Common use of Optional Prepayments Clause in Contracts

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such Business Day, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.19. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay prepay, the Revolving Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such Business Daythe prepayment date, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.14. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 1,000,000 or a whole multiple thereof. Each thereof (it being agreed that the failure of the Borrower to make any such voluntary prepayment on such date shall not result in an Event of Default and that the sole remedy with respect to such failure shall be the obligation to pay any amounts which may become owing as a result of such failure pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages2.14).

Optional Prepayments. (a) The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.12:00 Noon, New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.12:00 Noon, New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.17. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans which shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.12:00 Noon, New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.12:00 Noon, New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.17. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans which shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. (a) The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.1:00 p.m., New York City time, three (3) Business Days prior thereto, thereto in the case of Eurodollar Loans, Loans and no later than 11:00 A.M.1:00 p.m., New York City time, on such one Business Day, Day prior thereto in the case of ABR Base Rate Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Base Rate Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.194.11. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified thereintherein (provided, that a notice of prepayment of all outstanding Loans may state that such notice is conditioned upon the effectiveness of other credit facilities or other financing, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified date) if such condition is not satisfied), together with (except in the case of Revolving Loans that are ABR Base Rate Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans and Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon giving irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.(which notice must be received by the Agent prior to 1:00 P.M., New York City time, (a) three (3) Business Days prior theretoto the date of prepayment, in if all or any part of the case of Loans to be prepaid are Eurodollar Loans, and no later than 11:00 A.M.or (b) one Business Day prior to the date of prepayment, New York City timeotherwise), on such Business Day, in the case of ABR Loans, which notice shall specify specifying the date and amount of prepayment and whether the prepayment is of Eurodollar Loans, ABR Loans or ABR Loans; provideda combination thereof, that and, if of a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable theretocombination thereof, the Borrower shall also pay any amounts owing pursuant amount allocable to Section 2.19each. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) any amounts payable pursuant to subsection 2.14, accrued interest to such date on the amount prepaid. Partial prepayments of Revolving the Loans shall be in an amount equal applied to (x) in the case then remaining installments of ABR Loans, $500,000 or a whole multiple principal thereof pro rata according to the respective amounts thereof. Amounts prepaid on account of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereofLoans may not be reborrowed. Partial prepayments of Swingline Loans pursuant to this subsection shall be in an aggregate principal amount of at least $100,000 or a whole multiple 10,000,000 and increments of $1,000,000 in excess thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, at least three (3) Business Days prior thereto, thereto in the case of Eurodollar Loans, Loans and no later than 11:00 A.M., New York City time, on such at least one Business Day, Day prior thereto in the case of ABR Base Rate Loans, which notice shall (i) designate whether the Borrower is prepaying Revolving Credit Loans and/or Term Loans and (ii) specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Base Rate Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.21. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Credit Loans (unless all Revolving Credit Loans are being repaid and the Revolving Credit Commitments terminated) that are ABR Base Rate Loans and Swingline Swing Line Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans and Revolving Credit Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 5,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Swing Line Loans shall be in an aggregate principal amount of $100,000 or a whole multiple in excess thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.1:00 P.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.1:00 P.M., New York City time, on such the Business DayDay of prepayment, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.17. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid; provided, however, that the Borrower shall be entitled to make any such payment conditional on the receipt of other financing or the proceeds of other transactions (if such payment is made in connection with a refinancing or other payment in full of the Loans) to the extent specified in such notice. Partial prepayments of Revolving Loans shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 1,000,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. (a) The Borrower Borrowers may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.2:00 P.M., New York City time, three (3) Business Days prior theretoto the prepayment date, in the case of Eurodollar Loans, and no later than 11:00 A.M.12:00 Noon, New York City time, on such Business Daythe prepayment date, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, provided that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower Borrowers shall also pay any amounts owing pursuant to Section 2.192.15; and provided, further, that if such notice of prepayment indicates that such prepayment is to be funded with the proceeds of a Refinancing of the Term Facility, such notice of prepayment may be revoked if such Refinancing is not consummated and any Eurodollar Loan that was the subject of such notice shall be continued as an ABR Loan. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Term Loans shall be in an aggregate principal amount equal to of (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 1,000,000 or a whole multiple of $1,000,000 100,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay prepay, the Revolving Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Term Benchmark Revolving Loans, and no later than 11:00 A.M., New York City time, on such Business Daythe prepayment date, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Term Benchmark Revolving Loans or ABR Loans; provided, that if a Eurodollar Term Benchmark Revolving Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.14. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 1,000,000 or a whole multiple thereof. Each thereof (it being agreed that the failure of the Borrower to make any such voluntary prepayment on such date shall not result in an Event of Default and that the sole remedy with respect to such failure shall be the obligation to pay any amounts which may become owing as a result of such failure pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages2.14).

Optional Prepayments. (a) The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.20. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans and Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.20. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans and Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment payment pursuant to this Section 2.8 on account of principal of and interest on the Term Loans shall be allocated pro rata applied as provided in Section 2.17(b). Each payment pursuant to all Lenders according to their respective this Section on account of principal of and interest on the Revolving PercentagesLoans shall be applied as provided in Section 2.17(c).

Optional Prepayments. The Borrower Company may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon at least one Business Days' irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, in the case of ABR Loans and two Working Days' irrevocable notice to the Administrative Agent in the case of Eurodollar Loans, Loans and no later than 11:00 A.M., New York City time, on such Business Day, in the case of ABR Loans, which notice shall specify specifying the date and amount of prepayment and whether the prepayment is of prepayment; provided that Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the any Interest Period applicable thereto, with respect thereto shall be prepaid subject to the Borrower shall also pay any amounts owing pursuant to Section 2.19provisions of subsection 8.21. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the Company shall make such prepayment, and the payment amount specified in such notice shall be due and payable payable, on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued . Accrued interest to such date on any Notes or on the amount prepaidof any Loans paid in full pursuant to this subsection 8.5 shall be paid on the date of such prepayment. Accrued interest on the amount of any partial prepayment shall be paid on the Interest Payment Date next succeeding the date of such partial prepayment. Partial prepayments of Revolving Loans shall be in an aggregate principal amount equal to the lesser of (xA) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 2,500,000 or a whole multiple of $1,000,000 in excess thereofthereof and (B) the aggregate unpaid principal amount of the applicable Loans, as the case may be. Any amount prepaid on account of Term Loans may not be reborrowed. Partial prepayments of Swingline the Term Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 subsection 8.5 shall be allocated pro rata to all Lenders according to their respective Revolving Percentagesapplied as set forth in subsection 8.6(c).

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no not later than 10:00 A.M., New York City time, three Business Days prior to the date of prepayment, in the case of Eurocurrency Loans, and not later than 11:00 A.M., New York City time, three (3) one Business Days Day prior thereto, in to the case date of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such Business Dayprepayment, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Eurocurrency Loans or ABR Loans and, if such prepayment is of Foreign Currency Loans, the applicable Foreign Currency; provided, that if a Eurodollar Eurocurrency Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.16. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Dollar Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 10,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Foreign Currency Loans shall be in an aggregate a minimum principal amount of $100,000 (x) (pound)7,000,000 or a whole multiple of (pound)500,000 in excess thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages, in the case of Foreign Currency Loans denominated in Sterling, (y) (euro)10,000,000 or a whole multiple or (euro)1,000,000 in excess thereof, in the case of Foreign Currency Loans denominated in Euros, and (z) Y1,000,000,000 or a whole multiple or Y100,000,000 in excess thereof, in the case of Foreign Currency Loans denominated in Yen.

Optional Prepayments. (a) The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penaltypenalty (subject to Section 2.10(b)), upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.12:00 Noon, New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.12:00 Noon, New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.20. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Term Loans shall be in an aggregate principal amount of $100,000 1,000,000 or a whole multiple thereof. Each prepayment pursuant to All optional prepayments of Term Loans in accordance with this Section 2.8 2.10 shall be allocated pro rata to all Lenders according to their respective Revolving Percentagesapplied as directed by the Borrower.

Optional Prepayments. (a) The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon at least one Business Days’ irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, in the case of ABR Loans and two Working Days’ irrevocable notice to the Administrative Agent in the case of Eurodollar Loans, Loans and no later than 11:00 A.M., New York City time, on such Business Day, in the case of ABR Loans, which notice shall specify specifying the date and amount of prepayment and whether the prepayment is of prepayment; provided that Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the any Interest Period applicable thereto, with respect thereto shall be prepaid subject to the Borrower shall also pay any amounts owing pursuant to Section 2.19provisions of subsection 4.16. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the Borrower shall make such prepayment, and the payment amount specified in such notice shall be due and payable payable, on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued . Accrued interest to such date on any Notes or on the amount prepaidof any Loans paid in full pursuant to this subsection 4.5 shall be paid on the date of such prepayment. Accrued interest on the amount of any partial prepayment shall be paid on the Interest Payment Date next succeeding the date of such partial prepayment. Partial prepayments of Revolving Loans shall be in an aggregate principal amount equal to the lesser of (xA) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 1,500,000 or a whole multiple of $1,000,000 in excess thereofthereof and (B) the aggregate unpaid principal amount of the applicable Loans, as the case may be. Any amount prepaid on account of Term Loans may not be reborrowed. Partial prepayments of Swingline the Term Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 subsection 4.5 shall be allocated pro rata to all Lenders according to their respective Revolving Percentagesapplied as directed by the Borrower.

Optional Prepayments. (a) The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.a.m., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.a.m., New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.20. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans or Additional Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans, Revolving Loans and Additional Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.20. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans and Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.4:00 P.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.4:00 P.M., New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, and no later than 1:00 P.M., New York City Time on the date of prepayment, in the case of Swingline Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans, ABR Loans or ABR Swingline Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.16. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) ), accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant Notwithstanding anything to the contrary contained in this Section 2.8 2.7, the Borrower shall be allocated pro rata not have the right to all Lenders according to their respective Revolving Percentagesprepay any Competitive Loan without the prior consent of the Lender thereof.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Revolving Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such Business Day, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; providedprovided that, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.19. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 1,000,000 or a whole multiple of $1,000,000 100,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.1:00 P.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.1:00 P.M., New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, provided that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.15; provided further that any optional prepayment in full in respect of the Loans (x) with the proceeds of new Loans under this Agreement or (y) with the proceeds from any facility with an interest rate lower than the Applicable Margin in effect immediately prior to such refinancing, in each case, on or prior to the first anniversary of the Closing Date shall be accompanied by a prepayment premium equal to 1% of the principal amount of such prepayment. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereofLender. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 1,000,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. (a) The Borrower Borrowers may at any time and from time to time prepay the Loans, in whole or in part, without premium or penaltypenalty (subject to Section 2.10(b)), upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.12:00 Noon, New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.12:00 Noon, New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower shall also pay any amounts owing pursuant to Section 2.192.20. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans and Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple thereof. All optional prepayments of $100,000 Term Loans in excess thereof and (y) in accordance with this Section 2.10 shall be applied as directed by the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereofapplicable Borrower. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may may, upon notice to the Administrative Agent, at any time and or from time to time voluntarily prepay the Loans, Revolving Loans in whole or in part, part without premium or penalty, upon irrevocable ; provided that (1) such notice delivered to must be received by the Administrative Agent no not later than 11:00 A.M., New York City time, a.m. (x) three Business Days prior to any date of prepayment of Eurodollar Rate Loans and (y) on the date of prepayment of Base Rate Loans; (2) any 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; and (3) Business Days prior theretoany 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 case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on entire principal amount thereof then outstanding. Each such Business Day, in the case of ABR Loans, which notice shall specify the date and amount of such prepayment and whether the prepayment is Type(s) of Revolving Loans to be prepaid and, if Eurodollar Rate Loans or ABR are to be prepaid, the Interest Period(s) of such Revolving Loans; provided. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, that if a Eurodollar Loan is prepaid on any day other than the last day and of the Interest Period applicable theretoamount of such Lender’s Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall also pay any amounts owing pursuant to Section 2.19. Upon receipt of any make such notice prepayment and the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the payment amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case . Any prepayment of Revolving Loans that are ABR Loans and Swingline Loans) a Eurodollar Rate Loan shall be accompanied by all accrued interest to such date on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. Partial prepayments of Revolving Loans Subject to Section 2.12, each such prepayment shall be paid to the Lenders in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to accordance with their respective Revolving Applicable Percentages.

Optional Prepayments. (a) (i) The Borrower may at any time and from time to time prepay the Loans (other than Term Loans), in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.a.m., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.a.m., New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.20. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans or Additional Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans and Additional Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penaltypenalty (except as otherwise provided herein), upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, thereto in the case of Eurodollar Loans, Loans and no later than 11:00 A.M., New York City time, on such one Business Day, Day prior thereto in the case of ABR Base Rate Loans, which notice shall specify the date and amount of such prepayment, whether such prepayment is of Term Loans or Revolving Credit Loans, and whether the such prepayment is of Eurodollar Loans or ABR Base Rate Loans; provided, that (i) if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.21 and (ii) no prior notice is required for the prepayment of Swing Line Loans. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Credit Loans that are ABR Base Rate Loans and Swingline Swing Line Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans and Revolving Credit Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 500,000 in excess thereof and (y) or such lesser amount or integral to repay such Loan in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereoffull). Partial prepayments of Swingline Swing Line Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant of $50,000 in excess thereof (or such lesser amount or integral to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentagesrepay such Loan in full).

Optional Prepayments. The Borrower may at any time and from time to time prepay the Revolving Loans and the Term Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.12:00 noon, New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.12:00 noon, New York City time, on such one Business DayDay prior thereto, in the case of ABR Base Rate Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Base Rate Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.194.11; provided further, that any such notice of prepayment delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities to refinance the Obligations, in which case such notice of prepayment may be revoked by the Borrower if such condition is not satisfied. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Base Rate Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of the Term Loans and Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. (i) The Borrower may may, upon notice to the Administrative Agent, at any time and or from time to time voluntarily prepay the Loans, in whole or in part, part the Loans without premium or penalty, upon irrevocable ; provided that (i) such notice delivered to must be received by the Administrative Agent no not later than 11:00 A.M.a.m., New York City time, (A) three (3) Business Days prior thereto, in the case to any date of prepayment of Eurodollar Rate Loans, and no later than 11:00 A.M., New York City time, (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans shall be in a principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof; and (iii) any prepayment of Base Rate Loans shall be in a principal amount of $1,000,000 or a whole multiple of $500,000 in excess thereof. Each such Business Day, in the case of ABR Loans, which notice shall specify the date and amount of such prepayment and whether the prepayment Type(s) of Loans to be prepaid. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and of such Lender’s Pro Rata Share of such prepayment. If such notice is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than given by the last day of the Interest Period applicable theretoBorrower, the Borrower shall also pay any amounts owing pursuant to Section 2.19. Upon receipt of any make such notice prepayment and the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the payment amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to . Each such date on the amount prepaid. Partial prepayments of Revolving Loans prepayment shall be applied to the Loans of the Lenders in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to accordance with their respective Revolving PercentagesPro Rata Shares.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon notice (which notice shall be irrevocable notice unless otherwise agreed by the Administrative Agent) delivered to the Administrative Agent no later than 11:00 A.M.1:00 P.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.1:00 P.M., New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.20. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans and Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment Amounts to be applied in connection with prepayments made pursuant to this Section 2.8 2.10 shall be allocated pro rata applied to all Lenders according to their respective Revolving Percentagesthe prepayment of the Loans in accordance with Sections 2.17(b) and (c).

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.1:00 p.m., New York City time, three (3) Business Days prior thereto, thereto in the case of Eurodollar Loans, Loans and no later than 11:00 A.M.1:00 p.m., New York City time, on such one Business Day, Day prior thereto in the case of ABR Base Rate Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Base Rate Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.194.11. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified thereintherein (provided, that a notice of prepayment of all outstanding Loans may state that such notice is conditioned upon the effectiveness of other credit facilities or other financing, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified date) if such condition is not satisfied), together with (except in the case of Revolving Loans that are ABR Base Rate Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans and Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Any Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the such Borrower shall also pay any amounts owing pursuant to Section 2.192.17. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Swing line Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Swing line Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. (a) The Borrower Borrowers may at any time and from time to time prepay the Loans, in whole or in part, in each case, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.2:00 P.M., New York City time, three (3) Business Days prior theretoto the prepayment date, in the case of Eurodollar Loans, and no later than 11:00 A.M.12:00 Noon, New York City time, on such Business Daythe prepayment date, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, provided that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower Borrowers shall also pay any amounts owing pursuant to Section 2.192.15; and provided, further, that if such notice of prepayment indicates that such prepayment is to be funded with the proceeds of a Refinancing of the Term Facility, such notice of prepayment may be revoked if such Refinancing is not consummated and any Eurodollar Loan that was the subject of such notice shall be continued as an ABR Loan. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Term Loans shall be in an aggregate principal amount equal to of (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 1,000,000 or a whole multiple of $1,000,000 100,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Revolving Credit Loans or the Term Loans, in whole or in part, without premium or penaltypenalty (subject to Section 2.24), upon at least two Business Days' irrevocable notice delivered to the Administrative Agent no Agent, if such prepayment is to be applied in whole or in part to LIBOR Loans, and upon same day notice otherwise (which notices shall be made on the relevant day not later than 11:00 10:00 A.M., New York City time), three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such Business Day, in the case of ABR Loans, which notice shall specify specifying the date and amount of prepayment and whether the prepayment is of Eurodollar Loans LIBOR Loans, or a combination of LIBOR and ABR Loans; provided, that and, if of a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable theretocombination thereof, the Borrower amount allocable to each; in the case of ABR Loans, notice shall also pay any amounts owing pursuant to Section 2.19be same day. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) any accrued interest to such date on the amount prepaidprepaid and any other amounts payable pursuant to subsection 2.24. Amounts prepaid on account of the Term Loans may not be reborrowed. Partial prepayments of Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 10,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans The Borrower shall be in an aggregate not have the right to prepay any principal amount of $100,000 or a whole multiple thereofany CAF Advance except as provided in subsection 2.12(a). Each prepayment pursuant to this Section 2.8 Prepayments of any Swing Line Loan shall be allocated pro rata to all Lenders according to their respective Revolving Percentagesas provided in subsection 2.20(a).

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.12:00 Noon, New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.12:00 Noon, New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.20. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each The application of any prepayment pursuant to this Section 2.8 2.10 shall be allocated pro rata made first, to all Lenders according ABR Loans and second, to their respective Revolving PercentagesEurodollar Loans.

Optional Prepayments. The Borrower Company may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon at least one Business Day's irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) in the case of ABR Loans and two Business Days prior thereto, Days' irrevocable notice to the Administrative Agent in the case of Eurodollar Loans, Loans and no later than 11:00 A.M., New York City time, on such Business Day, in the case of ABR Loans, which notice shall specify specifying the date and amount of prepayment and whether the prepayment is of prepayment; provided that Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the any Interest Period applicable thereto, with respect thereto shall be prepaid subject to the Borrower shall also pay any amounts owing pursuant to Section 2.19provisions of subsection 5.21. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the Company shall make such prepayment, and the payment amount specified in such notice shall be due and payable payable, on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued . Accrued interest to such date on the amount prepaidof any Loans paid in full pursuant to this subsection 5.5 shall be paid on the date of such prepayment. Accrued interest on the amount of any partial prepayment shall be paid on the Interest Payment Date next succeeding the date of such partial prepayment. Partial prepayments of Revolving Loans shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount equal to the lesser of (A) $100,000 1,000,000 or a whole multiple thereofof $500,000 in excess thereof and (B) the aggregate unpaid principal amount of the applicable Loans, as the case may be. Each prepayment Any amount prepaid on account of Term Loans may not be reborrowed. Partial prepayments of the Tranche B Term Loans pursuant to this Section 2.8 subsection 5.5 shall be allocated pro rata to all Lenders according to their respective Revolving Percentagesapplied as set forth in section 5.6.

Optional Prepayments. (a) The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such one (1) Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and the amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, provided that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.18 on the date of prepayment. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued and unpaid interest to such date on the amount prepaid. Partial prepayments of Term Loans and Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) or, in the case event of Eurodollar a prepayment in full of the Term Loans and Revolving Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate amount equal to the outstanding principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentagessuch Loans being prepaid).

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penaltypenalty (but including breakage costs, if any, pursuant to Section 2.17), upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, thereto in the case of Eurodollar Loans, Loans and no later than 11:00 A.M., New York City time, on such one Business Day, Day prior thereto in the case of ABR Base Rate Loans, which notice shall specify the date and amount of such prepayment and whether the such prepayment is of Eurodollar Loans or ABR Base Rate Loans; provided, that (i) if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.17 and (ii) no prior notice is required for the prepayment of Swing Line Loans. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Credit Loans that are ABR Loans and Swingline Base Rate Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Credit Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Swing Line Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Any Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium (except as provided in the final sentence of this Section) or penalty, upon irrevocable notice delivered to the Administrative Agent (which notice shall be in a form reasonably acceptable to the Administrative Agent) no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the such Borrower shall also pay any amounts owing pursuant to Section 2.192.17. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 1,000,000 or a whole multiple thereof. Each Any prepayment pursuant of the Term Loan that is made prior to this Section 2.8 the date that is 150 days after the Closing Date shall be allocated pro rata accompanied by a fee equal to all Lenders according to their respective Revolving Percentages1.00% of the principal amount of such prepayment.

Optional Prepayments. (a) The Borrower Borrowers may at any time and from time to time prepay the Loans, in whole or in part, without premium or penaltypenalty (except as provided below in Section 2.8(b) with respect to Term Loans), upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) one Business Days Day prior thereto, in the case of Eurodollar LoansLoans (or such shorter time as Administrative Agent accepts in its sole discretion), and no later than 11:00 A.M., New York City time, on such the same Business Day, in the case of ABR LoansLoans (or such shorter time as Administrative Agent accepts in its sole discretion), which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower Borrowers shall also pay any amounts owing pursuant to Section 2.192.18. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid, unless such notice is rescinded in writing. Partial prepayments of Term Loans and Revolving Loans shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 1,000,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Revolving Credit Loans or the Term Loans, in whole or in part, without premium or penaltypenalty (subject to Section 2.24), upon at least two Business Days' irrevocable notice delivered to the Administrative Agent no Agent, if such prepayment is to be applied in whole or in part to LIBOR Loans, and upon same day notice otherwise (which notices shall be made on the relevant day not later than 11:00 10:00 A.M., New York City time), three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such Business Day, in the case of ABR Loans, which notice shall specify specifying the date and amount of prepayment and whether the prepayment is of Eurodollar Loans LIBOR Loans, or a combination of LIBOR and ABR Loans; provided, that and, if of a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable theretocombination thereof, the Borrower amount allocable to each; in the case of ABR Loans, notice shall also pay any amounts owing pursuant to Section 2.19be same day. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) any accrued interest to such date on the amount prepaidprepaid and any other amounts payable pursuant to Section 2.24. Amounts prepaid on account of the Term Loans may not be reborrowed. Partial prepayments of Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 10,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans The Borrower shall be in an aggregate not have the right to prepay any principal amount of $100,000 or a whole multiple thereofany CAF Advance except as provided in subsection 2.12(a). Each prepayment pursuant to this Section 2.8 Prepayments of any Swing Line Loan shall be allocated pro rata to all Lenders according to their respective Revolving Percentagesas provided in subsection 2.20(a).

Optional Prepayments. The Borrower Borrowers may at any time and from time to time prepay the Revolving Loans and Swingline Loans, in whole or in part, without premium or penalty, upon with irrevocable prior written notice delivered to the Administrative Agent no substantially in the form of Exhibit G (a “Notice of Prepayment”) given not later than 11:00 A.M., New York City time, a.m. (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days prior theretobefore each Eurodollar Rate Loan, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such Business Day, in the case of ABR Loans, which notice shall specify specifying the date and amount of prepayment and whether the prepayment is of Eurodollar Rate Loans, Base Rate Loans, Swingline Loans or ABR Loans; provideda combination thereof, that and, if of a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable theretocombination thereof, the Borrower shall also pay any amounts owing pursuant amount allocable to Section 2.19each. Upon receipt of any such notice notice, the Administrative Agent shall promptly notify each relevant Lender thereofLender. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except set forth in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaidnotice. Partial prepayments of Revolving Loans shall be in an aggregate amount equal of $1,000,000 or a whole multiple of $1,000,000 in excess thereof with respect to Base Rate Loans (x) in the case of ABR other than Swingline Loans), $500,000 5,000,000 or a whole multiple of $1,000,000 in excess thereof with respect to Eurodollar Rate Loans and $100,000 or a whole multiple of $100,000 in excess thereof and (y) in the case with respect to Swingline Loans. A Notice of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans Prepayment received after 11:00 a.m. shall be in an aggregate principal amount of $100,000 or a whole multiple thereofdeemed received on the next Business Day. Each prepayment such repayment shall be accompanied by any amount required to be paid pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages4.6.

Optional Prepayments. (a) The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.a.m., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.a.m., New York City time, on such one (1) Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, provided that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable 41 Sunshine (Northeast) – Credit Agreement thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.18 on the date of prepayment. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued and unpaid interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) or, in the case event of Eurodollar Loansa prepayment in full of the Term Facility or Revolving Facility, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate amount equal to the outstanding principal amount of $100,000 or a whole multiple thereofsuch Loans being prepaid). Each In making any prepayment pursuant to this Section 2.8 2.8(a), the Borrower may elect to make such prepayment either in respect of the Term Facility or the Revolving Facility and that such prepayment shall otherwise be applied in accordance with Section 2.15(b) and shall be allocated pro rata applied, first, to all Lenders according ABR Loans and, second, to their respective Revolving PercentagesEurodollar Loans.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.18. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial Amounts to be applied in connection with prepayments of Revolving Loans made pursuant to this Section 2.9 shall be applied to the prepayment of the Term Loans in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereofaccordance with Section 2.15(b). Partial prepayments of Swingline Term Loans and Revolving Loans shall be in an aggregate principal amount of $100,000 1,000,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Revolving Credit Loans and Swingline Loans, in whole or in part, without premium or penalty, upon with irrevocable prior written notice delivered to the Administrative Agent no substantially in the form of Exhibit D or such other form as may be reasonably approved by the Administrative Agent (including any form on an electronic platform or electronic transmission system as shall be approved by the Administrative Agent), appropriately completed and signed by a Responsible Officer (a “Notice of Prepayment”), given not later than 11:00 A.M., New York City time, 12:00 noon (i) on the same Business Day as each Base Rate Loan and each Swingline Loan and (ii) at least three (3) Business Days prior theretobefore each LIBOR Rate Loan, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such Business Day, in the case of ABR Loans, which notice shall specify specifying the date and amount of prepayment and whether the prepayment is of Eurodollar LIBOR Rate Loans, Base Rate Loans, Swingline Loans or ABR Loans; provideda combination thereof, that and, if of a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable theretocombination thereof, the Borrower shall also pay any amounts owing pursuant amount allocable to Section 2.19each. Upon receipt of any such notice notice, the Administrative Agent shall promptly notify each relevant Lender thereofRevolving Credit Lender. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except set forth in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaidnotice. Partial prepayments of Revolving Loans shall be in an aggregate amount equal to (x) in the case of ABR Loans, $500,000 2,000,000 or a whole multiple of $100,000 1,000,000 in excess thereof and with respect to Base Rate Loans (y) in the case of Eurodollar other than Swingline Loans), $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline thereof with respect to LIBOR Rate Loans shall be in an aggregate principal amount of and $100,000 or a whole multiple thereofof $100,000 in excess thereof with respect to Swingline Loans. A Notice of Prepayment received after 12:00 noon shall be deemed received on the next Business Day. Each prepayment such repayment shall be accompanied by any amount required to be paid pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages4.9 hereof.

Optional Prepayments. (a) The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penaltypenalty (except in the case of Term Loans as otherwise provided in paragraphs (b), (c) and (d) below), upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, at least (x) three (3) Business Days prior thereto, thereto in the case of Eurodollar Loans, Loans denominated in Dollars and no later than 11:00 A.M., New York City time, on such (y) five Business Day, Days prior thereto in the case of ABR Eurodollar Loans denominated in any Alternative Currency and at least one Business Day prior thereto in the case of Base Rate Loans, which notice shall specify the date and amount of prepayment such prepayment, and whether the such prepayment is of Eurodollar Loans or ABR Base Rate Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower (and the Foreign Subsidiary Borrower to which such Eurodollar Loan was made) shall also pay any amounts owing pursuant to Section 2.192.16. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Base Rate Loans) accrued interest to such date on the amount prepaid. Partial Optional partial prepayments of Term Loans and Revolving Loans shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Credit Loans shall be in an aggregate principal amount of $100,000 1,000,000 or a whole multiple of $500,000 in excess thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.a.m., New York City time, three (3) Business Days prior thereto, thereto in the case of Eurodollar Loans, Loans and no later than 11:00 A.M.a.m., New York City time, on such one Business Day, Day prior thereto in the case of ABR Base Rate Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Base Rate Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.193.11. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Base Rate Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.12:00 Noon, New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.12:00 Noon, New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans (or on the same day in the case of Swingline Loans), which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.20. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Tranche B Term Loans and Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The (a) Each Borrower may at any time and from time to time prepay the its Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) two Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such one Business DayDay prior thereto, in the case of ABR Base Rate Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Base Rate Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the such Borrower shall also pay any amounts owing pursuant to Section 2.194.11. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Base Rate Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans and Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such one Business DayDay prior thereto, in the case of Term Loans and Revolving Loans which are ABR Loans, and no later than 11:00 A.M. New York City time on the date of prepayment, in the case of Swingline Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.20. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Term Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, at least three (3) Business Days prior thereto, thereto in the case of Eurodollar Loans, Loans and no later than 11:00 A.M., New York City time, on such at least one Business Day, Day prior thereto in the case of ABR Base Rate Loans, which notice shall (i) designate whether the Borrower is prepaying Revolving Credit Loans and/or Term Loans and (ii) specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Base Rate Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.21. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Credit Loans (unless all Revolving Credit Loans are being repaid and the Revolving Credit Commitments terminated) that are ABR Base Rate Loans and Swingline Swing Line Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans and Revolving Credit Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Swing Line Loans shall be in an aggregate principal amount of $100,000 or a whole multiple in excess thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Any Borrower may may, at any time and from time to time time, prepay the such Specified Borrower's Specified Loans, in whole or in part, without premium or penaltypenalty except as set forth in subsection 4.8, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, at least three (3) Business Days prior theretoDays' irrevocable notice to the Specified Agent, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such Business Day, in the case of ABR Loans, which notice shall specify specifying the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided(i) a specific Type of Loan and, that if of a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable theretocombination thereof, the Borrower shall also pay any amounts owing pursuant amount allocable to Section 2.19each and (ii) (1) Specified Term Loans, (2) Specified Revolving Credit Loans, or (3) a combination thereof, as the case may be, and if of a combination thereof, the amount allocable to each. Upon receipt of any such notice the Administrative Specified Agent shall promptly notify each relevant Specified Term Loan Lender or Specified Revolving Credit Lender, as the case may be, thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except with, in the case of Revolving prepayments of the Eurocurrency Loans that are ABR Loans and Swingline Loans) only, accrued interest to such date on the amount prepaid. Partial Optional prepayments of Revolving the Term Loans shall be in an amount equal applied to (x) in each class or tranche of Term Loans and to the case installments thereof as the US Borrower shall so elect. Amounts prepaid on account of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereofany Term Loans may not be reborrowed. Partial prepayments of Swingline Loans shall be in an aggregate principal amount Equivalent Amount of at least $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 1,000,000 and shall be allocated pro rata to all Lenders according to their respective Revolving Percentagesinclude any amounts due in respect thereof under subsection 4.8.

Optional Prepayments. The Borrower Borrowers may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, (a) at least three (3) Business Days prior thereto, in the case of Eurodollar LoansEurocurrency Loans denominated in Dollars, (b) at least five Business Days prior thereto, in the case of Eurocurrency Loans denominated in any Optional Currency, and no later than 11:00 A.M., New York City time, on such (c) at least one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Eurocurrency Loans or ABR Loans; provided, that if a Eurodollar Eurocurrency Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the respective Borrower shall also pay any amounts owing pursuant to Section 2.192.18. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Credit Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Credit Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 1,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the LoansLoans (other than CAF Advances, which may be prepaid only with the consent of the Revolving Bank to which such CAF Advance is owed), in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, at least three (3) Business Banking Days prior thereto, thereto in the case of Eurodollar Loans, Rate Loans and no later than 11:00 A.M., New York City time, on such Business Day, at least one Banking Day prior thereto in the case of ABR Base Rate Loans, which notice shall specify (a) the date and amount of prepayment and prepayment, (b) whether the prepayment is of Eurodollar Rate Loans or ABR LoansBase Rate Loans and (c) if such prepayment is of Eurodollar Rate Loans and the Borrower so elects, the particular Eurodollar Tranches to be so prepaid; provided, that if a Eurodollar Rate Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.197.14. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender Bank thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Base Rate Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 10,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 1,000,000 or a whole multiple of $500,000 in excess thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penaltypenalty (except as otherwise provided herein), upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, thereto in the case of Eurodollar Loans, Loans and no later than 11:00 A.M., New York City time, on such one Business Day, Day prior thereto in the case of ABR Base Rate Loans, which notice shall specify the date and amount of prepayment and such prepayment, whether the such prepayment is of Eurodollar Loans or ABR Base Rate Loans; provided, that (i) if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.18 and (ii) no prior notice is required for the prepayment of Swing Line Loans. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Credit Loans that are ABR Base Rate Loans and Swingline Swing Line Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Credit Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Swing Line Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penaltypenalty (except as otherwise provided herein), upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., A.M. (New York City time, ) three (3) Business Days prior thereto, thereto in the case of Eurodollar Loans, Loans and no later than 11:00 A.M., A.M. (New York City time, on such ) one Business Day, Day prior thereto in the case of ABR Base Rate Loans, which notice shall specify the date and amount of such prepayment and whether the such prepayment is of Eurodollar Loans or ABR Base Rate Loans; provided, that (i) if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.19 and (ii) no prior notice is required for the prepayment of Swing Line Loans. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Credit Loans that are ABR Base Rate Loans and Swingline Swing Line Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Credit Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Swing Line Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may may, upon notice to the Administrative Agent, at any time and or from time to time voluntarily prepay the Loans, Loans in whole or in part, part without premium or penalty, upon irrevocable ; provided that (i) such notice delivered to must be received by the Administrative Agent no not later than 11:00 A.M., New York City time, a.m. (A) three (3) Business Days prior theretoto any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans shall be in a principal amount of $500,000 or a whole multiple of $100,000 in excess thereof; and (iii) any prepayment of Base Rate Loans shall be in a principal amount of $100,000 or a whole multiple of $50,000 in excess thereof or, in each case, if less, the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on entire principal amount thereof then outstanding. Each such Business Day, in the case of ABR Loans, which notice shall specify the date and amount of such prepayment and whether the prepayment is Type(s) of Eurodollar Loans or ABR Loans; providedto be prepaid. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, that if a Eurodollar Loan is prepaid on any day other than the last day and of the Interest Period applicable theretoamount of such Lender's Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall also pay any amounts owing pursuant to Section 2.19. Upon receipt of any make such notice prepayment and the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the payment amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case . Any prepayment of Revolving Loans that are ABR Loans and Swingline Loans) a Eurodollar Rate Loan shall be accompanied by all accrued interest to such date on the amount prepaid, together with any additional amounts required pursuant to Section 3.04. Partial prepayments of Revolving Loans Each such prepayment shall be applied to the Loans of the Lenders in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to accordance with their respective Revolving Applicable Percentages.

Optional Prepayments. (a) The Borrower may at any time and from time to time prepay the Loans, in whole or in part, in each case, without premium or penalty, upon irrevocable notice in a form acceptable to the Administrative Agent and delivered to the Administrative Agent no later than 11:00 A.M.4:00 P.M., New York City time, three (3) Business Days prior theretoto the prepayment date, in the case of Eurodollar Loans, and no later than 11:00 A.M.2:00 P.M., New York City time, on such Business Daythe prepayment date, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, provided that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.15; provided, further, that if such notice of prepayment indicates that such prepayment is to be funded with the proceeds of a Refinancing of the Facility, such notice of prepayment may be revoked if such Refinancing is not consummated and any Eurodollar Loan that was the subject of such notice shall be continued as an ABR Loan. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an aggregate principal amount equal to of (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 1,000,000 or a whole multiple of $1,000,000 100,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. (a) The Borrower Borrowers may at any time and from time to time prepay the Term Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.1:00 P.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.1:00 P.M., New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify (i) the date and amount of prepayment and (ii) whether the prepayment is of Eurodollar Loans or ABR Loans; provided, provided that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower Borrowers shall also pay any amounts owing pursuant to Section 2.192.21. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified thereintherein (provided that such notice may be conditioned on receiving the proceeds of any Amendment or Refinancing of Indebtedness, any Equity Issuance, the consummation of a Change of Control or the Disposition of Property), together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Term Loans shall be in an aggregate principal amount equal to of (xi) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar prepayments of ABR Loans, ) or (ii) $3,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereof. Partial thereof (in the case of prepayments of Swingline Loans Eurodollar Loans), and in each case shall be in an aggregate principal amount subject to the provisions of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages2.18.

Optional Prepayments. (a) The Borrower may at any time and from time to time prepay the LoansRevolving Loans or the Term Loans (subject to Section 2.18(j)), in whole or in part, without premium or penalty, upon irrevocable notice in substantially the form of Exhibit H hereto delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such one Business DayDay prior to, in the case of ABR Loans (or on the same day in the case of Swingline Loans), which notice shall specify (i) the date and amount of prepayment, (ii) whether the prepayment is of Revolving Loans or Term Loans and (iii) whether the prepayment is of Eurodollar Loans or ABR Loans; provided, provided that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.21. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified thereintherein (provided that such notice may be conditioned on receiving the proceeds of any refinancing or Disposition of Property), together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans and Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof thereof, and (y) in shall be subject to the case provisions of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereofSection 2.18. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 500,000 or a whole multiple of $100,000 in excess thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may may, upon delivery of a Prepayment Notice to the Administrative Agent, at any time and or from time to time voluntarily prepay the Loans, in whole or in partpart subject to payment of the Make-Whole Premium, without premium or penaltyif applicable, upon irrevocable at the time of such prepayment; provided that (1) such notice delivered to must be received by the Administrative Agent no not later than 11:00 A.M.12:00 noon (New York, New York City time, three ) two (32) Business Days prior theretoto any date of prepayment of Loans; and (2) any prepayment of Loans shall be in a principal amount of $5,000,000 or a whole multiple of $1,000,000 in excess thereof or, in each case, if less, the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such Business Dayentire principal amount thereof then outstanding, in each case, with accrued and unpaid interest on the case of ABR Loans, which Loans to be repaid. Each such notice shall specify the date and amount of prepayment such prepayment. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable theretoamount of such Lender’s Pro Rata Share of such prepayment. If such notice is given by the Borrower, the Borrower shall also pay any amounts owing pursuant to Section 2.19. Upon receipt of any make such notice prepayment and the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the payment amount specified in such notice shall be due and payable on the date specified therein; provided, together with (except in that if such prepayment is conditioned upon the case occurrence of Revolving some other event, such notice may be revoked if such condition is not satisfied. Each prepayment of Loans that are ABR Loans and Swingline Loanspursuant to this Section 2.02(a) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be paid to the Lenders in an amount equal to accordance with their respective Pro Rata Shares. For the avoidance of doubt, (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof outstanding Loan amount shall include accrued interest and capitalized interest already added to the Loan balance and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans any prepayment shall be applied in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this accordance with Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages8.03 if then applicable.

Optional Prepayments. The Borrower may at any time and from time to time prepay the LoansLoans under any Facility, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.2:00 p.m., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.2:00 p.m., New York City time, on such one (1) Business DayDay prior thereto, in the case of ABR Base Rate Loans, which notice shall specify the date and amount of prepayment prepayment, the applicable Facility and whether the prepayment is of Eurodollar Loans or ABR Base Rate Loans and if such payment is to be applied to prepay Term Loans, the manner in which such prepayment is to be applied thereto; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.194.11; provided, further, that such notice may be contingent on the occurrence of a refinancing or the consummation of a sale, transfer, lease or other Disposition of assets and may be revoked or the termination date deferred if the refinancing or sale, transfer, lease or other Disposition of assets does not occur. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Base Rate Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $500,000 or integral multiples of $100,000 or a whole multiple in excess thereof. Each prepayment pursuant to this Section 2.8 Partial prepayments of Base Rate Loans shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.in an aggregate principal amount of $250,000 or integral multiples of $100,000 in excess thereof. 4.2

Optional Prepayments. (a) The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.18. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified thereintherein (provided that such notice may be conditioned on receiving the proceeds of any transaction), together with (except in the case of any prepayment of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans and Revolving Loans shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 1,000,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 Optional prepayments of the Term Loans shall be allocated pro rata applied to all Lenders according to their respective Revolving Percentagesthe remaining installments thereof as directed by the Borrower.

Optional Prepayments. (a) The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.a.m., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.a.m., New York City time, on such one (1) Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, provided that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.18 on the date of prepayment. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued and unpaid interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) or, in the case event of Eurodollar Loansa prepayment in full of the Term Facility or Revolving Facility, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate amount equal to the outstanding principal amount of $100,000 or a whole multiple thereofsuch Loans being prepaid). Each In making any prepayment pursuant to this Section 2.8 2.8(a), the Borrower may elect to make such prepayment either in respect of the Term Facility or the Revolving Facility and that such prepayment shall otherwise be applied in accordance with Section 2.15(b) and shall be allocated pro rata applied, first, to all Lenders according ABR Loans and, second, to their respective Revolving Percentages.Eurodollar Loans. 42 Sunshine (National) – Credit Agreement

Optional Prepayments. The Borrower Borrowers may at any time and from time to time prepay the Loans, in whole or in part, without premium or penaltypenalty (except as otherwise provided herein), upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.12:00 Noon, New York City time, three (3) Business Days prior thereto, thereto in the case of Eurodollar Loans, Loans and no later than 11:00 A.M.12:00 Noon, New York City time, on such one Business Day, Day prior thereto in the case of ABR Base Rate Loans, which notice shall specify the date and amount of such prepayment, whether such prepayment is of Term Loans or Revolving Credit Loans, and whether the such prepayment is of Eurodollar Loans or ABR Base Rate Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.19. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Credit Loans that are ABR Loans and Swingline Base Rate Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans and Revolving Loans shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Credit Loans shall be in an aggregate principal amount of $100,000 500,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower Borrowers may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon by providing irrevocable prior written notice delivered to the Administrative Agent no Lender substantially in the form attached as Exhibit C (a “Notice of Prepayment”) given not later than 11:00 A.M.1:00 p.m. (i) on the same Business Day as prepayment of each Base Rate Loan, New York City time, (ii) at least three (3) Business Days prior theretobefore prepayment of each LIBOR Rate Loan denominated in Dollars, Euros or Sterling and (iii) at least four (4) Business Days before prepayment of each Loan denominated in the case of Eurodollar Loansany other Foreign Currency, and no later than 11:00 A.M., New York City time, on such Business Day, in the case of ABR Loans, which notice shall specify specifying (A) the date and amount of prepayment prepayment, (B) the applicable Foreign Currency in which any Loan is denominated and (C) with respect to Loans denominated in Dollars, whether the prepayment repayment is of Eurodollar Loans LIBOR Rate Loans, Base Rate Loans, or ABR Loans; provideda combination thereof, that and, if of a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable theretocombination thereof, the Borrower shall also pay any amounts owing pursuant amount allocable to Section 2.19. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereofeach. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except set forth in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaidnotice. Partial prepayments of Revolving Loans shall be in an aggregate amount equal to of (xi) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 500,000 in excess thereof with respect to Base Rate Loans or any lesser amount outstanding and (yii) in the case of Eurodollar Loans, $3,000,000 500,000 or a whole multiple of $1,000,000 500,000 in excess thereofthereof with respect to LIBOR Rate Loans or any lesser amount outstanding. Partial prepayments A Notice of Swingline Loans Prepayment received after 1:00 p.m. shall be in an aggregate principal deemed received on the next Business Day. Notwithstanding anything to the contrary herein, each such prepayment shall be accompanied by any amount of $100,000 or a whole multiple thereof. Each prepayment required to be paid pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages4.9 hereof.

Optional Prepayments. The Any Borrower may at any time may, upon prior notice to the Administrative Agent (which shall be given not later than (i) 12:00 noon (New York City time) on the day of prepayment in the case of prepayment of Base Rate Revolving Advances, (ii) 12:00 noon (Local Time) three Business Days in advance in the case of prepayment of Eurocurrency Rate Revolving Advances denominated in Dollars or (iii) 12:00 noon (Local Time) four Business Days in advance in the case of prepayment of Eurocurrency Rate Revolving Advances denominated in a Foreign Loan Currency) stating the proposed date and from time aggregate principal amount of the prepayment and the Interest Type of Revolving Advances to time be prepaid (and if such notice is given such Borrower shall), prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.outstanding principal of Revolving Advances of such Interest Type, New York City time, three (3) Business Days prior theretotogether with, in the case of Eurodollar Loansany prepayment of Eurocurrency Rate Revolving Advances, and no later than 11:00 A.M., New York City time, interest thereon to the date of such prepayment on such Business Daythe principal amounts prepaid (plus, in the case of ABR Loansprepayment of Eurocurrency Rate Revolving Advances prior to the end of the applicable Interest Period, any additional amount for which notice the Borrower shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loansbe obligated pursuant to Section 8.03(d)); provided, however, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.19. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case partial prepayment of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans Advances shall be in an aggregate principal amount of not less than $100,000 3,000,000 (or, if such Revolving Advance is denominated in a Foreign Loan Currency, 3,000,000 units of such currency) or an integral multiple of $1,000,000 (or, if such Revolving is denominated in a whole multiple Foreign Loan Currency, 1,000,000 units of such currency) in excess thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such Business Day, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.19. Upon receipt of any such notice notice, the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower Borrowers may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.12:00 Noon, New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.12:00 Noon, New York City time, on the date of such Business Dayprepayment, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower shall also pay any amounts owing pursuant to Section 2.192.15. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 500,000 or a whole multiple thereof. Each Notwithstanding the foregoing, any notice of prepayment pursuant delivered in connection with any refinancing or prepayment of all of the Revolving Facility with the proceeds of Indebtedness or other transaction to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentagesincurred or consummated substantially simultaneously with such refinancing or prepayment, may be, if expressly stated in such notice of prepayment, contingent upon the consummation of such transactions and may be revoked by the applicable Borrower in the event the incurrence of such transaction is not consummated.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.1:00 P.M., New York City time, three (3) Business Days prior thereto, thereto in the case of Eurodollar Loans, Loans and no later than 11:00 A.M., New York City time, on such Business Day, the date of prepayment in the case of ABR Base Rate Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Base Rate Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.194.11. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Base Rate Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Tranche B Term Loans and Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 (or, if less, the remaining principal amount of such Loans) or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 (or, if less, the remaining principal amount of such Swingline Loans) or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Senior Administrative Agent no later than 11:00 A.M.12:00 Noon, New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.12:00 Noon, New York City time, on such one Business DayDay prior thereto, in the case of ABR Base Rate Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Base Rate Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.194.11; provided further that no Loans shall be prepaid hereunder until all Interim Loans have been paid in full and all commitments with respect thereto have been terminated. Upon receipt of any such notice the Senior Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Base Rate Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans and Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple integral multiples of $50,000 in excess thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. (a) The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice (which may be given by telephone if confirmed promptly in writing) delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) at least one Business Days Day prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such Business Day, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, provided that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.193.11. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 10,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment Prepayments made pursuant to this Section 2.8 shall be allocated applied to prepay any outstanding Term Loans (ratably to the remaining scheduled installments thereof) and any outstanding Revolving Loans (and to cash collateralize outstanding L/C Obligations following the repayment of all outstanding Revolving Loans) with a corresponding reduction in the Revolving Commitments, on a pro rata to all Lenders according to their basis, based upon the respective principal balance of the Term Loans and the aggregate Revolving PercentagesExtensions of Credit then outstanding.

Optional Prepayments. The Each Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.1:00 P.M., New York City timeLocal Time, (i) one Business Day prior thereto, in the case of ABR Loans (provided that ABR Loans may be prepaid on the same Business Day if notice is received by the Administrative Agent no later than 12:00 P.M., Local Time), and (ii) three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such Business Day, in the case of ABR Eurocurrency Loans, which notice shall specify the date and amount of prepayment and whether Type of the prepayment is of Eurodollar Loans or ABR Loansbeing prepaid, as applicable; provided, that if a Eurodollar Eurocurrency Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the applicable Borrower shall also pay any amounts owing pursuant to Section 2.192.17. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans and Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 1,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple in excess thereof. Each prepayment pursuant to this Section 2.8 Partial optional prepayments of the Loans shall be allocated pro rata to all ratable as among the Lenders according to their respective Revolving Percentagesthereof.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, at least three (3) Business Days prior thereto, thereto in the case of Eurodollar Loans, Loans and no later than 11:00 A.M., New York City time, on such at least one Business Day, Day prior thereto in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, provided that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.18. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans and Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 5,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 1,000,000 or a whole multiple of $500,000 in excess thereof. Each prepayment Prepayments of Term Loans pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentagesat par plus accrued interest on the amount prepaid.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.4:00 P.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, Loans and no later than 11:00 A.M.4:00 P.M., New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.16. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) ), accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 1,000,000 or a whole multiple thereof. Each prepayment pursuant Notwithstanding anything to the contrary contained in this Section 2.8 2.7, the Borrower shall be allocated pro rata not have the right to all Lenders according to their respective Revolving Percentagesprepay any Competitive Loan without the prior consent of the Lender thereof.

Optional Prepayments. (a) The Borrower may at any time and from time to time prepay the Loans, in whole or in part, in each case, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.4:00 P.M., New York City time, three (3) Business Days prior theretoto the prepayment date, in the case of Eurodollar Loans, and no later than 11:00 A.M.2:00 P.M., New York City time, on such Business Daythe prepayment date, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, provided that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.15; provided, further, that if such notice of prepayment indicates that such prepayment is to be funded with the proceeds of a Refinancing of the Facility, such notice of prepayment may be revoked if such Refinancing is not consummated and any Eurodollar Loan that was the subject of such notice shall be continued as an ABR Loan. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an aggregate principal amount equal to of (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 1,000,000 or a whole multiple of $1,000,000 100,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. (a) The Borrower may at any time and from time to time time, prepay the Term Loans or Dollar Revolving Credit Loans, in whole or in part, without premium or penaltypenalty (except as otherwise provided herein), upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, at least three (3) Business Days prior thereto, thereto in the case of Eurodollar Loans, Eurocurrency Loans and no later than 11:00 A.M., New York City time, on such at least one Business Day, Day prior thereto in the case of ABR LoansBase Rate Loans (in each case, or such shorter period as is acceptable to the Administrative Agent), which notice shall specify the date and amount of prepayment such prepayment, and whether the such prepayment is of Eurodollar Term Loans or ABR Dollar Revolving Credit Loans, and whether such prepayment is of Eurocurrency Loans or Base Rate Loans; provided, that (i) if a Eurodollar Eurocurrency Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.21 and (ii) same day notice is required for prepayment of Dollar Swing Line Loans. Upon receipt of any such notice notice, the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Dollar Revolving Credit Loans that are ABR Base Rate Loans and Swingline Dollar Swing Line Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans, or Dollar Revolving Credit Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans$1,000,000, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Dollar Swing Line Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The (a) Subject to Section 4.4, the Borrower may may, upon notice to the Agent, at any time and or from time to time voluntarily prepay the Loans (other than Swing Line Loans, ) in whole or in part, part without premium or penalty, upon irrevocable ; provided that such notice delivered to must be received by the Administrative Agent no not later than 11:00 A.M., 1:00 p.m. (New York City time, ) (A) three (3) Business Days prior thereto, in the case to any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans, . Such notice of prepayment shall be irrevocable and no later than 11:00 A.M., New York City time, on such Business Day, in the case of ABR Loans, which notice shall specify the date and amount of such prepayment and the Type(s) of Loans to be prepaid and whether the prepayment is of Eurodollar Loans to be prepaid are Acquisition Loans or ABR Revolving Loans; provided. The Agent will promptly notify each Bank of its receipt of any such notice, that if a Eurodollar Loan and of such Bank’s Pro Rata Share of such prepayment. If such notice is prepaid on any day other than given by the last day of the Interest Period applicable theretoBorrower, the Borrower shall also pay any amounts owing pursuant to Section 2.19. Upon receipt of any make such notice prepayment and the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the payment amount specified in such notice shall be due and payable on the date specified therein, together with (except with, in the case of Revolving Loans that are ABR Loans and Swingline Eurodollar Rate Loans) , accrued interest to such date on the amount prepaid. Partial prepayments prepaid and any amounts required pursuant to Section 4.4; provided, that no amount of any optional prepayment under this Section 2.6(a) may be applied to the Revolving Loans shall be unless and until all Specified Acquisition Loans have been paid in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentagesfull.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.2:00 P.M., New York City time, three (3) Business Days prior thereto, thereto in the case of Eurodollar Loans, Loans and no later than 11:00 A.M.2:00 P.M., New York City time, on such one Business Day, Day prior thereto in the case of ABR Base Rate Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Base Rate Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.194.11. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Base Rate Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans and Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.17. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Subject to Section 2.6(b) and the provisos below, the Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.1:00 P.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such one Business DayDay prior thereto, in the case of ABR LoansLoans (provided that ABR Loans may be prepaid on the same Business Day if notice is received by the Administrative Agent no later than 12:00 P.M., New York City time), which notice shall specify the date and amount of prepayment and whether Type of the prepayment is of Eurodollar Loans or ABR Loansbeing prepaid, as applicable; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.18. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 1,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial optional prepayments of Swingline the Loans shall be in an aggregate principal amount of $100,000 or a whole multiple ratable as among the Lenders thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may may, upon notice to the Administrative Agent, at any time and or from time to time voluntarily prepay the Loans, Loans in whole or in part, part without premium or penalty, upon irrevocable ; provided that (i) such notice delivered to must be received by the Administrative Agent no not later than 11:00 A.M., New York City time, 12:00 noon (A) three (3) Business Days prior theretoto any date of prepayment of Eurodollar Rate Loans and (B) on the date of prepayment of Base Rate Loans; (ii) any prepayment of Eurodollar Rate Loans shall be in a principal amount of $2,500,000 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 case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on entire principal amount thereof then outstanding. Each such Business Day, in the case of ABR Loans, which notice shall specify the date and amount of such prepayment and whether the prepayment is Type(s) of Loans to be prepaid and, if Eurodollar Rate Loans or ABR are to be prepaid, the Interest Period(s) of such Loans; provided. The Administrative Agent will promptly notify each Lender of its receipt of each such notice, that if a Eurodollar Loan is prepaid on any day other than the last day and of the Interest Period applicable theretoamount of such Lender’s Applicable Percentage of such prepayment. If such notice is given by the Borrower, the Borrower shall also pay any amounts owing pursuant to Section 2.19. Upon receipt of any make such notice prepayment and the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the payment amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case . Any prepayment of Revolving Loans that are ABR Loans and Swingline Loans) a Eurodollar Rate Loan shall be accompanied by all accrued interest to such date on the amount prepaid, together with any additional amounts required pursuant to Section 3.05. Partial prepayments of Revolving Loans Each such prepayment shall be applied to the Loans of the Lenders in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to accordance with their respective Revolving Applicable Percentages.

Optional Prepayments. (a) The Borrower may at any time and from time to time prepay the Loans, in whole or in part, in each case, without premium or penalty, subject to the requirements of Section 2.5(b), upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.12:00 Noon, New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.12:00 Noon, New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.14; and provided, further, that if such notice of prepayment indicates that such prepayment is to be funded with the proceeds of a Refinancing of the Facilities, such notice of prepayment may be revoked if such Refinancing is not consummated. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans Prepayments shall be in an amount equal to (x) in the case of ABR Loansaccompanied by Prepayment Fees required by Section 2.5(b), $500,000 or a whole multiple of $100,000 in excess thereof if any, and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereofaccrued interest. Partial prepayments of Swingline Term B Loans shall be in an aggregate principal amount of $100,000 1,000,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. (a) The Borrower may may, upon at any time least three Business Days' prior notice to the Administrative Agent stating the proposed date and from time to time aggregate principal amount of the prepayment, prepay the outstanding principal amount of the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered together with (i) accrued interest to the Administrative Agent no later than 11:00 A.M.date of such prepayment on the principal amount prepaid and (ii) any Prepayment Premium; PROVIDED, New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such Business Day, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; providedHOWEVER, that if a any prepayment of any Eurodollar Rate Loan is prepaid on any day made by the Borrower other than on the last day of the an Interest Period applicable theretofor such Loan, the Borrower shall also pay any amounts owing pursuant to Section 2.19SECTION 2.13(e); and, PROVIDED, FURTHER, that each partial prepayment shall be in an aggregate amount not less than $5,000,000 or integral multiples of $1,000,000 in excess thereof. Any such partial prepayment shall be applied as specified by the Borrower in the applicable notice of prepayment; PROVIDED that in the event the Borrower fails to specify the Loans to which any such prepayment shall be applied, such prepayment shall be applied ratably to the outstanding Tranche A Loans, Tranche B Loans and Tranche C Loans, if any. Upon receipt the giving of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is givenof prepayment, the principal amount of the Loans specified in such notice to be prepaid shall be become due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to for such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentagesprepayment.

Optional Prepayments. The (i) Any Borrower may may, upon notice from such Borrower to the Administrative Agent, at any time and or from time to time voluntarily prepay the Loans, any Borrowing of any Class in whole or in part, part without premium or penalty, upon irrevocable ; provided that (1) such notice delivered to must be received by the Administrative Agent no not later than 11:00 A.M.1:00 p.m., New York City time, Local Time (A) three (3) Business Days prior theretoto any date of prepayment of Eurocurrency RateTerm SOFR Loans denominated in Dollars, (B) four (4) Business Days (or five (5), in the case of Eurodollar prepayment of Loans denominated in Special Notice Currencies) prior to any date of prepayment of Eurocurrency Rate Loans denominated in Alternative CurrenciesAlternative Currency Loans, and no later than 11:00 A.M., New York City time, (C) on such Business Daythe date of prepayment of Base Rate Loans and (2) any prepayment of Loans shall be in a principal amount of the Borrowing Minimum or a whole multiple of the Borrowing Multiple in excess thereof or, in each case, the case of ABR Loans, which entire principal amount thereof then outstanding. Each such notice shall specify the date and amount of such prepayment and whether the prepayment is Class(es) and Type(s) of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.19be prepaid. Upon receipt of any such notice the The Administrative Agent shall will promptly notify each relevant Appropriate Lender thereofof its receipt of each such notice, and of the amount of such Lender’s Applicable Percentage of such prepayment. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.given 107 #96352060v15 #96352060v15

Optional Prepayments. The Borrower Company may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon at least one Business Days’ irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, in the case of ABR Loans and two Working Days’ irrevocable notice to the Administrative Agent in the case of Eurodollar Loans, Loans and no later than 11:00 A.M., New York City time, on such Business Day, in the case of ABR Loans, which notice shall specify specifying the date and amount of prepayment and whether the prepayment is of prepayment; provided that Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the any Interest Period applicable thereto, with respect thereto shall be prepaid subject to the Borrower shall also pay any amounts owing pursuant to Section 2.19provisions of subsection 8.21. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the Company shall make such prepayment, and the payment amount specified in such notice shall be due and payable payable, on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued . Accrued interest to such date on any Notes or on the amount prepaidof any Loans paid in full pursuant to this subsection 8.5 shall be paid on the date of such prepayment. Accrued interest on the amount of any partial prepayment shall be paid on the Interest Payment Date next succeeding the date of such partial prepayment. Partial prepayments of Revolving Loans shall be in an aggregate principal amount equal to the lesser of (xA) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 2,500,000 or a whole multiple of $1,000,000 in excess thereofthereof and (B) the aggregate unpaid principal amount of the applicable Loans, as the case may be. Any amount prepaid on account of Term Loans may not be reborrowed. Partial prepayments of Swingline the Term Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 subsection 8.5 shall be allocated pro rata to all Lenders according to their respective Revolving Percentagesapplied as directed by the Company.

Optional Prepayments. (%3) The Borrower Borrowers may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon at least one Business Days’ irrevocable written notice delivered from the Borrower Agent to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, in the case of ABR Loans and two Working Days’ irrevocable written notice from the Borrower Agent to the Administrative Agent in the case of Eurodollar LoansLoans and specifying the date, and no later than 11:00 A.M., New York City time, on such Business Day, in the case of ABR Loans, which notice shall specify the date and amount of prepayment prepayment, the Class and whether the Tranche of the prepayment is of Loans; provided that Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the any Interest Period applicable thereto, with respect thereto shall be prepaid subject to the Borrower shall also pay any amounts owing pursuant to provisions of Section 2.194.19. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the Borrowers shall make such prepayment, and the payment amount specified in such notice shall be due and payable payable, on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued . Accrued interest to such date on any Notes or on the amount prepaidof any Loans paid in full pursuant to this Section 4.5 shall be paid on the date of such prepayment. Accrued interest on the amount of any partial prepayment shall be paid on the date of such partial prepayment. Partial prepayments of Revolving Loans shall be in an aggregate principal amount equal to the lesser of (xA) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 1,500,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an thereof and (B) the aggregate unpaid principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentagesthe Loans, as the case may be.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.1:00 P.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.1:00 P.M., New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.21. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Term Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar prepayments of ABR Loans, ) or $3,000,000 1,000,000 or a whole multiple of $1,000,000 500,000 in excess thereofthereof (in the case of prepayments of Eurodollar Loans) and shall be subject to the provisions of Section 2.18. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 50,000 or a whole multiple of $50,000 in excess thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may may, upon notice from the Borrower to the Administrative Agent, at any time and or from time to time voluntarily prepay the Loans, Loans in whole or in part, part without premium or penalty, upon irrevocable ; provided that (i) such notice delivered must be in a form reasonably acceptable to the Administrative Agent no and be received by the Administrative Agent not later than 11:00 A.M., New York City time, three a.m. four (34) Business Days prior theretoto any date of prepayment of Loans and (ii) any prepayment of Loans shall be in a principal amount of £5,000,000 or a whole multiple of £1,000,000 in excess thereof or, in if less, the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on entire principal amount thereof then outstanding. Each such Business Day, in the case of ABR Loans, which notice shall specify the date and amount of such prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.19Period(s) of such Loans. Upon receipt of any such notice the The Administrative Agent shall will promptly notify each relevant Lender thereofof its receipt of each such notice, and of the amount of such Lender’s Commitment Percentage of such prepayment. If any The Borrower shall make such notice is given, prepayment and the payment amount specified in such notice shall be due and payable on the date specified thereintherein (unless such notice expressly conditions such prepayment upon consummation of a refinancing transaction, together with (except disposition or other transaction which is contemplated to result in prepayment of the case Loans, in which event such notice may be revocable or conditioned upon such consummation). Any prepayment of Revolving Loans that are ABR Loans and Swingline Loans) a Loan shall be accompanied by all accrued interest to such date on the amount prepaid, together with any additional amounts required pursuant to Section 3.12. Partial prepayments of Revolving Loans Subject to Section 3.15, each such prepayment shall be applied to the Loans of the Lenders in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to accordance with their respective Revolving Commitment Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.2:00 p.m., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.2:00 p.m., New York City time, on such one (1) Business DayDay prior thereto, in the case of ABR Base Rate Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Base Rate Loans and if such payment is to be applied to prepay the Term Loans, the manner in which such prepayment is to be applied pursuant to Section 4.8(b); provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.194.11; provided, further, that such notice may be contingent on the occurrence of a refinancing or the consummation of a sale, transfer, lease or other Disposition of assets and may be revoked or the termination date deferred if the refinancing or sale, transfer, lease or other Disposition of assets does not occur. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant applicable Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid, to the extent required by Section 4.5. Partial prepayments of Revolving Eurodollar Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 5,000,000 or a whole multiple integral multiples of $1,000,000 in excess thereof. Partial prepayments of Base Rate Loans (including Swingline Loans Loans) shall be in an aggregate principal amount of $100,000 5,000,000 or a whole multiple integral multiples of $1,000,000 in excess thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. (a) The Borrower may (i) upon at least one Domestic Business Day's notice to the Agent, prepay any Base Rate Borrowing (or any Money Market Borrowing bearing interest at the Prime Rate pursuant to Section 8.01(a)) and (ii) upon at least three Euro-Dollar Business Days' notice to the Agent, prepay, subject to Section 2.14, any Euro-Dollar Borrowing, in whole at any time and time, or from time to time in part in amounts aggregating $5,000,000 or any larger multiple of $100,000, by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment. Each such optional prepayment shall be applied to prepay ratably the LoansLoans of the several Banks included in such Borrowing. (b) The Borrower may, upon notice to the Swingline Bank, prepay such Swingline Loan in whole by paying the principal amount thereof together with one day's interest thereon. If on any date there is a Swingline Loan outstanding and pursuant to Section 2.05(b) any Bank or in part, without premium or penalty, upon irrevocable notice delivered Banks shall be obligated to make funds available to the Administrative Agent no later than 11:00 A.M.Agent, New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such Business Day, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, then the Borrower shall also pay any amounts owing pursuant be deemed to Section 2.19. Upon receipt have requested a prepayment of any the Swingline Loan and such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice funds shall be due applied by the Agent first to repay such Swingline Loan and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans any remaining funds shall be made available to the Borrower in an amount equal to accordance with Section 2.05 (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentagesb).

Optional Prepayments. The Each Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered Advances (other than outstanding Bankers’ Acceptances and BA Equivalent Advances) made to the Administrative Agent no later than 11:00 A.M., New York City time, three it (3) Business Days prior theretosubject, in the case of Eurodollar Loans, to compliance with the terms of Section 2.20), in whole or in part, subject to Sections 2.10(e) and no (f), upon irrevocable notice to the Administrative Agent not later than 11:00 A.M.12:00 noon, New York City time, on two Business Days prior to the date of such Business Dayprepayment, specifying (i) the date and amount of prepayment, and (ii) the Class or Classes of Advances to be prepaid (which, in the case of ABR any prepayment of Term Loans, which notice shall specify must satisfy the date and amount requirements of prepayment and the second sentence of Section 2.10(e)) and, in the case of a Term Loan or a U.S. Revolving Loan, whether the prepayment is of Eurodollar Loans, ABR Loans or ABR a combination thereof (including in the case of Eurodollar Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant Borrowing to Section 2.19which such prepayment is to be applied and, if of a combination thereof, the amount allocable to each)). Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except with, in the case of Revolving the prepayment of Term Loans that are ABR Loans and Swingline Loans) only, accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans (other than Swingline Loans) shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and 5,000,000 or CN$2,000,000, as applicable (y) in or, if less, the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess remaining outstanding principal amount thereof). Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple 500,000 (or, if less, the remaining outstanding principal amount thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages).

Optional Prepayments. The Borrower may may, pursuant to delivery to the Lender of a Notice of Loan Prepayment, at any time and or from time to time voluntarily prepay the Loans, Term Loans in whole or in part, part without premium or penaltypenalty subject to Section 3.05; provided that, upon irrevocable unless otherwise agreed by the Lender (a) such notice delivered to the Administrative Agent no must be received by Lender not later than 11:00 A.M., New York City time, a.m. (i) three (3) Business Days prior theretoto any date of prepayment of Eurodollar Rate Loans and (ii) on the date of prepayment of Base Rate Loans; (b) any 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; and (c) 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 case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on entire principal amount thereof then outstanding. Each such Business Day, in the case of ABR Loans, which notice shall specify the date and amount of such prepayment and whether the prepayment is Type(s) of Term Loans to be prepaid and, if Eurodollar Rate Loans or ABR Loans; providedare to be prepaid, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable theretoPeriod(s) of such Term Loans. If such notice is given by the Borrower, the Borrower shall also pay any amounts owing pursuant to Section 2.19. Upon receipt of any make such notice prepayment and the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the payment amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case . Any prepayment of Revolving Loans that are ABR Loans and Swingline Loans) a Eurodollar Rate Loan shall be accompanied by all accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment together with any additional amounts required pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.3.05. Exhibit 4(i)

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable revocable notice (which may be conditioned as stated in such notice by the Borrower) delivered to the Administrative Agent no later than 11:00 A.M.12:00 Noon, New York City time, three threetwo (32) Business Days prior thereto, in the case of Eurodollar EurodollarTerm SOFR Loans, and no later than 11:00 A.M.12:00 Noon, New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar EurodollarTerm SOFR Loans or ABR Loans; provided, that if a Eurodollar EurodollarTerm SOFR Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.20. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments The application of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each any prepayment pursuant to this Section 2.8 2.10 shall be allocated pro rata made first, to all Lenders according ABR Loans and second, to their respective Revolving Percentages.EurodollarTerm SOFR Loans. 2.11

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice (which may be conditional) delivered to the Administrative Agent no later than 11:00 A.M.12:00 Noon, New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M.12:00 Noon, New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans (or on the same day in the case of Swingline Loans), which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.20. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Tranche B Term Loans and Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent (a) no later than 11:00 A.M., New York City time, three threetwo (332) Business Days prior thereto, in the case of Eurodollar Term Benchmark Loans, and (b) no later than 11:00 A.M., New York City time, on one (1)on same day notice (provided such day is a Business DayDay prior thereto), in the case of ABR Loans, and five (5) Business Days prior thereto, in the case of RFR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Term Benchmark Loans, ABR Loans or ABR RFR Loans; provided, that if a Eurodollar Term Benchmark Loan or an RFR Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.17. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 ,or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The relevant Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.A,M., New York City timeLocal Time, three (3) Business Days prior thereto, in the case of Eurodollar Eurocurrency Loans, and no later than 11:00 A.M., New York City timeLocal Time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Eurocurrency Loans or ABR Loans; provided, that if a Eurodollar Eurocurrency Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the such Borrower shall also pay any amounts owing pursuant to Section 2.192.20. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans and Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, at least three (3) Business Days prior thereto, thereto in the case of Eurodollar Loans, Loans and no later than 11:00 A.M., New York City time, on such at least one Business Day, Day prior thereto in the case of ABR Base Rate Loans, which notice shall (i) designate whether the Borrower is prepaying Revolving Credit Loans, Term Loans or both and (ii) specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Base Rate Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.21. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Credit Loans (unless all Revolving Credit Loans are being repaid and the Revolving Credit Commitments terminated) that are ABR Base Rate Loans and Swingline Swing Line Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Term Loans and Revolving Credit Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Swing Line Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 10:00 A.M., New York City Eastern time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 10:00 A.M., New York City Eastern time, on such one (1) Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loansprepayment; providedprovided that, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.17; provided further that, if such notice of prepayment indicates that such prepayment is to be funded with the proceeds of a refinancing or the sale of the Loan Parties, such notice of prepayment may be revoked if the financing or such sale is not consummated. Upon receipt of any such notice notice, the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of at least $100,000 or a 500,000 or, if greater, in whole multiple thereofmultiples of $250,000. Each prepayment Portions of this Exhibit, indicated by the xxxx “[*****],” were omitted and have been filed separately with the Securities and Exchange Commission pursuant to this Section 2.8 shall be allocated pro rata the Registrant’s application requesting confidential treatment pursuant to all Lenders according to their respective Revolving PercentagesRule 24b-2 of the Securities Exchange Act of 1934, as amended.

Optional Prepayments. The Borrower Borrowers may at any time and from time to time prepay the Loans, in whole or in part, without premium or penaltypenalty (except as otherwise provided herein), upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.12:00 noon, New York City time, three (3) Business Days prior thereto, thereto in the case of Eurodollar Loans, Loans and no later than 11:00 A.M.12:00 noon, New York City time, on such one Business Day, Day prior thereto in the case of ABR Base Rate Loans, which notice shall specify the date and amount of prepayment such prepayment, and whether the such prepayment is of Eurodollar Loans or ABR Base Rate Loans; provided, that (i) if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower Borrowers shall also pay any amounts owing pursuant to Section 2.19, and (ii) no prior notice is required for the prepayment of Swing Line Loans. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Credit Loans that are ABR Base Rate Loans and Swingline Swing Line Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Credit Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Swing Line Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M.A,M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.193.10. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 Prepayments of any tranche of Incremental Term Loans will be in such minimum principal amounts, and shall be allocated pro rata to all Lenders according to their respective Revolving Percentagesapplied, as specified in the applicable Incremental Amendment governing such tranche.

Optional Prepayments. The Borrower may at any time and from time to time prepay the Loans, in whole or in part, without premium or penalty, upon irrevocable notice delivered to the Administrative Agent no later than 11:00 A.M., New York City time, three (3) Business Days prior thereto, in the case of Eurodollar Loans, and no later than 11:00 A.M., New York City time, on such one Business DayDay prior thereto, in the case of ABR Loans, which notice shall specify the date and amount of prepayment and whether the prepayment is of Eurodollar Loans or ABR Loans; provided, that if a Eurodollar Loan is prepaid on any day other than the last day of the Interest Period applicable thereto, the Borrower shall also pay any amounts owing pursuant to Section 2.192.17. Upon receipt of any such notice the Administrative Agent shall promptly notify each relevant Lender thereof. If any such notice is given, the amount specified in such notice shall be due and payable on the date specified therein, together with (except in the case of Revolving Loans that are ABR Loans and Swingline Loans) accrued interest to such date on the amount prepaid. Partial prepayments of Revolving Loans shall be in an aggregate principal amount equal to (x) in the case of ABR Loans, $500,000 1,000,000 or a whole multiple of $100,000 in excess thereof and (y) in the case of Eurodollar Loans, $3,000,000 or a whole multiple of $1,000,000 in excess thereof. Partial prepayments of Swingline Loans shall be in an aggregate principal amount of $100,000 or a whole multiple thereof. Each prepayment pursuant to this Section 2.8 shall be allocated pro rata to all Lenders according to their respective Revolving Percentages.