Common use of Commitment Terminations Clause in Contracts

Commitment Terminations. The Term A-2 Loan Commitments and Additional Term A-2 Commitments shall automatically terminate upon the making, conversion or continuance, as applicable, of the Term A-2 Loans and Additional Term A-2 Loans on the Amendment and Restatement Effective Date. The Borrowers shall have the right at any time and from time to time, upon three (3) Business Days’ prior written notice to the Administrative Agent (which notice may conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrowers (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied), to terminate the Revolving Credit Commitments in whole or in part, any partial termination to be (i) in an amount not less than $1.0 million or any greater amount that is an integral multiple of $0.1 million and (ii) allocated ratably among the Lenders in proportion to their respective Revolver Percentages; provided that the Revolving Credit Commitments may not be reduced to an amount less than the sum of the aggregate principal amount of Revolving Loans and of L/C Obligations then outstanding; provided further that all Revolving Credit Commitments shall terminate automatically on the Revolving Credit Termination Date. Any termination of the Revolving Credit Commitments below the L/C Sublimit then in effect shall reduce the L/C Sublimit by a like amount. The Administrative Agent shall give prompt notice to each Lender of any such termination (in whole or in part) of the Revolving Credit Commitments. Any termination of the Revolving Credit Commitments pursuant to this Section 2.10 may not be reinstated.

Commitment Terminations. The Term A-2 B Loan Commitments and Additional Term A-2 Commitments shall automatically terminate upon the making, conversion or continuance, as applicable, of the Term A-2 Loans and Additional Term A-2 B Loans on the Amendment and Restatement Effective Closing Date. The Borrowers Borrower shall have the right at any time and from time to time, upon three (3) Business Days’ prior written notice to the Administrative Agent, to terminate the Term A Loan Commitments in whole or in part, any partial termination to be (i) in an amount not less than $1.0 million or any greater amount that is an integral multiple of $0.1 million and (ii) allocated ratably among the Lenders in proportion to their respective Term A Loan Commitments; provided that the Term A Loan Commitments shall automatically terminate at the earlier of (x) upon the making, conversion or continuance, as applicable, of the Term A Loans on the Escrow Release Date or (y) the Escrow Prepayment Date, if any. The Borrower shall have the right at any time and from time to time, upon three (3) Business Days’ prior written notice to the Administrative Agent (which notice may conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrowers Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied), to terminate the Revolving Credit Commitments in whole or in part, any partial termination to be (i) in an amount not less than $1.0 million or any greater amount that is an integral multiple of $0.1 million and (ii) allocated ratably among the Lenders in proportion to their respective Revolver Percentages; provided that the Revolving Credit Commitments may not be reduced to an amount less than the sum of the aggregate principal amount of Revolving Loans and of L/C Obligations then outstanding; provided further that all Revolving Credit Commitments shall terminate automatically on the Revolving Credit Termination Date. Any termination of the Revolving Credit Commitments below the L/C Sublimit then in effect shall reduce the L/C Sublimit by a like amount. The Administrative Agent shall give prompt notice to each Lender of any such termination (in whole or in part) of the Revolving Credit Commitments. Any termination of the Revolving Credit Commitments pursuant to this Section 2.10 may not be reinstated.

Commitment Terminations. The Term A-2 Loan Commitments and Additional Term A-2 Commitments shall automatically terminate upon the making, conversion or continuance, as applicable, of the Term A-2 Loans and Additional Term A-2 Loans on the Amendment and Restatement Effective Date. The Borrowers Borrower shall have the right at any time and from time to time, upon three at least five (35) Business Days’ Days prior irrevocable (subject to the last sentence of this paragraph) written notice to the Administrative Agent (which notice may conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrowers (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied)Agent, to terminate the Revolving Credit Commitments without premium or penalty and in whole or in part, to reduce such Revolving Credit Commitments, any partial termination to be (i) in an amount not less than $1.0 million 10,000,000 or any greater amount that is an integral whole multiple of $0.1 million 1,000,000 in excess thereof and (ii) allocated ratably among the Lenders in proportion to their respective Revolver Percentages; Percentages of the relevant Class, as applicable, provided that the such Revolving Credit Commitments Commitment may not be reduced to an amount less than the sum of the aggregate principal amount of Revolving Loans, Swing Loans, and L/C Obligations then outstanding in respect of such Class, except to the extent of any prepayment of Revolving Loans and Swing Loans or cash collateralization of L/C Obligations then outstanding; provided further that all Revolving Credit Commitments shall terminate automatically on the Revolving Credit Termination Datein connection therewith. Any termination of the Revolving Credit Commitments below the L/C Sublimit or Swing Line Sublimit then in effect with respect to such Class shall reduce the L/C Sublimit by a like and Swing Line Sublimit, as applicable, to such amount. The Administrative Agent shall give prompt notice to each applicable Lender of any such termination (in whole or in part) of the relevant Revolving Credit Commitments. Any termination of the Revolving Credit Commitments pursuant to this Section 2.10 1.13 may not be reinstated. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Revolving Credit Commitments of any Class if such termination would have resulted from transactions, which transactions shall not be consummated or otherwise shall be delayed.

Commitment Terminations. The Term A-2 Loan Commitments and Additional Term A-2 Commitments shall automatically terminate upon the making, conversion or continuance, as applicable, of the Term A-2 Loans and Additional Term A-2 Loans on the Amendment and Restatement Effective Date. The Borrowers Borrower shall have the right at any time and from time to time, upon three (3) Business Days’ prior and irrevocable written notice to the Administrative Agent (which notice may conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrowers (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied)Agent, to terminate or reduce the Revolving Credit Commitments without premium or penalty, in whole or in part, with any partial termination to be reduction (i) to be in an amount not less than $1.0 million or any greater amount that is an 5,000,000 as determined by the Borrower and in integral multiple multiples of $0.1 million 5,000,000 and (ii) as to the Commitments to be allocated ratably among the Lenders in proportion to their respective Revolver PercentagesCommitments; provided provided, that the Revolving Credit Commitments Commitment Amount may not be reduced to an amount less than the sum of the aggregate principal amount of outstanding Revolving Loans and L/C Obligations, after converting, if necessary, any such outstanding Obligations to their Dollar Equivalent amounts in accordance with Section 10.19 and after giving effect to payments on such proposed termination or reduction date, except, in the case of L/C Obligations then outstanding; provided further Obligations, to the extent the Borrower provides to the Administrative Agent cash collateral in an amount sufficient to cover such shortage or back to back letters of credit from a bank(s) or financial institution(s) whose short-term unsecured debt rating is rated A or above from either S&P or Xxxxx’x or such other bank(s) or financial institution(s) satisfactory to the Required Lenders in an amount equal to the undrawn face amount of any applicable outstanding Letters of Credit with an expiration date of at least five (5) days after the expiration date of any applicable Letter of Credit and which provide that all Revolving Credit Commitments shall terminate automatically on the Revolving Credit Termination Date. Any termination Administrative Agent may make a drawing thereunder in the event that it pays a drawing under such Letter of the Revolving Credit Commitments below the L/C Sublimit then in effect shall reduce the L/C Sublimit by a like amountCredit. The Administrative Agent shall give prompt notice to each Lender of any such termination (in whole or in part) reduction of the Revolving Credit Commitments. Any termination of the Revolving Credit Commitments pursuant to this Section 2.10 2.13 is permanent and may not be reinstated.

Commitment Terminations. The Term A-2 Loan Commitments and Additional Term A-2 Commitments shall automatically terminate upon the making, conversion or continuance, as applicable, of the Term A-2 Loans and Additional Term A-2 Loans on the Amendment and Restatement Effective Date. The Borrowers Company shall have the right at any time and from time to time, upon three (3) Business Days’ prior and irrevocable written notice to the Administrative Agent (which provided, such notice may be conditioned upon the effectiveness of other credit facilities, indentures facilities or similar agreements the closing of one or other transactionsmore securities offerings, in which case such notice may shall be revoked deemed rescinded if such condition shall fail to be satisfied by the Borrowers (by notice proposed effective date of such commitment termination, provided, further, that upon any such rescission the Company shall be liable for any breakage fees and funding losses that are required to be paid pursuant to Section 2.11) to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied)Agent, to terminate or reduce the Revolving Credit Commitments or the Swingline Commitment without premium or penalty, in whole or in part, with any partial termination to be reduction (i) to be in an amount not less than $1.0 million or any greater amount that is an 5,000,000 as determined by the Company and in integral multiple multiples of $0.1 million 5,000,000 and (ii) as to the Commitments, to be allocated ratably among the Lenders in proportion to their respective Revolver PercentagesCommitments; provided provided, that the Revolving Credit Commitments Commitment Amount may not be reduced to an amount less than the sum of the Swingline Exposure plus the aggregate principal amount of outstanding Revolving Loans and of L/C Obligations then outstandingLoans, after giving effect to payments on such proposed termination or reduction date; provided further that all Revolving Credit Commitments shall terminate automatically on the Revolving Credit Termination Date. Any termination of Commitment Amount may not be reduced to an amount less than the Revolving Credit Commitments below the L/C Sublimit then in Swingline Commitment, after giving effect shall reduce the L/C Sublimit by a like amountto any contemporaneous reduction thereof. The Administrative Agent shall give prompt notice to each Lender of any such termination (in whole or in part) reduction of the Revolving Credit CommitmentsCommitments or the Swingline Commitment. Any termination of Commitments or the Revolving Credit Commitments Swingline Commitment pursuant to this Section 2.10 2.12 is permanent and may not be reinstated.

Commitment Terminations. The Term A-2 Loan Commitments and Additional Term A-2 Commitments shall automatically terminate upon the making, conversion or continuance, as applicable, of the Term A-2 Loans and Additional Term A-2 Loans on the Amendment and Restatement Effective Date. The Borrowers Borrower shall have the right ----------------------- at any time and from time to time, upon three (3) Business Days’ ' prior and irrevocable written notice to the Administrative Agent (which notice may conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrowers (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied)Agent, to terminate or reduce the Revolving Credit Commitments without premium or penalty, in whole or in part, any partial termination to be reduction (i) to be in an amount not less than $1.0 million or any greater amount that is an 5,000,000 as determined by the Borrower and in integral multiple multiples of $0.1 million 5,000,000, and (ii) to be allocated ratably among the Lenders in proportion to their respective Revolver PercentagesCommitments; provided provided, that the Revolving Credit Commitments Commitment Amount may not be reduced to an amount less than the sum of the aggregate principal amount of outstanding Revolving Loans Loans, Competitive Loans, and of L/C Obligations then outstandingObligations, after giving effect to payments on such proposed termination or reduction date; provided further provided, however, that all Revolving to the extent -------- ------- the Borrower provides to the Administrative Agent cash collateral in an amount sufficient to cover such shortage or back to back letters of credit from a bank(s) or financial institution(s) whose short-term unsecured debt rating is rated A or above from either S&P or Xxxxx'x or such other bank(s) or financial institution(s) satisfactory to the Required Lenders in an amount equal to the undrawn face amount of any applicable outstanding Letters of Credit Commitments shall terminate automatically on with an expiration date of at least five (5) days after the Revolving expiration date of any applicable Letter of Credit Termination Date. Any termination and which provide that the Administrative Agent may make a drawing thereunder in the event that it pays a drawing under such Letter of the Revolving Credit Commitments below the L/C Sublimit then in effect shall reduce the L/C Sublimit by a like amountCredit. The Administrative Agent shall give prompt notice to each Lender of any such termination (in whole or in part) reduction of the Revolving Credit Commitments. Any termination of the Revolving Credit Commitments pursuant to this Section 2.10 2.14 is permanent and may not be reinstated.

Commitment Terminations. The Initial Term A-2 Loan Commitments and Additional Term A-2 Commitments shall automatically terminate upon the making, conversion or continuance, as applicable, of the Initial Term A-2 B Loans and Additional Term A-2 A-3 Loans on the Amendment and Second Restatement Effective Date. The Borrowers 2017 Rook Incremental Term B Loan Commitments shall automatically terminate upon the earlier of (x) the making of the applicable 2017 Rook Incremental Term B Loans thereunder on the 2017 Rook Incremental Funding Date and (y) September 1, 2017. The Borrower shall have the right at any time and from time to time, upon three (3) Business Days’ Days prior written notice to the Administrative Agent (which notice may conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrowers (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied)Agent, to terminate the Revolving Credit Commitments in whole or in part, any partial termination to be (i) in an amount not less than $1.0 million or any greater amount that is an integral multiple of $0.1 million and (ii) allocated ratably among the Lenders in proportion to their respective Revolver Percentages; provided that the Revolving Credit Commitments may not be reduced to an amount less than the sum of the aggregate principal amount of Revolving Loans, Swing Loans and of L/C Obligations then outstanding; provided further that all Revolving Credit Commitments shall terminate automatically on the Revolving Credit Termination Date. Any termination of the Revolving Credit Commitments below the L/C Sublimit then in effect shall reduce the L/C Sublimit by a like amount. Any termination of the Revolving Credit Commitments below the Swing Line Sublimit then in effect shall reduce the Swing Line Sublimit by a like amount. The Administrative Agent shall give prompt notice to each Lender of any such termination (in whole or in part) of the Revolving Credit Commitments. Any termination of the Revolving Credit Commitments pursuant to this Section 2.10 may not be reinstated.

Commitment Terminations. (a) The Term A-2 Loan Commitments and Additional Term A-2 Commitments shall automatically terminate upon the making, conversion or continuance, as applicable, of the Term A-2 Loans and Additional Term A-2 Loans on the Amendment and Restatement Effective Date. The Borrowers Borrower shall have the right at any time and from time to time, upon three (3) 5 Business Days’ Days prior written notice to the Administrative Agent (which notice may conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrowers (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied)Agent, to terminate the Revolving Credit Commitments issued to it in whole or in part, any partial termination to be (i) in an amount not less than $1.0 million or any greater amount that is an integral multiple of $0.1 million 1,000,000 and (ii) allocated ratably among the Lenders in proportion to their respective Revolver Percentages; Percentages thereto, provided that (a) the Revolving Credit Commitments may not be reduced below $30,000,000 in the aggregate and (b) the Revolving Credit Commitments may not be reduced to an amount less than the sum of the aggregate principal amount of Revolving Revolver Loans and of L/C Obligations then outstanding; provided further that all Revolving Credit Commitments shall terminate automatically on the Revolving Credit Termination Date. Any termination or reduction of the Revolving Credit Commitments below the L/C Sublimit then in effect shall reduce the L/C Sublimit by a like amount. The Administrative Agent shall give prompt notice to each Lender of any such termination (in whole or in part) reductions of the Revolving Credit Commitments. . (b) On the effective date of any termination of all of the Revolving Credit Commitments and prepayment of all of the Obligations, if such termination and prepayment occurs prior to May 14, 2005, the Borrower shall pay a prepayment premium to the Administrative Agent for the ratable benefit of the Lenders in proportion to their respective Revolver Percentages of the Revolving Credit Commitments, as liquidated damages for the loss of bargain and not as a penalty, in an amount equal to the percentage set forth below of the amount of the relevant Revolving Credit Commitments: PREPAYMENT PREMIUM SHALL BE THE FOLLOWING PERCENTAGE OF THE IF PREPAYMENT OCCURS DURING THE PERIOD REVOLVING CREDIT COMMITMENTS FROM AND INCLUDING TO AND INCLUDING The date hereof May 14, 2004 2.0% May 15, 2004 May 14, 2005 1.0% (c) Any termination of the Revolving Credit Commitments pursuant to this Section 2.10 1.12 may not be reinstated.

Commitment Terminations. The Term A-2 Loan Commitments and Additional Term A-2 Commitments shall automatically terminate upon the making, conversion or continuance, as applicable, of the Term A-2 Loans and Additional Term A-2 Loans on the Amendment and Restatement Effective Date. The Borrowers Borrower shall have the right at any time and from time to time, upon three (3) five Business Days’ ' prior written notice to the Administrative Agent (which notice may conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrowers (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied)Agent, to terminate the Revolving Credit Commitments without premium or penalty, in whole or in part, any partial termination to be (i) in an amount not less than $1.0 million or any greater amount that is an integral multiple of $0.1 million 5,000,000, and (ii) allocated ratably among the Lenders Banks in proportion to their respective Revolver Percentages; , provided that (i) the Revolving Credit Commitments may not be reduced to an amount less than the sum of the aggregate principal amount Original Dollar Amount of all Revolving Loans, all Swing Loans and of all L/C Obligations then issued and outstanding; provided further that all Revolving Credit Commitments shall terminate automatically on the Revolving Credit Termination Date. Any termination , (ii) any reduction of the Revolving Credit Commitments below the L/C Sublimit then in effect shall automatically reduce the L/C Sublimit Commitment by a like amountproportionate amount and (iii) any reduction of the Revolving Credit Commitments to an amount less than the Swing Line Commitment shall automatically reduce the Swing Line Commitment to such amount as well. The Administrative Borrower shall have the right at any time and from time to time, by notice to the Agent, to terminate the L/C Commitment without premium or penalty, in whole or in part. Any such termination of the L/C Commitment shall not reduce the Revolving Credit Commitments unless the Borrower elects to do so in the manner provided in the preceding sentence. The Agent shall give prompt notice to each Lender Bank of any such termination (in whole or in part) of the Revolving Credit Commitments. Any termination of the Revolving Credit Commitments pursuant to this Section 2.10 3.7 may not be reinstated.

Commitment Terminations. The Tranche A Term A-2 Loan Commitments and Additional the Tranche B Term A-2 Loan Commitments shall automatically terminate upon the making, conversion or continuance, as applicable, making of the Tranche A Term A-2 Loans and Additional the Tranche B Term A-2 Loans on the Amendment and Restatement Effective Closing Date. The Borrowers Borrower shall have the right at any time and from time to time, upon three (3) Business Days’ Days prior written notice to the Administrative Agent (which notice may conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrowers (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied)Agent, to terminate the Revolving Credit Commitments in whole or in part, any partial termination to be (i) in an amount not less than $1.0 million or any greater amount that is an integral multiple of $0.1 million and (ii) allocated ratably among the Lenders in proportion to their respective Revolver Percentages; , provided that the Revolving Credit Commitments may not be reduced to an amount less than the sum of the aggregate principal amount of Revolving Loans, Swing Loans and of L/C Obligations then outstanding; provided further that all Revolving Credit Commitments shall terminate automatically on the Revolving Credit Termination Date. Any termination of the Revolving Credit Commitments below the L/C Sublimit then in effect shall reduce the L/C Sublimit by a like amount. Any termination of the Revolving Credit Commitments below the Swing Line Sublimit then in effect shall reduce the Swing Line Sublimit by a like amount. The Administrative Agent shall give prompt notice to each Lender of any such termination (in whole or in part) of the Revolving Credit Commitments. Any termination of the Revolving Credit Commitments pursuant to this Section 2.10 may not be reinstated.

Commitment Terminations. The Term A-2 Loan Commitments and Additional Term A-2 Commitments shall automatically terminate upon the making, conversion or continuance, as applicable, of the Term A-2 Loans and Additional Term A-2 Loans on the Amendment and Restatement Effective Date. The Borrowers Borrower shall have the right at any time and from time to time, upon at least three (3) Business Days’ Days prior irrevocable (subject to the last sentence of this paragraph) written notice to the Administrative Agent (which notice may conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrowers (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied)Agent, to terminate the Revolving Credit Commitments without premium or penalty and in whole or in part, to reduce such Revolving Credit Commitments, any partial termination to be (i) in an amount not less than $1.0 million or any greater amount that is an integral multiple of $0.1 million 1,000,000 and (ii) allocated ratably among the Lenders in proportion to their respective Revolver Percentages; Percentages of the relevant Class, as applicable, provided that the such Revolving Credit Commitments Commitment may not be reduced to an amount less than the sum of the aggregate principal amount of Revolving Loans, Swing Loans, and L/C Obligations then outstanding in respect of such Class, except to the extent of any prepayment of Revolving Loans and Swing Loans or cash collateralization of L/C Obligations then outstanding; provided further that all Revolving Credit Commitments shall terminate automatically on the Revolving Credit Termination Datein connection therewith. Any termination of the Revolving Credit Commitments below the L/C Sublimit or Swing Line Sublimit then in effect with respect to such Class shall reduce the L/C Sublimit by a like and Swing Line Sublimit, as applicable, to such amount. The Administrative Agent shall give prompt notice to each applicable Lender of any such termination (in whole or in part) of the relevant Revolving Credit Commitments. Any termination of the Revolving Credit Commitments pursuant to this Section 2.10 1.13 may not be reinstated. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Revolving Credit Commitments of any Class if such termination would have resulted from transactions, which transactions shall not be consummated or otherwise shall be delayed.

Commitment Terminations. The Term A-2 Loan Commitments and Additional Term A-2 Commitments shall automatically terminate upon the making, conversion or continuance, as applicable, of the Term A-2 Loans and Additional Term A-2 Loans on the Amendment and Restatement Effective Date. The Borrowers Borrower shall have the right at any time and from time to time, upon three at least five (35) Business Days’ Days prior irrevocable (subject to the last sentence of this paragraph) written notice to the Administrative Agent not later than 12:00 noon (which notice may conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrowers New York time) five (by notice to the Administrative Agent on or 5) Business Days prior to the specified effective date) if such condition is not satisfied)date of termination or reduction, to terminate the Revolving Credit Commitments without premium or penalty and in whole or in part, to reduce such Revolving Credit Commitments, any partial termination to be (i) in an amount not less than $1.0 million 10,000,000 or any greater amount that is an integral whole multiple of $0.1 million 1,000,000 in excess thereof and (ii) allocated ratably among the Lenders in proportion to their respective Revolver Percentages; Percentages of the relevant Class, as applicable, provided that the such Revolving Credit Commitments Commitment may not be reduced to an amount less than the sum of the aggregate principal amount of Revolving Loans, Swing Loans, and L/C Obligations then outstanding in respect of such Class, except to the extent of any prepayment of Revolving Loans and Swing Loans or cash collateralization of L/C Obligations then outstanding; provided further that all Revolving Credit Commitments shall terminate automatically on the Revolving Credit Termination Datein connection therewith. Any termination of the Revolving Credit Commitments below the L/C Sublimit or Swing Line Sublimit then in effect with respect to such Class shall reduce the L/C Sublimit by a like and Swing Line Sublimit, as applicable, to such amount. The Administrative Agent shall give prompt notice to each applicable Lender of any such termination (in whole or in part) of the relevant Revolving Credit Commitments. Any termination of the Revolving Credit Commitments pursuant to this Section 2.10 1.13 may not be reinstated. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Revolving Credit Commitments of any Class if such termination would have resulted from transactions, which transactions shall not be consummated or otherwise shall be delayed.

Commitment Terminations. The Term A-2 Loan Commitments and Additional Term A-2 Commitments shall automatically terminate upon the making, conversion or continuance, as applicable, of the Term A-2 Loans and Additional Term A-2 Loans on the Amendment and Restatement Effective Date. The Borrowers Borrower shall have the right at any time and from time to time, upon three prior irrevocable (3subject to the last sentence of this paragraph) Business Days’ prior written notice to the Administrative Agent not later than 12:00 noon (which notice may conditioned upon the effectiveness of other credit facilities, indentures or similar agreements or other transactions, in which case such notice may be revoked by the Borrowers New York time) five (by notice to the Administrative Agent on or 5) Business Days prior to the specified effective date) if such condition is not satisfied)date of termination or reduction, to terminate the Revolving Credit Commitments without premium or penalty and in whole or in part, to reduce such Revolving Credit Commitments, any partial termination to be (i) in an amount not less than $1.0 million 10,000,000 or any greater amount that is an integral whole multiple of $0.1 million 1,000,000 in excess thereof and (ii) allocated ratably among the Lenders in proportion to their respective Revolver Percentages; Percentages of the relevant Class, as applicable, provided that the such Revolving Credit Commitments Commitment may not be reduced to an amount less than the sum of the aggregate principal amount of Revolving Loans, Swing Loans, and L/C Obligations then outstanding in respect of such Class, except to the extent of any prepayment of Revolving Loans and Swing Loans or cash collateralization of L/C Obligations then outstanding; provided further that all Revolving Credit Commitments shall terminate automatically on the Revolving Credit Termination Datein connection therewith. Any termination of the Revolving Credit Commitments below the L/C Sublimit or Swing Line Sublimit then in effect with respect to such Class shall reduce the L/C Sublimit by a like and Swing Line Sublimit, as applicable, to such amount. The Administrative Agent shall give prompt notice to each applicable Lender of any such termination (in whole or in part) of the relevant Revolving Credit Commitments. Any termination of the Revolving Credit Commitments pursuant to this Section 2.10 1.13 may not be reinstated. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Revolving Credit Commitments of any Class if such termination would have resulted from transactions, which transactions shall not be consummated or otherwise shall be delayed.