This excerpt taken from the BC 10-Q filed May 6, 2005.
SECTION 2.11. Prepayment of Loans.
(a) Optional Prepayments. Each Borrower shall have the right at any time and from time to time to prepay any Borrowing in whole or in part, subject to the requirements of this Section; provided that the Company or the applicable Subsidiary Borrower shall not have the right to prepay any Competitive Loan without the prior consent of the Lender thereof.
(b) Mandatory Prepayments.
(i) Determination of Amount Outstanding. On each Quarterly Date and promptly upon the receipt by the Administrative Agent of a Currency Valuation Notice, the Administrative Agent shall determine (A) the sum of the total Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans and (B) the aggregate Dollar Amount of all Syndicated Loans, Competitive Loans and Letters of Credit denominated in any Agreed Foreign Currency. Upon making such determination, the Administrative Agent shall promptly notify the Lenders and the Company thereof.
(ii) Prepayment. If, on the date of such determination, (A) the sum specified in clause (A) of such preceding paragraph exceeds 105% of the total Commitments as then in effect, (B) the amount specified in clause (B) of the immediately preceding paragraph exceeds $150,000,000 or (C) the amount specified in said clause (A) in respect of Letters of Credit exceeds $150,000,000, the Borrowers shall, on the date of such determination, prepay the Syndicated Loans, the Swingline Loans and/or Competitive Loans (and/or provide cover for LC Exposure as specified in Section 2.06(k)) in such amounts as shall be necessary so that after giving effect thereto such condition no longer exists.
For purposes hereof, Currency Valuation Notice means a notice given by the Required Lenders or by any Issuing Lender to the Administrative Agent stating that such notice is a Currency Valuation Notice and requesting that the Administrative Agent determine (A) the sum of the total Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans and (B) the aggregate Dollar Amount of all Syndicated Loans, Competitive Loans and Letters of Credit denominated in an Agreed Foreign Currency. Unless an Event of Default shall have occurred and be continuing, the Administrative Agent shall not be required to make more than one valuation determination pursuant to Currency Valuation Notices within any three month period. Any prepayment pursuant to this paragraph shall be applied, first, to Swingline Loans, second, to Syndicated Loans outstanding, third, as cover for LC Exposure and next, to Competitive Loans outstanding.
(c) Notices, Etc. The Company shall notify the Administrative Agent (and, in the case of prepayment of a Swingline Loan, the Swingline Lender) by telephone (confirmed by telecopy) of any prepayment hereunder:
(i) in the case of prepayment of a Syndicated Eurocurrency Borrowing or a Competitive Borrowing to the Company or a Domestic Subsidiary Borrower
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denominated in Dollars, not later than 11:00 a.m., New York City time, before the date of prepayment;
(ii) in the case of a Syndicated Borrowing or a Competitive Borrowing denominated in a Foreign Currency, or a Syndicated Borrowing of a Foreign Subsidiary Borrower denominated in Dollars, not later than 11:00 a.m., London time, three Business Days before the date of prepayment;
(iii) in the case of prepayment of an ABR Borrowing, not later than 9:00 a.m., New York City time, on the date of prepayment; or
(iv) in the case of prepayment of a Swingline Loan, not later than 1:00 p.m., New York City time, on the date of prepayment.
Each such notice shall be irrevocable and shall specify the prepayment date, the principal amount of each Borrowing or portion thereof to be prepaid and, in the case of a mandatory prepayment, a reasonably detailed calculation of the amount of such prepayment; provided that, if a notice of prepayment is given in connection with a conditional notice of termination of the Commitments as contemplated by Section 2.09, then such notice of prepayment may be revoked if such notice of termination is revoked in accordance with Section 2.09. Promptly following receipt of any such notice relating to a Syndicated Borrowing or Competitive Borrowing, the Administrative Agent shall advise the relevant Lenders of the contents thereof. Each partial prepayment of any Borrowing shall be in an amount that would be permitted in the case of a Borrowing of the same Type as provided in Section 2.02, except as necessary to apply fully the required amount of a mandatory prepayment. Prepayments shall be accompanied by accrued interest to the extent required by Section 2.14 and shall be made in the manner specified in Section 2.19(a).