Common use of Optional Termination or Reduction of the Commitments Clause in Contracts

Optional Termination or Reduction of the Commitments. (a) Unless previously terminated, the Commitments of the Banks to make Loans shall terminate on the Termination Date. (b) The Borrower shall have the right, without penalty or premium, upon at least three (3) Business Days’ irrevocable written notice to the Administrative Agent (which shall give prompt notice to each Bank), to terminate in whole the Commitments or permanently, from time to time, to reduce ratably in part the unused portion of the Commitments, provided that (i) each partial reduction shall be in the aggregate principal amount of $5,000,000 or an integral multiple of $1,000,000 in excess thereof, (ii) no such termination or reduction shall be permitted if, after giving effect thereto and to any prepayments made under Section 4.6 by the Borrower on the effective date thereof, the Total Outstanding Extensions of Credit then outstanding would exceed the Total Commitments then in effect, and (iii) any notice of termination of the Commitments may state that such notice is conditioned upon the occurrence of any 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 date) if such condition is not satisfied. Each reduction of Commitments pursuant to this Section 4.5 shall be applied pro rata to the Commitments of each Bank. If at any time, including after giving effect to any reduction of Commitments pursuant to this Section 4.5, the Total Outstanding Extensions of Credit exceed the Total Commitments, the Borrower shall be obligated, first, to prepay the Loans in the amount of such excess, second, to cash collateralize Letters of Credit to the extent that the aggregate amount of the L/C Obligations exceeds such Total Commitments after prepayment of all Loans.

Optional Termination or Reduction of the Commitments. (a) Unless previously terminated, the Commitments of the Banks to make Loans shall terminate on the Termination Date. (b) The Borrower shall have the right, without penalty or premium, upon at least three (3) Business Days’ irrevocable written notice to the Administrative Agent (which shall give prompt notice to each Bank), to terminate in whole the Commitments or permanently, from time to time, to reduce ratably in part the unused portion of the Commitments, provided that (i) each partial reduction shall be in the aggregate principal amount of $5,000,000 or an integral multiple of $1,000,000 in excess thereof, (ii) no such termination or reduction shall be permitted if, after giving effect thereto and to any prepayments made under Section 4.6 by the Borrower on the effective date thereof, the Total Outstanding Extensions of Credit then outstanding would exceed the Total Commitments then in effect, and (iii) any notice of termination of the Commitments may state that such notice is conditioned upon the occurrence effectiveness of any event other credit facilities or conditionthe closing of one or more securities offerings, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified date) if such condition is not satisfied. Each reduction of Commitments pursuant to this Section 4.5 shall be applied pro rata to the Commitments of each Bank. If at any time, including after giving effect to any reduction of Commitments pursuant to this Section 4.5, the Total Outstanding Extensions of Credit exceed the Total Commitments, the Borrower shall be obligated, first, to prepay the Loans in the amount of such excess, second, to cash collateralize Letters of Credit to the extent that the aggregate amount of the L/C Obligations exceeds such Total Commitments after prepayment of all Loans.

Optional Termination or Reduction of the Commitments. (a) Unless previously terminated, the Commitments of the Banks to make Loans shall terminate on the Termination Date. (b) The Borrower shall have the right, without penalty or premium, upon at least three (3) Business Days’ irrevocable written notice to the Administrative Agent (which shall give prompt notice to each Bank), to terminate in whole the Commitments or permanently, from time to time, to reduce ratably in part the unused portion of the Commitments, provided that (i) each partial reduction shall be in the aggregate principal amount of $5,000,000 or an integral multiple of $1,000,000 in excess thereof, thereof and (ii) no such termination or reduction shall be permitted if, after giving effect thereto and to any prepayments made under Section 4.6 by the Borrower on the effective date thereof, the Total Outstanding Extensions of Credit then outstanding would exceed the Total Commitments then in effect, and (iii) any notice of termination of the Commitments may state that such notice is conditioned upon the occurrence of any 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 date) if such condition is not satisfied. Each reduction of Commitments pursuant to this Section 4.5 shall be applied pro rata to the Commitments of each Bank. If at any time, including after giving effect to any reduction of Commitments pursuant to this Section 4.5, the Total Outstanding Extensions of Credit exceed the Total Commitments, the Borrower shall be obligated, first, to prepay the Loans in the amount of such excess, second, to cash collateralize Letters of Credit to the extent that the aggregate amount of the L/C Obligations exceeds such Total Commitments after prepayment of all Loans.

Optional Termination or Reduction of the Commitments. (a) Unless previously terminated, the Commitments of the Banks to make Loans shall terminate on the Termination Date. (b) The Borrower shall have the right, without penalty or premium, upon at least three (3) Business Days’ irrevocable written notice to the Administrative Agent (which shall give prompt notice to each Bank)Agent, to terminate in whole the Commitments or permanently, from time to time, to permanently reduce ratably in part the unused portion Unused Commitments or the Unissued Letter of the Credit Commitments, provided that (i) each partial reduction shall be in the aggregate principal amount of $5,000,000 10,000,000 or an integral multiple of $1,000,000 in excess thereof, . (iib) So long as no such termination Default or reduction Event of Default shall be permitted ifcontinuing, after giving effect thereto and to any prepayments made under Section 4.6 by the Borrower on shall have the effective date thereofright, the Total Outstanding Extensions of Credit then outstanding would exceed the Total Commitments then in effect, and (iii) any notice of termination of the Commitments may state that such notice is conditioned upon the occurrence of any 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 date) if such condition is not satisfied. Each reduction of Commitments pursuant to this Section 4.5 shall be applied pro rata to the Commitments of each Bank. If at any time, including upon at least ten Business Days’ notice to an Affected Lender (with a copy to the Agent), to terminate in whole such Lender’s Revolving Credit Commitment and, if applicable, its Letter of Credit Commitment, without affecting the Commitments of any other Lender. Such termination shall be effective, (x) with respect to such Lender’s Unused Commitment, on the date set forth in such notice, provided, however, that such date shall be no earlier than ten Business Days after giving effect receipt of such notice and (y) with respect to any reduction each Revolving Advance outstanding to such Lender, in the case of Base Rate Advances, on the date set forth in such notice and, in the case of Eurodollar Rate Advances, on the last day of the then current Interest Period relating to such Revolving Advance. Upon termination of a Lender’s Commitments pursuant to under this Section 4.5, the Total Outstanding Extensions of Credit exceed the Total Commitments2.05(b), the Borrower shall will pay or cause to be obligatedpaid all principal of, first, and interest accrued to prepay the Loans in the amount date of such excesspayment on, secondRevolving Advances (and if such Lender is the Swingline Lender, the Swingline Advances) owing to cash collateralize such Lender and, subject to Section 2.19, pay any accrued commitment fees or Letter of Credit fees payable to such Lender pursuant to the provisions of Section 2.04, and all other amounts payable to such Lender hereunder (including, but not limited to, any increased costs or other amounts owing under Section 2.11 and any indemnification for Taxes under Section 2.14); and, if such Lender is an Issuing Bank, shall pay to such Issuing Bank for deposit in an escrow account an amount equal to the Available Amount of all Letters of Credit issued by such Issuing Bank, whereupon all Letters of Credit issued by such Issuing Bank shall be deemed to have been issued outside of this Agreement on a bilateral basis and shall cease for all purposes to constitute a Letter of Credit issued under this Agreement, and upon such payments, except as otherwise provided below, the extent obligations of such Lender hereunder shall, by the provisions hereof, be released and discharged; provided, however, that (i) such Lender’s rights under Section 2.11, Section 2.14 and Section 8.04, and, in the case of an Issuing Bank, Section 8.04(c), and its obligations under Section 8.04 and 8.08, in each case in accordance with the terms thereof, shall survive such release and discharge as to matters occurring prior to such date and (ii) such escrow agreement shall be in a form reasonably agreed to by the Borrower and such Issuing Bank, but in no event shall either the Borrower or such Issuing Bank require any waivers, covenants, events of default or other provisions that are more restrictive than or inconsistent with the provisions of this Agreement. Subject to Section 2.18, the aggregate amount of the L/C Obligations exceeds Commitments of the Lenders once reduced pursuant to this Section 2.05(b) may not be reinstated. The termination of the Commitments of an Affected Lender pursuant to this Section 2.05(b) will not be deemed to be a waiver of any right that the Borrower, the Agent, any Issuing Bank, the Swingline Lender or any other Lender may have against the Affected Lender that arose prior to the date of such Total Commitments after prepayment termination. Upon any such termination, the Ratable Share of all Loanseach remaining Lender will be revised.

Optional Termination or Reduction of the Commitments. (a) Unless previously terminated, the Commitments of the Banks to make Loans shall terminate on the Termination Date. (b) The Borrower shall have the right, without penalty or premium, upon at least three (3) Business Days’ irrevocable written notice to the Administrative Agent (which shall give prompt notice to each Bank)Agent, to terminate in whole the Commitments or permanently, from time to time, to permanently reduce ratably in part the unused portion Unused Commitments or the Unissued Letter of the Credit Commitments, provided that (i) each partial reduction shall be in the aggregate principal amount of $5,000,000 10,000,000 or an integral multiple of $1,000,000 in excess thereof, . (iib) So long as no such termination Default or reduction Event of Default shall be permitted ifcontinuing, after giving effect thereto and to any prepayments made under Section 4.6 by the Borrower on shall have the effective date thereofright, the Total Outstanding Extensions of Credit then outstanding would exceed the Total Commitments then in effect, and (iii) any notice of termination of the Commitments may state that such notice is conditioned upon the occurrence of any 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 date) if such condition is not satisfied. Each reduction of Commitments pursuant to this Section 4.5 shall be applied pro rata to the Commitments of each Bank. If at any time, including upon at least ten Business Days’ notice to an Affected Lender (with a copy to the Agent), to terminate in whole such Lender’s Revolving Credit Commitment and, if applicable, its Letter of Credit Commitment, without affecting the Commitments of any other Lender. Such termination shall be effective, (x) with respect to such Lender’s Unused Commitment, on the date set forth in such notice, provided, however, that such date shall be no earlier than ten Business Days after giving effect receipt of such notice and (y) with respect to any reduction each Revolving Advance outstanding to such Lender, in the case of Base Rate Advances, on the date set forth in such notice and, in the case of Eurodollar Rate Advances, on the last day of the then current Interest Period relating to such Revolving Advance. Upon termination of a Lender’s Commitments pursuant to under this Section 4.5, the Total Outstanding Extensions of Credit exceed the Total Commitments2.05(b), the Borrower shall will pay or cause to be obligatedpaid all principal of, first, and interest accrued to prepay the Loans in the amount date of such excesspayment on, secondRevolving Advances (and if such Lender is the Swingline Lender, the Swingline Advances) owing to cash collateralize such Lender and, subject to Section 2.19, pay any accrued commitment fees or Letter of Credit fees payable to such Lender pursuant to the provisions of Section 2.04, and all other amounts payable to such Lender hereunder (including, but not limited to, any increased costs or other amounts owing under Section 2.11 and any indemnification for Taxes under Section 2.14); and, if such Lender is an Issuing Bank, shall pay to such Issuing Bank for deposit in an escrow account an amount equal to the Available Amount of all Letters of Credit issued by such Issuing Bank, whereupon all Letters of Credit issued by such Issuing Bank shall be deemed to have been issued outside of this Agreement on a bilateral basis and shall cease for all purposes to constitute a Letter of Credit issued under this Agreement, and upon such payments, except as otherwise provided below, the extent obligations of such Lender hereunder shall, by the provisions hereof, be released and discharged; provided, however, that (i) such Lender’s rights under Sections 2.11, 2.14 and 8.04, and, in the case of an Issuing Bank, Section 8.04(c), and its obligations under Section 8.04 and 8.08, in each case in accordance with the terms thereof, shall survive such release and discharge as to matters occurring prior to such date and (ii) such escrow agreement shall be in a form reasonably agreed to by the Borrower and such Issuing Bank, but in no event shall either the Borrower or such Issuing Bank require any waivers, covenants, events of default or other provisions that are more restrictive than or inconsistent with the provisions of this Agreement. Subject to Section 2.18, the aggregate amount of the L/C Obligations exceeds Commitments of the Lenders once reduced pursuant to this Section 2.05(b) may not be reinstated. The termination of the Commitments of an Affected Lender pursuant to this Section 2.05(b) will not be deemed to be a waiver of any right that the Borrower, the Agent, any Issuing Bank, the Swingline Lender or any other Lender may have against the Affected Lender that arose prior to the date of such Total Commitments after prepayment termination. Upon any such termination, the Ratable Share of all Loanseach remaining Lender will be revised.

Optional Termination or Reduction of the Commitments. (a) Unless previously terminated, the Commitments of the Banks to make Loans shall terminate on the Termination Date. (b) The Borrower shall have the right, without penalty or premium, upon at least three (3) Business Days’ irrevocable written notice to the Administrative Agent (which shall give prompt notice to each Bank)Agent, to terminate in whole the Commitments or permanently, from time to time, to permanently reduce ratably in part the unused portion Unused Commitments or the Unissued Letter of the Credit Commitments, provided that (i) each partial reduction shall be in the aggregate principal amount of $5,000,000 10,000,000 or an integral multiple of $1,000,000 in excess thereof, . (iib) So long as no such termination Default or reduction Event of Default shall be permitted ifcontinuing, after giving effect thereto and to any prepayments made under Section 4.6 by the Borrower on shall have the effective date thereofright, the Total Outstanding Extensions of Credit then outstanding would exceed the Total Commitments then in effect, and (iii) any notice of termination of the Commitments may state that such notice is conditioned upon the occurrence of any 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 date) if such condition is not satisfied. Each reduction of Commitments pursuant to this Section 4.5 shall be applied pro rata to the Commitments of each Bank. If at any time, including upon at least ten Business Days’ notice to an Affected Lender (with a copy to the Agent), to terminate in whole such Lender’s Revolving Credit Commitment and, if applicable, its Letter of Credit Commitment, without affecting the Commitments of any other Lender. Such termination shall be effective, (x) with respect to such Lender’s Unused Commitment, on the date set forth in such notice, provided, however, that such date shall be no earlier than ten Business Days after giving effect receipt of such notice and (y) with respect to any reduction each Revolving Advance outstanding to such Lender, in the case of Base Rate Advances, on the date set forth in such notice and, in the case of Eurodollar Rate Advances, on the last day of the then current Interest Period relating to such Revolving Advance. Upon termination of a Lender’s Commitments pursuant to under this Section 4.5, the Total Outstanding Extensions of Credit exceed the Total Commitments2.05(b), the Borrower shall will pay or cause to be obligatedpaid all principal of, first, and interest accrued to prepay the Loans in the amount date of such excesspayment on, secondRevolving Advances (and if such Lender is the Swingline Lender, the Swingline Advances) owing to cash collateralize such Lender and, subject to Section 2.19, pay any accrued Commitment Fees or Letter of Credit fees payable to such Lender pursuant to the provisions of Section 2.04, and all other amounts payable to such Lender hereunder (including, but not limited to, any increased costs or other amounts owing under Section 2.11 and any indemnification for Taxes under Section 2.14); and, if such Lender is an Issuing Bank, shall pay to such Issuing Bank for deposit in an escrow account an amount equal to the Available Amount of all Letters of Credit issued by such Issuing Bank, whereupon all Letters of Credit issued by such Issuing Bank shall be deemed to have been issued outside of this Agreement on a bilateral basis and shall cease for all purposes to constitute a Letter of Credit issued under this Agreement, and upon such payments, except as otherwise provided below, the extent obligations of such Lender hereunder shall, by the provisions hereof, be released and discharged; provided, however, that (i) such Lender’s rights under Section 2.11, Section 2.14 and Section 8.04, and, in the case of an Issuing Bank, Section 8.04(c), and its obligations under Section 8.04 and 8.08, in each case in accordance with the terms thereof, shall survive such release and discharge as to matters occurring prior to such date and (ii) such escrow agreement shall be in a form reasonably agreed to by the Borrower and such Issuing Bank, but in no event shall either the Borrower or such Issuing Bank require any waivers, covenants, events of default or other provisions that are more restrictive than or inconsistent with the provisions of this Agreement. Subject to Section 2.18, the aggregate amount of the L/C Obligations exceeds Commitments of the Lenders once reduced pursuant to this Section 2.05(b) may not be reinstated. The termination of the Commitments of an Affected Lender pursuant to this Section 2.05(b) will not be deemed to be a waiver of any right that the Borrower, the Agent, any Issuing Bank, the Swingline Lender or any other Lender may have against the Affected Lender that arose prior to the date of such Total Commitments after prepayment termination. Upon any such termination, the Ratable Share of all Loanseach remaining Lender will be revised.

Optional Termination or Reduction of the Commitments. (a) Unless previously terminated, the Commitments of the Banks to make Loans shall terminate on the Termination Date. (b) The Borrower shall have the right, without penalty or premium, upon at least three (3) Business Days’ irrevocable written notice to the Administrative Agent (which shall give prompt notice to each Bank)Agent, to terminate in whole the Commitments or permanently, from time to time, to permanently reduce ratably in part the unused portion Unused Commitments or the Unissued Letter of the Credit Commitments, provided that (i) each partial reduction shall be in the aggregate principal amount of $5,000,000 10,000,000 or an integral multiple of $1,000,000 in excess thereof, . (iib) So long as no such termination Default or reduction Event of Default shall be permitted ifcontinuing, after giving effect thereto and to any prepayments made under Section 4.6 by the Borrower on shall have the effective date thereofright, the Total Outstanding Extensions of Credit then outstanding would exceed the Total Commitments then in effect, and (iii) any notice of termination of the Commitments may state that such notice is conditioned upon the occurrence of any 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 date) if such condition is not satisfied. Each reduction of Commitments pursuant to this Section 4.5 shall be applied pro rata to the Commitments of each Bank. If at any time, including upon at least ten Business Days’ notice to an Affected Lender (with a copy to the Agent), to terminate in whole such Lender’s Revolving Credit Commitment and, if applicable, its Letter of Credit Commitment, without affecting the Commitments of any other Lender. Such termination shall be effective, (x) with respect to such Xxxxxx’s Unused Commitment, on the date set forth in such notice, provided, however, that such date shall be no earlier than ten Business Days after giving effect receipt of such notice and (y) with respect to any reduction each Revolving Advance outstanding to such Lender, in the case of Base Rate Advances, on the date set forth in such notice and, in the case of Term SOFR Advances, on the last day of the then current Interest Period relating to such Revolving Advance. Upon termination of a Lender’s Commitments pursuant to under this Section 4.5, the Total Outstanding Extensions of Credit exceed the Total Commitments2.05(b), the Borrower shall will pay or cause to be obligatedpaid all principal of, first, and interest accrued to prepay the Loans in the amount date of such excesspayment on, secondRevolving Advances (and if such Lender is the Swingline Lender, the Swingline Advances) owing to cash collateralize such Lender and, subject to Section 2.19, pay any accrued Commitment Fees or Letter of Credit fees payable to such Lender pursuant to the provisions of Section 2.04, and all other amounts payable to such Lender hereunder (including, but not limited to, any increased costs or other amounts owing under Section 2.11 and any indemnification for Taxes under Section 2.14); and, if such Lender is an Issuing Bank, shall pay to such Issuing Bank for deposit in an escrow account an amount equal to the Available Amount of all Letters of Credit issued by such Issuing Bank, whereupon all Letters of Credit issued by such Issuing Bank shall be deemed to have been issued outside of this Agreement on a bilateral basis and shall cease for all purposes to constitute a Letter of Credit issued under this Agreement, and upon such payments, except as otherwise provided below, the extent obligations of such Lender hereunder shall, by the provisions hereof, be released and discharged; provided, however, that (i) such Lender’s rights under Section 2.11, Section 2.14 and Section 8.04, and, in the case of an Issuing Bank, Section 8.04(c), and its obligations under Section 8.04 and 8.08, in each case in accordance with the terms thereof, shall survive such release and discharge as to matters occurring prior to such date and (ii) such escrow agreement shall be in a form reasonably agreed to by the Borrower and such Issuing Bank, but in no event shall either the Borrower or such Issuing Bank require any waivers, covenants, events of default or other provisions that are more restrictive than or inconsistent with the provisions of this Agreement. Subject to Section 2.18, the aggregate amount of the L/C Obligations exceeds Commitments of the Lenders once reduced pursuant to this Section 2.05(b) may not be reinstated. The termination of the Commitments of an Affected Lender pursuant to this Section 2.05(b) will not be deemed to be a waiver of any right that the Borrower, the Agent, any Issuing Bank, the Swingline Lender or any other Lender may have against the Affected Lender that arose prior to the date of such Total Commitments after prepayment termination. Upon any such termination, the Ratable Share of all Loanseach remaining Lender will be revised.

Optional Termination or Reduction of the Commitments. (a) Unless previously terminated, the Commitments of the Banks to make Loans shall terminate on the Termination Date. (b) The Borrower shall have the right, without penalty or premium, upon at least three (3) Business Days’ irrevocable written notice to the Administrative Agent (which shall give prompt notice to each Bank)Agent, to terminate in whole the Commitments or permanently, from time to time, to permanently reduce ratably in part the unused portion Unused Commitments or the Unissued Letter of the Credit Commitments, provided that (i) each partial reduction shall be in the aggregate principal amount of $5,000,000 10,000,000 or an integral multiple of $1,000,000 in excess thereof. (b) So long as no Default or Event of Default shall be continuing, the Borrower shall have the right, at any time, upon at least ten Business Days’ notice to an Affected Lender (with a copy to the Agent), to terminate in whole such Lender’s Revolving Credit Commitment and, if applicable, its Letter of Credit Commitment, without affecting the Commitments of any other Lender. Such termination shall be effective, (x) with respect to such Lender’s Unused Commitment, on the date set forth in such notice, provided, however, that such date shall be no earlier than ten Business Days after receipt of such notice and (y) with respect to each Revolving Advance outstanding to such Lender, in the case of Base Rate Advances, on the date set forth in such notice and, in the case of Eurodollar Rate Advances, on the last day of the then current Interest Period relating to such Revolving Advance. Upon termination of a Lender’s Commitments under this Section 2.05(b), the Borrower will pay or cause to be paid all principal of, and interest accrued to the date of such payment on, Revolving Advances (and if such Lender is the Swingline Lender, the Swingline Advances) owing to such Lender and, subject to Section 2.19, pay any accrued commitment fees or Letter of Credit fees payable to such Lender pursuant to the provisions of Section 2.04, and all other amounts payable to such Lender hereunder (including, but not limited to, any increased costs or other amounts owing under Section 2.11 and any indemnification for Taxes under Section 2.14); and, if such Lender is an Issuing Bank, shall pay to such Issuing Bank for deposit in an escrow account an amount equal to the Available Amount of all Letters of Credit issued by such Issuing Bank, whereupon all Letters of Credit issued by such Issuing Bank shall be deemed to have been issued outside of this Agreement on a bilateral basis and shall cease for all purposes to constitute a Letter of Credit issued under this Agreement, and upon such payments, except as otherwise provided below, the obligations of such Lender hereunder shall, by the provisions hereof, be released and discharged; provided, however, that (i) such Lender’s rights under Section 2.11, Section 2.14 and Section 8.04, and, in the case of an Issuing Bank, Section 8.04(c), and its obligations under Section 8.04 and 8.08, in each case in accordance with the terms thereof, shall survive such release and discharge as to matters occurring prior to such date and (ii) no such termination or reduction escrow agreement shall be permitted if, after giving effect thereto and in a form reasonably agreed to any prepayments made under Section 4.6 by the Borrower on and such Issuing Bank, but in no event shall either the effective date thereofBorrower or such Issuing Bank require any waivers, covenants, events of default or other provisions that are more restrictive than or inconsistent with the Total Outstanding Extensions provisions of Credit then outstanding would exceed this Agreement. The aggregate amount of the Total Commitments then in effect, and (iiiof the Lenders once reduced pursuant to this Section 2.05(b) any notice of may not be reinstated. The termination of the Commitments may state that such notice is conditioned upon the occurrence of any 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 date) if such condition is not satisfied. Each reduction of Commitments an Affected Lender pursuant to this Section 4.5 shall 2.05(b) will not be applied pro rata deemed to be a waiver of any right that the Borrower, the Agent, any Issuing Bank, the Swingline Lender or any other Lender may have against the Affected Lender that arose prior to the Commitments date of such termination. Upon any such termination, the Ratable Share of each Bank. If at any time, including after giving effect to any reduction of Commitments pursuant to this Section 4.5, the Total Outstanding Extensions of Credit exceed the Total Commitments, the Borrower shall remaining Lender will be obligated, first, to prepay the Loans in the amount of such excess, second, to cash collateralize Letters of Credit to the extent that the aggregate amount of the L/C Obligations exceeds such Total Commitments after prepayment of all Loansrevised.

Optional Termination or Reduction of the Commitments. (a) Unless previously terminated, the Commitments of the Banks to make Loans shall terminate on the Termination Maturity Date. (b) The Borrower shall have the right, without penalty or premium, upon at least three (3) Business Days’ ' irrevocable written notice to the Administrative Agent (which shall give prompt notice to each Bank), to terminate in whole the Commitments or permanently, from time to time, to reduce ratably in part the unused portion of the Commitments, provided that (i) each partial reduction shall be in the aggregate principal amount of $5,000,000 or an integral multiple of $1,000,000 in excess thereof, thereof and (ii) no such termination or reduction shall be permitted if, after giving effect thereto and to any prepayments made under Section 4.6 by the Borrower on the effective date thereof, the Total Outstanding Extensions of Credit then outstanding would exceed the Total Commitments then in effect, and (iii) any notice of termination of the Commitments may state that such notice is conditioned upon the occurrence of any 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 date) if such condition is not satisfied. Each reduction of Commitments pursuant to this Section 4.5 shall be applied pro rata to the Commitments of each Bank. If at any time, including after giving effect to any reduction of Commitments pursuant to this Section 4.5, the Total Outstanding Extensions of Credit exceed the Total Commitments, the Borrower shall be obligated, first, to prepay the Loans in the amount of such excess, second, to cash collateralize Letters of Credit to the extent that the aggregate amount of the L/C Obligations exceeds such Total Commitments after prepayment of all Loans.

Optional Termination or Reduction of the Commitments. (a) Unless previously terminated, the Commitments of the Banks to make Loans shall terminate on the Termination Date. (b) The Borrower shall have the right, without penalty or premium, upon at least three (3) Business Days’ ' irrevocable written notice to the Administrative Agent (which shall give prompt notice to each Bank), to terminate in whole the Commitments or permanently, from time to time, to reduce ratably in part the unused portion of the Commitments, provided that (i) each partial reduction shall be in the aggregate principal amount of $5,000,000 or an integral multiple of $1,000,000 in excess thereof, thereof and (ii) no such termination or reduction shall be permitted if, after giving effect thereto and to any prepayments made under Section 4.6 by the Borrower on the effective date thereof, the Total Outstanding Extensions of Credit then outstanding would exceed the Total Commitments then in effect, and (iii) any notice of termination of the Commitments may state that such notice is conditioned upon the occurrence of any 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 date) if such condition is not satisfied. Each reduction of Commitments pursuant to this Section 4.5 shall be applied pro rata to the Commitments of each Bank. If at any time, including after giving effect to any reduction of Commitments pursuant to this Section 4.5, the Total Outstanding Extensions of Credit exceed the Total Commitments, the Borrower shall be obligated, first, to prepay the Loans in the amount of such excess, second, to cash collateralize Letters of Credit to the extent that the aggregate amount of the L/C Obligations exceeds such Total Commitments after prepayment of all Loans.

Optional Termination or Reduction of the Commitments. (a) Unless previously terminated, the Commitments of the Banks to make Loans shall terminate on the Termination Date. (b) The Borrower shall have the right, without penalty or premium, upon at least three (3) Business Days’ irrevocable written notice to the Administrative Agent (which shall give prompt notice to each Bank)Agent, to terminate in whole the Commitments or permanently, from time to time, to permanently reduce ratably in part the unused portion Unused Commitments or the Unissued Letter of the Credit Commitments, provided that (i) each partial reduction shall be in the aggregate principal amount of $5,000,000 10,000,000 or an integral multiple of $1,000,000 in excess thereof, . (iib) So long as no such termination Default or reduction Event of Default shall be permitted ifcontinuing, after giving effect thereto and to any prepayments made under Section 4.6 by the Borrower on shall have the effective date thereofright, the Total Outstanding Extensions of Credit then outstanding would exceed the Total Commitments then in effect, and (iii) any notice of termination of the Commitments may state that such notice is conditioned upon the occurrence of any 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 date) if such condition is not satisfied. Each reduction of Commitments pursuant to this Section 4.5 shall be applied pro rata to the Commitments of each Bank. If at any time, including upon at least ten Business Days’ notice to an Affected Lender (with a copy to the Agent), to terminate in whole such Lender’s Revolving Credit Commitment and, if applicable, its Letter of Credit Commitment, without affecting the Commitments of any other Lender. Such termination shall be effective, (x) with respect to such Lender’s Unused Commitment, on the date set forth in such notice, provided, however, that such date shall be no earlier than ten Business Days after giving effect receipt of such notice and (y) with respect to any reduction each Advance outstanding to such Lender, in the case of Base Rate Advances, on the date set forth in such notice and, in the case of Eurodollar Rate Advances, on the last day of the then current Interest Period relating to such Advance. Upon termination of a Lender’s Commitments pursuant to under this Section 4.5, the Total Outstanding Extensions of Credit exceed the Total Commitments2.05(b), the Borrower shall will pay or cause to be obligatedpaid all principal of, first, and interest accrued to prepay the Loans in the amount date of such excesspayment on, secondAdvances owing to such Lender and, subject to cash collateralize Section 2.19, pay any accrued commitment fees or Letter of Credit fees payable to such Lender pursuant to the provisions of Section 2.04, and all other amounts payable to such Lender hereunder (including, but not limited to, any increased costs or other amounts owing under Section 2.11 and any indemnification for Taxes under Section 2.14); and, if such Lender is an Issuing Bank, shall pay to such Issuing Bank for deposit in an escrow account an amount equal to the Available Amount of all Letters of Credit issued by such Issuing Bank, whereupon all Letters of Credit issued by such Issuing Bank shall be deemed to have been issued outside of this Agreement on a bilateral basis and shall cease for all purposes to constitute a Letter of Credit issued under this Agreement, and upon such payments, except as otherwise provided below, the extent obligations of such Lender hereunder shall, by the provisions hereof, be released and discharged; provided, however, that (i) such Lender’s rights under Sections 2.11, 2.14 and 8.04, and, in the case of an Issuing Bank, Section 8.04(c), and its obligations under Section 8.04 and 8.08, in each case in accordance with the terms thereof, shall survive such release and discharge as to matters occurring prior to such date and (ii) such escrow agreement shall be in a form reasonably agreed to by the Borrower and such Issuing Bank, but in no event shall either the Borrower or such Issuing Bank require any waivers, covenants, events of default or other provisions that are more restrictive than or inconsistent with the provisions of this Agreement. Subject to Section 2.18, the aggregate amount of the L/C Obligations exceeds Commitments of the Lenders once reduced pursuant to this Section 2.05(b) may not be reinstated. The termination of the Commitments of an Affected Lender pursuant to this Section 2.05(b) will not be deemed to be a waiver of any right that the Borrower, the Agent, any Issuing Bank or any other Lender may have against the Affected Lender that arose prior to the date of such Total Commitments after prepayment termination. Upon any such termination, the Ratable Share of all Loanseach remaining Lender will be revised.

Optional Termination or Reduction of the Commitments. (a) Unless previously On the Effective Date, (i) the Commitments of Aurora Bank FSB (formerly known as Xxxxxx Brothers Bank, FSB) and its Affiliates (“Xxxxxx”) shall be terminated, and all Obligations owing to Xxxxxx shall be paid in full and Xxxxxx shall be discharged from any liability with respect to any outstanding Letters of Credit and Swingline Advances, and (ii) the Commitments of certain Extending Lenders shall be reduced, in each case, without a pro rata reduction of the Commitments of any other Lenders. After such reduction, the Commitments of the Banks to make Loans Lenders shall terminate be as set forth on the Termination DateSchedule 1.01 hereto. (b) The Borrower After the Effective Date, the Borrowers shall have the right, without penalty or premium, premium and upon at least three (3) Business Days’ irrevocable written notice to the Administrative Agent (which shall give prompt notice to each Bank)Agent, to permanently terminate in whole the Commitments or permanently, from time to time, to permanently reduce ratably in part the unused portion portions of the Commitmentsrespective Commitments of the Lenders, provided that (i) each no such termination or reduction of the Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Advances made on the effective date thereof, the Total Extensions of Credit would exceed the aggregate amount of the Commitments as so reduced. Any partial reduction of the Commitments shall be in the aggregate principal amount of $5,000,000 or an integral multiple of $1,000,000 in excess thereof; provided further that, (ii) no except for any reduction pursuant to Section 8.13, any such termination or reduction shall be permitted if, after giving effect thereto and to any prepayments made under Section 4.6 by the Borrower on the effective date thereof, the Total Outstanding Extensions of Credit then outstanding would exceed the Total Commitments then in effect, and (iii) any notice of termination of the Commitments may state that such notice is conditioned upon the occurrence of any 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 date) if such condition is not satisfied. Each reduction of Commitments pursuant to this Section 4.5 shall first be applied pro rata ratably to the Commitments of each Bank. If the Non-Extending Lenders and after such Commitments have been terminated in full, shall be applied ratably to the Commitments of the Extending Lenders. (c) In addition to the Borrowers’ rights under Section 2.06(b), at any timetime after July 22, including after giving effect to any reduction of Commitments pursuant to this Section 4.52009, the Total Outstanding Extensions Commitment of Credit exceed the Total Commitments, the Borrower any applicable Non-Extending Lenders shall be obligated, first, to prepay automatically terminated upon the Loans in the amount of such excess, second, to cash collateralize Letters of Credit to the extent that the aggregate amount repayment of the L/C Obligations exceeds owed to such Total Commitments after prepayment Non-Extending Lender in accordance with the provisions of all LoansSection 2.11(b) hereof.

Optional Termination or Reduction of the Commitments. (a) Unless previously terminated, the Commitments of the Banks to make Loans shall terminate on the Termination Date. (b) The Borrower shall have the right, without penalty or premium, upon at least three (3) Business Days’ irrevocable written notice to the Administrative Agent (which shall give prompt notice to each Bank)Agent, to terminate in whole the Commitments or permanently, from time to time, to permanently reduce ratably in part the unused portion Unused Commitments or the Unissued Letter of the Credit Commitments, provided that (i) each partial reduction shall be in the aggregate principal amount of $5,000,000 10,000,000 or an integral multiple of $1,000,000 in excess thereof, . (iib) So long as no such termination Default or reduction Event of Default shall be permitted ifcontinuing, after giving effect thereto and to any prepayments made under Section 4.6 by the Borrower on shall have the effective date thereofright, the Total Outstanding Extensions of Credit then outstanding would exceed the Total Commitments then in effect, and (iii) any notice of termination of the Commitments may state that such notice is conditioned upon the occurrence of any 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 date) if such condition is not satisfied. Each reduction of Commitments pursuant to this Section 4.5 shall be applied pro rata to the Commitments of each Bank. If at any time, including upon at least ten Business Days’ notice to an Affected Lender (with a copy to the Agent), to terminate in whole such Lender’s Revolving Credit Commitment and, if applicable, its Letter of Credit Commitment, without affecting the Commitments of any other Lender. Such termination shall be effective, (x) with respect to such Lender’s Unused Commitment, on the date set forth in such notice, provided, however, that such date shall be no earlier than ten Business Days after giving effect receipt of such notice and (y) with respect to any reduction each Advance outstanding to such Lender, in the case of Base Rate Advances, on the date set forth in such notice and, in the case of Eurodollar Rate Advances, on the last day of the then current Interest Period relating to such Advance. Upon termination of a Lender’s Commitments pursuant to under this Section 4.5, the Total Outstanding Extensions of Credit exceed the Total Commitments2.05(b), the Borrower shall will pay or cause to be obligatedpaid all principal of, first, and interest accrued to prepay the Loans in the amount date of such excesspayment on, secondAdvances owing to such Lender and, subject to cash collateralize Section 2.19, pay any accrued commitment fees or Letter of Credit fees payable to such Lender pursuant to the provisions of Section 2.04, and all other amounts payable to such Lender hereunder (including, but not limited to, any increased costs or other amounts owing under Section 2.11 and any indemnification for Taxes under Section 2.14); and, if such Lender is an Issuing Bank, shall pay to such Issuing Bank for deposit in an escrow account an amount equal to the Available Amount of all Letters of Credit issued by such Issuing Bank, whereupon all Letters of Credit issued by such Issuing Bank shall be deemed to have been issued outside of this Agreement on a bilateral basis and shall cease for all purposes to constitute a Letter of Credit issued under this Agreement, and upon such payments, except as otherwise provided below, the extent obligations of such Lender hereunder shall, by the provisions hereof, be released and discharged; provided, however, that (i) such Lender’s rights under Sections 2.11, 2.14 and 8.04, and, in the case of an Issuing Bank, Section 8.04(c), and its obligations under Section 8.04 and 8.08, in each case in accordance with the terms thereof, shall survive such release and discharge as to matters occurring prior to such date and (ii) such escrow agreement shall be in a form reasonably agreed to by the Borrower and such Issuing Bank, but in no event shall either the Borrower or such Issuing Bank require any waivers, covenants, events of default or other provisions that are more restrictive than or inconsistent with the provisions of this Agreement. Subject to Section 2.18, the aggregate amount of the L/C Obligations exceeds such Total Commitments after prepayment of all Loans.the Lenders once reduced pursuant to this Section 2.05(b) may not be reinstated. The termination of the Commitments of an Affected Lender pursuant to this

Optional Termination or Reduction of the Commitments. (a) Unless previously terminated, the Commitments of the Banks to make Revolving Credit Loans shall terminate on the Termination Revolving Loan Maturity Date. (b) The Borrower shall have the right, without penalty or premium, upon at least three (3) Business Days’ ' irrevocable written notice to the Administrative Agent (which shall give prompt notice to each Bank), to terminate in whole the Revolving Commitments or permanently, from time to time, to reduce ratably in part the unused portion of the Revolving Commitments, provided that (i) each partial reduction shall be in the aggregate principal amount of $5,000,000 or an integral multiple of $1,000,000 in excess thereof, thereof and (ii) no such termination or reduction shall be permitted if, after giving effect thereto and to any prepayments made under Section 4.6 5.6 by the Borrower on the effective date thereof, the Total Aggregate Outstanding Extensions of Credit then outstanding would exceed the Total Revolving Commitments then in effect, and (iii) any notice of termination of the Commitments may state that such notice is conditioned upon the occurrence of any 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 date) if such condition is not satisfied. Each reduction of Revolving Commitments pursuant to this Section 4.5 5.5 shall be applied pro rata to the Revolving Commitments of each Bank. If at any time, including after giving effect to any reduction of Revolving Commitments pursuant to this Section 4.55.5, the Total Aggregate Outstanding Extensions of Credit exceed the Total Revolving Commitments, the Borrower shall be obligated, first, to prepay the Revolving Loans in the amount of such excess, second, to prepay the CAF Loans (whether or not consented to by the relevant Bank) to the extent that the aggregate amount of CAF Loans exceeds such Total Revolving Commitments after prepayment of all Revolving Loans and, third, to cash collateralize Letters of Credit to the extent that the aggregate amount of the L/C Obligations exceeds such Total Revolving Commitments after prepayment of all Revolving Loans and CAF Loans.

Optional Termination or Reduction of the Commitments. (a) Unless previously terminated, the Commitments of the Banks to make Loans shall terminate on the Termination Date. (b) The Borrower shall have the right, without penalty or premium, upon at least three (3) Business Days’ irrevocable written notice to the Administrative Agent (which shall give prompt notice to each Bank), to terminate in whole the Commitments or permanently, from time to time, to reduce ratably in part the unused portion of the Commitments, provided that (i) each partial reduction shall be in the aggregate principal amount of $5,000,000 or an integral multiple of $1,000,000 in excess thereof, (ii) no such termination or reduction shall be permitted if, after giving effect thereto and to any prepayments made under Section 4.6 5.6 by the Borrower on the effective date thereof, the Total Outstanding Extensions of Credit then outstanding would exceed the Total Commitments then in effect, and (iii) any notice of termination of the Commitments may state that such notice is conditioned upon the occurrence of any 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 date) if such condition is not satisfied. Each reduction of Commitments pursuant to this Section 4.5 5.5 shall be applied pro rata to the Commitments of each Bank. If at any time, including after giving effect to any reduction of Commitments pursuant to this Section 4.55.5, the Total Outstanding Extensions of Credit exceed the Total Commitments, the Borrower shall be obligated, first, to prepay the Loans in the amount of such excess, second, to cash collateralize Letters of Credit to the extent that the aggregate amount of the L/C Obligations exceeds such Total Commitments after prepayment of all Loans.

Optional Termination or Reduction of the Commitments. (a) Unless previously On the Effective Date, (i) the Commitments of Aurora Bank FSB (formerly known as Lxxxxx Brothers Bank, FSB) and its Affiliates (“Lxxxxx”) shall be terminated, and all Obligations owing to Lxxxxx shall be paid in full and Lxxxxx shall be discharged from any liability with respect to any outstanding Letters of Credit and Swingline Advances, and (ii) the Commitments of certain Extending Lenders shall be reduced, in each case, without a pro rata reduction of the Commitments of any other Lenders. After such reduction, the Commitments of the Banks to make Loans Lenders shall terminate be as set forth on the Termination DateSchedule 1.01 hereto. (b) The Borrower After the Effective Date, the Borrowers shall have the right, without penalty or premium, premium and upon at least three (3) Business Days’ irrevocable written notice to the Administrative Agent (which shall give prompt notice to each Bank)Agent, to permanently terminate in whole the Commitments or permanently, from time to time, to permanently reduce ratably in part the unused portion portions of the Commitmentsrespective Commitments of the Lenders, provided that (i) each no such termination or reduction of the Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Advances made on the effective date thereof, the Total Extensions of Credit would exceed the aggregate amount of the Commitments as so reduced. Any partial reduction of the Commitments shall be in the aggregate principal amount of $5,000,000 or an integral multiple of $1,000,000 in excess thereof; provided further that, (ii) no except for any reduction pursuant to Section 8.13, any such termination or reduction shall be permitted if, after giving effect thereto and to any prepayments made under Section 4.6 by the Borrower on the effective date thereof, the Total Outstanding Extensions of Credit then outstanding would exceed the Total Commitments then in effect, and (iii) any notice of termination of the Commitments may state that such notice is conditioned upon the occurrence of any 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 date) if such condition is not satisfied. Each reduction of Commitments pursuant to this Section 4.5 shall first be applied pro rata ratably to the Commitments of each Bank. If the Non-Extending Lenders and after such Commitments have been terminated in full, shall be applied ratably to the Commitments of the Extending Lenders. (c) In addition to the Borrowers’ rights under Section 2.06(b), at any timetime after July 22, including after giving effect to any reduction of Commitments pursuant to this Section 4.52009, the Total Outstanding Extensions Commitment of Credit exceed the Total Commitments, the Borrower any applicable Non-Extending Lenders shall be obligated, first, to prepay automatically terminated upon the Loans in the amount of such excess, second, to cash collateralize Letters of Credit to the extent that the aggregate amount repayment of the L/C Obligations exceeds owed to such Total Commitments after prepayment Non-Extending Lender in accordance with the provisions of all LoansSection 2.11(b) hereof.

Optional Termination or Reduction of the Commitments. (a) Unless previously terminated, the Commitments of the Banks to make Revolving Credit Loans shall terminate on the Termination Revolving Loan Maturity Date. (b) The Borrower shall have the right, without penalty or premium, upon at least three (3) Business Days’ ' irrevocable written notice to the Administrative Agent (which shall give prompt notice to each Bank), to terminate in whole the Revolving Commitments or permanently, from time to time, to reduce ratably in part the unused portion of the Revolving Commitments, provided that (i) each partial reduction shall be in the aggregate principal amount of $5,000,000 or an integral multiple of $1,000,000 in excess thereof, thereof and (ii) no such termination or reduction shall be permitted if, after giving effect thereto and to any prepayments made under Section 4.6 by the Borrower on the effective date thereof, the Total Aggregate Outstanding Extensions of Credit then outstanding would exceed the Total Revolving Commitments then in effect, and (iii) any notice of termination of the Commitments may state that such notice is conditioned upon the occurrence of any 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 date) if such condition is not satisfied. Each reduction of Revolving Commitments pursuant to this Section 4.5 shall be applied pro rata to the Revolving Commitments of each Bank. If at any time, including after giving effect to any reduction of Revolving Commitments pursuant to this Section 4.5, the Total Aggregate Outstanding Extensions of Credit exceed the Total Revolving Commitments, the Borrower shall be obligated, first, to prepay the Revolving Loans in the amount of such excess, second, to cash collateralize Letters of Credit to the extent that the aggregate amount of the L/C Obligations exceeds such Total Revolving Commitments after prepayment of all Revolving Loans.

Optional Termination or Reduction of the Commitments. (a) Unless previously terminated, the Commitments of the Banks to make Loans shall terminate on the Revolving Commitment Termination Date. (b) The Borrower shall have the right, without penalty or premium, upon at least three (3) Business Days’ ' irrevocable written notice to the Administrative Agent (which shall give prompt notice to each Bank), to terminate in whole the Commitments or permanently, from time to time, to reduce ratably in part the unused portion of the Commitments, provided that (i) each partial reduction shall be in the aggregate principal amount of $5,000,000 or an integral multiple of $1,000,000 in excess thereof, thereof and (ii) no such termination or reduction shall be permitted if, after giving effect thereto and to any prepayments made under Section 4.6 by the Borrower on the effective date thereof, the Total Outstanding Extensions of Credit Loans then outstanding would exceed the Total Commitments then in effect, and . (iiic) any notice of termination of the Commitments may state that such notice is conditioned upon the occurrence of any 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 date) if such condition is not satisfied. Each reduction of Commitments pursuant to this Section 4.5 shall be applied pro rata to the Commitments of each Bank. If at any time, including after giving effect to any reduction of Commitments pursuant to this Section 4.5, the Total Outstanding Extensions of Credit Loans exceed the Total Commitments, the Borrower shall be obligated, first, obligated to prepay the Loans in the amount of such excess, second, to cash collateralize Letters of Credit to the extent that the aggregate amount . Optional prepayments of the L/C Obligations exceeds such Total Commitments after prepayment of all LoansLoans may not be reborrowed.

Optional Termination or Reduction of the Commitments. (a) Unless previously terminated, the Commitments of the Banks to make Loans shall terminate on the Termination Date. (b) The Borrower Borrowers shall have the right, without penalty or premium, premium and upon at least three (3) Business Days’ irrevocable written notice to the Administrative Agent (which shall give prompt notice to each Bank)Agent, to permanently terminate in whole the Commitments or permanently, from time to time, to permanently reduce ratably in part the unused portion portions of the Commitmentsrespective Commitments of the Lenders, provided that (i) each no such termination or reduction of the Commitments shall be permitted if, after giving effect thereto and to any prepayments of the Advances made on the effective date thereof, the Total Revolving Extensions of Credit would exceed the aggregate amount of the Commitments as so reduced. Any partial reduction of the Commitments shall be in the aggregate principal amount of $5,000,000 or an integral multiple of $1,000,000 in excess thereof. (b) If, (ii) no such termination or reduction shall be permitted if, after giving effect thereto and to any prepayments made under Section 4.6 by the Borrower on the effective date thereof, the Total Outstanding Extensions of Credit then outstanding would exceed the Total Commitments then in effect, and (iii) any notice of termination of the Commitments may state that such notice is conditioned upon the occurrence of any 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 date) if such condition is not satisfied. Each reduction of Commitments pursuant to this Section 4.5 shall be applied pro rata to the Commitments of each Bank. If at any time, including after giving effect to any reduction of Commitments pursuant to this Section 4.5, the Total Outstanding Extensions of Credit exceed the Total Aggregate Commitments, the Borrower L/C Commitment or the Swingline Commitment exceeds the amount of the Aggregate Commitments, such L/C Commitment or Swingline Commitment shall be obligated, first, to prepay the Loans in automatically reduced by the amount of such excess, second, to cash collateralize Letters . (c) The Agent will promptly notify the Lenders of Credit to the extent that the aggregate amount any termination or reduction of the L/C Obligations exceeds Aggregate Commitments under Section 2.06(a). Upon any reduction of the Aggregate Commitments, the Commitment of each Lender shall be reduced by such Total Commitments after prepayment Lender’s Commitment Percentage of all Loanssuch reduction amount.

Optional Termination or Reduction of the Commitments. (a) Unless previously terminated, the Commitments of the Banks to make Loans shall terminate on the Termination Date. (b) The Borrower shall have the right, without penalty or premium, upon at least three (3) Business Days’ irrevocable written notice to the Administrative Agent (which shall give prompt notice to each Bank)Agent, to terminate in whole the Commitments or permanently, from time to time, to permanently reduce ratably in part the unused portion Unused Commitments or the Unissued Letter of the Credit Commitments, provided that (i) each partial reduction shall be in the aggregate principal amount of $5,000,000 10,000,000 or an integral multiple of $1,000,000 in excess thereof, . (iib) So long as no such termination Default or reduction Event of Default shall be permitted ifcontinuing, after giving effect thereto and to any prepayments made under Section 4.6 by the Borrower on shall have the effective date thereofright, the Total Outstanding Extensions of Credit then outstanding would exceed the Total Commitments then in effect, and (iii) any notice of termination of the Commitments may state that such notice is conditioned upon the occurrence of any 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 date) if such condition is not satisfied. Each reduction of Commitments pursuant to this Section 4.5 shall be applied pro rata to the Commitments of each Bank. If at any time, including upon at least ten Business Days’ notice to an Affected Lender (with a copy to the Agent), to terminate in whole such Lender’s Revolving Credit Commitment and, if applicable, its Letter of Credit Commitment, without affecting the Commitments of any other Lender. Such termination shall be effective, (x) with respect to such Lender’s Unused Commitment, on the date set forth in such notice, provided, however, that such date shall be no earlier than ten Business Days after giving effect receipt of such notice and (y) with respect to any reduction each Revolving Advance outstanding to such Lender, in the case of Base Rate Advances, on the date set forth in such notice and, in the case of Eurodollar Rate Advances, on the last day of the then current Interest Period relating to such Revolving Advance. Upon termination of a Lender’s Commitments pursuant to under this Section 4.5, the Total Outstanding Extensions of Credit exceed the Total Commitments2.05(b), the Borrower shall will pay or cause to be obligatedpaid all principal of, first, and interest accrued to prepay the Loans in the amount date of such excesspayment on, secondRevolving Advances (and if such Lender is the Swingline Lender, the Swingline Advances) owing to cash collateralize such Lender and, subject to Section 2.19, pay any accrued commitment fees or Letter of Credit fees payable to such Lender pursuant to the provisions of Section 2.04, and all other amounts payable to such Lender hereunder (including, but not limited to, any increased costs or other amounts owing under Section 2.11 and any indemnification for Taxes under Section 2.14); and, if such Lender is an Issuing Bank, shall pay to such Issuing Bank for deposit in an escrow account an amount equal to the Available Amount of all Letters of Credit issued by such Issuing Bank, whereupon all Letters of Credit issued by such Issuing Bank shall be deemed to have been issued outside of this Agreement on a bilateral basis and shall cease for all purposes to constitute a Letter of Credit issued under this Agreement, and upon such payments, except as otherwise provided below, the extent obligations of such Lender hereunder shall, by the provisions hereof, be released and discharged; provided, however, that (i) such Lender’s rights under Section 2.11, Section 2.14 and Section 8.04, and, in the case of an Issuing Bank, Section 8.04(c), and its obligations under Section 8.04 and Section 8.08, in each case in accordance with the terms thereof, shall survive such release and discharge as to matters occurring prior to such date and (ii) such escrow agreement shall be in a form reasonably agreed to by the Borrower and such Issuing Bank, but in no event shall either the Borrower or such Issuing Bank require any waivers, covenants, events of default or other provisions that are more restrictive than or inconsistent with the provisions of this Agreement. Subject to Section 2.18, the aggregate amount of the L/C Obligations exceeds Commitments of the Lenders once reduced pursuant to this Section 2.05(b) may not be reinstated. The termination of the Commitments of an Affected Lender pursuant to this Section 2.05(b) will not be deemed to be a waiver of any right that the Borrower, the Agent, any Issuing Bank, the Swingline Lender or any other Lender may have against the Affected Lender that arose prior to the date of such Total Commitments after prepayment termination. Upon any such termination, the Ratable Share of all Loanseach remaining Lender will be revised.