Application of Prepayments. All prepayments pursuant to [Section 2.03(a)(iii), (iv), and (v)])])] shall be applied to prepay the Term Loans among the various Classes thereof on a ratable basis (in accordance with the aggregate outstanding principal amount of the Term Loans of each such Class) on order of maturity, unless otherwise agreed among the Borrower and the ​ providing Extended Loans in accordance with [Section 2.13] (it being understood that, in any case, the Initial Loans shall not be allocated to any Class in an amount less than such Class’s pro rate share of such prepayment). Unless otherwise provided herein, each such prepayment shall be paid to the ​ in accordance with their respective Pro Rata Shares.

Application of Payments. (A) Except as may otherwise be set forth in any Refinancing Amendment, Extension Amendment or any Incremental Amendment, each prepayment of Term Loans pursuant to Section 2.07(b)(i), (ii) or (iii) shall be applied ratably to each Class of Term Loans then outstanding (provided that any prepayment of Term Loans with the Net Cash Proceeds of Credit Agreement Refinancing Indebtedness shall be applied solely to each applicable Class of Refinanced Debt), # with respect to each Class of Loans (other than Revolving Loans or Swing Line Loans), each prepayment pursuant to [clauses (i) through (iii) of this Section 2.07(b)] shall be applied to remaining scheduled installments of principal thereof following the date of prepayment pursuant to Section 2.09 as directed by the ​ and specified in the notice of prepayment (and absent such direction, in direct order of maturity of the remaining installments under the applicable Class of Loans), and # each such prepayment shall be paid to the Lenders in accordance with their respective Pro Rata Shares of such prepayment.

Application of Prepayments. Any prepayment pursuant to Section 2.10 of a Borrowing of any Class following the Existing Commitment Termination Date shall be applied ratably as between the then outstanding Non-Extended Loans and Extended Loans, and shall reduce the subsequent scheduled repayments of the Borrowings of such Class to be made pursuant to [Section 2.09(a)(i) or (ii)])] in the manner specified by the Borrower in the applicable notice of prepayment (or, if no such specification is made therein, such prepayment shall reduce the subsequent scheduled repayments of the Borrowings of such Class ratably based on the amount of such scheduled repayments).

Application of Term Loan Prepayments. Each prepayment of Loans pursuant to the foregoing subclauses [(i) and (ii) of this Section 2.05(b)] shall be applied to the remaining scheduled installments of principal thereof in direct order of maturity unless otherwise directed by the Borrower, and the Borrower may elect to apply such prepayments of Term Loans to one or more Class or Classes of Term Loans selected by the Borrower in its sole discretion (provided that such prepayments may not be directed to a later maturing Class without at least a pro rata repayment of any earlier maturing Classes). Subject to [Section 2.15], such prepayments shall be paid to the Term Lenders in accordance with their respective Applicable Percentages in respect of the Term Facilities.

Except with respect to Loans incurred in connection with any Refinancing Amendment, or Term Loan Extension Request, # each prepayment of Term Loans pursuant to this Section 2.05(b) shall be applied ratably to each Class of Term Loans then outstanding; provided that any prepayment of Term Loans with the Net Proceeds of Credit Agreement Refinancing Indebtedness shall be applied solely to each applicable Class of Refinanced Debt; # with respect to each Class of Term Loans, each prepayment pursuant to [clauses (i) through (iii) of this Section 2.05(b)] shall be applied to the scheduled installments of principal thereof following the date of prepayment pursuant to Section 2.07