Common use of Mandatory Reductions of Commitments Clause in Contracts

Mandatory Reductions of Commitments. Any Net Cash Proceeds or Reinvestment Prepayment Amount, as the case may be, not applied to the repayment of Term Loans pursuant to paragraph (3) or paragraph (4) of subsection 3.1.2(c) shall be applied to the permanent reduction of the Swingline Commitment so long as any portion of the Swingline Commitment remains in effect and thereafter to the permanent reduction of the Revolving Credit Commitments so long as any portion of the Revolving Credit Commitments remains in effect. Any reduction of the Swingline Commitment pursuant to this Section 2.1.3 shall be applied to scheduled reductions of the Swingline Commitment pursuant to subsection 2.4.1(a), in direct order of the scheduled reductions, to the extent not previously so applied. In connection with any reduction of the Swingline Commitment or the Revolving Credit Commitment as aforesaid, the Borrower shall prepay Swingline Loans and Revolving Loans as and to the extent required by paragraph (2) of subsection 3.1.2(c). If after any such prepayment of Revolving Loans the aggregate principal amount of Letter of Credit Liabilities then outstanding exceeds the amount of the Revolving Credit Commitments as so reduced, the Borrower shall, to the extent of the balance of such excess, replace outstanding Letters of Credit or deposit an amount in immediately available funds in a Collateral Account established with the Administrative Agent in accordance with the procedures specified in Section 11.3 in the same manner as if an Event of Default had occurred and was continuing. After the Revolving Credit Commitments have been reduced to zero and all Obligations have been satisfied, any remaining amounts shall be paid to or retained by the Borrower or such other Person as shall be lawfully entitled thereto.

Mandatory Reductions of Commitments. Any Net Cash Proceeds or Reinvestment Prepayment Amount, as (a) The Total Revolving Loan Commitment (and the case may be, not applied Revolving Loan Commitment of each Bank) shall terminate in its entirety at 9:00 a.m. (New York time) on the Conversion Date (after giving effect to the conversion of outstanding Revolving Loans into Term Loans at such time). (b) The Total L/C Commitment (and the L/C Commitment of each Bank) shall terminate on the later of (i) the L/C Maturity Date and (ii) the date on which no Letters of Credit are outstanding and no Unpaid Drawings exist. (c) On each date upon which a mandatory repayment of Term Revolving Loans pursuant to paragraph (3Section 4.02(i)(c) or paragraph (4d) is required or would be required if (x) an unlimited amount of Revolving Loans were then outstanding and (y) the conditions precedent to borrowing set forth in Section 5.02 are not satisfied at such time, the Total Revolving Loan Commitment shall be permanently reduced by the amount required to be applied pursuant to said Section (determined as if an unlimited amount of Revolving Loans were actually outstanding); provided, that except to the extent resulting from a mandatory prepayment of Revolving Loans pursuant to Section 4.02(i)(d) with the portion of net cash proceeds of Indebtedness incurred under Section 4.04(h) of subsection 3.1.2(cthe Holdings Guaranty exceeding $150,000,000 (i) shall be applied to the permanent no mandatory reduction of the Swingline Total Revolving Loan Commitment so long shall be required pursuant to this Section 3.03(c) at any time if Holdings' senior unsecured debt rating from S&P is BBB+ or greater at such time, and (ii) in no event shall the Total Revolving Loan Commitment be reduced below $100,000,000 as any portion a result of the Swingline Commitment remains in effect and thereafter to the permanent operation of this Section 3.03(c). (d) Each reduction or adjustment of the Total Revolving Credit Commitments so long as any portion of the Revolving Credit Commitments remains in effect. Any reduction of the Swingline Loan Commitment pursuant to this Section 2.1.3 3.03 shall be applied to scheduled reductions of the Swingline Commitment pursuant to subsection 2.4.1(a), in direct order of the scheduled reductions, apply proportionately to the extent not previously so applied. In connection Revolving Loan Commitment of each Bank with any reduction of the Swingline Commitment or the Revolving Credit Commitment as aforesaid, the Borrower shall prepay Swingline Loans and Revolving Loans as and to the extent required by paragraph (2) of subsection 3.1.2(c). If after any such prepayment of Revolving Loans the aggregate principal amount of Letter of Credit Liabilities then outstanding exceeds the amount of the Revolving Credit Commitments as so reduced, the Borrower shall, to the extent of the balance of such excess, replace outstanding Letters of Credit or deposit an amount in immediately available funds in a Collateral Account established with the Administrative Agent in accordance with the procedures specified in Section 11.3 in the same manner as if an Event of Default had occurred and was continuing. After the Revolving Credit Commitments have been reduced to zero and all Obligations have been satisfied, any remaining amounts shall be paid to or retained by the Borrower or such other Person as shall be lawfully entitled theretoCommitment.

Mandatory Reductions of Commitments. Any (a) The Commitments shall be automatically and permanently reduced as follows: (i) on each Reduction Date, the Revolving Commitment and the Tax Exempt Commitment shall be reduced ratably by the Revolving and Tax Exempt Reduction Amount; (ii) on each Reduction Date, the Term Commitment shall be reduced by the Term Reduction Amount; (iii) concurrently with each repayment of any Loan under the Term Commitment, the Term Commitment shall be reduced by the amount of such repayment; (iv) concurrently with each repayment of any Loan under the Tax Exempt Commitment (other than any refinancing thereof using the proceeds of new Tax Exempt Loans), the Tax Exempt Commitment shall be reduced by the amount of such repayment; (v) concurrently with the receipt by Borrower of any Sub-Debt Contributions in respect of a payment under the Make-Well, by the amount of such Sub Debt Contributions; (vi) concurrently with the receipt by Borrower of any Sub-Debt Contributions in respect of a payment under the Completion Guaranty (other than any such amount that Administrative Agent elects to deposit in the Completion Account pursuant to Section 3.1(e)(v)), by the amount of such Sub Debt Contributions; and (vii) concurrently with the receipt by Borrower of the Net Cash Proceeds or Reinvestment Prepayment Amountof any Disposition, as in the case may be, not amount thereof. Each reduction of the Commitments under this clause (a)(v) through (vii) shall be applied ratably to the repayment of Term Loans pursuant to paragraph Commitments. The reductions described in clause (3) or paragraph (4) of subsection 3.1.2(ca) shall be applied to relevant Reduction Amounts in the permanent reduction inverse order of their maturity. (b) In the event that, as of the Swingline Commitment so long as last day of any portion calendar month which occurs during the period between March 31, 2007 and September 30, 2007, the average principal amount of the Swingline Commitment remains in effect and thereafter to the permanent reduction of Outstanding Obligations under the Revolving Credit Commitments so long as Commitment and the Tax Exempt Commitment during the month then ended are less than (i) $30,000,000 minus (ii) the then outstanding principal amount of any portion of Term Loans, then the Revolving Commitment and the Tax Exempt Commitment shall terminate on October 31, 2007, and on such date the Borrower will repay the Outstanding Obligations under the Revolving Commitment and the Tax Exempt Commitment and will cash collateralize all outstanding Letters of Credit. (c) In the event that the Revolving Commitment and the Tax Exempt Commitment are not terminated in accordance with clause (b) of this Section, then the Borrower may elect to (i) terminate the Revolving Commitment and the Tax Exempt Commitment on October 31, 2007 (and repay the Obligations under the Revolving Commitment and the Tax Exempt Commitment and cash collateralize the Letters of Credit Commitments remains in effect. Any reduction on or before that date) or (ii) by delivery of an Activation Notice on or before September 15, 2007, retain the Swingline Revolving Commitment pursuant to this and Tax Exempt Commitment and the credit facilities described herein through the Revolver Maturity Date and shall pay the Activation Fee contemplated by Section 2.1.3 shall be applied to scheduled reductions of 3.3(b) on the Swingline Commitment pursuant to subsection 2.4.1(a), in direct order of the scheduled reductions, to the extent not previously so applieddate specified therein. In connection with any reduction of the Swingline Commitment or event that the Revolving Credit Commitment as aforesaidBorrower fails to timely deliver an Activation Notice, then the Borrower shall prepay Swingline Loans be deemed to have elected early termination of the Commitments in accordance with clause (c)(i) above. (d) In the event that the Borrower delivers an Activation Notice, on October 31, 2007 the Revolving and Revolving Loans as and Tax Exempt Commitments shall ratably reduce to the extent required by paragraph (2) amount which is $5,000,000 in excess of subsection 3.1.2(c). If after any the average actual daily principal balance of the Outstanding Obligations under the Revolving Commitment and the Tax Exempt Commitment during the two month period prior to such prepayment of Revolving Loans the aggregate principal amount of Letter of Credit Liabilities then outstanding exceeds date, provided that this Section shall not be deemed to require an increase in the amount of the Revolving Credit Commitments as so reduced, the Borrower shall, to the extent either of the balance of such excess, replace outstanding Letters of Credit or deposit an amount in immediately available funds in a Collateral Account established with the Administrative Agent in accordance with the procedures specified in Section 11.3 in the same manner as if an Event of Default had occurred and was continuing. After the Revolving Credit Commitments have been reduced to zero and all Obligations have been satisfied, any remaining amounts shall be paid to or retained by the Borrower or such other Person as shall be lawfully entitled theretoCommitments.

Mandatory Reductions of Commitments. Any Net Cash Proceeds or Reinvestment Prepayment Amount, as (a) The Total Revolving Loan Commitment (and the case may be, not applied Revolving Loan Commitment of each Bank) shall terminate in its entirety at 9:00 a.m. (New York time) on the Conversion Date (after giving effect to the conversion of outstanding Revolving Loans into Term Loans at such time). (b) The Total L/C Commitment (and the L/C Commitment of each Bank) shall terminate on the later of (i) the L/C Maturity Date and (ii) the date on which no Letters of Credit are outstanding and no Unpaid Drawings exist. (c) On each date upon which a mandatory repayment of Term Revolving Loans pursuant to paragraph (3Section 4.02(i)(c) or paragraph (4d) is required or would be required if (x) an unlimited amount of subsection 3.1.2(cRevolving Loans were then outstanding and (y) the conditions precedent to borrowing set forth in Section 5.02 are not satisfied at such time, the Total Revolving Loan Commitment shall be permanently reduced by the amount required to be applied pursuant to said Section (determined as if an unlimited amount of Revolving Loans were actually outstanding); provided, that except to the permanent extent resulting from a mandatory prepayment of Revolving Loans pursuant to Section 4.02(i)(d) with the portion of net cash proceeds of Indebtedness incurred under Section 8.04(h) exceeding $150,000,000 (i) no mandatory reduction of the Swingline Total Revolving Loan Commitment so long shall be required pursuant to this Section 3.03(c) at any time if the Borrower's senior unsecured debt rating from S&P is BBB+ or greater at such time, and (ii) in no event shall the Total Revolving Loan Commitment be reduced below $100,000,000 as any portion a result of the Swingline Commitment remains in effect and thereafter to the permanent operation of this Section 3.03(c). (d) Each reduction or adjustmen of the Total Revolving Credit Commitments so long as any portion of the Revolving Credit Commitments remains in effect. Any reduction of the Swingline Loan Commitment pursuant to this Section 2.1.3 3.03 shall be applied to scheduled reductions of the Swingline Commitment pursuant to subsection 2.4.1(a), in direct order of the scheduled reductions, apply proportionately to the extent not previously so applied. In connection Revolving Loan Commitment of each Bank with any reduction of the Swingline Commitment or the Revolving Credit Commitment as aforesaid, the Borrower shall prepay Swingline Loans and Revolving Loans as and to the extent required by paragraph (2) of subsection 3.1.2(c). If after any such prepayment of Revolving Loans the aggregate principal amount of Letter of Credit Liabilities then outstanding exceeds the amount of the Revolving Credit Commitments as so reduced, the Borrower shall, to the extent of the balance of such excess, replace outstanding Letters of Credit or deposit an amount in immediately available funds in a Collateral Account established with the Administrative Agent in accordance with the procedures specified in Section 11.3 in the same manner as if an Event of Default had occurred and was continuing. After the Revolving Credit Commitments have been reduced to zero and all Obligations have been satisfied, any remaining amounts shall be paid to or retained by the Borrower or such other Person as shall be lawfully entitled theretoCommitment.