Notice; Manner of Payment. Upon the occurrence of any event triggering the prepayment requirement under [clauses (i) and (ii) above], the Borrower shall promptly deliver a Notice of Prepayment to the Administrative Agent and upon receipt of such notice, the Administrative Agent shall promptly so notify the Lenders. Each prepayment of the Term Loans under this Section shall be applied on a pro rata basis among the Initial Term Loan and each of the Incremental Term Loans (with each such prepayment to be applied within each Class, first, to the next eight (8) scheduled principal repayment installments thereof in direct order of maturity and, thereafter, to the remaining scheduled principal payments on a pro rata basis).

Notice; Manner of Payment. Upon the occurrence of any event triggering the prepayment requirement under [clauses (i) and (ii) above], theThe Borrower shall promptly deliver a Notice of Prepayment tonotify the Administrative Agent and upon receiptin writing of any mandatory prepayment of Term Loans required to be made pursuant to [clauses (i), (ii) or (iii) of this Section 2.05(b)] (in each case, specifying the clause of this Section 2.05(b) under which such prepayment is required) at least four (4) Business Days prior to the date of such notice,prepayment. Each such notice shall specify the date of such prepayment and provide a reasonably detailed calculation of the amount of such prepayment. The Administrative Agent shallwill promptly so notify the Lenders. Each prepaymenteach Appropriate Lender of the Term Loans under this Section shall be applied on a pro rata basis among the Initial Term Loan and eachcontents of the Incremental Term Loans (with eachBorrower’s prepayment notice and of such prepayment to be applied within each Class, first, toAppropriate Lender’s Pro Rata Share of the next eight (8) scheduled principal repayment installments thereof in direct order of maturity and, thereafter, to the remaining scheduled principal payments on a pro rata basis).prepayment.

Notice; Manner of Payment. Upon the occurrence ofrepayment shall be accompanied by any event triggering the prepayment requirement under [clauses (i) and (ii) above], the Borrower shall promptly deliver aamount required to be paid pursuant to [Section 5.9] hereof. A Notice of Prepayment toreceived after 11:00 a.m. shall be deemed received on the Administrative Agent and upon receipt of such notice, thenext Business Day. The Administrative Agent shall promptly so notify the Lenders. Eachapplicable Term Loan Lenders of each Notice of Prepayment. Notwithstanding the foregoing, any Notice of Prepayment delivered in connection with any refinancing of all of the Credit Facility with the proceeds of such refinancing or of any other incurrence of Indebtedness or the occurrence of some other identifiable event or condition, may be, if expressly so stated to be, contingent upon the consummation of such refinancing or incurrence or occurrence of such other identifiable event or condition and may be revoked by the Borrower in the event such contingency is not met (provided that the delay or failure of such contingency shall not relieve the Borrower from its obligations in respect thereof under [Section 5.9]). Any optional prepayment of the Term Loans underpursuant to this Section 4.4(a) shall be applied to reduce the scheduled amortization payments on a pro rata basis among the Initial Term Loan and eachFacility as directed by the Borrower (or in the absence of the Incremental Term Loans (with each such prepayment to be applied within each Class, first, to the next eight (8) scheduled principal repayment installments thereofdirection, in direct order of maturity and, thereafter, to the remaining scheduled principal payments on a pro rata basis)maturity).

Notice; Manner of Payment. Upon the occurrence of any event triggering the prepayment requirement under [clauses (i) and (ii) above], theSECTION # Prepayments. (a) # The Borrower shall promptly deliver a Notice of Prepaymentmay, at its option, upon notice to the Administrative Agent (a “Prepayment Notice”), at any time, voluntarily prepay the principal outstanding amount of the Initial Term Loans made to the Borrower, in whole or in part, plus # all accrued and upon receiptunpaid interest on the principal amount to be prepaid to, but excluding the date of, prepayment and # (other than in connection with a payment made in accordance with [Section 6.16(e)] pursuant to a Change of Control Offer) the Prepayment Premium, if applicable; provided, that # such notice,notice must be received by the Administrative Agent not later than 12:00 p.m., one (1) Business Day prior to any date of prepayment; # any prepayment shall be in a principal amount of $250,000 or a whole multiple of $50,000 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 Class(es) of Term Loans to be prepaid. The Administrative Agent will promptly so notify each Appropriate Lender of its receipt of each such notice, and of the Lenders.amount of such Lender’s Pro Rata Share of such prepayment. The Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein. Each prepayment of the Term Loans underpursuant to this Section[Section 2.03(a)] shall be applied on aamong the Facilities in such amounts as the relevant Borrower may direct in its sole discretion (and absent such direction, pro rata basis among the Initial Term Loan Facilities and each of the Incremental Term Loans (with each such prepayment to be applied within each Class, first, to the next eight (8) scheduled principal repayment installments thereof in direct order of maturity and, thereafter,maturity). Each prepayment made by any Borrower in respect of a particular Facility shall be paid to the remaining scheduled principal payments on a pro rata basis).Administrative Agent for the account of (and to be promptly disbursed to) the Appropriate ​ in accordance with their respective Pro Rata Shares. The Administrative Agent shall have no obligation to calculate, or confirm the accuracy of, the Prepayment Premium or Make-Whole Premium.

Notice; MannerIf notice of Payment. Uponprepayment is given by the Borrower, the Borrower shall make such prepayment and the payment amount specified in such notice shall be due and payable on the date specified therein; provided, however, that any notice of prepayment by the Borrower may be conditioned on the occurrence of any event triggering the prepayment requirement under [clauses (i) and (ii) above],event, in which case such notice may be revoked by the Borrower shall promptly deliver a Notice of Prepayment(by notice delivered to the Administrative Agent and upon receipt of such notice,on or prior to the Administrative Agent shall promptly so notify the Lenders. Each prepaymentdate of the Term Loans under this Section shall be applied on a pro rata basis among the Initial Term Loan and each of the Incremental Term Loans (with eachproposed prepayment) if such prepayment to be applied within each Class, first, to the next eight (8) scheduled principal repayment installments thereof in direct order of maturity and, thereafter, to the remaining scheduled principal payments on a pro rata basis).condition is not satisfied.

Notice; MannerOptional. (i) The Borrower may, upon, subject to clause (iii) below, irrevocable written notice to the Administrative Agent, at any time or from time to time voluntarily prepay Term Loans in whole or in part without premium or penalty (subject to [Section 2.05(a)(iii)]); provided that # such notice must be received by the Administrative Agent not later than 12:00 noon, New York City time, # three (3) Business Days prior to any date of Payment. Uponprepayment of Eurocurrency Rate Loans and # one (1) Business Day prior to any date of prepayment of Base Rate Loans; # any prepayment of Eurocurrency Rate Loans shall be in a minimum principal amount of $1,000,000, or a whole multiple of $250,000 in excess thereof; and # any prepayment of Base Rate Loans shall be in a minimum principal amount of $500,000 or a whole multiple of $100,000 in excess thereof or, in each case, if less, the occurrenceentire principal amount thereof then outstanding. Each such notice shall specify the date and amount of any event triggeringsuch prepayment and the prepayment requirementClass(es) (subject to the requirements of [Sections 2.13 and 2.14]4]) and Type(s) of Loans and the order of Borrowing(s) to be repaid. The Administrative Agent will promptly notify each Appropriate Lender of its receipt of each such notice, and of the amount of such Lender’s Pro Rata Share or other applicable share provided for under [clauses (i) and (ii) above],this Agreement of such prepayment. If such notice is given by the Borrower, the Borrower shall promptly deliver a Notice of Prepayment tomake such prepayment and the Administrative Agentpayment amount specified in such notice shall be due and upon receipt of such notice,payable on the Administrative Agent shall promptly so notify the Lenders. Eachdate specified therein. Any prepayment of a Loan shall be accompanied by all accrued interest thereon, together with any additional amounts required pursuant to [Section 3.05]. In the case of each prepayment of Term Loans underpursuant to this Section[Section 2.05(a)(i), (x)])] each such prepayment shall be applied on a pro rata basis among the Initial Term Loan andratably to each Class of the Incremental Term Loans (withthen outstanding, # with respect to each Class of Term Loans, each such prepayment toshall be applied within each Class, first, to the next eight (8) scheduled installments of principal repayment installments thereof following the date of prepayment pursuant to Section 2.07 in direct order of maturity and, thereafter,maturity, and # each such prepayment shall be paid to the remaining scheduled principal payments on a pro rata basis).Lenders in accordance with their respective Pro Rata Shares of such prepayment.

Notice; Manner of Payment. UponIn the occurrencecase of any event triggering the prepayment requirement under [clauses (i) andmade or to be made in connection with subclauses [(i) or (ii) above], the Borrower shall promptly deliver a Notice of Prepayment to: # the Administrative Agent and uponwill promptly notify each Appropriate Lender of its receipt of each such notice,notice with respect thereto, and of the amount of such Lender’s Pro Rata Share of such proposed prepayment; # if such notice is given by the Borrower (whether on its own behalf or on behalf of any Co-Borrower) or the applicable Co-Borrower, the Borrower (on its own behalf or on behalf of the applicable Co-Borrower(s)) or the applicable Co-Borrower 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 thereon, together with any additional amounts required pursuant to [Section 3.05]; and # each such prepayment shall be applied to the Loans of the Lenders in accordance with their respective Pro Rata Shares. The failure of the Borrower or the applicable Co-Borrower to make a prepayment hereunder following the delivery of a notice of a pending prepayment pursuant to the provisions contained in this clause (a) shall not constitute a Default or Event of Default hereunder; provided, however, that the Administrative Agent shall promptly so notifynot be required to accept any prepayment offered by the Lenders. Each prepayment ofBorrower or the Term Loans under this Section shall be applied on a pro rata basis among the Initial Term Loan and each of the Incremental Term Loans (with each such prepayment to be applied within each Class, first,applicable Co-Borrower hereunder unless timely notice thereof has been given in accordance with (and to the next eight (8) scheduled principal repayment installments thereof in direct orderextent required by) this clause (a) and Borrower’s or the applicable Co-Borrower’s prepayment is accompanied by any “breakage” charges and all other increased costs or charges incurred by the Lenders as the result of maturity and, thereafter, to the remaining scheduled principal payments on a pro rata basis).such prepayment.