Section #3Principal and Interest Payments; Prepayments; Commitment Fee.

§3.4 Partial Prepayments. Each partial prepayment of the Loans under §3.3 shall be in a minimum amount of $5,000,000, shall be accompanied by the payment of accrued interest on the principal prepaid to the date of payment. Each partial payment under §3.2 and §3.3 shall be applied, first to the principal of Base Rate Loans, and then to the principal of LIBOR Rate Loans.

Notification of Advances, Interest Rates, Prepayments and Commitment Reductions.

SECTION #..... Principal and Interest Payments; Prepayments; Commitment Fee............... 64

Section # Notification of Advances, Interest Rates, Prepayments and Commitment Reductions 39

SECTION # Optional Prepayments. The Borrower may, subject to the terms of any applicable ACL Agreement, prepay the Loan in whole at any time, or from time to time in part in amounts aggregating at least $10,000.00, or any larger multiple of $1,000.00, by paying the principal amount to be prepaid together with accrued interest thereon to the date of prepayment. Each such optional prepayment shall be applied to prepay the Advances.

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).

Prepayments and Amendments. Parent shall not, nor shall it permit any Restricted Subsidiary to:

Except in connection with Refinancing Indebtedness permitted by Section 6.1,

Prepayments After Default. If concurrently with or during the existence of an Event of Default, payment of all or any part of the principal of the Loan is tendered (which tender may be rejected by ​ to the extent permitted by applicable Legal Requirements) by ​, a purchaser at foreclosure, or any other Person, or otherwise recovered by ​ (including through application of any Reserve Funds or any other cash collateral for the Loan pursuant to the Loan Documents), # such tender or recovery shall be deemed to be a voluntary prepayment in an attempt to circumvent the prohibition against prepayment set forth in [Section 2.4.1] herein and # ​, such purchaser at foreclosure or other Person shall pay the Minimum Interest Payment Amount, the Exit Fee and the Breakage Costs, in addition to the Outstanding Principal Balance, all accrued and unpaid interest and other amounts payable under the Loan Documents (including the Interest Shortfall), all out-of-pocket costs and expenses incurred by ​ in connection with such prepayment and if such prepayment occurs prior to the final sale of the Loan in a Secondary Market Transaction, Hedge Losses. Notwithstanding anything to the contrary contained herein or in any other Loan Document, any prepayment of the Debt shall be applied to the Debt in such order and priority as may be determined by ​ in its sole discretion.