Common use of 08Termination and Reduction of Commitments Clause in Contracts

08Termination and Reduction of Commitments. (a) Unless previously terminated or extended, the Revolving Commitments shall terminate on the Revolving Termination Date. (b) The Borrower may at any time, without premium or penalty, terminate, or from time to time reduce, the Commitments of any Class, provided that (i) each reduction of the Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 and (ii) the Borrower shall not terminate or reduce any Class of Revolving Commitments to the extent that, after giving effect to any concurrent prepayment of the Revolving Loans of such Class in accordance with Section 2.11, the aggregate Revolving Exposure (calculated using the Exchange Rate in effect as of the date of the proposed termination or reduction) of such Class (excluding the portion of the Revolving Exposure attributable to outstanding Letters of Credit if and to the extent that the Borrower has Cash Collateralized such Letters of Credit or made other arrangements satisfactory to the applicable Issuing Bank with respect to such Letters of Credit) would exceed the aggregate Revolving Commitments of such Class. For the avoidance of doubt, prior to the 2018 Revolving Commitment Maturity Date, all voluntary terminations or reductions of Revolving Commitments pursuant to this paragraph shall be applied to the 2018 Revolving Commitments and the 2024 Revolving Commitments on a pro rata basis. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least one Business Day prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable, provided that a notice of termination of the Commitments of 113 any Class delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other Indebtedness or any other specified event, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class. (d) The Borrower, in its sole discretion, shall have the right, but not the obligation, at any time so long as no Event of Default has occurred and is continuing, upon at least one Business Days’ notice to a Defaulting Lender (with a copy to the Administrative Agent), to terminate in whole such Defaulting Lender’s Commitment; provided that, after giving effect to such termination, the aggregate Revolving Exposure of all Revolving Lenders does not exceed the aggregate Revolving Commitments. Such termination shall be effective with respect to such Defaulting Lender’s unused portion of its Commitment on the date set forth in such notice. No termination of the Commitment of a Defaulting Lender shall be deemed a waiver or release of any claim the Borrower, the Administrative Agent, an Issuing Bank or any Lender may have against the Defaulting Lender.

08Termination and Reduction of Commitments. (a) Unless previously terminated or extendedterminated, the Revolving Facility Commitments shall terminate on the Revolving Termination Facility Maturity Date. On the Closing Date (after giving effect to the funding of the Term B Loans made on such date), the Term B Loan Commitments of each Lender as of the Closing Date were terminated. On the First Incremental Assumption and Amendment Agreement Effective Date (after giving effect to the funding of the Incremental Term B-1 Loans to be made on such date), the Term B-1 Loan Commitments of each Lender as of the First Incremental Assumption and Amendment Agreement Effective Date were terminated. On the Fourth Incremental Assumption and Amendment Agreement Effective Date (after giving effect to the funding of the Incremental Term B-2 Loans to be made on such date), the Term B-2 Loan Commitments of each Lender as of the Fourth Incremental Assumption and Amendment Agreement Effective Date will terminate. (ba) The Borrower may at any time, without premium or penalty, time terminate, or from time to time reduce, the Commitments of any ClassRevolving Facility Commitments; provided, provided that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 250,000 and not less than $1,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments) and (ii) the Borrower shall not terminate or reduce any Class of the Revolving Facility Commitments to the extent thatif, after giving effect to any concurrent prepayment of the Revolving Facility Loans of such Class in accordance with Section 2.11, the aggregate Revolving Facility Credit Exposure (calculated using the Exchange Rate in effect as of the date of the proposed termination or reduction) of such Class (excluding the portion of the Revolving Exposure attributable to outstanding Letters of Credit if and to the extent that the Borrower has Cash Collateralized such Letters of Credit or made other arrangements satisfactory to the applicable Issuing Bank with respect to such Letters of Credit) would exceed the aggregate total Revolving Commitments of such Class. For the avoidance of doubt, prior to the 2018 Revolving Commitment Maturity Date, all voluntary terminations or reductions of Revolving Commitments pursuant to this paragraph shall be applied to the 2018 Revolving Commitments and the 2024 Revolving Commitments on a pro rata basisFacility Commitments. (cb) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments under paragraph (b) of this Section 2.08 at least one three Business Day Days prior to the effective date of such termination or reductionreduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of 113 any Class delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities facilities, indentures or the receipt of proceeds from the issuance of similar agreements or other Indebtedness or any other specified eventtransactions, in which case such notice may be revoked by the Borrower (by notice to the ​ ​ Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such ClassCommitments. (d) The Borrower, in its sole discretion, shall have the right, but not the obligation, at any time so long as no Event of Default has occurred and is continuing, upon at least one Business Days’ notice to a Defaulting Lender (with a copy to the Administrative Agent), to terminate in whole such Defaulting Lender’s Commitment; provided that, after giving effect to such termination, the aggregate Revolving Exposure of all Revolving Lenders does not exceed the aggregate Revolving Commitments. Such termination shall be effective with respect to such Defaulting Lender’s unused portion of its Commitment on the date set forth in such notice. No termination of the Commitment of a Defaulting Lender shall be deemed a waiver or release of any claim the Borrower, the Administrative Agent, an Issuing Bank or any Lender may have against the Defaulting Lender.

08Termination and Reduction of Commitments. (a) Unless previously terminated or extendedterminated, (i) the Initial Term Commitments in effect on the Effective Date shall automatically terminate on the earlier of (A) immediately following the making of the Initial Term Loans on the Effective Date and (B) 5:00 p.m., New York City time, on the Effective Date, ​ and (ii) the Initial Revolving Commitments shall automatically terminate on the Initial Revolving Termination Maturity Date. (b) The Borrower may at any time, without premium or penalty, time terminate, or from time to time reduce, the Commitments of any Class, provided that (i) each reduction of the Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Commitments of any Class of Revolving Commitments to the extent thatif, after giving effect to any concurrent prepayment of the Revolving Loans of such Class or Swingline Loans in accordance with Section 2.11, the aggregate Revolving Exposure (calculated using the Exchange Rate in effect as of the date of the proposed termination or reduction) Exposures of such Class (excluding the portion of the Revolving Exposure attributable to outstanding Letters of Credit if and to the extent that the Borrower has Cash Collateralized such Letters of Credit or made other arrangements satisfactory to the applicable Issuing Bank with respect to such Letters of Credit) would exceed the aggregate Revolving Commitments of such Class. For ; provided that, after the avoidance establishment of doubtany Additional Revolving Commitments of any Class, prior any such termination or reduction of the Revolving Commitments of any Class shall be subject to the 2018 Revolving Commitment Maturity Dateprovisions set forth in Section 2.23 and/or 2.24, all voluntary terminations or reductions of Revolving Commitments pursuant to this paragraph shall be applied to the 2018 Revolving Commitments and the 2024 Revolving Commitments on a pro rata basisas applicable. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least one Business Day prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable, provided that a any such notice of termination of the Commitments of 113 any Class delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other Indebtedness or any the occurrence of some other specified eventevent or condition identified therein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective datedate of termination) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class. (d) The Borrower, in its sole discretion, shall have the right, but not the obligation, at any time so long as no Event of Default has occurred and is continuing, upon at least one Business Days’ notice to a Defaulting Lender (with a copy to the Administrative Agent), to terminate in whole such Defaulting Lender’s Commitment; provided that, after giving effect to such termination, the aggregate Revolving Exposure of all Revolving Lenders does not exceed the aggregate Revolving Commitments. Such termination shall be effective with respect to such Defaulting Lender’s unused portion of its Commitment on the date set forth in such notice. No termination of the Commitment of a Defaulting Lender shall be deemed a waiver or release of any claim the Borrower, the Administrative Agent, an Issuing Bank or any Lender may have against the Defaulting Lender.

08Termination and Reduction of Commitments. (a) Unless previously terminated or extendedterminated, the Term B-1 Loan Commitments and Additional Term B-1 Commitments shall terminate at 11:59 p.m., New York City time, on the Effective Date. The Revolving Commitments shall terminate at 11:59 p.m., New York City time, on the Revolving Termination Maturity Date. (b) The Borrower may at any time, without premium or penalty, time terminate, or from time to time reduce, the Commitments of any Class, ; provided that (i) each reduction of the Commitments of any Class shall be in an amount that is an integral multiple of $500,000 and not less than $1,000,000 and (ii) the Borrower shall not terminate or reduce any Class of the Revolving Commitments to the extent thatif, after giving effect to any concurrent prepayment of the Revolving Loans of such Class in accordance with Section 2.11, the aggregate Revolving Exposure (calculated using the Exchange Rate in effect as of the date of the proposed termination or reduction) of such Class (excluding the portion of the Revolving Exposure attributable to outstanding Letters of Credit if and to the extent that the Borrower has Cash Collateralized such Letters of Credit or made other arrangements satisfactory to the applicable Issuing Bank with respect to such Letters of Credit) Exposures would exceed the aggregate Revolving Commitments. The Borrower may terminate the Commitments of such Class. For the avoidance of doubt, prior any Defaulting Lender on a non-pro rata basis upon notice to the 2018 Revolving Commitment Maturity Date, all voluntary terminations or reductions of Revolving Commitments pursuant to this paragraph shall be applied to the 2018 Revolving Commitments and the 2024 Revolving Commitments on a pro rata basisAdministrative Agent. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least one Business Day prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable, ; provided that a notice of termination of the Revolving Commitments of 113 any Class delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other Indebtedness or any the occurrence of some other specified eventidentifiable event or condition, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective datedate of termination) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class. (d) The Borrower, in its sole discretion, shall have the right, but not the obligation, at any time so long as no Event of Default has occurred and is continuing, upon at least one Business Days’ notice to a Defaulting Lender (with a copy to the Administrative Agent), to terminate in whole such Defaulting Lender’s Commitment; provided that, after giving effect to such termination, the aggregate Revolving Exposure of all Revolving Lenders does not exceed the aggregate Revolving Commitments. Such termination shall be effective with respect to such Defaulting Lender’s unused portion of its Commitment on the date set forth in such notice. No termination of the Commitment of a Defaulting Lender shall be deemed a waiver or release of any claim the Borrower, the Administrative Agent, an Issuing Bank or any Lender may have against the Defaulting Lender.

08Termination and Reduction of Commitments. (a1) Unless previously terminated or extendedterminated, the Revolving Facility Commitments shall will terminate on the Revolving Termination Maturity Date. (b2) The Borrower Borrowers may at any time, without premium or penalty, time terminate, or from time to time reduce, any Class of the Commitments of any Class, Revolving Facility Commitments; provided that (i) each reduction of the Revolving Facility Commitments of any Class shall will be in an amount that is an integral multiple of $500,000 1.0 million and not less than $1,000,000 5.0 million (or, if less, the remaining amount of the applicable Revolving Facility Commitments) and (ii) the Borrower shall Borrowers will not terminate or reduce any Class of the Revolving Facility Commitments to the extent thatif, after giving effect to any concurrent prepayment of the Revolving Loans of such Class in accordance with Section 2.11, the aggregate Revolving Facility Credit Exposure (calculated using the Exchange Rate in effect as of the date of the proposed termination or reduction) of such Class (excluding the portion of the Revolving Exposure attributable to outstanding Letters of Credit if and to the extent that the Borrower has Cash Collateralized such Letters of Credit or made other arrangements satisfactory to the applicable Issuing Bank with respect to such Letters of Credit) would exceed the aggregate Revolving Commitments of such Class. For the avoidance of doubt, prior to the 2018 Revolving Commitment Maturity Date, all voluntary terminations or reductions of Revolving Commitments pursuant to this paragraph shall be applied to the 2018 Revolving Commitments and the 2024 Revolving Commitments on a pro rata basisLine Cap. (c3) The Borrower shall Borrowers will notify the Administrative Agent of any election to terminate or reduce any Class of the Revolving Facility Commitments under paragraph (b2) of this Section 2.08 at least one three Business Day Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall will advise the Lenders of the contents thereof. Each notice delivered by the Borrower Borrowers pursuant to this Section shall 2.08 will be irrevocable, ; provided that a notice of termination of the Revolving Facility Commitments of 113 any Class delivered by the Borrower Borrowers may state that such notice is revocable or conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other Indebtedness or any other specified eventfacilities, in which case such notice may be revoked or extended by the Borrower Borrowers (by notice to the Administrative Agent on or prior to the specified effective closing date) if such condition is not satisfied). Any termination or reduction of the Revolving Facility Commitments of any Class shall will be permanent. Each reduction of the Commitments of any Class shall of the Revolving Facility Commitments will be made ratably among the Lenders in accordance with their respective Revolving Facility Commitments of such Class. (d) The Borrower, in its sole discretion, shall have the right, but not the obligation, at any time so long as no Event of Default has occurred and is continuing, upon at least one Business Days’ notice to a Defaulting Lender (with a copy to the Administrative Agent), to terminate in whole such Defaulting Lender’s Commitment; provided that, after giving effect to such termination, the aggregate Revolving Exposure of all Revolving Lenders does not exceed the aggregate Revolving Commitments. Such termination shall be effective with respect to such Defaulting Lender’s unused portion of its Commitment on the date set forth in such notice. No termination of the Commitment of a Defaulting Lender shall be deemed a waiver or release of any claim the Borrower, the Administrative Agent, an Issuing Bank or any Lender may have against the Defaulting Lender.

08Termination and Reduction of Commitments. (a) Unless previously terminated or extendedterminated, the Revolving Facility Commitments of each Class shall automatically and permanently terminate on the applicable Revolving Termination Date.Facility Maturity Date for such Class. On the Closing Date (after giving effect to the funding of the requested amount of Initial Term Loans by the Initial Term Lenders), the Initial Term Loan Commitments of the Initial Term Lenders will automatically and permanently terminate. ​ ​ ​ (b) The Borrower may at any time, without premium or penalty, time terminate, or from time to time reduce, the Revolving Facility Commitments of any Class; provided, provided that (i) each reduction of the Revolving Facility Commitments of any Class shall be in an amount that is an integral multiple of $500,000 5,000,000 and not less than $1,000,000 10,000,000 (or, if less, the remaining amount of the Revolving Facility Commitments of such Class) and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments of any Class of Revolving Commitments to the extent thatif, after giving effect to any concurrent prepayment of the Revolving Facility Loans of such Class in accordance with Section 2.112.11 and any Cash Collateralization of Letters of Credit in accordance with Section 2.05(j) or (k), as applicable, the aggregate Revolving Facility Credit Exposure (calculated using the Exchange Rate in effect as of the date of the proposed termination or reduction) of such Class (excluding the portion any Cash Collateralized Letter of the Revolving Exposure attributable to outstanding Letters of Credit if and Credit, to the extent that the Borrower has so Cash Collateralized such Letters of Credit or made other arrangements satisfactory to the applicable Issuing Bank with respect to such Letters of CreditCollateralized) would exceed the aggregate total Revolving Facility Commitments of such Class. For the avoidance of doubt, prior to the 2018 Revolving Commitment Maturity Date, all voluntary terminations or reductions of Revolving Commitments pursuant to this paragraph shall be applied to the 2018 Revolving Commitments and the 2024 Revolving Commitments on a pro rata basis. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments of any Class under paragraph clause (b) of this Section 2.08 at least one three (3) Business Day Days prior to the effective date of such termination or reductionreduction (or such shorter period acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided, provided that a notice of termination or reduction of the Revolving Facility Commitments of 113 any Class delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities facilities, indentures or the receipt of proceeds from the issuance of similar agreements or other Indebtedness or any other specified eventtransactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfiedsatisfied or waived by the Borrower. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective Commitments of such Class. (d) The Borrower, in its sole discretion, shall have the right, but not the obligation, at any time so long as no Event of Default has occurred and is continuing, upon at least one Business Days’ notice to a Defaulting Lender (with a copy to the Administrative Agent), to terminate in whole such Defaulting Lender’s Commitment; provided that, after giving effect to such termination, the aggregate Revolving Exposure of all Revolving Lenders does not exceed the aggregate Revolving Commitments. Such termination shall be effective with respect to such Defaulting Lender’s unused portion of its Commitment on the date set forth in such notice. No termination of the Commitment of a Defaulting Lender shall be deemed a waiver or release of any claim the Borrower, the Administrative Agent, an Issuing Bank or any Lender may have against the Defaulting Lender.