Common use of Adjustments by the Company Clause in Contracts

Adjustments by the Company. The Company may permanently reduce the Aggregate Applicable Tranche Commitments under any Applicable Tranche, in whole or in part ratably among the Applicable Banks, in proportion to the amounts of their respective Applicable Tranche Commitments at any time upon written notice to the Administrative Agent; provided, however, that, (i) subject to Sections 2.7(b) or 2.12, the amount of the Aggregate Applicable Tranche Commitments may not be reduced below the outstanding principal amount of the Advance(s) under such Applicable Tranche, and (ii) a notice of termination of any Aggregate Applicable Tranche Commitments delivered by the Company may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may be revoked by the Company (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. The Company may also, with the consent of the Administrative Agent (such consent not to be unreasonably withheld), request that any Bank under an Applicable Tranche (x) convert all or a part of such Bank’s Applicable Tranche Commitments under such Applicable Tranche into Applicable Tranche Commitments under (1) a different then existing Applicable Tranche or (2) a new Additional Applicable Tranche requested by the Company or (y) provide for additional currencies under such Applicable Tranche (provided that in the event any requested currency in such Applicable Tranche or Additional Applicable Tranche, as the case may be, is not U.S. Dollars, such currency is a lawful currency that is readily available and freely transferable and convertible into U.S. Dollars), so long as, in any case, there are no outstanding Loans under either impacted Applicable Tranche or Additional Applicable Tranche at the time of such conversion. Each Bank shall notify the Company within five (5) Business Days of receipt of the Company’s request, in writing, if and by what amount such Bank is willing, in its sole discretion, to so convert its Applicable Tranche Commitments or add additional currencies under an Applicable Tranche. Notwithstanding the foregoing, anything else provided herein or otherwise, if any Bank shall fail to notify the Company within such five (5) Business Day period, such Bank shall be deemed to have declined such requested conversion or addition. In the case of any Additional Applicable Tranche or additional currencies under an Applicable Tranche, the Administrative Agent shall notify the Company and the Banks of any such Additional Applicable Tranche or additional currencies approved as contemplated hereby and, the Applicable Reference Rate, Applicable AA Funds Delivery Deadline, Applicable Alternative Currency Sublimit, Applicable Bank Funding Deadline, Applicable Borrower Notice Deadline and Applicable Payment Time, which such provisions shall be, in each case, (subject to the consent of the Company and those Banks who have agreed to convert commitments into such Additional Applicable Tranche or add additional currencies) and the currencies to be provided thereunder (any such notice, as “Additional Tranche/Currency Confirmation”) which such Additional Tranche/Currency Confirmation shall be deemed to modify Annex II with such additional information as applicable.

Adjustments by the Company. The Company may permanently reduce the Aggregate Applicable Tranche Commitments under any Applicable Tranche, in whole or in part ratably among the Applicable Banks, in proportion to the amounts of their respective Applicable Tranche Commitments at any time upon written notice to the Administrative Agent; provided, however, that, (i) subject to Sections 2.7(b) or 2.12, the amount of the Aggregate Applicable Tranche Commitments may not be reduced below the outstanding principal amount of the Advance(s) under such Applicable Tranche, and (ii) a notice of termination of any Aggregate Applicable Tranche Commitments delivered by the Company may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may be revoked by the Company (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. The Company may also, with the consent of the Administrative Agent (such consent not to be unreasonably withheld), request that any Bank under an Applicable Tranche (x) convert all or a part of such Bank’s Applicable Tranche Commitments under such Applicable Tranche into Applicable Tranche Commitments under (1) a different then existing Applicable Tranche or (2) a new Additional Applicable Tranche requested by the Company Borrower or (y) provide for additional currencies under such Applicable Tranche (provided that in the event any requested currency in such Applicable Tranche or Additional Applicable Tranche, as the case may be, is not U.S. Dollars, such currency is a lawful currency that is readily available and freely transferable and convertible into U.S. Dollars), so long as, in any case, there are no outstanding Loans under either impacted Applicable Tranche or Additional Applicable Tranche at the time of such conversion. Each Bank shall notify the Company within five (5) Business Days of receipt of the Company’s request, in writing, if and by what amount such Bank is willing, in its sole discretion, to so convert its Applicable Tranche Commitments or add additional currencies under an Applicable Tranche. Notwithstanding the foregoing, anything else provided herein or otherwise, if any Bank shall fail to notify the Company within such five (5) Business Day period, such Bank shall be deemed to have declined such requested conversion or addition. In the case of any Additional Applicable Tranche or additional currencies under an Applicable Tranche, the Administrative Agent shall notify the Company and the Banks of any such Additional Applicable Tranche or additional currencies approved as contemplated hereby and, the Applicable Reference Rate, Applicable AA Funds Delivery Deadline, Applicable Alternative Currency Sublimit, Applicable Bank Funding Deadline, Applicable Borrower Notice Deadline and Applicable Payment Time, which such provisions shall be, in each case, (subject to the consent of the Company and those Banks who have agreed to convert commitments into such Additional Applicable Tranche or add additional currencies) and the currencies to be provided thereunder (any such notice, as “Additional Tranche/Currency Confirmation”) which such Additional Tranche/Currency Confirmation shall be deemed to modify Annex II with such additional information as applicable.

Adjustments by the Company. The Company may permanently reduce the Aggregate Applicable Tranche Commitments under any Applicable Tranche, in whole or in part ratably among the Applicable Banks, in proportion to the amounts of their respective Applicable Tranche Commitments at any time upon written notice to the Administrative Agent; provided, however, that, (i) subject to Sections 2.7(b) or 2.12, the amount of the Aggregate Applicable Tranche Commitments may not be reduced below the outstanding principal amount of the Advance(s) under such Applicable Tranche, and (ii) a notice of termination of any Aggregate Applicable Tranche Commitments delivered by the Company may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may be revoked by the Company (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. The Company may also, with the consent of the Administrative Agent (such consent not to be unreasonably withheld), request that any Bank under an Applicable Tranche (x) convert all or a part of such Bank’s Applicable Tranche Commitments under such Applicable Tranche into Applicable Tranche Commitments under (1x) a different then existing Applicable Tranche or (2y) a new Additional Applicable Tranche requested by the Company or (y) provide for additional currencies under such Applicable Tranche Borrower (provided that in the event any such requested currency in such Applicable Tranche or Additional Applicable Tranche, as the case may be, is not U.S. Dollars, such currency is a lawful currency (other than U.S. Dollars) that is readily available and freely transferable and convertible into U.S. Dollars), so long as, in any case, there are no outstanding Loans under either impacted Applicable Tranche or Additional Applicable Tranche at the time of such conversion. Each Bank shall notify the Company within five (5) Business Days of receipt of the Company’s request, in writing, if and by what amount such Bank is willing, in its sole discretion, to so convert its Applicable Tranche Commitments or add additional currencies under an Applicable TrancheCommitments. Notwithstanding the foregoing, anything else provided herein or otherwise, if any Bank shall fail to notify the Company within such five (5) Business Day period, such Bank shall be deemed to have declined such requested conversion or additionconversion. In the case of any Additional Applicable Tranche or additional currencies under an Applicable Tranche, the Administrative Agent shall notify the Company and the Banks of any such Additional Applicable Tranche or additional currencies approved as contemplated hereby and, the Applicable Reference Rate, Applicable AA Funds Delivery Deadline, Applicable Alternative Currency Sublimit, Applicable Bank Funding Deadline, Applicable Borrower Notice Deadline and Applicable Payment Time, which such provisions shall be, in each case, (subject to the consent of the Company and those Banks who have agreed to convert commitments into such Additional Applicable Tranche or add additional currenciesTranche) and the currencies to be provided thereunder (any such notice, as “Additional Tranche/Currency Tranche Confirmation”) which such Additional Tranche/Currency Tranche Confirmation shall be deemed to modify Annex II with such additional information as applicable.