Common use of Optional Repayments of Loans Clause in Contracts

Optional Repayments of Loans. The Borrowers shall have the right, at its election, to repay the outstanding amount of the Loans, as a whole or in part, at any time without penalty or premium, provided that any full or partial prepayment of the outstanding amount of any Eurodollar Rate Loans pursuant to this Section 3.3 may be made only on the last day of the Interest Period relating thereto. The Borrowers shall give the Agent, no later than 10:00 a.m., Boston time, at least two (2) Business Days prior written notice of any proposed prepayment pursuant to this Section 3.3 of Base Rate Loans and three (3) Eurodollar Business Days notice of any proposed prepayment pursuant to this Section 3.3 of Eurodollar Rate Loans, in each case specifying the proposed date of prepayment of Loans and the principal amount to be prepaid. Each such partial prepayment of the Loans shall be in an integral multiple of $1,000,000, shall be accompanied by the payment of accrued interest on the principal prepaid to the date of prepayment and shall be applied, in the absence of instruction by the Borrowers, first to the principal of Base Rate Loans and then to the principal of Eurodollar Rate Loans. Each partial prepayment shall be allocated among the Banks, in proportion, as nearly as practicable, to the respective unpaid principal amount of each Bank's Note, with adjustments to the extent practicable to equalize any prior repayments not exactly in proportion. In no event shall payments made pursuant to Section 3.2(b) hereof be construed to be optional prepayments under this Section 3.3.

Optional Repayments of Loans. The Borrowers Borrower shall have the right, at its election, to repay the outstanding amount of the Loans, as a whole or in part, at any time without penalty or premium, provided PROVIDED that any full or partial prepayment of the outstanding amount of any Eurodollar Rate Loans pursuant to this Section 3.3 [Section]3.3 may be made only on the last day of the Interest Period relating thereto. The Borrowers Borrower shall give the Agent, no later than 10:00 a.m., Boston time, at least two one (21) Business Days Day prior written notice of any proposed prepayment pursuant to this Section 3.3 [Section]3.3 of Base Rate Loans Loans, and three (3) Eurodollar Business Days notice of any proposed prepayment pursuant to this Section 3.3 [Section]3.3 of Eurodollar Rate Loans, in each case specifying the proposed date of prepayment of Loans and the principal amount to be prepaid. Each such partial prepayment of the Loans shall be in an integral multiple of $1,000,000, shall be accompanied by the payment of accrued interest on the principal prepaid to the date of prepayment 5,000,000 and shall be applied, in the absence of instruction by the BorrowersBorrower, first to the principal of Base Rate Loans and then to the principal of Eurodollar Rate Loans. Accrued interest on the principal prepaid in connection with each such partial prepayment shall be due and payable on the next Interest Payment Date, but accrued interest on the principal paid in connection with any full prepayment at a time when the Total Commitment is terminated shall be paid on the date of prepayment. Each partial prepayment shall be allocated among the Banks, in proportion, as nearly as practicable, to the respective unpaid principal amount of each Bank's Note, with adjustments to the extent practicable to equalize any prior repayments not exactly in proportion. In no event shall payments made pursuant to Section 3.2(b) hereof be construed to be optional prepayments under this Section 3.3.

Optional Repayments of Loans. The Borrowers Borrower shall have the right, at its election, to repay the outstanding amount of the Loansany Loan, as a whole or in part, at any time without penalty or premium, provided that any full or partial prepayment of the outstanding amount of any Eurodollar Rate Loans pursuant to this Section 3.3 7.7 may be made only on the last day of the Interest Period relating thereto. The Borrowers Borrower shall give the Administrative Agent, no later than 10:00 11:00 a.m., Boston time, at least two three (23) Business Days prior written notice of any proposed prepayment pursuant to this Section 3.3 7.7 of Base Rate Loans Loans, and three four (34) Eurodollar Business Days notice of any proposed prepayment pursuant to this Section 3.3 7.7 of Eurodollar Rate Loans, in each case specifying the proposed date of prepayment of Loans Loans, the nature of the Loan as a Revolving Credit Loan, the Term Loan or a Swing Line Loan and the principal amount to be prepaid. Each such partial prepayment of the Loans shall be in a minimum amount of $500,000.00 or an integral multiple of $1,000,000100,000.00 in excess thereof, shall be accompanied by the payment of accrued interest on the principal prepaid to the date of prepayment and shall be applied, in the absence of instruction by the BorrowersBorrower, first to the principal of Base Rate Loans and then to the principal of Eurodollar Rate Loans. Each partial prepayment of Loans (other than Swing Line Loans) shall be allocated among the Banks, in proportion, as nearly as practicable, to the respective unpaid principal amount of each Bank's NoteNotes, with adjustments to the extent practicable to equalize any prior repayments not exactly in proportion. In no event shall payments made pursuant to Section 3.2(b) hereof be construed to be optional prepayments under this Section 3.3.

Optional Repayments of Loans. The Borrowers Borrower shall have the right, at its election, to repay the outstanding Outstanding amount of the Loans, as a whole or in part, at any time without penalty or premium, provided PROVIDED that any full or partial prepayment of the outstanding Outstanding amount of any Eurodollar Rate Loans pursuant to this Section 3.3 may be made only on the last day of the Interest Period relating thereto. thereto unless the Borrower pays to the Agent, for the PRO RATA accounts of the Banks, any breakage fees or other costs arising from or associated with such prepayment in accordance with the requirements of Section 5.9 hereof.. The Borrowers Borrower shall give the Agent, no later than 10:00 a.m.1:00 p.m., Boston time (10:00 a.m. San Diego time), at least two (2i) Business Days prior written notice on the date of any proposed prepayment pursuant to this Section 3.3 of Base Rate Loans Loans, and (ii) at least three (3) Eurodollar Business Days notice of any proposed prepayment pursuant to this Section 3.3 of Eurodollar Rate Loans, in each case specifying the proposed date of prepayment of Loans and the principal amount to be prepaid. Each such partial prepayment of the Loans shall be in an integral multiple of $1,000,000100,000, shall be accompanied by the payment of accrued interest (except with respect to Base Rate Loans, accrued interest with respect to which shall be payable on the next Interest Payment Date applicable to Base Rate Loans) on the principal prepaid to the date of prepayment and shall be applied, in the absence of instruction by the BorrowersBorrower, first to the principal of Base Rate Loans and then to the principal of Eurodollar Rate Loans. Each partial prepayment shall be allocated among the Banks, in proportion, as nearly as practicable, to the respective unpaid principal amount of each Bank's Note, with adjustments to the extent practicable to equalize any prior repayments not exactly in proportion. In no event shall payments made pursuant to Section 3.2(b) hereof be construed to be optional prepayments under this Section 3.3.

Optional Repayments of Loans. The Borrowers Borrower shall have the right, at its election, to repay the outstanding amount of the Loansany Loan, as a whole or in part, at any time without penalty or premium, provided that any full or partial prepayment of the outstanding amount of any Eurodollar Rate Loans pursuant to this Section 3.3 8.7 may be made only on the last day of the Interest Period relating thereto. The Borrowers Borrower shall give the Agent, no later than 10:00 11:00 a.m., Boston time, at least two three (23) Business Days prior written notice of any proposed prepayment pursuant to this Section 3.3 8.7 of Base Rate Loans Loans, and three four (34) Eurodollar Business Days notice of any proposed prepayment pursuant to this Section 3.3 8.7 of Eurodollar Rate Loans, in each case specifying the proposed date of prepayment of Loans Loans, the nature of the Loan as a Revolving Credit Loan, the Term Loan or a Gold Loan and the principal amount to be prepaid. Each such partial prepayment of the Loans shall be in a minimum amount of $500,000.00 or an integral multiple of $1,000,000100,000.00 in excess thereof, shall be accompanied by the payment of accrued interest on the principal prepaid to the date of prepayment and shall be applied, in the absence of instruction by the BorrowersBorrower, first to the principal of Base Rate Loans and then to the principal of Eurodollar Rate Loans. Each partial prepayment shall be allocated among the Applicable Banks, in proportion, as nearly as practicable, to the respective unpaid principal amount of each Applicable Bank's NoteNotes, with adjustments to the extent practicable to equalize any prior repayments not exactly in proportion. In no event shall payments made pursuant to Section 3.2(b) hereof be construed to be optional prepayments under this Section 3.3.

Optional Repayments of Loans. The Borrowers shall have the right, at its their election, to repay the outstanding amount of the Loans, as a whole or in part, at any time without penalty or premium, provided PROVIDED that any full or partial prepayment of the outstanding amount of any Eurodollar Rate Loans pursuant to this Section 3.3 may be made only on prior to the last day end of the Interest Period relating theretothereto shall obligate the Borrowers to pay any breakage costs associated with such Eurodollar Rate Loan in accordance with Section 5.10. The Borrowers shall give the Agent, Agent (i) no later than 10:00 a.m.12:00 p.m., Boston time, at least two (2) Business Days prior written notice on the date of any proposed prepayment pursuant to this Section 3.3 of Base Rate Loans Loans, written notice thereof, and (ii) three (3) Eurodollar Business Days Days' prior written notice of any proposed prepayment pursuant to this Section 3.3 of Eurodollar Rate Loans, in each case specifying the proposed date of prepayment of Loans and the principal amount to be prepaid. Each such partial prepayment of the Loans shall be in an integral multiple of $1,000,000500,000, shall shall, at the option of the Agent, be accompanied by the payment of accrued interest on the principal prepaid to the date of prepayment and shall be applied, in the absence of instruction by the Borrowers, first to the principal of Base Rate Loans and then to the principal of Eurodollar Rate Loans. Each partial prepayment shall be allocated among the Banks, in proportion, as nearly as practicable, to the respective unpaid principal amount of each Bank's Note, with adjustments to the extent practicable to equalize any prior repayments not exactly in proportion. In no event shall payments made pursuant to Section 3.2(b) hereof be construed to be optional prepayments under this Section 3.3.

Optional Repayments of Loans. (a) The Borrowers shall have the right, at its the Parent's election, to repay the outstanding amount of the Loans, as a whole or in part, at any time without penalty or premium, provided that any full or partial prepayment of the outstanding amount of any Eurodollar Rate Loans pursuant to this Section 3.3 may be made only on the last day of the Interest Period relating thereto. The Borrowers shall give the Agent, no later than 10:00 a.m., Boston time, at least two (2) on the Business Days prior Day of the proposed 45 -37- prepayment irrevocable written notice of any proposed prepayment pursuant to this Section 3.3 of Base Rate Loans Loans, and three (3) Eurodollar Business Days notice of any proposed prepayment pursuant to this Section 3.3 of Eurodollar Rate Loans, in each case specifying the proposed date of prepayment of Loans and the principal amount to be prepaid. Each such partial prepayment of the Loans shall be in a minimum amount of $500,000.00 or an integral multiple of $1,000,000100,000.00 in excess thereof, shall be accompanied by the payment of accrued interest on the principal prepaid to the date of prepayment and shall be applied, in the absence of instruction by the Borrowers, first to the principal of Base Rate Loans and then to the principal of Eurodollar Rate Loans. Each partial prepayment shall be allocated among the Banks, in proportion, as nearly as practicable, to the respective unpaid principal amount of each Bank's Note, with adjustments to the extent practicable to equalize any prior repayments not exactly in proportion. In no event shall payments made pursuant . (b) Notwithstanding the foregoing, subject to the provisions of Section 3.2(b2.5, the Agent may, in its sole discretion and without consulting with the Banks, allow the Borrower to repay the swing line Loans (i) hereof be construed to be optional prepayments under this Section 3.3from collections received by the Borrower, or (ii) in such other amounts requested by the Borrower.

Optional Repayments of Loans. The Borrowers shall have the right, at its their election, to repay the outstanding amount of the Revolving Credit Loans, as a whole or in part, at any time without penalty or premium, provided that any full or partial prepayment of the outstanding amount of any Eurodollar Eurocurrency Rate Loans pursuant to this Section §3.3 may be made only other than on the last day of the Interest Period relating theretothereto shall be subject to the payment of any additional costs described in §5.10 incurred by any applicable Lender. The Borrowers shall give the Administrative Agent, no later than 10:00 a.m., Boston a.m. (Eastern time), at least two one (21) Business Days Day prior written notice of any proposed prepayment pursuant to this Section §3.3 of Base Rate Loans and three (3) Eurodollar Business Days notice of any proposed prepayment pursuant to this Section 3.3 of Eurodollar or Eurocurrency Rate Loans, in each case specifying the proposed date of prepayment of applicable Loans and the principal amount to be prepaid. Each such partial prepayment of the applicable Loans shall be in an integral the amount of $2,000,000 or a multiple of $1,000,0001,000,000 in excess thereof, shall be accompanied by the payment of accrued interest on the principal prepaid to the date of prepayment and shall be applied, in the absence of instruction by the Borrowers, first to the principal of the Loans to be repaid which are Base Rate Loans and then to the principal of Eurodollar the Loans to be repaid which are Eurocurrency Rate Loans. Each partial prepayment shall be allocated among the Banksapplicable Lenders, in proportion, as nearly as practicable, to the respective unpaid principal amount of each Bank's NoteLender’s applicable Note(s), with adjustments to the extent practicable to equalize any prior repayments not exactly in proportion. In no event shall payments made pursuant to Section 3.2(b) hereof be construed to be optional prepayments under this Section 3.3.

Optional Repayments of Loans. The Borrowers Borrower shall have the right, at its election, to repay the outstanding Outstanding amount of the Loans, as a whole or in part, at any time without penalty or premium, provided PROVIDED that any full or partial prepayment of the outstanding Outstanding amount of any Eurodollar Rate Loans pursuant to this Section 3.3 may be made only on the last day of the Interest Period relating thereto. The Borrowers Borrower shall give the Agent, no later than 10:00 a.m.1:00 p.m., Boston time (10:00 a.m. San Diego time), at least two (2i) Business Days prior written notice on the date of any proposed prepayment pursuant to this Section 3.3 of Base Rate Loans Loans, and (ii) at least three (3) Eurodollar Business Days notice of any proposed prepayment pursuant to this Section 3.3 of Eurodollar Rate Loans, in each case specifying the proposed date of prepayment of Loans and the principal amount to be prepaid. Each such partial prepayment of the Loans shall be in an integral multiple of $1,000,000100,000, shall be accompanied by the payment of accrued interest (except with respect to Base Rate Loans, accrued interest with respect to which shall be payable on the next Interest Payment Date applicable to Base Rate Loans) on the principal prepaid to the date of prepayment and shall be applied, in the absence of instruction by the BorrowersBorrower, first to the principal of Base Rate Loans and then to the principal of Eurodollar Rate Loans. Each partial prepayment shall be allocated among the Banks, in proportion, as nearly as practicable, to the respective unpaid principal amount of each Bank's Note, with adjustments to the extent practicable to equalize any prior repayments not exactly in proportion. In no event shall payments made pursuant to Section 3.2(b) hereof be construed to be optional prepayments under this Section 3.3.