Common use of Commitment Reductions Clause in Contracts

Commitment Reductions. i. Prior to the Revolving Period End Date, the Borrower shall have the right to terminate the Commitments in full and, on one (1) occasion, to permanently reduce all or a portion of the unfunded amount of the Commitments upon not less than ten (10) Business Days’ prior written notice to the Administrative Agent (with a copy to the Collateral Custodian) of any such reduction, which notice shall substantially be in the form of Exhibit A-8 and shall specify the effective date of such reduction. Such notice of reduction shall be effective only upon receipt and shall permanently reduce the Commitments of each Lender, pro rata, in the amount of the reduction and on the date specified in such notice; provided that no such reduction will reduce the Commitments below the Advances Outstanding at such time. Any notice of reduction delivered to Administrative Agent shall be irrevocable. ii. The reduction of the Commitments pursuant to Section 2.3(c)(i) shall be permanent and in an amount not less than $10,000,000 and the Commitments, once reduced, shall not be reinstated. The reduction of the Commitments pursuant to this Section 2.3(c) shall be applied ratably among the Lenders in accordance with their respective Pro Rata Share. Simultaneously with the reduction of the Commitments pursuant to this Section 2.3(c), the Borrower shall pay to the Lenders in accordance with their Pro Rata Share any applicable Prepayment Premium payable hereunder in respect of the amount of the Commitments so reduced. Upon receipt of a notice of reduction from the Borrower pursuant to Section 2.3(c)(i), the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender’s ratable share of such reduction. iii. Except in the case of a reduction of all Commitments and repayment in full of all Advances Outstanding on the Termination Date, the Borrower will not reduce the Commitments if, after giving effect to such reduction, it would result in (x) an Unfunded Exposure Shortfall or (y) the Facility Amount being less than $150,000,000.

Commitment Reductions. i. (i) Prior to the Revolving Period End Date, the Borrower shall have the right to terminate the Commitments in full andright, on one (1) occasion, to permanently reduce all or a portion of the unfunded amount of the Commitments upon not less than ten five (105) Business Days’ (or such shorter period agreed to by the Administrative Agent) prior written notice to the Administrative Agent (with a copy to the Collateral Custodian) of any such reduction, which notice shall substantially be in the form of Exhibit A-8 A-10 and shall specify the effective date of such reduction. Such notice of reduction shall be effective only upon receipt and shall permanently reduce the Commitments of each Lender, pro rata, in the amount of the reduction and on the date specified in such notice; provided that no such reduction will reduce the Commitments below the Advances Outstanding at such time. Any notice of reduction delivered to Administrative Agent shall be irrevocable; provided that, any such notice that is conditioned upon the effectiveness of other transactions may be revoked or delayed by the Borrower if such other transactions fail to become effective. (ii. ) The reduction of the Commitments pursuant to Section 2.3(c)(i) shall be permanent and in an amount not less than $10,000,000 and the Commitments, once reduced, shall not be reinstated. The reduction of the Commitments pursuant to this Section 2.3(c) shall be applied ratably among the Lenders in accordance with their respective Pro Rata Share. Simultaneously with the reduction of the Commitments pursuant to this Section 2.3(c), the Borrower shall pay to the Lenders in accordance with their Pro Rata Share any applicable Prepayment Premium prepayment fee payable hereunder under the Transaction Documents in respect of the amount of the Commitments so reduced. Upon receipt of a notice of reduction from the Borrower pursuant to Section 2.3(c)(i), the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender’s ratable share of such reduction. (iii. ) Except in the case of a reduction of all Commitments and repayment in full of all Advances Outstanding on the Termination Date, the Borrower will not reduce the Commitments if, after giving effect to such reduction, it would result in (x) an Unfunded Exposure Shortfall or (y) the Facility Amount being less than $150,000,000100,000,000.

Commitment Reductions. i. Prior (a) On the date of receipt thereof by the Borrower of Cash Proceeds from any Asset Sale (other than Asset Sales not exceeding $250,000 in the aggregate during the term of this Agreement), the Commitment shall be permanently reduced by an amount equal to 100% of the Revolving Period End DateNet Cash Proceeds from such Asset Sale. (b) On the date of the receipt thereof by the Borrower, the Commitment shall be permanently reduced by an amount equal to 100% of the proceeds (net of underwriting discounts, commissions and other reasonable costs associated therewith) of the incurrence of any Indebtedness by the Borrower, other than Indebtedness permitted by Section 7.04 as in effect on the date hereof. (c) On the date of the receipt thereof by the Borrower, the Commitment shall be permanently reduced by an amount equal to 100% of the cash proceeds (net of underwriting discounts, commissions and other reasonable costs associated therewith) of any sale or issuance of its equity (other than the Preferred Stock and proceeds from the exercise of options not to exceed $250,000 during any fiscal year) and 100% of any amount of cash received by the Borrower in connection with any contribution to its capital. (d) On the date of receipt thereof by the Borrower of cash proceeds from any Recovery Event, the Commitment shall be permanently reduced by an amount equal to 100% of the proceeds of such Recovery Event (after deducting reasonable expenses in realizing such proceeds), provided that if the Borrower intends to use such insurance proceeds or condemnation award to replace or repair the affected property, the Borrower may use such proceeds or awards (not exceeding $500,000 in aggregate amount during the term of this Agreement) to purchase such replacement property or make such repairs within 30 days after such Recovery Event and shall have deliver to the right to terminate Lender written evidence of the Commitments use of such proceeds or award for such purpose. (e) The Commitment shall be terminated in full andon the earliest to occur of: (i) the Maturity Date, on one (1ii) occasionif the shareholders of the Borrower disapprove of the sale of shares pursuant to the Securities Purchase Agreement, 45 days after such disapproval, (iii) the fourth monthly anniversary of the Effective Date, if the shareholders of the Borrower fail, within four months after the Effective Date, to permanently reduce all approve or a portion disapprove the sale of securities pursuant to the Securities Purchase Agreement, or (iv) the fourth monthly anniversary of the unfunded amount Effective Date, if the purchase of the Commitments upon not less than ten (10) Business Days’ prior written notice all securities pursuant to the Administrative Agent Securities Purchase Agreement does not occur on or before such fourth monthly anniversary (with a copy to other than by reason of breach by the Collateral CustodianPurchaser (as defined in the Securities Purchase Agreement) of any such reduction, which notice shall substantially be in its obligation under the form of Exhibit A-8 and shall specify the effective date of such reduction. Such notice of reduction shall be effective only upon receipt and shall permanently reduce the Commitments of each Lender, pro rata, in the amount of the reduction and on the date specified in such notice; provided that no such reduction will reduce the Commitments below the Advances Outstanding at such time. Any notice of reduction delivered to Administrative Agent shall be irrevocableSecurities Purchase Agreement). ii. The reduction of the Commitments pursuant to Section 2.3(c)(i) shall be permanent and in an amount not less than $10,000,000 and the Commitments, once reduced, shall not be reinstated. The reduction of the Commitments pursuant to this Section 2.3(c) shall be applied ratably among the Lenders in accordance with their respective Pro Rata Share. Simultaneously with the reduction of the Commitments pursuant to this Section 2.3(c), the Borrower shall pay to the Lenders in accordance with their Pro Rata Share any applicable Prepayment Premium payable hereunder in respect of the amount of the Commitments so reduced. Upon receipt of a notice of reduction from the Borrower pursuant to Section 2.3(c)(i), the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender’s ratable share of such reduction. iii. Except in the case of a reduction of all Commitments and repayment in full of all Advances Outstanding on the Termination Date, the Borrower will not reduce the Commitments if, after giving effect to such reduction, it would result in (x) an Unfunded Exposure Shortfall or (y) the Facility Amount being less than $150,000,000.

Commitment Reductions. i. Prior (a) On the Expiration Date applicable to the Revolving Period End DateCommitment of any Financing Party, the Borrower Commitment of such Financing Party shall have the right automatically reduce to terminate the Commitments in full andzero. (b) On any Business Day, on one (1) occasion, to permanently reduce all or a portion of the unfunded amount of the Commitments upon not less than ten (10) Business Days’ two days prior written notice to the Administrative Agent (with a copy and the Financing Parties, LTV Steel may reduce the Aggregate Commitment Amount hereunder to the Collateral Custodian) of any zero or such reduction, which notice shall substantially be in the form of Exhibit A-8 and other amount as LTV Steel shall specify in such notice, provided that if the Aggregate Commitment Amount is reduced to an amount that is less than the total of the aggregate Letter of Credit Usage at such time together with the principal amount of Class A-1 Notes as to which the Note Purchasers are the Holders, LTV Steel shall deliver such notice at least three Business Days before the proposed effective date of such reduction. Such notice reduction and shall, first, repurchase such principal amount of reduction shall be effective only upon receipt Class A-1 Notes as to which the Note Purchasers are the Holders and shall permanently second, reduce the Commitments aggregate Letter of each Lender, pro rata, Credit Usage (in the amount of the reduction and on the date specified which event LTV Steel shall specify in such noticenotice the Letters of Credit whose face amount is to be reduced or are to be terminated in connection therewith; provided that no such reduction will reduce or termination may be made in accordance with the Commitments below the Advances Outstanding at such time. Any notice of reduction delivered to Administrative Agent shall be irrevocable. ii. The reduction terms of the Commitments pursuant applicable Letter of Credit) to Section 2.3(c)(i) shall be permanent and in an amount not less than $10,000,000 and the Commitmentsextent necessary such that the Aggregate Commitment Amount, once as reduced, shall not be reinstated. The reduction less than the total of the Commitments pursuant to this Section 2.3(c) shall be applied ratably among aggregate Letter of Credit Usage plus the Lenders in accordance with their respective Pro Rata Share. Simultaneously with the reduction of the Commitments pursuant to this Section 2.3(c), the Borrower shall pay to the Lenders in accordance with their Pro Rata Share any applicable Prepayment Premium payable hereunder in respect of the principal amount of Class A-1 Notes as to which the Commitments so reduced. Upon receipt of a notice of reduction from Note Purchasers are the Borrower pursuant to Section 2.3(c)(i)Holders, the Administrative Agent shall promptly notify in each Lender of the contents thereof and of such Lender’s ratable share of such reduction. iii. Except in the case of a reduction of all Commitments and repayment in full of all Advances Outstanding on the Termination Date, the Borrower will not reduce the Commitments if, after giving effect to all repurchases of Class A-1 Notes and reductions of the aggregate Letter of Credit Usage to be made in connection with such reduction, it would result in reduction of the Aggregate Commitment Amount. (xc) an Unfunded Exposure Shortfall or (y) All reductions to the Facility Aggregate Commitment Amount being less than $150,000,000under this SECTION 3.12 shall reduce the Commitments of the Financing Parties on a PRO RATA basis.

Commitment Reductions. i. Prior If on any date, the Company or any Subsidiary of the Company shall receive Net Cash Proceeds from any disposition of assets or any Recovery Event, then, unless such disposition of assets or Recovery Event shall be a Reinvestment Event, the Commitments shall be reduced by an amount equal to such Net Cash Proceeds to the Revolving Period End extent such Net Cash Proceeds, together with all other such Net Cash Proceeds from dispositions of assets or Recovery Events that are not Reinvestment Events, exceeds $15,000,000 in the then-current fiscal year of the Company; PROVIDED, that notwithstanding the foregoing, (i) the aggregate Net Cash Proceeds from dispositions of assets and Recovery Events that may be excluded from the foregoing requirement for a Reinvestment Event shall not exceed 10% of the Consolidated Net Tangible Assets of the Company as at the end of the immediately preceding fiscal year and (ii) on each Reinvestment Prepayment Date, the Borrower shall have the right to terminate the Commitments in full and, on one (1) occasion, to permanently reduce all or a portion of the unfunded an amount of the Commitments upon not less than ten (10) Business Days’ prior written notice equal to the Administrative Agent (Reinvestment Prepayment Amount with a copy respect to the Collateral Custodian) of any such reduction, which notice shall substantially be in the form of Exhibit A-8 and shall specify the effective date of such reduction. Such notice of reduction shall be effective only upon receipt and shall permanently reduce the Commitments of each Lender, pro rata, in the amount of the reduction and on the date specified in such notice; provided that no such reduction will reduce the Commitments below the Advances Outstanding at such time. Any notice of reduction delivered to Administrative Agent shall be irrevocable. ii. The reduction of the Commitments pursuant to Section 2.3(c)(i) shall be permanent and in an amount not less than $10,000,000 and the Commitments, once reduced, shall not be reinstated. The reduction of the Commitments pursuant to this Section 2.3(c) relevant Reinvestment Event shall be applied ratably among the Lenders in accordance with their respective Pro Rata Share. Simultaneously with toward the reduction of the Commitments pursuant to this Section 2.3(c), Commitments. To the Borrower shall pay to the Lenders in accordance with their Pro Rata Share any applicable Prepayment Premium payable hereunder in respect of the amount of the Commitments so reduced. Upon receipt of a notice of reduction from the Borrower pursuant to Section 2.3(c)(i), the Administrative Agent shall promptly notify each Lender of the contents thereof and of such Lender’s ratable share of such reduction. iii. Except in the case of a reduction of all Commitments and repayment in full of all Advances Outstanding on the Termination Date, the Borrower will not reduce the Commitments ifextent that, after giving effect to such reduction, it the aggregate principal amount of the US$ Loans or the Multi-Currency Loans and the aggregate amount of Letter of Credit Liabilities under the US$ Commitments or the Multi-Currency Commitments, as the case may be, would result exceed such Commitments, the Borrowers shall, first, prepay Loans thereunder and, second, provide cover for Letter of Credit Liabilities thereunder as specified in paragraph (xd) below, in an Unfunded Exposure Shortfall aggregate amount equal to such excess. The Company shall notify the Administrative Agent promptly upon the occurrence of any event giving rise to a prepayment or (y) the Facility Amount being less than $150,000,000Commitment reduction under this Section 3.02(c).

Commitment Reductions. i. Prior to The Borrowing Base and the Revolving Period End DateCommitment shall be reduced from time to time as a result of an Unscheduled Redetermination upon the sale of Oil and Gas Properties by an amount determined by Banks pursuant to Section 7(b) hereof (the "Monthly Commitment Reduction). If, the Borrower shall have the right to terminate the Commitments in full and, on one (1) occasion, to permanently reduce all or as a portion of the unfunded amount of the Commitments upon not less than ten (10) Business Days’ prior written notice to the Administrative Agent (with a copy to the Collateral Custodian) result of any such reduction, which notice shall substantially be reduction in the form Borrowing Base, the Total Outstandings ever exceed the Borrowing Base then in effect, the Borrowers shall make the mandatory prepayment of Exhibit A-8 and shall specify the effective date of such reduction. Such notice of reduction shall be effective only upon receipt and shall permanently reduce the Commitments of each Lender, pro rata, in the amount of the reduction and on the date specified in such notice; provided that no such reduction will reduce the Commitments below the Advances Outstanding at such time. Any notice of reduction delivered to Administrative Agent shall be irrevocable. ii. The reduction of the Commitments principal required pursuant to Section 2.3(c)(i9(b) shall hereof. Initially, the Monthly Commitment Reduction will be permanent zero ($0.00) and will remain at such amount until redetermined in an amount not less than $10,000,000 and the Commitments, once reduced, shall not be reinstated. The reduction a subsequent determination of the Commitments pursuant to this Section 2.3(c) shall be applied ratably among the Lenders in accordance with their respective Pro Rata Share. Simultaneously with the reduction of the Commitments pursuant to this Section 2.3(c), the Borrower shall pay to the Lenders in accordance with their Pro Rata Share any applicable Prepayment Premium payable hereunder in respect of the amount of the Commitments so reduced. Upon receipt of a notice of reduction from the Borrower Borrowing Base pursuant to Section 2.3(c)(i7(b) below. The Monthly Commitment Reduction will be redetermined in conjunction with each subsequent determination of the Borrowing Base pursuant to Section 7(b). 7. The first sentence of Subsection "(b)", Subsequent Determinations of Borrowing Base, of Section 7 of the Agreement, Borrowing Base, is hereby amended and restated in its entirety as follows: Subsequent determinations of the Borrowing Base and Monthly Commitment Reduction shall be made by the Banks at lease semi-annually based on engineering reports effectively dated January 1 and July 1 of each year beginning July 1, 2000 or as otherwise required to accommodate Unscheduled Redeterminations. 8. The fifth (5th) sentence from the end of SubSection (b), the Administrative Agent shall promptly notify each Lender Subsequent Determinations of Borrowing Base, of Section 7 of the contents thereof Agreement, Borrowing Base, is hereby amended and restated in its entirety as follows: If at any time any of such Lender’s ratable share the Oil and Gas Properties are sold, the Borrowing Base then in effect may be reduced as a result of such reductionan Unscheduled Redetermination. iii9. Except in The phrase "sales made with the case consent of a reduction of all Commitments Majority Banks which are made pursuant to, and repayment in full compliance with, Section 12(r) hereof" is hereby deleted from part "(B)" of all Advances Outstanding on the Termination Date, the Borrower will not reduce the Commitments if, after giving effect to such reduction, it would result in (x) an Unfunded Exposure Shortfall or (y) the Facility Amount being less than $150,000,000.sub-paragraph "

Commitment Reductions. i. Prior to (a) If, after the Revolving Period End Closing Date, the Borrower any Capital Stock or Indebtedness shall have the right be issued or incurred by any Group Member (excluding any Indebtedness permitted by Section 7.2), an amount equal to terminate the Commitments in full and, on one (1) occasion, to permanently reduce all or a portion 100% of the unfunded amount of Net Cash Proceeds thereof shall be applied on the Commitments upon not less than ten (10) Business Days’ prior written notice to the Administrative Agent (with a copy to the Collateral Custodian) of any such reduction, which notice shall substantially be in the form of Exhibit A-8 and shall specify the effective date of such reduction. Such notice of reduction shall be effective only upon receipt and shall permanently reduce the Commitments of each Lender, pro rata, in the amount of the reduction and on the date specified in such notice; provided that no such reduction will reduce the Commitments below the Advances Outstanding at such time. Any notice of reduction delivered to Administrative Agent shall be irrevocable. ii. The reduction of the Commitments pursuant to Section 2.3(c)(i) shall be permanent and in an amount not less than $10,000,000 and the Commitments, once reduced, shall not be reinstated. The reduction of the Commitments pursuant to this Section 2.3(c) shall be applied ratably among the Lenders in accordance with their respective Pro Rata Share. Simultaneously with issuance or incurrence toward the reduction of the Commitments pursuant as set forth in Section 2.8(c). (b) If, after the Closing Date, on any date any Group Member shall receive Net Cash Proceeds from any Asset Sale or Recovery Event (excluding the sale of inventory in the ordinary course of business and any Recovery Event not in excess of $2,000,000) then such Net Cash Proceeds shall be applied on such date toward the reduction of the Commitments as set forth in Section 2.8(c). (c) Any such reduction of the Commitments shall be accompanied by prepayment of the Revolving Loans and/or Swingline Loans to this Section 2.3(cthe extent, if any, that the Total Revolving Extensions of Credit exceed the amount of the Total Commitments as so reduced, provided that if the aggregate principal amount of Revolving Loans and Swingline Loans then outstanding is less than the amount of such excess (because L/C Obligations constitute a portion thereof), the Borrower shall pay shall, to the Lenders in accordance with their Pro Rata Share any applicable Prepayment Premium payable hereunder in respect extent of the balance of such excess, replace outstanding Letters of Credit and/or deposit an amount in cash in a cash collateral account established with the Administrative Agent for the benefit of the Commitments so reducedLenders on terms and conditions satisfactory to the Administrative Agent. Upon receipt The application of a notice of reduction from the Borrower any prepayment pursuant to Section 2.3(c)(i)2.8 shall be made, the Administrative Agent shall promptly notify each Lender first, to ABR Loans and, second, to Eurodollar Loans. Each prepayment of the contents thereof and of such Lender’s ratable share of such reduction. iii. Except Loans under Section 2.8 (except in the case of a reduction Revolving Loans that are ABR Loans and Swingline Loans) shall be accompanied by accrued interest to the date of all Commitments and repayment in full of all Advances Outstanding such prepayment on the Termination Date, the Borrower will not reduce the Commitments if, after giving effect to such reduction, it would result in (x) an Unfunded Exposure Shortfall or (y) the Facility Amount being less than $150,000,000amount prepaid.

Commitment Reductions. i. Prior (a) The Issuer may not reduce the Commitments at any time during the Non-Reduction Period unless, in each case, any such Commitment reduction is necessary to comply with any asset coverage ratio required to be maintained by the Issuer pursuant to Section 18 of the Investment Company Act. At any time after the Non-Reduction Period, the Issuer may, from time to time on any Payment Date, voluntarily reduce, in whole or in part, the amount of the Total Maximum Commitment; provided, that (i) all such reductions shall (x) require at least five Business Days' prior notice to the Revolving Period End DateTrustee, the Borrower Note Agent and the Rating Agencies, and (y) permanently reduce the Total Maximum Commitment by the amount of such reduction (such reduction permanently reducing the amount resulting from each calculation of Total Maximum Commitment thereafter), (ii) any partial reduction of the Total Maximum Commitment shall be in a minimum amount of $5,000,000 and in an integral multiple of $1,000,000 for amounts in excess thereof, and (iii) no such reduction shall reduce the Commitments to an amount less than the Aggregate Outstanding Amount, unless a mandatory Prepayment of the Notes shall be made on the date of such reduction pursuant to Section 9.1(a). Notwithstanding the foregoing, the Issuer will have the right to (i) terminate the Commitment of any Holder pursuant to Section 9.3(b), and (ii) terminate the Commitment of any Holder that fails to satisfy the Rating Criteria in accordance with and under the circumstances described in the Note Purchase Agreement. (b) If, as a result of any Change in Law, the Issuer is required to pay any Tax Gross-Up Amount or any Increased Costs to any Holder, then in each such case the Issuer shall have the right to (i) replace such Holder with another Permitted Holder or (ii) terminate the Commitments in full andCommitment of such Holder. In the event the Issuer elects to replace any such Holder or terminate the Commitment of any such Holder pursuant to this paragraph (b), the Issuer will give 10 Business Days advance notice thereof to such Holder, the Trustee and the Note Agent and will, on one (1) occasion, to permanently reduce all the date of replacement of such Holder or a portion the date of the unfunded termination of the Commitment of such Holder, pay or cause to be paid to the Trustee for the benefit of such Holder an amount equal to the outstanding principal amount of the Commitments upon not less than ten (10) Business Days’ prior written notice Borrowings owing to such Holder, the Administrative Agent (with a copy to accrued and unpaid interest thereon and any Additional Costs owing through the Collateral Custodian) of any such reduction, which notice shall substantially be in the form of Exhibit A-8 and shall specify the effective date of such reduction. Such notice of reduction shall be effective only upon receipt and shall permanently reduce prepayment or termination; provided, however, that notwithstanding the Commitments of each Lenderforegoing, pro rata, if such Holder transfers its Notes (subject to all applicable conditions set forth in the amount of the reduction and on the date specified in such notice; provided that no such reduction will reduce the Commitments below the Advances Outstanding at such time. Any notice of reduction delivered to Administrative Agent shall be irrevocable. ii. The reduction of the Commitments pursuant to Section 2.3(c)(i) shall be permanent and in an amount not less than $10,000,000 this Indenture and the CommitmentsNote Purchase Agreement relating to the transfer of an interest in any Note) to an Affiliate of such Holder within such 10 Business Day period and as a result of such transfer the Issuer is no longer required to pay any Tax Gross-Up Amount or any Increased Costs, once reduced, then the Issuer shall not be reinstated. The reduction of permitted to exercise the Commitments pursuant to this Section 2.3(crights referenced in subclauses (i) shall be applied ratably among and (ii) above at the Lenders in accordance with their respective Pro Rata Share. Simultaneously with the reduction of the Commitments pursuant to this Section 2.3(c), the Borrower shall pay to the Lenders in accordance with their Pro Rata Share any applicable Prepayment Premium payable hereunder in respect of the amount of the Commitments so reduced. Upon receipt of a notice of reduction from the Borrower pursuant to Section 2.3(c)(i), the Administrative Agent shall promptly notify each Lender of the contents thereof and end of such Lender’s ratable share of such reduction10 Business Day period. iii. Except in the case of a reduction of all Commitments and repayment in full of all Advances Outstanding on the Termination Date, the Borrower will not reduce the Commitments if, after giving effect to such reduction, it would result in (x) an Unfunded Exposure Shortfall or (y) the Facility Amount being less than $150,000,000.