Common use of Right to Prepay Clause in Contracts

Right to Prepay. The Borrowers shall have the right at its option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 [Replacement of a Bank] below, in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity]). Whenever the Borrowers desire to prepay any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 11:00a.m. at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (4) Business Days prior to the date of prepayment of Optional Currency Loans, or no later than 11:00a.m. on the date of prepayment of Swing Loans, setting forth the following information: (i) the date, which shall be a Business Day, on which the proposed prepayment is to be made; (ii) the currency in which such payment shall be made; (iii) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between the Swing Loans and the Revolving Credit Loans; (iv) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Eurocurrency Rate Option applies; and (v) the total principal amount of such prepayment, which (i) with respect to Revolving Credit Loans shall be in integral multiples of One Million and 00/100 Dollars ($1,000,000.00) and not less than Five Million and 00/100 Dollars ($5,000,000.00) (or in each case, the Dollar Equivalent thereof) for each Borrowing Tranche to which the Eurocurrency Rate Option applies and in integral multiples of Five Hundred Thousand and 00/100 Dollars ($500,000.00) and not less than the lesser of One Million and 00/100 Dollars ($1,000,000.00) or the outstanding principal amount of Revolving Credit Loans to which the Base Rate Option applies and (ii) with respect to Swing Loans, not less than the lesser of One Hundred Thousand and 00/100 Dollars ($100,000.00) or the outstanding principal amount of the Swing Loans. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. Except as provided in Section 4.4.3 [Administrative Agent's and Bank's Rights] and subject to Section 11.18 [Bifurcation of Obligations], if the Borrowers prepay a Loan but fail to specify the applicable Borrowing Tranche which the Borrowers are prepaying, the prepayment shall be applied, after giving effect to the allocations in the preceding sentence, first to Loans (including Swing Loans) to which the Base Rate Option applies, then to Loans (including Swing Loans) which are not Optional Currency Loans to which the Eurocurrency Rate Option applies, then to Optional Currency Loans. Any prepayment hereunder shall be subject to the Borrowers’ Obligation to indemnify the Banks under Section 5.10 [Indemnity]. 5.6.2.

Right to Prepay. The Borrowers Borrower shall have the right at its option at any time and from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 4.4.2 [Replacement of a Bank] below, below or in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity]4.6 (Additional Compensation in Certain Circumstances)). Whenever the Borrowers desire Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 11:00a.m. no later than (A) 11:00 a.m., Eastern time, at least one two (12) Business Day Days prior to the date of prepayment of the Revolving Credit Loans denominated in Dollarsto which the LIBO-Rate Option applies, and at least four (4B) Business Days prior to 11:00 a.m., Eastern time, on the date of prepayment of Optional Currency LoansRevolving Credit Loans to which the Base Rate Option applies or (C) 2:00 p.m., or no later than 11:00a.m. Eastern time, on the date of prepayment of Swing Loans, setting forth the following information: (ix) the date, which shall be a Business Day, on which the proposed prepayment is to be made; (iiy) the currency in which such payment shall be made; (iii) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between the Swing Loans and the Revolving Credit Loans; (iv) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Eurocurrency Rate Option applies; and (vz) the total principal amount of such prepayment, which shall not be less than (i) with respect to $100,000 and in increments of $100,000 for any Swing Loans, (ii) $500,000 and in increments of $100,000 for any Revolving Credit Loans shall be in integral multiples of One Million and 00/100 Dollars ($1,000,000.00) and not less than Five Million and 00/100 Dollars ($5,000,000.00) (or in each case, the Dollar Equivalent thereof) for each Borrowing Tranche to which the Eurocurrency Rate Option applies and in integral multiples of Five Hundred Thousand and 00/100 Dollars ($500,000.00) and not less than the lesser of One Million and 00/100 Dollars ($1,000,000.00) or the outstanding principal amount of Revolving Credit Loans Loan to which the Base Rate Option applies or (iii) $2,500,000 and (ii) with respect in increments of $500,000 for any Revolving Credit Loan to Swing Loans, not less than which the lesser of One Hundred Thousand and 00/100 Dollars ($100,000.00) or the outstanding principal amount of the Swing LoansLIBO-Rate Option applies. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, amount except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. Except as provided in Section 4.4.3 [Administrative 3.4.3 (Agent's and Bank's Rights] and subject to Section 11.18 [Bifurcation of Obligations]), if the Borrowers prepay Borrower prepays a Loan but fail fails to specify the applicable Borrowing Tranche which the Borrowers are Borrower is prepaying, the prepayment shall be applied, after giving effect to the allocations in the preceding sentence, applied first to Loans (including Swing Loans) , then to Loans to which the Base Rate Option applies, and then to Loans (including Swing Loans) which are not Optional Currency Loans to which the Eurocurrency LIBO-Rate Option applies, then to Optional Currency Loans. Any prepayment hereunder shall be subject to the Borrowers’ Borrower's Obligation to indemnify the Banks under Section 5.10 [4.6.2 (Indemnity]). 5.6.24.4.2.

Right to Prepay. The Borrowers Borrower shall have the right at its option from time to time time(a) to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 [Replacement of a Bank] belowSections 3.1, in Section 5.8 [Increased Costs] 3.5 and Section 5.10 [Indemnity]11.3). Whenever the Borrowers desire Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the Administrative Agent (A) by 11:00a.m. 11:00 a.m. at least three (3) U.S. Government Securities Business Days prior to the date of prepayment of LIBORTerm SOFR Rate Loans, (B) by 11:00 a.m. at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Base Rate Loans denominated in Dollars, and at least four or (4C) Business Days prior to the date of prepayment of Optional Currency Loans, or no later than 11:00a.m. 2:00 p.m. on the date of prepayment of Swing Line Loans, in each case, setting forth the following information: (i) the date, which shall be a Business Day, on which the proposed proposed(i) prepayment is to be made; (ii) the currency in which such payment shall be made; (iii) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between the Swing Loans among Class of(ii) Loan and the Revolving Credit Loans; (iv) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Eurocurrency Rate Option appliesBorrowings; and (v) the total principal amount of such prepayment, which (ishall not be less(iii) than the lesser of the following with respect to Revolving Credit Loans any Class of Loan: (A) the then outstanding principal amount of such Class of Loan or (B) $1,000,000 (provided, that the amount of any prepayment to which this Section 2.12(a)(iii)(B) applies shall be in integral multiples of One Million and 00/100 Dollars ($1,000,000.00) and not less than Five Million and 00/100 Dollars ($5,000,000.00) (or in each case, the Dollar Equivalent thereof) for each Borrowing Tranche to which the Eurocurrency Rate Option applies and in integral multiples of Five Hundred Thousand and 00/100 Dollars ($500,000.00) and not less than the lesser of One Million and 00/100 Dollars ($1,000,000.00) or the outstanding principal amount of Revolving Credit Loans to which the Base Rate Option applies and (ii) 500,000). Except as otherwise expressly provided herein with respect to Swing Loansrefinancings, not less than the lesser of One Hundred Thousand and 00/100 Dollars ($100,000.00) or the outstanding principal amount of the Swing Loans. All all prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, amount except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. Except So long as provided no Event of Default has occurred and is continuing, prepayments permitted pursuant to this Section 2.12 shall be applied to the Revolving Credit Facility or the Term Loans or the Incremental Term Loans as the Borrower may direct (provided, that the Term Loans and the Incremental Term Loans are prepaid pro rata). Prepayments pursuant to this Section 2.12 of the Term Loans and Incremental Term Loans shall be applied pro rata to the unpaid installments of principal of the Term Loans and Incremental Term Loans in Section 4.4.3 [Administrative Agent's the inverse order of scheduled maturities (for the avoidance of doubt, including application to any balloon payment due and Bank's Rights] and subject to Section 11.18 [Bifurcation of Obligations], if payable on the Borrowers prepay applicable Maturity Date). If the Borrower prepays a Loan but fail fails to specify the applicable Class and/or Borrowing Tranche which that the Borrowers are prepayingBorrower intends to prepay or if an Event of Default has occurred and is continuing, the then such prepayment shall be appliedapplied first, after giving effect ratably to the allocations in the preceding sentence, first to all outstanding Revolving Loans (including Swing Loans) to which the that are Base Rate Option appliesLoans, then second, ratably to all outstanding Revolving Loans (including Swing that are LIBORTerm SOFR Rate Loans) which , third, ratably to all outstanding Term Loans and Incremental Term Loans that are not Optional Currency Base Rate Loans, and fourth, ratably to all outstanding Term Loans to which the Eurocurrency and Incremental Term Loans that are LIBORTerm SOFR Rate Option applies, then to Optional Currency Loans. Any prepayment hereunder (A) shall include all interest and fees due and payable with respect to the Loan being prepaid (unless other arrangements with respect to the payment of such interest and fees satisfactory to the applicable Lenders in their sole discretion have been made) and (B) shall be subject to the Borrowers’ Borrower’s Obligation to indemnify the Banks Lenders under Section 5.10 [Indemnity]3.5. 5.6.2.Notwithstanding the foregoing, any prepayment notice delivered in connection with any proposed refinancing of all of the Facilities may be, if expressly so stated in the applicable prepayment notice, contingent upon the consummation of such refinancing, and (x) the repayment date therefor may be amended from time to time by notice from the Borrower to the Administrative Agent and/or (y) such prepayment notice may be revoked by the Borrower in the event such 68

Right to Prepay. The Borrowers Borrower shall have the right at its option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 [Replacement of a BankLender] below, in Section 5.8 5.8.1 [Increased Costs] and Section 5.10 [Indemnity]). Whenever the Borrowers desire Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 11:00a.m. 1:00 p.m. at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (4) Business Days prior to the date of prepayment of Optional Currency Loans, or no later than 11:00a.m. 1:00 p.m. on the date of prepayment of Swing Loans, setting forth the following information: (i) the date, which shall be a Business Day, on which the proposed prepayment is to be made; (ii) the currency in which such payment shall be made; (iii) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between the Swing Revolving Credit Loans and the Revolving Credit Swing Loans; (iviii) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Eurocurrency LIBOR Rate Option applies; and (viv) the total principal amount of such prepayment, which (i) with respect to Revolving Credit Loans shall not be in integral multiples of One Million and 00/100 Dollars ($1,000,000.00) and not less than Five Million and 00/100 Dollars ($5,000,000.00) (or in each case, the Dollar Equivalent thereof) for each Borrowing Tranche to which the Eurocurrency Rate Option applies and in integral multiples of Five Hundred Thousand and 00/100 Dollars ($500,000.00) and not less than the lesser of One Million and 00/100 Dollars ($1,000,000.00i) or the outstanding principal amount of Revolving Credit Loans to which the Base Rate Option applies and (ii) with respect to $100,000 for any Swing Loans, not less than Loan or (ii) $1,000,000 for any Revolving Credit Loan (or any lesser amount which constitutes the lesser of One Hundred Thousand and 00/100 Dollars ($100,000.00) or the outstanding principal remaining amount of the Swing Loanssuch Loan). All prepayment notices shall be irrevocable, provided that any prepayment notice may state that such notice is conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrower if such condition is not satisfied. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. Except as provided in Section 4.4.3 [Administrative Agent's and BankLender's Rights] and subject to Section 11.18 [Bifurcation of Obligations], if the Borrowers prepay Borrower prepays a Loan but fail fails to specify the applicable Borrowing Tranche which the Borrowers are Borrower is prepaying, the prepayment shall be applied, after giving effect to the allocations in the preceding sentence, applied first to Loans (including Swing Loans) to which the Base Rate Option applies, then to Loans (including Swing Loans) which are not Optional Currency Loans to which the Eurocurrency LIBOR Rate Option applies, then to Optional Currency Loans. Any prepayment hereunder shall be subject to the Borrowers’ Obligation to indemnify the Banks under Section 5.10 [Indemnity]. 5.6.2.49

Right to Prepay. The Borrowers Company shall have the right at its option from time to time to prepay any of the Loans in whole or in part without premium or penalty (penalty, except as may be otherwise set forth in a Note and except as provided in Section 5.6.2 [Replacement Sections 3.1, 3.4 and 10.2; provided, that the Company agrees, upon any prepayment of the Loans or reduction or termination of the Revolving Term Commitment or Support L/C Facility Amount (a) prior to December 1, 2017 in connection with third party financing received by the Company, to pay CoBank a Bank] belowprepayment penalty equal to 2.0% of the amount of such prepayment, reduction or termination and (b) on or after December 1, 2017 but prior to December 1, 2018 in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity])connection with third party financing received by the Company, to pay CoBank a prepayment penalty equal to 1.0% of the amount of such prepayment, reduction or termination. Whenever the Borrowers desire Company desires to prepay all or any part of the Loans, it shall provide a prepayment notice to the Administrative Agent CoBank by 11:00a.m. 1:00 p.m. (Mountain time) at least one three (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (43) Business Days prior to the date of prepayment of Optional Currency Loans, or no later than 11:00a.m. any Loans to which the Quoted Rate Option applies and by 1:00 p.m. (Mountain time) on the date same Business Day of prepayment of Swing Loansany Loans to which the LIBOR Index Option applies, setting forth in each case the following information: (ia) the date, which shall be a Business Day, on which the proposed prepayment is to be made; (iib) the currency in which such payment shall be made; (iii) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between the Swing Loans and the Revolving Credit Loansvarious Facilities (if more than one hereunder); (ivc) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between among Loans to which the Base Quoted Rate Option applies and Loans to which the Eurocurrency Rate LIBOR Index Option applies; and (vd) the total principal amount of such prepayment, which (i) with respect to Revolving Credit Loans shall be in integral multiples of One Million and 00/100 Dollars ($1,000,000.00) and not less than Five Million and 00/100 Dollars ($5,000,000.00) (or in each case, the Dollar Equivalent thereof) for each Borrowing Tranche to which the Eurocurrency Rate Option applies and in integral multiples of Five Hundred Thousand and 00/100 Dollars ($500,000.00) and not less than the lesser of One Million and 00/100 Dollars ($1,000,000.00) or the outstanding principal amount of Revolving Credit Loans to which the Base Rate Option applies and (ii) with respect to Swing Loans, not less than the lesser of One Hundred Thousand and 00/100 Dollars ($100,000.00) or the outstanding minimum principal amount of the Swing Loanslesser of (i) $100,000 for each Loan or (ii) the then outstanding amount of the Loan being prepaid. All Unless otherwise agreed to by CoBank, all prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, amount except with respect to Loans to which the Base Rate LIBOR Index Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. Except as otherwise provided in Section 4.4.3 [Administrative Agent's and Bank's Rights] and subject to Section 11.18 [Bifurcation of Obligations]this Agreement or a Note, if the Borrowers prepay Company prepays a Loan but fail fails to specify the applicable Borrowing Tranche Loan which the Borrowers are Company is prepaying, the prepayment shall be applied, applied (i) first to Loans made under the Revolving Term Loan and then to the Support L/C Facility Loan; and (ii) after giving effect to the allocations in the preceding sentenceclause (i) above, first to Loans (including Swing Loans) to which the Base Rate LIBOR Index Option applies, applies and then to Loans (including Swing Loans) which are not Optional Currency Loans to which the Eurocurrency Quoted Rate Option applies, then to Optional Currency Loans. Any prepayment hereunder of a Loan under the Quoted Rate Option shall be subject to the Borrowers’ Obligation Company’s obligation to indemnify CoBank for break funding damages and costs to the Banks under extent provided in Section 5.10 [Indemnity]. 5.6.23.4.

Right to Prepay. The Borrowers Borrower shall have the right at its option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 [Replacement of a Bank] below, in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity]5.10). Whenever the Borrowers desire Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 11:00a.m. 1:00 p.m. at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (4) Business Days prior to the date of prepayment of Optional Currency Loans, or Term Loans or no later than 11:00a.m. 1:00 p.m. on the date of prepayment of Swing Loans, setting forth the following information: (i) the date, which shall be a Business Day, on which the proposed prepayment is to be made; (ii) the currency in which such payment shall be made; (iii) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between the Swing Loans and the Revolving Credit Loans, Term Loans and Swing Loans; (iviii) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Eurocurrency LIBOR Rate Option applies; and (viv) the total principal amount of such prepayment, which (i) with respect to Revolving Credit Loans shall not be in integral multiples of One Million and 00/100 Dollars ($1,000,000.00) and not less than Five Million and 00/100 Dollars ($5,000,000.00) (or in each case, the Dollar Equivalent thereof) for each Borrowing Tranche to which the Eurocurrency Rate Option applies and in integral multiples of Five Hundred Thousand and 00/100 Dollars ($500,000.00) and not less than the lesser of One Million and 00/100 Dollars (A) the Revolving Facility Usage or (B) $1,000,000.00) 100,000 for any Swing Loan or the outstanding principal amount of $500,000 for any Revolving Credit Loans to which the Base Rate Option applies and (ii) with respect to Swing Loans, not less than the lesser of One Hundred Thousand and 00/100 Dollars ($100,000.00) Loan or the outstanding principal amount of the Swing LoansTerm Loan. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All Term Loan prepayments permitted pursuant to this Section 5.6.1 shall be applied to the remaining unpaid installments of principal of the Term Loans on a pro rata basis. Except as provided in Section 4.4.3 [Administrative Agent's and Bank's Rights] and subject to Section 11.18 [Bifurcation of Obligations]4.4.3, if the Borrowers prepay Borrower prepays a Loan but fail fails to specify the applicable Borrowing Tranche which the Borrowers are Borrower is prepaying, the prepayment shall be appliedapplied (i) first to Revolving Credit Loans and then, second, to Term Loans; and (ii) after giving effect to the allocations in clause (i) above and in the preceding sentence, first to Loans (including Swing Loans) to which the Base Rate Option applies, then to Loans (including Swing Loans) which are not Optional Currency Loans to which the Eurocurrency LIBOR Rate Option applies, then to Optional Currency Loans. Any prepayment hereunder shall be subject to the Borrowers’ Borrower’s Obligation to indemnify the Banks Lenders under Section 5.10 [Indemnity]. 5.6.25.10.

Right to Prepay. The Borrowers shall have the right at its their option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 [Replacement of a BankLender] below, in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity]). Whenever the Borrowers desire to prepay any part of the Loans, it the Administrative Borrower shall provide a prepayment notice to the Administrative Agent by 11:00a.m. 1:00 p.m. Eastern time at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (4) Business Days prior to the date of prepayment of Optional Currency Loans, or Term Loans or no later than 11:00a.m. 1:00 p.m. Eastern time on the date of prepayment of Swing Loans, setting forth the following information: (ia) the date, which shall be a Business Day, on which the proposed prepayment is to be made; (iib) the currency in which such payment shall be made; (iii) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between the Swing Loans and the Revolving Credit Loans, Term Loans and Swing Loans; (ivc) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Eurocurrency LIBOR Rate Option applies; and (vd) the total principal amount of such prepayment, which (i) with respect to Revolving Credit Loans shall not be in integral multiples of One Million and 00/100 Dollars ($1,000,000.00) and not less than Five Million and 00/100 Dollars ($5,000,000.00) (100,000 for any Swing Loan or in each case, the Dollar Equivalent thereof) $500,000 for each Borrowing Tranche to which the Eurocurrency Rate Option applies and in integral multiples of Five Hundred Thousand and 00/100 Dollars ($500,000.00) and not less than the lesser of One Million and 00/100 Dollars ($1,000,000.00) or the outstanding principal amount of Revolving Credit Loans to which the Base Rate Option applies and (ii) with respect to Swing Loans, not less than the lesser of One Hundred Thousand and 00/100 Dollars ($100,000.00) or the outstanding principal amount of the Swing Loansany Term Loan. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, amount except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All Term Loan prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] shall be applied to unpaid installments of principal of the Term Loans as directed by the Administrative Borrower and any principal amount of the Term Loan prepaid may not be reborrowed. Notwithstanding the application of any prepayments as directed by the Administrative Borrower pursuant to this Section 5.6.1 [Right to Prepay], for purposes of calculating any applicable Fixed Charge Coverage Ratio, such prepayments will be deemed to have been applied in accordance with the requirements for the application of mandatory Term Loan prepayments pursuant to Section 5.7 [Mandatory Prepayments]. Except as provided in Section 4.4.3 4.4.4 [Administrative Agent's ’s and Bank's Lender’s Rights] and subject to Section 11.18 [Bifurcation of Obligations], if the Borrowers prepay a Loan but fail to specify the applicable Borrowing Tranche which the Borrowers are prepaying, the prepayment shall be applied, applied (i) first to Revolving Credit Loans and then to Term Loans; and (ii) after giving effect to the allocations in clause (i) above and in the preceding sentence, first next to Loans (including Swing Loans) to which the Base Rate Option applies, then to Loans (including Swing Loans) which are not Optional Currency Loans to which the Eurocurrency LIBOR Rate Option applies, then to Optional Currency Loans. Any prepayment hereunder shall be subject to the Borrowers’ Obligation to indemnify the Banks under Section 5.10 [Indemnity]. 5.6.2.{N0289348 2 } 58

Right to Prepay. The Borrowers Borrower shall have the right at its option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 [Replacement of a BankLender] below, in Section 5.8 [Increased 5.8[Increased Costs] and Section 5.10 [Indemnity]). Whenever the Borrowers desire Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 11:00a.m. 1:00 p.m. at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (4) Business Days prior to the date of prepayment of any Optional Currency Loans, or no later than 11:00a.m. 1:00 p.m. on the date of prepayment of Swing Loans, setting forth the following information: (iw) the date, which shall be a Business Day, on which the proposed prepayment is to be made; (iix) the currency in which such payment shall be made; (iii) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between the Swing Revolving Credit Loans and the Revolving Credit Swing Loans; (ivy) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans and Optional Currencies to which the Eurocurrency Euro Rate Option applies; and (vz) the total principal amount of such prepayment, which (i) with respect to Revolving Credit Loans shall not be in integral multiples of One Million and 00/100 Dollars ($1,000,000.00) and not less than Five Million and 00/100 Dollars ($5,000,000.00) (or in each case, the Dollar Equivalent thereof) for each Borrowing Tranche to which the Eurocurrency Rate Option applies and in integral multiples of Five Hundred Thousand and 00/100 Dollars ($500,000.00) and not less than the lesser of One Million and 00/100 Dollars ($1,000,000.00i) the Revolving Facility Usage or the outstanding principal amount of Revolving Credit Loans to which the Base Rate Option applies and (ii) with respect to $100,000 for any Swing Loans, not less than the lesser of One Hundred Thousand and 00/100 Dollars (Loan or $100,000.00) or the outstanding principal amount of the Swing Loans100,000 for any Revolving Credit Loan. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. Except as provided in Section 4.4.3 4.4.4 [Administrative Agent's and BankLender's Rights] and subject to Section 11.18 [Bifurcation of Obligations], if the Borrowers prepay Borrower prepays a Loan but fail fails to specify the applicable Borrowing Tranche which the Borrowers are Borrower is prepaying, the prepayment shall be applied, applied (i) first to Revolving Credit Loans; and (ii) after giving effect to the allocations in clause (i) above and in the preceding sentence, first to the Revolving Credit Loans (including Swing Loans) to which the Base Rate Option applies, then to Revolving Credit Loans (including Swing Loans) which are not Optional Currency Loans to which the Eurocurrency Euro Rate Option applies, then to Optional Currency Loans, then to Swing Loans to which the Base Rate Option applies. Any prepayment hereunder shall be subject to the Borrowers’ Borrower's Obligation to indemnify the Banks Lenders under Section 5.10 [Indemnity]. Prepayments shall be made in the currency in which such Loan was made unless otherwise directed by the Administrative Agent or agreed to by the Required Lenders. 5.6.2.

Right to Prepay. The Borrowers Company shall have the right at its option from time to time to prepay any of the Loans in whole or in part without premium or penalty (penalty, except as may be otherwise set forth in a Note and except as provided in Section 5.6.2 [Replacement of a Bank] belowSections 3.1, in Section 5.8 [Increased Costs] 3.4 and Section 5.10 [Indemnity])11.2. Whenever the Borrowers desire Company desires to prepay all or any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 11:00a.m. 1:00 p.m. (Mountain time) (a) at least three (3) Business Days prior to the date of prepayment of any Loans to which the LIBOR Option or the Quoted Rate Option applies, (b) at least one (1) Business Day prior to the date of prepayment of any Loans to which the Revolving Credit Loans denominated in Dollars, Daily Simple SOFR Rate Option applies and at least four (4c) on the same Business Days prior to the date Day of prepayment of Optional Currency Loans, or no later than 11:00a.m. on any Loans to which the date of prepayment of Swing LoansLIBOR Index Option applies, setting forth in each case the following information: (ia) the date, which shall be a Business Day, on which the proposed prepayment is to be made; (iib) the currency in which such payment shall be made; (iii) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between the Swing Loans and the Revolving Credit Loansvarious Facilities (if more than one hereunder); (ivc) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between among Loans to which the Base Quoted Rate Option applies, Loans to which the LIBOR Index Option applies, Loans to which the LIBOR Option applies and Loans to which the Eurocurrency Daily Simple SOFR Rate Option applies; and (vd) the total principal amount of such prepayment, which (i) with respect to Revolving Credit Loans shall be in integral multiples of One Million and 00/100 Dollars ($1,000,000.00) and not less than Five Million and 00/100 Dollars ($5,000,000.00) (or in each case, the Dollar Equivalent thereof) for each Borrowing Tranche to which the Eurocurrency Rate Option applies and in integral multiples of Five Hundred Thousand and 00/100 Dollars ($500,000.00) and not less than the lesser of One Million and 00/100 Dollars ($1,000,000.00) or the outstanding principal amount of Revolving Credit Loans to which the Base Rate Option applies and (ii) with respect to Swing Loans, not less than the lesser of One Hundred Thousand and 00/100 Dollars ($100,000.00) or the outstanding minimum principal amount of the Swing Loanslesser of (i) $100,000 for each Loan or (ii) the then outstanding amount of the Loan being prepaid. All Unless otherwise agreed to by Agent, all prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, amount except with respect to Loans to which the Base Rate LIBOR Index Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. If a Term Loan is included among the Facilities, all prepayments made under any Term Loan shall be applied (a) first, to the unpaid installments of principal thereunder scheduled to be paid within 365 days after such prepayment, in the order of scheduled maturities, and (b) second, to the unpaid installments of principal thereunder scheduled to be paid 366 days or more after such prepayment, in the inverse order of scheduled maturities. Except as otherwise provided in Section 4.4.3 [Administrative Agent's and Bank's Rights] and subject to Section 11.18 [Bifurcation of Obligations]this Agreement or a Note, if the Borrowers prepay Company prepays a Loan but fail fails to specify the applicable Borrowing Tranche Loan which the Borrowers are Company is prepaying, the prepayment shall be appliedapplied (i) first to Loans made under the Revolving Credit Facility, second to the Revolving Term Facility, and third to the Term Loan; and (ii) after giving effect to the allocations in clause (i) above and in the preceding sentence, first to Loans (including Swing Loans) to which the Base LIBOR Index Option applies, then to Loans to which the Daily Simple SOFR Rate Option applies, then to Loans (including Swing Loans) to which are not Optional Currency the LIBOR Option applies and then to Loans to which the Eurocurrency Quoted Rate Option applies, then to Optional Currency Loans. Any prepayment hereunder of a Loan under the LIBOR Option or the Quoted Rate Option shall be subject to the Borrowers’ Obligation Company’s obligation to indemnify Lender for break funding damages and costs to the Banks under extent provided in Section 5.10 [Indemnity]. 5.6.23.4.”

Right to Prepay. The Borrowers Borrower shall have the right at its option at any time and from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 [4.4.2 (Replacement of a Bank] below, ) below or in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity]4.6 (Additional Compensation in Certain Circumstances)). Whenever the Borrowers desire Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 11:00a.m. no later than (A) 11:00 a.m., Eastern time, at least one two (12) Business Day Days prior to the date of prepayment of the Revolving Credit Loans denominated in Dollarsto which the LIBO-Rate Option applies, and at least four (4B) Business Days prior to 11:00 a.m., Eastern time, on the date of prepayment of Optional Currency LoansRevolving Credit Loans to which the Base Rate Option applies or (C) 2:00 p.m., or no later than 11:00a.m. Eastern time, on the date of prepayment of Swing Loans, setting forth the following information: (ix) the date, which shall be a Business Day, on which the proposed prepayment is to be made; (iiy) the currency in which such payment shall be made; (iii) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between the Swing Loans and the Revolving Credit Loans; (iv) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Eurocurrency Rate Option applies; and (vz) the total principal amount of such prepayment, which shall not be less than (i) with respect to $100,000 and in increments of $100,000 for any Swing Loans, (ii) $500,000 and in increments of $100,000 for any Revolving Credit Loans shall be in integral multiples of One Million and 00/100 Dollars ($1,000,000.00) and not less than Five Million and 00/100 Dollars ($5,000,000.00) (or in each case, the Dollar Equivalent thereof) for each Borrowing Tranche to which the Eurocurrency Rate Option applies and in integral multiples of Five Hundred Thousand and 00/100 Dollars ($500,000.00) and not less than the lesser of One Million and 00/100 Dollars ($1,000,000.00) or the outstanding principal amount of Revolving Credit Loans Loan to which the Base Rate Option applies or (iii) $2,500,000 and (ii) with respect in increments of $500,000 for any Revolving Credit Loan to Swing Loans, not less than which the lesser of One Hundred Thousand and 00/100 Dollars ($100,000.00) or the outstanding principal amount of the Swing LoansLIBO-Rate Option applies. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, amount except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. Except as provided in Section 4.4.3 [Administrative 3.4.3 (Agent's and Bank's Rights] and subject to Section 11.18 [Bifurcation of Obligations]), if the Borrowers prepay Borrower prepays a Loan but fail fails to specify the applicable Borrowing Tranche which the Borrowers are Borrower is prepaying, the prepayment shall be applied, after giving effect to the allocations in the preceding sentence, applied first to Loans (including Swing Loans) , then to Loans to which the Base Rate Option applies, and then to Loans (including Swing Loans) which are not Optional Currency Loans to which the Eurocurrency LIBO-Rate Option applies, then to Optional Currency Loans. Any prepayment hereunder shall be subject to the Borrowers’ Borrower's Obligation to indemnify the Banks under Section 5.10 [4.6.2 (Indemnity]). 5.6.24.4.2.

Right to Prepay. The Borrowers Company shall have the right at its option from time to time to prepay any of the Loans in whole or in part without premium or penalty (penalty, except as may be otherwise set forth in a Note and except as provided in Section 5.6.2 [Replacement Sections 3.1, 3.4 and 11.2; provided, that the Company agrees, upon any prepayment of the Loans or reduction or termination of the Revolving Term Commitment prior to December 1, 2018 in connection with third party financing received by the Company, to pay Agent for the account of Lender a Bank] belowprepayment penalty equal to 2.0% of the amount of such prepayment, in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity])reduction or termination. Whenever the Borrowers desire Company desires to prepay all or any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 11:00a.m. 1:00 p.m. (Mountain time) at least one three (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (43) Business Days prior to the date of prepayment of Optional Currency Loans, or no later than 11:00a.m. any Loans to which Quoted Rate Option applies and by 1:00 p.m. (Mountain time) on the date same Business Day of prepayment of Swing Loansany Loans to which the LIBOR Index Option applies, setting forth in each case the following information: (ia) the date, which shall be a Business Day, on which the proposed prepayment is to be made; (iib) the currency in which such payment shall be made; (iii) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between the Swing Loans and the Revolving Credit Loansvarious Facilities (if more than one hereunder); (ivc) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between among Loans to which the Base Quoted Rate Option applies and Loans to which the Eurocurrency Rate LIBOR Index Option applies; and (vd) the total principal amount of such prepayment, which (i) with respect to Revolving Credit Loans shall be in integral multiples of One Million and 00/100 Dollars ($1,000,000.00) and not less than Five Million and 00/100 Dollars ($5,000,000.00) (or in each case, the Dollar Equivalent thereof) for each Borrowing Tranche to which the Eurocurrency Rate Option applies and in integral multiples of Five Hundred Thousand and 00/100 Dollars ($500,000.00) and not less than the lesser of One Million and 00/100 Dollars ($1,000,000.00) or the outstanding principal amount of Revolving Credit Loans to which the Base Rate Option applies and (ii) with respect to Swing Loans, not less than the lesser of One Hundred Thousand and 00/100 Dollars ($100,000.00) or the outstanding minimum principal amount of the Swing Loanslesser of (i) $100,000 for each Loan or (ii) the then outstanding amount of the Loan being prepaid. All Unless otherwise agreed to by Agent, all prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, amount except with respect to Loans to which the Base Rate LIBOR Index Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. If a Term Loan is included among the Facilities, all prepayments made under any Term Loan shall be applied (a) first, to the unpaid installments of principal thereunder scheduled to be paid within 365 days after such prepayment, in the order of scheduled maturities, and (b) second, to the unpaid installments of principal thereunder scheduled to be paid 366 days or more after such prepayment, in the inverse order of scheduled maturities. Except as otherwise provided in Section 4.4.3 [Administrative Agent's and Bank's Rights] and subject to Section 11.18 [Bifurcation of Obligations]this Agreement or a Note, if the Borrowers prepay Company prepays a Loan but fail fails to specify the applicable Borrowing Tranche Loan which the Borrowers are Company is prepaying, the prepayment shall be appliedapplied (i) first to Loans made under the Revolving Term Facility, and then to the Term Loan; and (ii) after giving effect to the allocations in clause (i) above and in the preceding sentence, first to Loans (including Swing Loans) to which the Base Rate LIBOR Index Option applies, applies and then to Loans (including Swing Loans) which are not Optional Currency Loans to which the Eurocurrency Quoted Rate Option applies, then to Optional Currency Loans. Any prepayment hereunder of a Loan under the Quoted Rate Option shall be subject to the Borrowers’ Obligation Company’s obligation to indemnify Lender for break funding damages and costs to the Banks under extent provided in Section 5.10 [Indemnity]. 5.6.23.4.

Right to Prepay. The Borrowers Borrower shall have the right at its option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 4.6.2 [Replacement of a BankLender] below, in Section 5.8 [Increased 4.8[Increased Costs] and Section 5.10 4.10 [Indemnity]). Whenever the Borrowers desire Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 11:00a.m. 1:00 p.m. (A) at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans or Term Loans denominated in Dollars, and and(B) at least four (4) Business Days prior to the date of prepayment of any Optional Currency Loans, or (C) no later than 11:00a.m. 1:00 p.m. on the date of prepayment of Swing Loans, in each case setting forth the following information: (iw) the date, which shall be a Business Day, on which the proposed prepayment is to be made; (iix) the currency in which such payment shall be made; (iii) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between the Revolving Credit Loans and, Swing Loans and the Revolving Credit Term Loans; (ivy) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans and Optional Currencies to which the Eurocurrency Euro-Rate Option applies; and (vz) the total principal amount of such prepayment, which shall not be less than the lesser of (i) with respect to the Revolving Credit Loans shall be in integral multiples of One Million and 00/100 Dollars Facility Usage or ($1,000,000.00ii) and not less than Five Hundred Thousand for any Swing Loan or Five Million and 00/100 Dollars ($5,000,000.00) (or in each case, the Dollar Equivalent thereof) for each Borrowing Tranche to which the Eurocurrency Rate Option applies and in integral multiples of Five Hundred Thousand and 00/100 Dollars ($500,000.00) and not less than the lesser of One Million and 00/100 Dollars ($1,000,000.00) or the outstanding principal amount of any Revolving Credit Loans to which the Base Rate Option applies and (ii) with respect to Swing Loans, not less than the lesser of One Hundred Thousand and 00/100 Dollars ($100,000.00) Loan or the outstanding principal amount of the Swing LoansTerm Loan. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All Term Loan prepayments permitted pursuant to this Section 4.6.1 [Right to Prepay] shall be applied to the unpaid installments of principal of the Term Loans in the inverse order of scheduled maturities. Except as provided in Section 4.4.3 3.4.4 [Administrative Agent's and BankLender's Rights] and subject to Section 11.18 [Bifurcation of Obligations], if the Borrowers prepay Borrower prepays a Loan but fail fails to specify the applicable Borrowing Tranche which the Borrowers are prepaying, the prepayment shall be applied, after giving effect to the allocations in the preceding sentence, first to Loans (including Swing Loans) to which the Base Rate Option applies, then to Loans (including Swing Loans) which are not Optional Currency Loans to which the Eurocurrency Rate Option applies, then to Optional Currency Loans. Any prepayment hereunder shall be subject to the Borrowers’ Obligation to indemnify the Banks under Section 5.10 [Indemnity]. 5.6.2.the

Right to Prepay. The Borrowers Company shall have the right at its option from time to time to prepay any of the Loans in whole or in part without premium or penalty (penalty, except as may be otherwise set forth in a Note and except as provided in Section 5.6.2 [Replacement Sections 3.1, 3.4 and 11.2; provided, that the Company agrees, upon any prepayment of the Loans or reduction or termination of the Revolving Term Commitment prior to July 1, 2016 in connection with third party financing received by the Company, to pay Agent for the account of Lender a Bank] belowprepayment penalty equal to 2.0% of the amount of such prepayment, in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity])reduction or termination. Whenever the Borrowers desire Company desires to prepay all or any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 11:00a.m. 1:00 p.m. (Mountain time) at least one three (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (43) Business Days prior to the date of prepayment of Optional Currency Loans, any Loans to which the LIBOR Option or no later than 11:00a.m. the Quoted Rate Option applies and by 1:00 p.m. (Mountain time) on the date same Business Day of prepayment of Swing Loansany Loans to which the LIBOR Index Option applies, setting forth in each case the following information: (ia) the date, which shall be a Business Day, on which the proposed prepayment is to be made; (iib) the currency in which such payment shall be made; (iii) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between the Swing Loans and the Revolving Credit Loansvarious Facilities (if more than one hereunder); (ivc) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between among Loans to which the Base Quoted Rate Option applies, Loans to which the LIBOR Index Option applies and Loans to which the Eurocurrency Rate LIBOR Option applies; and (vd) the total principal amount of such prepayment, which (i) with respect to Revolving Credit Loans shall be in integral multiples of One Million and 00/100 Dollars ($1,000,000.00) and not less than Five Million and 00/100 Dollars ($5,000,000.00) (or in each case, the Dollar Equivalent thereof) for each Borrowing Tranche to which the Eurocurrency Rate Option applies and in integral multiples of Five Hundred Thousand and 00/100 Dollars ($500,000.00) and not less than the lesser of One Million and 00/100 Dollars ($1,000,000.00) or the outstanding principal amount of Revolving Credit Loans to which the Base Rate Option applies and (ii) with respect to Swing Loans, not less than the lesser of One Hundred Thousand and 00/100 Dollars ($100,000.00) or the outstanding minimum principal amount of the Swing Loanslesser of (i) $100,000 for each Loan or (ii) the then outstanding amount of the Loan being prepaid. All Unless otherwise agreed to by Agent, all prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, amount except with respect to Loans to which the Base Rate LIBOR Index Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. If a Term Loan is included among the Facilities, all prepayments made under any Term Loan shall be applied (a) first, to the unpaid installments of principal thereunder scheduled to be paid within 365 days after such prepayment, in the order of scheduled maturities, and (b) second, to the unpaid installments of principal thereunder scheduled to be paid 366 days or more after such prepayment, in the inverse order of scheduled maturities. Except as otherwise provided in Section 4.4.3 [Administrative Agent's and Bank's Rights] and subject to Section 11.18 [Bifurcation of Obligations]this Agreement or a Note, if the Borrowers prepay Company prepays a Loan but fail fails to specify the applicable Borrowing Tranche Loan which the Borrowers are Company is prepaying, the prepayment shall be appliedapplied (i) first to Loans made under the Revolving Term Facility, and then to the Term Loan; and (ii) after giving effect to the allocations in clause (i) above and in the preceding sentence, first to Loans (including Swing Loans) to which the Base Rate LIBOR Index Option applies, then to Loans (including Swing Loans) to which are not Optional Currency the LIBOR Option applies and then to Loans to which the Eurocurrency Quoted Rate Option applies, then to Optional Currency Loans. Any prepayment hereunder of a Loan under the LIBOR Option or the Quoted Rate Option shall be subject to the Borrowers’ Obligation Company’s obligation to indemnify Lender for break funding damages and costs to the Banks under extent provided in Section 5.10 [Indemnity]. 5.6.23.4.

Right to Prepay. The Borrowers Borrower shall have the right at its option at any time and from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 [4.4.2 (Replacement of a Bank] below, ) below or in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity]4.6 (Additional Compensation in Certain Circumstances)). Whenever the Borrowers desire Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 11:00a.m. no later than (A) 11:00 a.m., Eastern time, at least one two (12) Business Day Days prior to the date of prepayment of the Revolving Credit Loans denominated in Dollarsto which the LIBO-Rate Option applies, and at least four (4B) Business Days prior to 11:00 a.m., Eastern time, on the date of prepayment of Optional Currency LoansRevolving Credit Loans to which the Base Rate Option applies or (C) 2:00 p.m., or no later than 11:00a.m. Eastern time, on the date of prepayment of Swing Loans, setting forth the following information: (ix) the date, which shall be a Business Day, on which the proposed prepayment is to be made; (iiy) the currency in which such payment shall be made; (iii) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between the Swing Loans and the Revolving Credit Loans; (iv) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Eurocurrency Rate Option applies; and (vz) the total principal amount of such prepayment, which shall not be less than (i) with respect to $100,000 and in increments of $100,000 for any Swing Loans, (ii) $500,000 and in increments of $100,000 for any Revolving Credit Loans shall be in integral multiples of One Million and 00/100 Dollars ($1,000,000.00) and not less than Five Million and 00/100 Dollars ($5,000,000.00) (or in each case, the Dollar Equivalent thereof) for each Borrowing Tranche to which the Eurocurrency Rate Option applies and in integral multiples of Five Hundred Thousand and 00/100 Dollars ($500,000.00) and not less than the lesser of One Million and 00/100 Dollars ($1,000,000.00) or the outstanding principal amount of Revolving Credit Loans Loan to which the Base Rate Option applies or (iii) $2,500,000 and (ii) with respect in increments of $500,000 for any Revolving Credit Loan to Swing Loans, not less than which the lesser of One Hundred Thousand and 00/100 Dollars ($100,000.00) or the outstanding principal amount of the Swing LoansLIBO-Rate Option applies. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, amount except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. Except as provided in Section 4.4.3 [Administrative 3.4.3 (Agent's and Bank's Rights] and subject to Section 11.18 [Bifurcation of Obligations]), if the Borrowers prepay Borrower prepays a Loan but fail fails to specify the applicable Borrowing Tranche which the Borrowers are Borrower is prepaying, the prepayment shall be applied, after giving effect to the allocations in the preceding sentence, applied first to Loans (including Swing Loans) , then to Loans to which the Base Rate Option applies, and then to Loans (including Swing Loans) which are not Optional Currency Loans to which the Eurocurrency LIBO- Rate Option applies, then to Optional Currency Loans. Any prepayment hereunder shall be subject to the Borrowers’ Borrower's Obligation to indemnify the Banks under Section 5.10 [4.6.2 (Indemnity]). 5.6.24.4.2.

Right to Prepay. The Borrowers shall have the right at its their option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 4.6.2 [Replacement of a Bank] belowLender], in Section 5.8 4.8 [Increased Costs] and Section 5.10 4.10 [Indemnity]). Whenever the Borrowers desire any Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 11:00a.m. 2:00 p.m. at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (4) Business Days prior to the date of prepayment of Optional Currency Loans, or no later than 11:00a.m. 2:00 p.m. on the date of prepayment of Swing Loans, setting forth the following information: (i) the applicable Borrower making the payment; (ii) the date, which shall be a Business Day, on which the proposed prepayment is to be made; (iiiii) the currency in which such payment shall be made; (iiiiv) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between the Swing Loans (if the applicable Borrower is the Lead Borrower) and the Revolving Credit Loans; (ivv) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Eurocurrency Euro-Rate Option applies; and (vvi) the total principal amount of such prepayment, which (i) with respect to Revolving Credit Loans shall be in integral multiples of One Million and 00/100 Dollars ($1,000,000.00) and not less than Five Million and 00/100 Dollars ($5,000,000.00) (or in each case, the Dollar Equivalent thereof) for each Borrowing Tranche to which the Eurocurrency LIBOR Rate Option applies and in integral multiples of Five Hundred Thousand and 00/100 Dollars ($500,000.00) and not less than the lesser of One Million and 00/100 Dollars ($1,000,000.00) or the outstanding principal amount of Revolving Credit Loans to which the Base Rate Option applies and (ii) with respect to Swing Loans, not less than the lesser of One Hundred Thousand and 00/100 Dollars ($100,000.00) or the outstanding principal amount of the Swing Loans. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. Except as provided in Section 4.4.3 3.4.4 [Administrative Agent's and BankLender's Rights] and subject to Section 11.18 10.13 [Bifurcation of Obligations], if the Borrowers prepay a Loan but fail to specify the applicable Borrowing Tranche which the Borrowers are prepaying, the prepayment shall be applied, after giving effect to the allocations in the preceding sentence, first to Loans (including Swing Loans) to which the Base Rate Option applies, then to Loans (including Swing Loans) which are not Optional Currency Loans to which the Eurocurrency Rate Option applies, then to Optional Currency Loans. Any prepayment hereunder shall be subject to the Borrowers’ Obligation to indemnify the Banks under Section 5.10 [Indemnity]. 5.6.2.any Borrower 223667699

Right to Prepay. The Borrowers Borrower shall have the right at its option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 5.6(b) [Replacement of a BankLender] below, in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity]). Whenever the Borrowers desire Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 11:00a.m. 1:00 p.m. at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, that bear interest at the Base Rate Option and at least four three (43) Business Days prior to the date of prepayment of Optional Currency Loansthe Revolving Credit Loans that bear interest at the Term SOFR Rate Option, or no later than 11:00a.m. 1:00 p.m. on the date of prepayment of Swing Loans, setting forth the following information: (iw) the date, which shall be a Business Day, on which the proposed prepayment is to be made; (iix) a statement indicating the currency in which such payment shall be madeapplication of the prepayment between the Revolving Credit Loans and Swing Loans; (iiiy) if such prepayment is to be made in Dollarsapplicable, a statement indicating the application of the prepayment between the Swing Loans and the Revolving Credit Loans; (iv) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies, Loans to which the Term SOFR Rate Option applies and Loans to which the Eurocurrency Rate Daily SOFR Option applies; and (vz) the total principal amount of such prepayment, which (i) with respect to Revolving Credit Loans shall not be in integral multiples of One Million and 00/100 Dollars ($1,000,000.00) and not less than Five Million and 00/100 Dollars ($5,000,000.00) (or in each case, the Dollar Equivalent thereof) for each Borrowing Tranche to which the Eurocurrency Rate Option applies and in integral multiples of Five Hundred Thousand and 00/100 Dollars ($500,000.00) and not less than the lesser of One Million and 00/100 Dollars ($1,000,000.00i) or the outstanding principal amount of Revolving Credit Loans to which the Base Rate Option applies and Loans, or (ii) with respect to $100,000 for any Swing Loans, not less than the lesser of One Hundred Thousand and 00/100 Dollars (Loan or $100,000.00) or the outstanding principal amount of the Swing Loans500,000 for any Revolving Credit Loan. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, amount except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. Except as provided in Section 4.4.3 4.4(c) [Administrative Agent's ’s and Bank's Xxxxxx’s Rights] and subject to Section 11.18 [Bifurcation of Obligations], if the Borrowers prepay Borrower prepays a Loan but fail fails to specify the applicable Borrowing Tranche which the Borrowers are Borrower is prepaying, the prepayment shall be applied, after giving effect to the allocations in the preceding sentence, applied first to Loans (including Swing Loans) to which the Base Rate Option appliesLoans, then to Loans (including Swing Loans) which are not Optional Currency Loans to which the Eurocurrency Rate Option applies, then to Optional Currency Loans. Any prepayment hereunder shall be subject to the Borrowers’ Obligation to indemnify the Banks under Section 5.10 [Indemnity]. 5.6.2.Daily

Right to Prepay. The Borrowers Company shall have the right at its option from time to time to prepay any of the Loans in whole or in part without premium or penalty (penalty, except as may be otherwise set forth in a Note and except as provided in Section 5.6.2 [Replacement of a Bank] belowSections 3.1, in Section 5.8 [Increased Costs] 3.4 and Section 5.10 [Indemnity])11.2. Whenever the Borrowers desire Company desires to prepay all or any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 11:00a.m. 1:00 p.m. (Mountain time) at least one three (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (43) Business Days prior to the date of prepayment of Optional Currency Loans, any Loans to which the LIBOR Option or no later than 11:00a.m. the Quoted Rate Option applies and by 1:00 p.m. (Mountain time) on the date same Business Day of prepayment of Swing Loansany Loans to which the LIBOR Index Option applies, setting forth in each case the following information: (ia) the date, which shall be a Business Day, on which the proposed prepayment is to be made; (iib) the currency in which such payment shall be made; (iii) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between the Swing Loans and the Revolving Credit Loansvarious Facilities (if more than one hereunder); (ivc) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between among Loans to which the Base Quoted Rate Option applies, Loans to which the LIBOR Index Option applies and Loans to which the Eurocurrency Rate LIBOR Option applies; and (vd) the total principal amount of such prepayment, which (i) with respect to Revolving Credit Loans shall be in integral multiples of One Million and 00/100 Dollars ($1,000,000.00) and not less than Five Million and 00/100 Dollars ($5,000,000.00) (or in each case, the Dollar Equivalent thereof) for each Borrowing Tranche to which the Eurocurrency Rate Option applies and in integral multiples of Five Hundred Thousand and 00/100 Dollars ($500,000.00) and not less than the lesser of One Million and 00/100 Dollars ($1,000,000.00) or the outstanding principal amount of Revolving Credit Loans to which the Base Rate Option applies and (ii) with respect to Swing Loans, not less than the lesser of One Hundred Thousand and 00/100 Dollars ($100,000.00) or the outstanding minimum principal amount of the Swing Loanslesser of (i) $100,000 for each Loan or (ii) the then outstanding amount of the Loan being prepaid. All Unless otherwise agreed to by Agent, all prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, amount except with respect to Loans to which the Base Rate LIBOR Index Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. If a Term Loan is included among the Facilities, all prepayments made under any Term Loan shall be applied (a) first, to the unpaid installments of principal thereunder scheduled to be paid within 365 days after such prepayment, in the order of scheduled maturities, and (b) second, to the unpaid installments of principal thereunder scheduled to be paid 366 days or more after such prepayment, in the inverse order of scheduled maturities. Except as otherwise provided in Section 4.4.3 [Administrative Agent's and Bank's Rights] and subject to Section 11.18 [Bifurcation of Obligations]this Agreement or a Note, if the Borrowers prepay Company prepays a Loan but fail fails to specify the applicable Borrowing Tranche Loan which the Borrowers are Company is prepaying, the prepayment shall be appliedapplied (i) first to Loans made under the Revolving Credit Facility, second to the Revolving Term Facility, and third to the Term Loan; and (ii) after giving effect to the allocations in clause (i) above and in the preceding sentence, first to Loans (including Swing Loans) to which the Base Rate LIBOR Index Option applies, then to Loans (including Swing Loans) to which are not Optional Currency the LIBOR Option applies and then to Loans to which the Eurocurrency Quoted Rate Option applies, then to Optional Currency Loans. Any prepayment hereunder of a Loan under the LIBOR Option or the Quoted Rate Option shall be subject to the Borrowers’ Obligation Company’s obligation to indemnify Lender for break funding damages and costs to the Banks under extent provided in Section 5.10 [Indemnity]. 5.6.23.4.

Right to Prepay. The Borrowers Borrower shall have the right at its option at any time and from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 4.4.2 [Replacement of a BankLender] below, below or in Section 5.8 4.6 [Increased Costs] and Section 5.10 [IndemnityAdditional Compensation in Certain Circumstances]). Whenever the Borrowers desire Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the Administrative Agent by 11:00a.m. no later than (A) 11:00 a.m., Eastern time, at least one two (12) Business Day Days prior to the date of prepayment of the Revolving Credit Loans denominated in Dollarsto which the LIBO-Rate Option applies, and at least four (4B) Business Days prior to 11:00 a.m., Eastern time, on the date of prepayment of Optional Currency LoansRevolving Credit Loans to which the Base Rate Option applies or (C) 2:00 p.m., or no later than 11:00a.m. Eastern time, on the date of prepayment of Swing Loans, setting forth the following information: (ix) the date, which shall be a Business Day, on which the proposed prepayment is to be made; (iiy) the currency in which such payment shall be made; (iii) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between the Swing Loans and the Revolving Credit Loans; (iv) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Eurocurrency Rate Option applies; and (vz) the total principal amount of such prepayment, which shall not be less than (i) with respect to $100,000 and in increments of $100,000 for any Swing Loans, (ii) $500,000 and in increments of $100,000 for any Revolving Credit Loans shall be in integral multiples of One Million and 00/100 Dollars ($1,000,000.00) and not less than Five Million and 00/100 Dollars ($5,000,000.00) (or in each case, the Dollar Equivalent thereof) for each Borrowing Tranche to which the Eurocurrency Rate Option applies and in integral multiples of Five Hundred Thousand and 00/100 Dollars ($500,000.00) and not less than the lesser of One Million and 00/100 Dollars ($1,000,000.00) or the outstanding principal amount of Revolving Credit Loans Loan to which the Base Rate Option applies or (iii) $2,500,000 and (ii) with respect in increments of $500,000 for any Revolving Credit Loan to Swing Loans, not less than which the lesser of One Hundred Thousand and 00/100 Dollars ($100,000.00) or the outstanding principal amount of the Swing LoansLIBO-Rate Option applies. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, amount except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. Except as provided in Section 4.4.3 3.4.3 [Administrative Agent's and BankLender's Rights] and subject to Section 11.18 [Bifurcation of Obligations], if the Borrowers prepay Borrower prepays a Loan but fail fails to specify the applicable Borrowing Tranche which the Borrowers are Borrower is prepaying, the prepayment shall be applied, after giving effect to the allocations in the preceding sentence, applied first to Loans (including Swing Loans) , then to Loans to which the Base Rate Option applies, and then to Loans (including Swing Loans) which are not Optional Currency Loans to which the Eurocurrency LIBO-Rate Option applies, then to Optional Currency Loans. Any prepayment hereunder shall be subject to the Borrowers’ Borrower's Obligation to indemnify the Banks Lenders under Section 5.10 4.6.2 [Indemnity]. 5.6.2.

Right to Prepay. The Borrowers shall have the right at its their option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 [Replacement of a BankLender] below, in Section 5.8 [Increased Costs] and Section 5.10 [Indemnity]). Whenever the Borrowers desire to prepay any part of the Loans, it the Administrative Borrower shall provide a prepayment notice to the Administrative Agent by 11:00a.m. 1:00 p.m. Eastern time at least one (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (4) Business Days prior to the date of prepayment of Optional Currency Loans, or Term Loans or no later than 11:00a.m. 1:00 p.m. Eastern time on the date of prepayment of Swing Loans, setting forth the following information: (ia) the date, which shall be a Business Day, on which the proposed prepayment is to be made; (iib) the currency in which such payment shall be made; (iii) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between the Swing Loans and the Revolving Credit Loans, Term Loans and Swing Loans; (ivc) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Eurocurrency Rate Option Term SOFR applies; and (vd) the total principal amount of such prepayment, which (i) with respect to Revolving Credit Loans shall not be in integral multiples of One Million and 00/100 Dollars ($1,000,000.00) and not less than Five Million and 00/100 Dollars ($5,000,000.00) (100,000 for any Swing Loan or in each case, the Dollar Equivalent thereof) $500,000 for each Borrowing Tranche to which the Eurocurrency Rate Option applies and in integral multiples of Five Hundred Thousand and 00/100 Dollars ($500,000.00) and not less than the lesser of One Million and 00/100 Dollars ($1,000,000.00) or the outstanding principal amount of Revolving Credit Loans to which the Base Rate Option applies and (ii) with respect to Swing Loans, not less than the lesser of One Hundred Thousand and 00/100 Dollars ($100,000.00) or the outstanding principal amount of the Swing Loansany Term Loan. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, amount except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. Except as provided in All Term Loan prepayments permitted pursuant to this Section 4.4.3 5.6.1 [Administrative Agent's and Bank's RightsRight to Prepay] and subject to Section 11.18 [Bifurcation of Obligations], if the Borrowers prepay a Loan but fail to specify the applicable Borrowing Tranche which the Borrowers are prepaying, the prepayment shall be applied, after giving effect applied to unpaid installments of principal of the allocations in the preceding sentence, first to Term Loans (including Swing Loans) to which the Base Rate Option applies, then to Loans (including Swing Loans) which are not Optional Currency Loans to which the Eurocurrency Rate Option applies, then to Optional Currency Loans. Any prepayment hereunder shall be subject to the Borrowers’ Obligation to indemnify the Banks under Section 5.10 [Indemnity]. 5.6.2.as directed by the

Right to Prepay. The Borrowers So long as the Borrower has repaid any unreimbursed LC Disbursements, the Borrower shall have the right at its option from time to time to prepay the Loans in whole or part part, without premium or penalty (except as provided in Section 5.6.2 [Replacement of a BankLender] below, in Section 5.8 [Increased Costs] and ], or Section 5.10 [Indemnity] or Section 5.6.4 [Prepayment Premium]). Whenever the Borrowers desire Borrower desires to prepay any part of the Loans, it shall provide a prepayment notice to the applicable Administrative Agent by 11:00a.m. 1:00 p.m. at least one three (1) Business Day prior to the date of prepayment of the Revolving Credit Loans denominated in Dollars, and at least four (43) Business Days prior to the date of prepayment of Optional Currency Loans, the Loans to which the Term SOFR Rate Option applies or no later than 11:00a.m. 11:00 a.m. on the date of prepayment of Swing LoansLoans to which the Base Rate Option applies, setting forth the following information: (i) the date, which shall be a Business Day, on which the proposed prepayment is to be made; (ii) the currency in which such payment shall be made; (iii) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between among the Swing Loans and the Revolving Credit Classes of Loans; (iv) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans to which the Eurocurrency Term SOFR Rate Option applies; and (v) the total principal amount of such prepayment, which (i) with respect to Revolving Credit ; provided that any partial prepayment of the Loans of any Class shall be in integral multiples of One Million and 00/100 Dollars ($1,000,000.00) and an amount not less than Five Million and 00/100 Dollars ($5,000,000.00) (or in each case, the Dollar Equivalent thereof) for each Borrowing Tranche to which the Eurocurrency Rate Option applies and in integral multiples of Five Hundred Thousand and 00/100 Dollars ($500,000.00) and not less than the lesser of One Million and 00/100 Dollars ($1,000,000.00) or the outstanding principal amount of Revolving Credit Loans to which the Base Rate Option applies and (iii) with respect to Swing Loans, not less than $100,000 and (ii) in the lesser case of One Hundred Thousand and 00/100 Dollars (Loans of any other Class, $100,000.00) or the outstanding principal amount of the Swing Loans5,000,000. All prepayment notices shall be irrevocable, except that any notice of voluntary prepayment may state that such notice is conditional upon the consummation of a financing transaction, in which case such notice of prepayment may be revoked or delayed by the Borrower (by notice to the applicable Administrative Agent on or prior to the specified date of prepayment) if such condition is not satisfied. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. All Term Loan prepayments permitted pursuant to this Section 5.6.1 [Right to Prepay] shall be applied to the remaining Principal Amortization Paymentsamortization payments as set forth in the applicable Additional Credit Extension Amendment of each Class as directed in writing by the Borrower to the applicable Administrative Agent (or if no such direction, ratably to the remaining Principal Amortization Paymentsamortization payments of such Class). Except as provided in Section 4.4.3 [Administrative Agent's ’s and Bank's Xxxxxx’s Rights] and subject to Section 11.18 [Bifurcation of Obligations], if the Borrowers prepay Borrower prepays a Loan under this Section 5.6.1 but fail fails to specify the applicable Borrowing Tranche which the Borrowers are Borrower is prepaying, the prepayment shall be appliedapplied (i) first to Swing Loans, second to Revolving Credit Loans and third to Term Loans; and (ii) after giving effect to the allocations in clause (i) above and in the preceding sentencetwo sentences, first to Loans (including Swing Loans) to which the Base Rate Option applies, then to Loans (including Swing Loans) which are not Optional Currency Loans to which the Eurocurrency Term SOFR Rate Option applies, then to Optional Currency Loans. Any prepayment hereunder shall be subject to the Borrowers’ Obligation Borrower’s obligation to indemnify the Banks Lenders under Section 5.10 [Indemnity]. 5.6.2.

Right to Prepay. The Borrowers Borrower shall have the right at its option from time to time to prepay the Loans in whole or part without premium or penalty (except as provided in Section 5.6.2 4.6.2 [Replacement of a BankLender] below, in Section 5.8 4.8 [Increased Costs] and Section 5.10 4.10 [Indemnity]). Whenever the Borrowers desire Borrower desires to prepay any part of the LoansLoans (except as required pursuant to Section 4.7.3 or 4.7.8), it shall provide a prepayment notice to the Administrative Agent by 11:00a.m. 1:00 p.m. (A) at least one (1) Business Day prior to the date of prepayment of the LIFO Loans, Revolving Credit Loans or Term Loans denominated in Dollars, and (B) at least four (4) Business Days prior to the date of prepayment of any Optional Currency Loans, or (C) no later than 11:00a.m. 1:00 p.m. on the date of prepayment of Swing Loans, in each case setting forth the following information: (iw) the date, which shall be a Business Day, on which the proposed prepayment is to be made; (iix) the currency in which such payment shall be made; (iii) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between the LIFO Loans, Revolving Credit Loans, Swing Loans and the Revolving Credit Term Loans; (ivy) if such prepayment is to be made in Dollars, a statement indicating the application of the prepayment between Loans to which the Base Rate Option applies and Loans and Optional Currencies to which the Eurocurrency Euro-Rate Option applies; and (vz) the total principal amount of such prepayment, which (i) with respect to Revolving Credit Loans shall be in integral multiples of One Million and 00/100 Dollars ($1,000,000.00) and not less than Five Million and 00/100 Dollars ($5,000,000.00) (or in each case, the Dollar Equivalent thereof) for each Borrowing Tranche to which the Eurocurrency Rate Option applies and in integral multiples of Five Hundred Thousand and 00/100 Dollars ($500,000.00) and not less than the lesser of One Million and 00/100 Dollars ($1,000,000.00) or the outstanding principal amount of Revolving Credit Loans to which the Base Rate Option applies and (ii) with respect to Swing Loans, not less than the lesser of One Hundred Thousand and 00/100 Dollars ($100,000.00) or the outstanding principal amount of the Swing Loans. All prepayment notices shall be irrevocable. The principal amount of the Loans for which a prepayment notice is given, together with interest on such principal amount, except with respect to Loans to which the Base Rate Option applies, shall be due and payable on the date specified in such prepayment notice as the date on which the proposed prepayment is to be made. Except as provided in Section 4.4.3 [Administrative Agent's and Bank's Rights] and subject to Section 11.18 [Bifurcation of Obligations], if the Borrowers prepay a Loan but fail to specify the applicable Borrowing Tranche which the Borrowers are prepaying, the prepayment shall be applied, after giving effect to the allocations in the preceding sentence, first to Loans (including Swing Loans) to which the Base Rate Option applies, then to Loans (including Swing Loans) which are not Optional Currency Loans to which the Eurocurrency Rate Option applies, then to Optional Currency Loans. Any prepayment hereunder shall be subject to the Borrowers’ Obligation to indemnify the Banks under Section 5.10 [Indemnity]. 5.6.2.All prepayments permitted - 13 - 131832.01464/109680341v.4