Period(s) of such Loans. The Administrative Agent will promptly notify each Revolving Facility in proportion to the respective Revolving Credit Commitments under Lender of its receipt of each such Revolving Credit Facility notice, and (ii) in connection with a 2023 Revolving Credit Commitment Reduction, the Borrower may, at its option, make prepayments of Revolving Loans under this Section 2.8(b) in proportion to the amount of such 2023 Lender’s Applicable Percentage of such prepayment. The Borrowers shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Any prepayment of any Loan shall be accompanied by all accrued interest on the amount prepaid, together with, in the case of any Term SOFR Loan, any additional amounts required pursuant to Section 3.05. Subject to Section 2.17, each such prepayment shall be applied to the Revolving Loans of the Lenders in accordance with their respective Applicable Percentages of the Revolving Credit Commitment Reduction in a manner that results in the 2023 Revolving Loans being reduced on a greater than pro rata basis than the 2026 Revolving Loans. Any such notice of prepayment may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfiedFacility.

Voluntary Prepayments of Revolving Loans. (i) The Borrower may prepay without premium or penalty (except as set forth in Section 3.6) and in whole or in part any Borrowing of (i) Revolving Loans that are Eurodollar EurodollarTerm Benchmark Loans at any time upon at least three (3) Business Days’ prior notice by the Borrower to the Administrative Agent or (ii) Revolving Loans that are Base Rate Loans at any time upon at least one Business Day’s prior notice by the Borrower to the Administrative Agent (in the case of each of clauses (i) and (ii), such notice must be in writing (or telephone notice promptly confirmed by written notice) and received by the Administrative Agent prior to 2:00 p.m. (New York time) on such date), in each case, such prepayment to be made by the payment of the principal amount to be prepaid and, in the case of any Eurodollar EurodollarTerm Benchmark Loans, accrued interest thereon to the date fixed for prepayment plus any amounts due the Lenders under Section 3.6; provided, however, that the Borrower may not partially repay a Borrowing (i) if such Borrowing is of Base Rate Loans, in a principal amount less than $250,000, and (ii) if such Borrowing is of Eurodollar EurodollarTerm Benchmark Loans, in a principal amount less than $500,000, except, in each case, in such lesser amount of the entire principal amount thereof then outstanding; provided, further, that from the Amendment No. 4 Effective Date and until the 2023 Revolving Credit Termination Date, (i) all prepayments of Revolving Loans under this Section 2.8(b) other than prepayments in connection with a 2023 Revolving Credit Commitment Reduction shall be made on a pro rata basis between the 2023 Revolving Facility and the 2026 Revolving Facility in proportion to the respective Revolving Credit Commitments under each such Revolving Credit Facility and (ii) in connection with a 2023 Revolving Credit Commitment Reduction, the Borrower may, at its option, make prepayments of Revolving Loans under this Section 2.8(b) in proportion to the amount of such 2023 Revolving Credit Commitment Reduction in a manner that results in the 2023 Revolving Loans being reduced on a greater than pro rata basis than the 2026 Revolving Loans. Any such notice of prepayment may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied.