Common use of Committed Loans Clause in Contracts

Committed Loans. The Borrower may, upon notice from the Borrower to the Administrative Agent, at any time or from time to time voluntarily prepay Committed Loans in whole or in part without premium or penalty; provided that (A) such notice must be received by the Administrative Agent not later than 12:00 noon (1) three (3) Business Days prior to any date of prepayment of Eurodollar Rate Committed Loans and (2) on the date of prepayment of Base Rate Committed Loans; (B) any such prepayment of Eurodollar Rate Committed Loans shall be in a principal amount of $3,000,000 or a whole multiple of $500,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding) and (C) any prepayment of Base Rate Committed Loans shall be in a principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding). Each such notice shall specify the date and amount of such prepayment and the Type(s) of Committed Loans to be prepaid. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Pro Rata Share of such prepayment. If such notice is given by the Borrower, the Borrower 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 a Eurodollar Rate Loan shall be accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. Each such prepayment shall be applied to the Committed Loans of the Lenders in accordance with their respective Pro Rata Shares.

Committed Loans. The Borrower may, upon notice from the Borrower to the Administrative Agent, at any time or from time to time (i) voluntarily prepay Base Rate Committed Loans in whole or in part without premium or penalty, and (ii) subject to Section 3.05, voluntarily prepay Eurodollar Rate Loans in whole or in part without premium or penalty; provided that (Ai) such notice must be received by the Administrative Agent not later than 12:00 noon 11:00 a.m. (1A) three (3) Business Days prior to any date of prepayment of Eurodollar Rate Committed Loans and (2B) on the date of prepayment of Base Rate Committed Loans; (Bii) any such prepayment of Eurodollar Rate Committed Loans shall be in a principal amount of $3,000,000 5,000,000 or a whole multiple of $500,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding) and (C) any prepayment of Base Rate Committed Loans shall be in a principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding); (iii) any prepayment of Base Rate Committed Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding); and (iv) any prepayment of the Tranche B Term Loan shall be applied in the manner directed by the Borrower; and provided, further, that in connection with any Repricing Transaction that is consummated in respect of all or any portion of the Tranche B Term Loan during the period from the First Amendment Effective Date to and including the date that is 180 days after the First Amendment Effective Date, the Borrower shall pay to the Tranche B Term Lenders a fee equal to 1% of the aggregate principal amount of the Tranche B Term Loan prepaid or repriced in connection with such Repricing Transaction. Each such notice shall specify the date and amount of such prepayment and the Type(s) of Committed Loans to be prepaid. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Pro Rata Share Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided that if a notice of prepayment is given in connection with a conditional notice of termination of the Revolving Commitments as contemplated by Section 2.06(c), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. Each Subject to Section 2.15, each such prepayment shall be applied to the Committed Loans of the Lenders in accordance with their respective Pro Rata SharesApplicable Percentages.

Committed Loans. The Borrower may, upon notice from the Borrower to the Administrative AgentAgent pursuant to delivery to the Administrative Agent of a Notice of Loan Prepayment, at any time or from time to time voluntarily prepay Committed Loans in whole or in part without premium or penalty; provided that (Ai) such notice must be received by the Administrative Agent not later than 12:00 noon 1:00 p.m. (1A) three (3) two Business Days prior to any date of prepayment of Eurodollar Rate Committed Term SOFR Loans and (2B) on the date of prepayment of Base Rate Committed Loans; (Bii) any such prepayment of Eurodollar Rate Committed Term SOFR Loans shall be in a principal amount of $3,000,000 5,000,000 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, if less, the entire principal amount thereof then outstanding) and (C) any prepayment of Base Rate Committed Loans shall be in a principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding). Each such notice shall specify the date and amount of such prepayment and the Type(s) of Committed Loans to be prepaid and, if Term SOFR Loans are to be prepaid, the Interest Period(s) of such Loans. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Pro Rata Share Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower 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 a Eurodollar Rate Term SOFR Loan shall be accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. Each Subject to Section 2.17, each such prepayment shall be applied to the Committed Loans of the Lenders in accordance with their respective Pro Rata SharesApplicable Percentages.

Committed Loans. The Borrower may, upon notice from the Borrower to the Administrative Agent, at any time or from time (A) subject to time the second proviso of this Section 2.05(a)(i), voluntarily prepay Base Rate Committed Loans in whole or in part without premium or penalty; provided that , and (AB) such notice must be received by subject to Section 3.05 hereof and the Administrative Agent not later than 12:00 noon second proviso of this Section 2.05(a)(i), voluntarily prepay Eurodollar Rate Loans in whole or in part on the last day of the applicable Interest (1) three (3) Business Days prior to any date of prepayment of Eurodollar Rate Committed Loans and (2) on the date of prepayment of Base Rate Committed Loans; (B) any such prepayment of Eurodollar Rate Committed Loans shall be in a principal amount of $3,000,000 1,000,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding) and ); (C) any prepayment of Base Rate Committed Loans shall be in a principal amount of $1,000,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding), and (D) any prepayment of the Tranche C Term Loan shall be applied (1) first, to the next four Principal Amortization Payments in direct order of maturities thereof, and (2) second, ratably to the remaining Principal Amortization Payments thereof; and provided further that during the period from the First Amendment Effective Date to but excluding the first anniversary of the First Amendment Effective Date, any voluntary prepayment of the Tranche C Term Loans of any Lender using proceeds of Debt incurred by the Borrower from a substantially concurrent issuance or incurrence of syndicated term loans provided by one or more banks or other financial institutions for which the interest rate payable thereon is lower than the Eurodollar Rate on the date of such voluntary prepayment plus the Applicable Rate with respect to the Tranche C Term Loans shall be accompanied by payment of a 1% prepayment premium on the principal amount of such Lender's Tranche C Term Loan prepaid (unless such prepayment premium is waived by such Lender). Each such notice shall specify the date and amount of such prepayment and the Type(s) of Committed Loans to be prepaid. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Pro Rata Share of such prepayment. If such notice is given by the Borrower, the Borrower 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 a Eurodollar Rate Loan shall be accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. Each such prepayment shall be applied to the Committed Loans of the Lenders in accordance with their respective Pro Rata Shares.)

Committed Loans. The Borrower may, upon notice from the Borrower to the Administrative Agent, at any time or from time to time (A) voluntarily prepay Committed Base Rate Loans in whole or in part without premium or penalty, and (B) subject to Section 3.05 hereof, voluntarily prepay Eurodollar Rate Loans in whole or in part on the last day of the applicable Interest Period without premium or penalty; provided PROVIDED that (AI) such notice must be received by the Administrative Agent not later than 12:00 noon 11:00 a.m. (1x) three (3) Business Days prior to any date of prepayment of Eurodollar Rate Committed Loans and (2y) on the date of prepayment of Base Rate Committed Loans; (BII) any such prepayment of Eurodollar Rate Committed Loans shall be in a principal amount of $3,000,000 5,000,000 or a whole multiple of $500,000 1,000,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding) ); and (CIII) any prepayment of Base Rate Committed Loans shall be in a principal amount of $1,000,000 500,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding). Each such notice shall specify the date and amount of such prepayment and the Type(s) of Committed Loans to be prepaid. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s 's Pro Rata Share of such prepayment. If such notice is given by the Borrower, the Borrower 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 a Eurodollar Rate Loan shall be accompanied by all accrued interest on the amount prepaidthereon, together with any additional amounts required pursuant to Section SECTION 3.05. Each such prepayment shall be applied to the Committed Loans of the Lenders in accordance with their respective Pro Rata Shares.

Committed Loans. The Borrower may, upon notice from the Borrower to the Administrative Agent, at any time or from time to time (A) voluntarily prepay Committed Base Rate Loans in whole or in part without premium or penalty, and (B) subject to Section 3.05 hereof, voluntarily prepay Eurodollar Rate Loans in whole or in part on the last day of the applicable Interest Period without premium or penalty; provided that (AI) such notice must be received by the Administrative Agent not later than 12:00 noon 11:00 a.m. (1x) three (3) Business Days prior to any date of prepayment of Eurodollar Rate Committed Loans and (2y) on the date of prepayment of Base Rate Committed Loans; (BII) any such prepayment of Eurodollar Rate Committed Loans shall be in a principal amount of $3,000,000 5,000,000 or a whole multiple of $500,000 1,000,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding) and ); (CIII) any prepayment of Base Rate Committed Loans shall be in a principal amount of $1,000,000 500,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding); and (IV) any prepayment of the Term Loan shall be applied ratably to the Term Loan (to remaining Principal Amortization Payments in inverse order of maturities thereof). Each such notice shall specify the date and amount of such prepayment and the Type(s) of Committed Loans to be prepaid. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Pro Rata Share of such prepayment. If such notice is given by the Borrower, the Borrower 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 a Eurodollar Rate Loan shall be accompanied by all accrued interest on the amount prepaidthereon, together with any additional amounts required pursuant to Section 3.05. Each such prepayment shall be applied to the Committed Loans of the Lenders in accordance with their respective Pro Rata Shares.

Committed Loans. The Borrower may, upon notice from the Borrower to the Administrative Agent, at any time or from time to time (i) voluntarily prepay Base Rate Committed Loans in whole or in part without premium or penalty, and (ii) subject to Section 3.05 hereof, voluntarily prepay Eurodollar Rate Loans in whole or in part on the last day of the applicable Interest Period without premium or penalty; provided that (Ai) such notice must be received by the Administrative Agent not later than 12:00 noon 11:00 a.m. (1A) three (3) Business Days prior to any date of prepayment of Eurodollar Rate Committed Loans and (2B) on the date of prepayment of Base Rate Committed Loans; (Bii) any such voluntary prepayment of Eurodollar Rate Committed Loans shall be in a principal amount of $3,000,000 or a whole multiple of $500,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding) and (C) any prepayment of Base Rate Committed Loans shall be in a principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding); (iii) any voluntary prepayment of Base Rate Committed Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding); and (iv) any voluntary prepayment of a Committed Borrowing consisting of Tranche B Term Loans or Incremental Term Loans shall be applied pro rata among the Loans comprising such Borrowing (in each case to remaining Principal Amortization Payments in such manner as the Borrower shall elect). Each such notice shall specify the date and amount of such prepayment and the Type(s) of Committed Loans to be prepaid. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Pro Rata Share 's Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower 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 a Eurodollar Rate Loan shall be accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. Each such prepayment shall be applied to the Committed Loans of the Lenders in accordance with their respective Pro Rata Shares.

Committed Loans. The Borrower may, upon notice from the Borrower to the Administrative Agent, at any time or from time to time (A) voluntarily prepay Base Rate Committed Loans in whole or in part without premium or penalty, and (B) subject to Section 3.05 hereof, voluntarily prepay Eurodollar Rate Loans in whole or in part on the last day of the applicable Interest Period without premium or penalty; provided that with respect to any such voluntary prepayment (A) such notice must be received by the Administrative Agent not later than 12:00 noon 11:00 a.m. (1) three (3) Business Days prior to any date of prepayment of Eurodollar Rate Committed Loans and (2) on the date of prepayment of Base Rate Committed Loans; (B) any such prepayment of Eurodollar Rate Committed Loans shall be in a principal amount of $3,000,000 1,000,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding) and ); (C) any prepayment of Base Rate Committed Loans shall be in a principal amount of $1,000,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding), (D) any prepayment of the Tranche B Term Loan that occurs prior to the first anniversary of the Closing Date and is made with the proceeds of Debt issued for the purpose of refinancing of all or any portion of the Tranche B Term Loan shall be subject to an additional premium equal to the amount of such prepayment multiplied by 1.0%, and (E) any prepayment of the Tranche B Term Loan shall be applied (1) first, to the next four Principal Amortization Payments in direct order of maturities thereof, and (2) second, ratably to the remaining Principal Amortization Payments thereof. Each such notice shall specify the date and amount of such prepayment and the Type(s) of Committed Loans to be prepaid. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s 's Pro Rata Share of such prepayment. If such notice is given by the Borrower, the Borrower 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 a Eurodollar Rate Loan shall be accompanied by all accrued interest on the amount prepaidthereon, together with any additional amounts required pursuant to Section 3.05. Each such prepayment shall be applied to the Committed Loans of the Lenders in accordance with their respective Pro Rata Shares.

Committed Loans. The Borrower may, upon notice from the Borrower to the Administrative Agent, at any time or from time to time voluntarily prepay Committed Loans in whole or in part without premium or penalty; provided that (A) such notice must be received by the Administrative Agent not later than 12:00 noon (1) three (3) Business Days prior to any date of prepayment of Eurodollar Rate Committed Loans and (2) on the date of prepayment of Base Rate Committed Loans; (B) any such prepayment of Eurodollar Rate Committed Loans shall be in a principal amount of $3,000,000 or a whole multiple of $500,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding) and (C) any prepayment of Base Rate Committed Loans shall be in a principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding). Each such notice shall specify the date and amount of such prepayment and the Type(s) of Committed Loans to be prepaid. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Pro Rata Share Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided that if such notice of prepayment indicates that such prepayment is to be funded with the proceeds of a refinancing of the Loans and Commitments, such notice may be revoked if such refinancing is not consummated and such payment amount will not be due and payable. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. Each such prepayment shall be applied to the Committed Loans of the Lenders in accordance with their respective Pro Rata SharesApplicable Percentage.

Committed Loans. The Borrower may, upon notice from the Borrower to the Administrative AgentAgent pursuant to delivery to the Administrative Agent of a Notice of Loan Prepayment, at any time or from time to time voluntarily prepay Committed Loans in whole or in part without premium or penalty; provided that (Ai) such notice must be received by the Administrative Agent not later than 12:00 noon 1:00 p.m. (1A) three (3) two Business Days prior to any date of prepayment of Eurodollar Rate Committed Loans and (2B) on the date of prepayment of Base Rate Committed Loans; (Bii) any such prepayment of Eurodollar Rate Committed Loans shall be in a principal amount of $3,000,000 5,000,000 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, if less, the entire principal amount thereof then outstanding) and (C) any prepayment of Base Rate Committed Loans shall be in a principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding). Each such notice shall specify the date and amount of such prepayment and the Type(s) of Committed Loans to be prepaid and, if Eurodollar Rate Loans are to be prepaid, the Interest Period(s) of such Loans. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Pro Rata Share Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower 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 a Eurodollar Rate Loan shall be accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. Each Subject to Section 2.17, each such prepayment shall be applied to the Committed Loans of the Lenders in accordance with their respective Pro Rata SharesApplicable Percentages.

Committed Loans. The Borrower may, upon notice from the Borrower to the Administrative Agent, at any time or from time to time (A) voluntarily prepay Base Rate Committed Loans in whole or in part without premium or penalty and (B) subject to Section 3.05, voluntarily prepay Eurodollar Rate Loans in whole or in part without premium or penalty; provided that (A1) such notice must be received by the Administrative Agent not later than 12:00 noon 11:00 a.m. (1I) three (3) Business Days prior to any date of prepayment of Eurodollar Rate Committed Loans and (2II) on the date of prepayment of Base Rate Committed Loans; , (B2) any such prepayment of Eurodollar Rate Loans shall be in a principal amount of $1,000,000 or a whole multiple of $1,000,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding), (3) any prepayment of Base Rate Committed Loans shall be in a principal amount of $3,000,000 500,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding) and (C4) any prepayment of Base Rate Committed the Tranche B Term Loans shall be applied in the manner directed by the Borrower (provided that notwithstanding anything to the contrary contained herein, until the latest of (i) the date on which the Borrower’s ability to draw any HCOM Incremental Term Facility shall have been reduced to zero and (ii) if any HCOM Incremental Term Facility is established, the HCOM Facility Closing Date, all prepayments of the Tranche B Term Loans pursuant to this Section 2.05(a)(i) shall not be applied to any Principal Amortization Payment occurring prior to the Maturity Date of the Tranche B Term Loans, but instead shall be applied entirely to the Principal Amortization Payment due on the Maturity Date of the Tranche B Term Loans); provided, further, that in connection with any Repricing Transaction that is consummated in respect of all or any portion of the Tranche B Term Loans during the period from the Closing Date to and including the date that is 180 days after the earliest to occur of (w) the HCOM Closing Date, (x) the deposit of the net cash proceeds of the HCOM Incremental Term Facility into escrow as contemplated by Section 2.17(f), (y) the issuance of senior unsecured notes of the Borrower or any subsidiary of the Borrower to fund the HCOM Acquisition (or the deposit of the net cash proceeds thereof into escrow) and (z) the termination of the HCOM Merger Agreement in accordance with the terms thereof without the closing of the HCOM Acquisition, the Borrower shall pay to the Tranche B Term Lenders a fee equal to 1% of the aggregate principal amount of $1,000,000 the Tranche B Term Loans prepaid or a whole multiple of $500,000 repriced in excess thereof (or, if less, the entire principal amount thereof then outstanding)connection with such Repricing Transaction. Each such notice shall specify the date and amount of such prepayment and the Type(s) of Committed Loans to be prepaid. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Pro Rata Share Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided that if a notice of prepayment is given in connection with a conditional notice of termination of the Revolving Commitments as contemplated by Section 2.06(c), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. Each Subject to Section 2.15, each such prepayment shall be applied to the Committed Loans of the Lenders in accordance with their respective Pro Rata SharesApplicable Percentages.

Committed Loans. The Borrower may, upon notice from the Borrower to the Administrative Agent, at any time or from time to time (i) voluntarily prepay Base Rate Committed Loans in whole or in part without premium or penalty, and (ii) subject to Section 3.05, voluntarily prepay Eurodollar Rate Loans in whole or in part without premium or penalty; provided that (Ai) such notice must be received by the Administrative Agent not later than 12:00 noon 11:00 a.m. (1A) three (3) Business Days prior to any date of prepayment of Eurodollar Rate Committed Loans and (2B) on the date of prepayment of Base Rate Committed Loans; (Bii) any such prepayment of Eurodollar Rate Committed Loans shall be in a principal amount of $3,000,000 5,000,000 or a whole multiple of $500,000 1,000,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding) ); and (Ciii) any prepayment of Base Rate Committed Loans shall be in a principal amount of $1,000,000 500,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding). Each such notice shall specify the date and amount of such prepayment and the Type(s) of Committed Loans to be prepaid. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Pro Rata Share 's Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided that if a notice of prepayment is given in connection with a conditional notice of termination of the Revolving Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. Each such prepayment shall be applied to the Committed Loans of the Lenders in accordance with their respective Pro Rata SharesApplicable Percentages.

Committed Loans. The Borrower may, upon notice from the Borrower to the Administrative Agent, at any time or from time to time (A) voluntarily prepay Committed Base Rate Loans in whole or in part without premium or penalty, and (B) subject to Section 3.05 hereof, voluntarily prepay Eurodollar Rate Loans in whole or in part without premium or penalty; provided that (Ax) such notice must be received by the Administrative Agent not later than 12:00 noon 11:00 a.m. (1i) three (3) Business Days prior to any date of prepayment of Eurodollar Rate Committed Loans and (2ii) on the date of prepayment of Base Rate Committed Loans; (By) any such prepayment of Eurodollar Rate Committed Loans shall be in a principal amount of $3,000,000 1,000,000 or a whole multiple of $500,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding) and ); (Cz) any prepayment of Base Rate Committed Loans shall be in a principal amount of $1,000,000 500,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding). Each such notice shall specify the date and amount of such prepayment and the Type(s) of Committed Loans to be prepaid. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Pro Rata Share Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower 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 a Eurodollar Rate Loan shall be accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. Each such prepayment shall be applied to the Committed Loans of the Lenders in accordance with their respective Pro Rata SharesApplicable Percentages.

Committed Loans. The Borrower may, upon notice from the Borrower to the Administrative Agent, at any time or from time to time (i) voluntarily prepay Base Rate Committed Loans in whole or in part without premium or penalty, and (ii) subject to Section 3.05, voluntarily prepay Eurodollar Rate Loans in whole or in part without premium or penalty; provided that (Ai) such notice must be received by the Administrative Agent not later than 12:00 noon 11:00 a.m. (1A) three (3) Business Days prior to any date of prepayment of Eurodollar Rate Committed Loans and (2B) on the date of prepayment of Base Rate Committed Loans; (Bii) any such prepayment of Eurodollar Rate Committed Loans shall be in a principal amount of $3,000,000 5,000,000 or a whole multiple of $500,000 1,000,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding) ); and (Ciii) any prepayment of Base Rate Committed Loans shall be in a principal amount of $1,000,000 500,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding). Each such notice shall specify the date and amount of such prepayment and the Type(s) of Committed Loans to be prepaid. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Pro Rata Share 's Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided that if a notice of prepayment is given in connection with a conditional notice of termination of the Revolving Commitments as contemplated by Section 2.06(c), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. Each Subject to Section 2.15, each such prepayment shall be applied to the Committed Loans of the Lenders in accordance with their respective Pro Rata SharesApplicable Percentages.

Committed Loans. The Borrower may, upon notice from the Borrower to the Administrative Agent, at any time or from time to time (i) voluntarily prepay Base Rate Committed Loans in whole or in part without premium or penalty, and (ii) subject to Section 3.05, voluntarily prepay Eurodollar Rate Loans in whole or in part without premium or penalty; provided that (Ai) such notice must be received by the Administrative Agent not later than 12:00 noon 11:00 a.m. (1A) three (3) Business Days prior to any date of prepayment of Eurodollar Rate Committed Loans and (2B) on the date of prepayment of Base Rate Committed Loans; (Bii) any such prepayment of Eurodollar Rate Committed Loans shall be in a principal amount of $3,000,000 5,000,000 or a whole multiple of $500,000 1,000,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding) and ); (Ciii) any prepayment of Base Rate Committed Loans shall be in a principal amount of $1,000,000 500,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding); and (iv) any prepayment of the Tranche B Term Loan shall be applied ratably to the remaining Principal Amortization Payments thereof; and provided further that during the period from the Closing Date to but excluding the first anniversary of the Closing Date, any voluntary prepayment of the Tranche B Term Loans of any Lender using proceeds of Indebtedness incurred by any Consolidated Party from a substantially concurrent issuance or incurrence of syndicated term loans provided by one or more banks or other financial institutions for which the interest rate payable thereon is lower than the Eurodollar Rate on the date of such voluntary prepayment plus the Applicable Rate with respect to the Tranche B Term Loans that are Eurodollar Rate Loans shall be accompanied by a payment of a 1% prepayment premium on the principal amount of such Lender’s Tranche B Term Loans prepaid (unless such prepayment premium is waived by such Lender). Each such notice shall specify the date and amount of such prepayment and the Type(s) of Committed Loans to be prepaid. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Pro Rata Share Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided that if a notice of prepayment is given in connection with a conditional notice of termination of the Revolving Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. Each Subject to Section 2.15, each such prepayment shall be applied to the Committed Loans of the Lenders in accordance with their respective Pro Rata SharesApplicable Percentages.

Committed Loans. The Borrower may, upon notice from the Borrower to the Administrative Agent, at any time or from time to time (i) voluntarily prepay Base Rate Committed Loans in whole or in part without premium or penalty, and (ii) subject to Section 3.05 hereof, voluntarily prepay Eurodollar Rate Loans in whole or in part on the last day of the applicable Interest Period without premium or penalty; provided that (Ai) such notice must be received by the Administrative Agent not later than 12:00 noon 8:00 a.m. (1A) three (3) Business Days prior to any date of prepayment of Eurodollar Rate Committed Loans and (2B) on the date of prepayment of Base Rate Committed Loans; (Bii) any such prepayment of Eurodollar Rate Committed Loans shall be in a principal amount of $3,000,000 5,000,000 or a whole multiple of $500,000 1,000,000in excess thereof (or, if less, the entire principal amount thereof then outstanding) and ); (Ciii) any prepayment of Base Rate Committed Loans shall be in a principal amount of $1,000,000 500,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding); and (iv) absent written instructions from the Borrower specifying a different order of application, any prepayment pursuant to this Section 2.05(a)(i) shall be applied first to reduce L/C Borrowings, then to reduce the Revolving Loans and last to reduce the Term Loan (with such prepayment applied to reduce remaining Principal Amortization Payments pro rata across all such installments). Each such notice shall specify the date and amount of such prepayment and the Type(s) of Committed Loans to be prepaid. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Pro Rata Share of such prepayment. If such notice is given by the Borrower, the Borrower 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 a Eurodollar Rate Loan shall be accompanied by all accrued interest on the amount prepaidthereon, together with any additional amounts required pursuant to Section 3.05. Each such prepayment shall be applied to the Committed Loans of the Lenders in accordance with their respective Pro Rata Shares.

Committed Loans. The Borrower may, upon notice from the Borrower to the Administrative Agent, at any time or from time to time (A) voluntarily prepay Committed Base Rate Loans in whole or in part without premium or penalty, and (B) subject to Section 3.05 hereof, voluntarily prepay Eurodollar Rate Loans in whole or in part without premium or penalty; provided that (Aw) such notice must be received by the Administrative Agent not later than 12:00 noon 11:00 a.m. (1i) three (3) Business Days prior to any date of prepayment of Eurodollar Rate Committed Loans and (2ii) on the date of prepayment of Base Rate Committed Loans; (Bx) any such prepayment of Eurodollar Rate Committed Loans shall be in a principal amount of $3,000,000 or a whole multiple of $500,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding) and (C) any prepayment of Base Rate Committed Loans shall be in a principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding); (y) 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, if less, the entire principal amount thereof then outstanding); and (z) any prepayment of the Term Loan shall be applied ratably to the Term Loans and be accompanied by any Prepayment Administration Fee applicable to such prepayment in connection with Section 2.09(b). Each such notice shall specify the date and amount of such prepayment and the Type(s) of Committed Loans to be prepaid. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Pro Rata Share Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower 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 a Eurodollar Rate Loan shall be accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. Each such prepayment shall be applied to the Committed Loans of the Lenders in accordance with their respective Pro Rata SharesApplicable Percentages.

Committed Loans. The Borrower may, upon notice from the Borrower to the Administrative Agent, at any time or from time to time (i) voluntarily prepay Base Rate Committed Loans in whole or in part without premium or penalty, and (ii) subject to Section 3.05, voluntarily prepay Eurodollar Rate Loans in whole or in part without premium or penalty; provided that (Ai) such notice must be received by the Administrative Agent not later than 12:00 noon 11:00 a.m. (1A) three (3) Business Days prior to any date of prepayment of Eurodollar Rate Committed Loans and (2B) on the date of prepayment of Base Rate Committed Loans; (Bii) any such prepayment of Eurodollar Rate Loans shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding); (iii) any prepayment of Base Rate Committed Loans shall be in a principal amount of $3,000,000 500,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding) and (Civ) any prepayment of Base Rate Committed Loans the Tranche B Term Loan shall be in a principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof (or, if less, applied ratably to the entire principal amount thereof then outstanding)remaining Principal Amortization Payments thereof. Each such notice shall specify the date and amount of such prepayment and the Type(s) of Committed Loans to be prepaid. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Pro Rata Share Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided that if a notice of prepayment is given in connection with a conditional notice of termination of the Revolving Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. Each such prepayment shall be applied to the Committed Loans of the Lenders in accordance with their respective Pro Rata SharesApplicable Percentages.

Committed Loans. The Each Borrower may, upon notice from the Borrower Company to the Administrative Agent, at any time or from time to time voluntarily prepay Committed Loans in whole or in part without premium or penalty; provided that (Ai) such notice must be in a form acceptable to the Administrative Agent and be received by the Administrative Agent not later than 12:00 noon Noon (1A) three (3) Business Days prior to any date of prepayment of Eurodollar Eurocurrency Rate Committed Loans denominated in Dollars, Canadian Dollars or Mexican Pesos, (B) four Business Days (or five, in the case of prepayment of Loans denominated in Special Notice Currencies) prior to any date of prepayment of Eurocurrency Rate Loans denominated in Alternative Currencies (other than Canadian Dollars or Mexican Pesos), and (2C) on the date of prepayment of Base Rate Committed Loans; (Bii) any such prepayment of Eurodollar Eurocurrency Rate Committed Loans denominated in Dollars shall be in a principal amount of $3,000,000 2,000,000 or a whole multiple of $500,000 1,000,000 in excess thereof thereof; (or, if less, the entire iii) any prepayment of Eurocurrency Rate Loans denominated in Alternative Currencies shall be in a minimum principal amount thereof then outstanding) of $2,000,000 or a whole multiple of $1,000,000 in excess thereof; and (Civ) any prepayment of Base Rate Committed Loans shall be in a principal amount of $1,000,000 500,000 or a whole multiple of $500,000 100,000 in excess thereof (or, in each case, if less, the entire principal amount thereof then outstanding). Each such notice shall specify the date and amount of such prepayment and the Type(s) of Committed Loans to be prepaid and, if Eurocurrency Rate Loans are to be prepaid, the Interest Period(s) of such Loans. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Pro Rata Share Applicable Percentage of such prepayment. If such notice is given by the BorrowerCompany, the applicable Borrower 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 a Eurodollar Eurocurrency Rate Loan shall be accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. Each Subject to Section 2.17, each such prepayment shall be applied to the Committed Loans of the Lenders in accordance with their respective Pro Rata SharesApplicable Percentages.

Committed Loans. The Borrower may, upon notice from the Borrower to the Administrative Agent, at any time or from time to time (i) voluntarily prepay Base Rate Committed Loans in whole or in part without premium or penalty, and (ii) subject to Section 3.05, voluntarily prepay Eurodollar Rate Loans in whole or in part without premium or penalty; provided that (Ai) such notice must be received by the Administrative Agent not later than 12:00 noon 11:00 a.m. (1A) three (3) Business Days prior to any date of prepayment of Eurodollar Rate Committed Loans and (2B) on the date of prepayment of Base Rate Committed Loans; (Bii) any such prepayment of Eurodollar Rate Loans shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding); (iii) any prepayment of Base Rate Committed Loans shall be in a principal amount of $3,000,000 500,000 or a whole multiple of $500,000 100,000 in excess thereof (or, if less, the entire principal amount thereof then outstanding) and (Civ) any prepayment of Base the Tranche B Term Loan shall be applied ratably to the remaining Principal Amortization Payments thereof; and, provided further that during the period from the First Amendment Effective Date to but excluding the first anniversary of the First Amendment Effective Date, any voluntary prepayment of the Tranche B Term Loans of any Lender using proceeds of Indebtedness incurred by any Consolidated Party from a substantially concurrent issuance or incurrence of syndicated term loans provided by one or more banks or other financial institutions for which the interest rate payable thereon is lower than the Eurodollar Rate Committed on the date of such voluntary prepayment plus the Applicable Rate with respect to the Tranche B Term Loans shall be in accompanied by payment of a 1% prepayment premium on the principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof such Lender’s Tranche B Term Loan prepaid (or, if less, the entire principal amount thereof then outstandingunless such prepayment premium is waived by such Lender). Each such notice shall specify the date and amount of such prepayment and the Type(s) of Committed Loans to be prepaid. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of the amount of such Lender’s Pro Rata Share Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided that if a notice of prepayment is given in connection with a conditional notice of termination of the Revolving Commitments as contemplated by Section 2.06(b), then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.06. Any prepayment of a Eurodollar Rate Loan shall be accompanied by all accrued interest on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. Each such prepayment shall be applied to the Committed Loans of the Lenders in accordance with their respective Pro Rata SharesApplicable Percentages.