Common use of Application of Certain Mandatory Prepayments Clause in Contracts

Application of Certain Mandatory Prepayments. Any -------------------------------------------- prepayments made by Borrower pursuant to Section 1.3(b)(ii) or (b)(iii)(B) shall ----------------- ----------- be applied as follows: first, to Fees and reimbursable expenses of Lender then ----- due and payable pursuant to any of the Loan Documents; second, to interest then ------ due and payable on Term Loan B; third, to prepay the principal amount of Term ----- Loan B until such Loan shall have been prepaid in full; fourth, to interest then ------ due and payable on Term Loan A; fifth, to prepay the scheduled installments of ----- Term Loan A in inverse order of maturity, until such Loan shall have been prepaid in full; sixth, to interest then due and payable on the Revolving Credit ----- Advances; seventh, to the outstanding principal balance of Revolving Credit ------- Advances until the same shall have been paid in full; and eighth, to any Letter ------ of Credit Obligations incurred on behalf of Borrower, to provide cash collateral therefor in the manner set forth in Annex B, until all such Letter of Credit ------- Obligations have been fully cash collateralized in the manner set forth in Annex -----

Application of Certain Mandatory Prepayments. Any -------------------------------------------- prepayments made by -------------------------------------------- Borrower pursuant to Section 1.3(b)(iiclauses (b)(ii) or (b)(iii)(B) b)(iii), above shall ----------------- ----------- be applied as --------------- --------- follows: first, to Fees and reimbursable expenses of Lender Agent then ----- due and payable ----- pursuant to any of the Loan Documents; second, to interest then ------ due and payable ------ on Term Loan Bthe Swing Line Loan; third, to prepay the principal amount balance of Term the Swing Line Loan ----- Loan B until such Loan the same shall have been prepaid repaid in full; fourth, to interest then ------ due and payable on Term Loan A; fifth, to prepay the scheduled installments of ----- Term Loan A in inverse order of maturity, until such Loan shall have been prepaid in full; sixth, to interest then due and ------ payable on the Revolving Credit ----- Advances; seventhfifth, to the outstanding principal ----- balance of Revolving Credit ------- Advances until the same shall have been paid in full; and eighthsixth, to any Letter ------ of Credit Obligations incurred on behalf of BorrowerObligations, to provide cash collateral ----- therefor in the manner set forth in Annex B, until all such Letter of Credit ------- Obligations have been fully cash collateralized in the manner set forth in Annex -----

Application of Certain Mandatory Prepayments. Any prepayments -------------------------------------------- prepayments made by Borrower pursuant to Section 1.3(b)(iiclauses (b)(ii) or (b)(iii)(B) b)(iii), above shall ----------------- ----------- be applied --------------- --------- as follows: first, to Fees and reimbursable expenses of Lender Agent then ----- due and ----- payable pursuant to any of the Loan Documents; second, to interest then ------ due and ------ payable on Term Loan Bthe Swing Line Loan; third, to prepay the principal amount balance of Term the Swing ----- Line Loan B until such Loan the same shall have been prepaid repaid in full; fourth, to interest then ------ due and payable on Term Loan A; fifth, to prepay the scheduled installments of ----- Term Loan A in inverse order of maturity, until such Loan shall have been prepaid in full; sixth, to interest then due and payable on the Revolving Credit ----- Advances; seventhfifth, to the outstanding ----- principal balance of Revolving Credit ------- Advances until the same shall have been paid in full; and eighthsixth, to any Letter ------ of Credit Obligations incurred on behalf of BorrowerObligations, to provide cash ----- collateral therefor in the manner set forth in Annex B, until all such Letter of ------- Credit ------- Obligations have been fully cash collateralized in the manner set forth in Annex -----B. Neither the Revolving Loan Commitment nor the Swing Line ------- Commitment shall be permanently reduced by the amount of any such prepayments.

Application of Certain Mandatory Prepayments. Any prepayments -------------------------------------------- prepayments made by any Borrower pursuant to Section Sections 1.3(b)(ii) or (b)(iii)(Bb)(iii) above ---------------------- -------- (excluding prepayments from condemnation and insurance proceeds, as described in clause (d) below) shall ----------------- ----------- be applied as follows: first, to Fees and reimbursable ---------- expenses of Lender Agent then ----- due and payable pursuant to any of the Loan Documents; second, to interest then ------ due and payable on Term Loan B; third, to prepay the principal amount of Term ----- Loan B until such Loan shall have been prepaid in full; fourth, to interest then ------ due and payable on Term Loan A; fifth, to prepay the scheduled installments of ----- Term Loan A in inverse order of maturity, until such Loan shall have been prepaid in full; sixth, second to interest then due and payable on the Revolving Credit ----- AdvancesAdvances made to that Borrower; sevenththird, to the outstanding principal balance of Revolving Credit ------- Advances outstanding to that Borrower until the same shall have has been paid in full; and eighthfourth, to any Letter ------ of Credit Obligations incurred on behalf of Borrower, such Borrower to provide cash collateral therefor in the manner set forth in Annex B, until all such Letter of Credit ------- Obligations have been fully cash collateralized in the manner set forth in Annex ---------- B; fifth to interest then due and payable on the Revolving Credit Advances - outstanding to each other Borrower, pro rata; sixth, to the principal balance of the Revolving Credit Advances made to each other Borrower, pro rata, until the same has been paid in full, and last to any Letter of Credit Obligations of each other Borrower, pro rata, to provide cash collateral therefor in the manner set forth in Annex B, until all such Letter of Credit Obligations have been fully ------- cash collateralized in the manner set forth in Annex B. The Commitment shall ------- not be permanently reduced by the amount of any such prepayments.

Application of Certain Mandatory Prepayments. Any -------------------------------------------- prepayments made by any Borrower pursuant to Section Sections 1.3(b)(ii) or (b)(iii)(Bb)(iii) above shall ----------------- ----------- be ---------------------------------- applied as follows: first, to repay in full the ----- outstanding principal, accrued interest, and accrued fees and expenses, if any, owing to Prior Lenders under the Pre-Petition Loan Agreement; second, to Fees and reimbursable expenses of Lender Agent ------ then ----- due and payable pursuant to any of the Loan Documents; second, to interest then ------ due and payable on Term Loan B; third, to prepay the principal amount of Term ----- Loan B until such Loan shall have been prepaid in full; fourth, to interest then ------ due and payable on Term Loan A; fifth, to prepay the scheduled installments of ----- Term Loan A in inverse order of maturity, until such Loan shall have been prepaid in full; sixth, to interest then due and payable ----- on the Revolving Credit ----- AdvancesSwing Line Loan; seventhfourth, to the principal ------ balance of the Swing Line Loan outstanding until the same has been repaid in full; fifth, to ----- interest then due and payable on Revolving Credit Advances; sixth, to the principal balance of ----- Revolving Credit ------- Advances outstanding until the same shall have has been paid in full; and eighthlast, to the ---- extent excess proceeds remain after application as provided above, Borrowers shall retain such excess proceeds for working capital and general corporate purposes. Neither the Revolving Loan Commitment nor the Swing Line Commitment shall be permanently reduced by the amount of any Letter ------ of Credit Obligations incurred on behalf of Borrower, to provide cash collateral therefor in the manner set forth in Annex B, until all such Letter of Credit ------- Obligations have been fully cash collateralized in the manner set forth in Annex -----prepayments."