AS OF THE MOST RECENTLY
COMPLETED FISCAL QUARTER IS LESS THAN 2.0 TO 1.0) AND (II) 2.25% FOR BASE RATE
LOANS (OR 1.75% WHEN THE LEVERAGE RATIO AS OF THE MOST RECENTLY COMPLETED FISCAL
QUARTER IS LESS THAN 2.0 TO 1.0).
SECTION 2.4
REPAYMENT.
(A)
[RESERVED].
(B)
COMMENCING SEPTEMBER 30, 2006 AND AT THE END OF EACH CALENDAR
QUARTER FOR THE NEXT 26 CALENDAR QUARTERS, THE OUTSTANDING PRINCIPAL BALANCE OF
THE LOANS SHALL BE REPAID IN AN AMOUNT EQUAL TO THE PRODUCT OF THE OUTSTANDING
PRINCIPAL BALANCE OF THE LOANS AS OF THE OPENING OF BUSINESS ON SEPTEMBER 30,
2006 MULTIPLIED BY 0.25%.
ON JUNE 7, 2013, THE OUTSTANDING PRINCIPAL BALANCE OF
THE LOANS, IF ANY, SHALL BE REPAID IN FULL.
NOTWITHSTANDING ANYTHING TO THE
CONTRARY IN THIS SECTION 2.4, ANY UNPAID PRINCIPAL AND INTEREST OF THE LOANS
SHALL BE DUE AND PAYABLE IN FULL ON THE MATURITY DATE.
SECTION 2.5
[RESERVED].
SECTION 2.6
OPTIONAL PREPAYMENTS AND APPLICATION OF PREPAYMENTS.
(A)
OPTIONAL PREPAYMENT OF LOANS.
SUBJECT TO SECTION 2.6(B), THE
PRINCIPAL AMOUNT OF ANY BASE RATE LOAN MAY BE PREPAID IN FULL OR IN PART AT ANY
TIME, WITHOUT PENALTY OR PREMIUM AND WITHOUT REGARD TO THE PAYMENT DATE FOR SUCH
LOAN, UPON NOT LESS THAN ONE (1) BUSINESS DAY'S PRIOR WRITTEN NOTICE TO THE
ADMINISTRATIVE AGENT OF SUCH PREPAYMENT.
SUBJECT TO SECTION 2.6(B) AND
SECTION 2.11, EURODOLLAR LOANS MAY BE PREPAID PRIOR TO THE DUE DATE THEREOF,
UPON NOT LESS THAN THREE (3) BUSINESS DAYS' PRIOR WRITTEN NOTICE TO THE
ADMINISTRATIVE AGENT.
PARTIAL PREPAYMENTS SHALL BE IN A PRINCIPAL AMOUNT OF NOT
LESS THAN $1,000,000 AND IN AN INTEGRAL MULTIPLE OF $500,000.
A NOTICE OF
PREPAYMENT SHALL BE IRREVOCABLE.
29
(B)
APPLICATION OF PREPAYMENT.
EACH PREPAYMENT OF THE LOANS SHALL BE
APPLIED (I) FIRST, IN DIRECT ORDER OF MATURITIES, TO THE NEXT FOUR SCHEDULED
PRINCIPAL REPAYMENT INSTALLMENTS OF THE LOANS AND (II) SECOND, TO THE OTHER
PRINCIPAL REPAYMENT INSTALLMENTS OF THE LOANS ON A PRO RATA BASIS.
THE
PREPAYMENT OF ANY PRINCIPAL AMOUNT OF LOANS SHALL BE MADE WITH ACCRUED INTEREST
TO THE DATE OF SUCH PREPAYMENT ON THE AGGREGATE PRINCIPAL AMOUNT PREPAID AND
DURATEK SHALL REIMBURSE THE LENDERS AND THE ADMINISTRATIVE AGENT, ON DEMAND, FOR
ANY LOSS OR OUT-OF-POCKET EXPENSE INCURRED BY ANY LENDER OR THE ADMINISTRATIVE
AGENT IN CONNECTION WITH SUCH PREPAYMENT, AS SET FORTH IN SECTION 2.11 HEREOF.
ANY PREPAYMENT UNDER THIS AGREEMENT SHALL NOT AFFECT DURATEK'S OBLIGATION TO
CONTINUE MAKING PAYMENTS UNDER ANY SECURED HEDGE AGREEMENTS, WHICH SHALL REMAIN
IN FULL FORCE AND EFFECT NOTWITHSTANDING SUCH PREPAYMENT, SUBJECT TO THE TERMS
OF SUCH SECURED HEDGE AGREEMENTS.
SECTION 2.7
[RESERVED].
SECTION 2.8
MANDATORY PREPAYMENTS.
(A)
IN ADDITION TO THE SCHEDULED REPAYMENTS PROVIDED FOR IN
SECTION 2.4 HEREOF, DURATEK SHALL PREPAY THE LOANS IN AN AMOUNT EQUAL TO 100% OF
THE NET PROCEEDS (W) FROM ANY SALE OR DISPOSITION BY DURATEK OR ANY OF ITS
SUBSIDIARIES OF ANY INTEREST IN ANY LOAN PARTY (OTHER THAN FROM A SALE TO
ANOTHER LOAN PARTY), (X) EXCEPT AS SET