American Home Shield 2010 Annual Report Download - page 175

of Letters of Credit issued for its account in whole or in part, subject to subsection 3.12, without premium or penalty, upon at
least three Business Days' irrevocable (subject to the proviso to the third following sentence) notice by the Parent Borrower
to the Administrative Agent (in the case of Eurocurrency Loans outstanding in Dollars or any Designated Foreign Currency
and Reimbursement Obligations outstanding in any Designated Foreign Currency) and at least one Business Day's
irrevocable (subject to the proviso to the third following sentence) notice by the Parent Borrower to the Administrative Agent
(in the case of (x) ABR Loans other than Swing Line Loans and (y) Reimbursement Obligations outstanding in Dollars) or
same day irrevocable (subject to the proviso to the third following sentence) notice by the Parent Borrower to the
Administrative Agent (in the case of Swing Line Loans). Such notice shall specify the identity of the prepaying Borrower,
the date and amount of prepayment and whether the prepayment is (i) of Tranche A Revolving Loans, Tranche B Revolving
Loans, Extended Revolving Loans or Swing Line Loans, or a combination thereof, and (ii) of Eurocurrency Loans, ABR
Loans or a combination thereof and, in each case if a combination thereof, the principal amount allocable to each and, in the
case of any prepayment of Reimbursement Obligations, the date and amount of prepayment, the identity of the applicable
Letter of Credit or Letters of Credit and the amount allocable to each of such Reimbursement Obligations. Upon the receipt
of any such notice the Administrative Agent shall promptly notify each affected Lender thereof. If any such notice is given,
the amount specified in such notice shall be due and payable on the date specified therein, together with (if a Eurocurrency
Loan is prepaid other than at the end of the Interest Period applicable thereto) any amounts payable pursuant to subsection
3.12, provided that, notwithstanding anything to the contrary contained in this Agreement, the Borrower may rescind or
postpone any notice of prepayment under this subsection 3.4(a) if such prepayment would have resulted from a refinancing of
the Facility, which refinancing shall not be consummated or shall otherwise be delayed. Partial prepayments of the
Revolving Loans and the Reimbursement Obligations pursuant to this subsection shall (unless the Parent Borrower otherwise
directs) be applied, first, to payment of the Swing Line Loans then outstanding, second, to payment of the Tranche A
Revolving Loans (if the prepayment is of Revolving Tranche A Loans in connection with a concomitant reduction in
Revolving Credit Tranche A Commitments pursuant to subsection 2.3), Revolving Tranche B Loans (if the prepayment is of
Revolving Tranche B Loans in connection with a concomitant reduction in Revolving Tranche B Commitments pursuant to
subsection 2.3), a Tranche of Extended Revolving Loans (if the prepayment is of such Tranche of Extended Revolving Loans
in connection with a concomitant reduction such Tranche of Extended Revolving Commitments pursuant to subsection 2.3),
or Revolving Credit Loans on a pro rata basis (in all other circumstances), as applicable, in each case then outstanding, third,
to payment of any Reimbursement Obligations then outstanding and, last, to cash collateralize any outstanding L/C
Obligation on terms reasonably satisfactory to the Administrative Agent; provided,
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