PERIOD FOR SUCH
EURODOLLAR RATE LOAN.
DURING THE EXISTENCE OF A DEFAULT, NO TERM LOANS MAY BE
CONVERTED TO OR CONTINUED AS EURODOLLAR RATE LOANS WITHOUT THE CONSENT OF THE
REQUIRED LENDERS.
(D)
THE ADMINISTRATIVE AGENT SHALL PROMPTLY NOTIFY THE BORROWER AGENT
AND THE LENDERS OF THE INTEREST RATE APPLICABLE TO ANY INTEREST PERIOD FOR
EURODOLLAR RATE LOANS UPON DETERMINATION OF SUCH INTEREST RATE.
AT ANY TIME
THAT BASE RATE LOANS ARE OUTSTANDING, THE ADMINISTRATIVE AGENT SHALL NOTIFY THE
BORROWER AGENT AND THE LENDERS OF ANY CHANGE IN BANK OF AMERICA'S PRIME RATE
USED IN DETERMINING THE BASE RATE PROMPTLY FOLLOWING THE PUBLIC ANNOUNCEMENT OF
SUCH CHANGE.
28
(E)
AFTER GIVING EFFECT TO ALL BORROWINGS, ALL CONVERSIONS OF TERM
LOANS FROM ONE TYPE TO THE OTHER, AND ALL CONTINUATIONS OF TERM LOANS AS THE
SAME TYPE, THERE SHALL NOT BE MORE THAN 4 INTEREST PERIODS IN EFFECT.
2.03
INTENTIONALLY OMITTED.
2.04
Intentionally Omitted.
2.05
Prepayments.
(a)
Optional.
(I)
GENERALLY.
SUBJECT TO (A) THE PRIOR PAYMENT IN FULL OF THE
FIRST LIEN OBLIGATIONS, (B) SECTION 2.05(A)(II) AND (C) THE LAST TWO SENTENCES
OF THIS SECTION 2.05(A)(I), THE BORROWERS MAY, UPON NOTICE TO THE ADMINISTRATIVE
AGENT, AT ANY TIME OR FROM TIME TO TIME VOLUNTARILY PREPAY THE TERM LOANS IN
WHOLE OR IN PART; PROVIDED THAT (A) SUCH NOTICE MUST BE RECEIVED BY THE
ADMINISTRATIVE AGENT NOT LATER THAN 11:00 A.M. (1) THREE BUSINESS DAYS PRIOR TO
ANY DATE OF PREPAYMENT OF EURODOLLAR RATE LOANS AND (2) ON THE DATE OF
PREPAYMENT OF BASE RATE LOANS; (B) ANY PREPAYMENT OF EURODOLLAR RATE LOANS SHALL
BE IN A PRINCIPAL AMOUNT OF $5,000,000 OR A WHOLE MULTIPLE OF $1,000,000 IN
EXCESS THEREOF; AND (C) ANY PREPAYMENT OF BASE RATE LOANS SHALL BE IN A
PRINCIPAL AMOUNT OF $500,000 OR A WHOLE MULTIPLE OF $100,000 IN EXCESS THEREOF
OR, IN EACH CASE, IF LESS, THE ENTIRE PRINCIPAL AMOUNT THEREOF THEN
OUTSTANDING.
EACH SUCH NOTICE SHALL SPECIFY THE DATE AND AMOUNT OF SUCH
PREPAYMENT AND THE TYPE(S) OF TERM LOANS TO BE PREPAID AND, IF EURODOLLAR RATE
LOANS ARE TO BE PREPAID, THE INTEREST PERIOD(S) OF SUCH TERM LOANS.
THE
ADMINISTRATIVE AGENT WILL PROMPTLY NOTIFY EACH LENDER OF ITS RECEIPT OF EACH
SUCH NOTICE, AND OF THE AMOUNT OF SUCH LENDER'S RATABLE PORTION OF SUCH
PREPAYMENT (BASED ON SUCH LENDER'S APPLICABLE PERCENTAGE).
IF SUCH NOTICE IS
GIVEN BY THE BORROWER AGENT, THE BORROWERS SHALL MAKE SUCH PREPAYMENT AND THE
PAYMENT AMOUNT SPECIFIED IN SUCH NOTICE SHALL BE DUE AND PAYABLE ON THE DATE
SPECIFIED THEREIN.
ANY PREPAYMENT OF A EURODOLLAR RATE LOAN SHALL BE
ACCOMPANIED BY ALL ACCRUED INTEREST ON THE AMOUNT PREPAID, TOGETHER WITH ANY
ADDITIONAL AMOUNTS REQUIRED PURSUANT TO SECTION 3.05.
EACH PREPAYMENT OF THE
OUTSTANDING TERM LOANS PURSUANT TO THIS SECTION 2.05(A) SHALL BE APPLIED TO THE
OUTSTANDING PRINCIPAL BALANCE OF THE TERM LOANS, AND EACH SUCH PREPAYMENT SHALL
BE PAID TO THE LENDERS IN ACCORDANCE WITH THEIR RESPECTIVE APPLICABLE
PERCENTAGES.
(II)
PREPAYMENT PREMIUMS.
(A)
Notwithstanding anything herein to the contrary, all