Common use of Reduction and Termination of the Commitments Clause in Contracts

Reduction and Termination of the Commitments. The Borrower shall have the right at any time and from time to time upon five (5) Business Days’ prior written notice to the Agent to reduce the Total Commitments by $5,000,000 or an integral multiple of $500,000 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five percent (25%) of the largest Total Commitment ever existing under this Agreement) or to terminate entirely the Commitments, whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.3, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000) in the maximum amount of Swing Loans and available Letters of Credit. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee under §2.2 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated.

Reduction and Termination of the Commitments. The Borrower shall have the right at any time and from time to time upon five (5) Business Days’ prior written notice to the Agent to reduce the Total Commitments by $5,000,000 5,000,000.00 or an integral multiple of $500,000 1,000,000.00 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five fifty percent (2550.0%) of the largest highest Total Commitment ever at any time existing under this Agreement) or to terminate entirely the Commitments, whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.84.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.32.4, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000100,000.00) in the maximum amount of Swing Loans and available Letters of Credit. Upon Within five (5) days of the effective date of any such reduction or termination, upon receipt of an invoice from Agent, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee facility fee under §2.2 2.3 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated.

Reduction and Termination of the Commitments. The Borrower shall have the right at any time and from time to time upon five (5) Business Days’ prior written notice to the Agent to reduce the Total Commitments by $5,000,000 5,000,000.00 or an integral multiple of $500,000 1,000,000.00 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five fifty percent (2550.0%) of the largest highest Total Commitment ever at any time existing under this AgreementAgreement after such time as the Total Commitment is increased to an amount greater than $30,000,000.00) or to terminate entirely the Commitments, whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.32.4, the Agent will notify the Lenders of the substance thereof. The Total Commitment shall also be reduced as provided in §5.4 and §7.7. Any reduction of the Commitment Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000100,000.00) in the maximum amount of Swing Loans and available Letters of Credit. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee facility fee under §2.2 2.3 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated.

Reduction and Termination of the Commitments. The Borrower Borrowers shall have the right right, at any time and from time to time time, upon five (5) Business Days’ prior written notice to the Agent to reduce the Total Commitments by $5,000,000 25,000,000 or an integral multiple of $500,000 5,000,000 in excess thereof (provided that that, in no event shall the Total Commitment thereafter be reduced in such manner to an amount less than twenty-five percent (25%) of $50,000,000 unless the largest Total Commitment ever existing under this AgreementCommitments are terminated entirely concurrently therewith) or to terminate entirely the Commitments, whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.84.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower Borrowers delivered pursuant to this §2.32.5, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000) in the maximum amount of Swing Loans and available Letters of Credit. Upon the effective date of any such reduction or termination, the Borrower Borrowers shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee unused facility unused fee under §2.2 2.4 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated.

Reduction and Termination of the Commitments. The Borrower shall have the right at any time and from time to time upon five (5) Business Days’ prior written notice to the Agent to reduce the Total Commitments by $5,000,000 5,000,000.00 or an integral multiple of $500,000 1,000,000.00 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five fifty percent (2550.0%) of the largest highest Total Commitment ever at any time existing under this Agreement) or to terminate entirely the Commitments, whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.84.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.32.4, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000100,000.00) in the maximum amount of Swing Loans and available Letters of Credit. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee facility fee under §2.2 2.3 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated.

Reduction and Termination of the Commitments. The Borrower shall have the right at any time and from time to time upon five (5) Business Days’ prior written notice to the Agent to reduce the Total Commitments Commitment by $5,000,000 5,000,000.00 or an integral multiple of $500,000 1,000,000.00 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five fifty percent (2550%) of the largest highest Total Commitment ever existing in effect under this Agreement) or to terminate entirely the Commitments, whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.84.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.32.4, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000100,000.00) in the maximum amount of Swing Loans and available Letters of Credit. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee fee under §2.2 2.3 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated.

Reduction and Termination of the Commitments. The Borrower shall have the right at any time and from time to time upon five (5) Business Days’ prior written notice to the Agent to reduce the Total Commitments by $5,000,000 5,000,000.00 or an integral multiple of $500,000 1,000,000.00 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five fifty percent (2550.0%) of the largest highest Total Commitment ever at any time existing under this Agreement) or to terminate entirely the Commitments, whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.84.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.32.4, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000100,000.00) in the maximum amount of Swing Loans and available Letters of Credit. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee fee under §2.2 2.3 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated.

Reduction and Termination of the Commitments. The Borrower shall have the right at any time and from time to time upon five three (53) Business Days’ prior written notice to the Agent to reduce the Total Commitments by $5,000,000 or an integral multiple of $500,000 1,000,000 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five percent (25%) $37,500,000.00, other than in the case of a termination of the largest Total Commitment ever existing under this Agreementfacility by the Borrower) or to terminate entirely the Commitmentsunborrowed portion of the Commitments (provided that such termination would not result in the Total Commitment being reduced to an amount less than $37,500,000.00), whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.3, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000) in the maximum amount of Swing Loans and available Letters of Credit. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee facility fee under §2.2 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated. §2.4 [Intentionally omitted.]

Reduction and Termination of the Commitments. The Borrower shall have the right at any time and from time to time upon five (5) Business Days’ prior written notice to the Agent to reduce the Total Commitments by $5,000,000 or an integral multiple of $500,000 1,000,000 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five percent (25%) of the largest Total Commitment ever existing under this Agreement$40,000,000.00) or to terminate entirely the Commitments, whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.32.4, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000) in the maximum amount of Swing Loans and available Letters of Credit. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee facility fee under §2.2 2.3 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated.

Reduction and Termination of the Commitments. The Borrower shall have the right at any time and from time to time upon five (5) Business Days’ prior written notice to the Agent to reduce the Total Commitments by $5,000,000 or an integral multiple of $500,000 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five percent (25%) of the largest Total Commitment ever existing under this Agreement$125,000,000.00) or to terminate entirely the Commitments, whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.32.4, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000) in the maximum amount of Swing Loans and available Letters of Credit. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee under §2.2 2.3 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated.

Reduction and Termination of the Commitments. The Borrower shall have the right at any time and from time to time upon five (5) Business Days’ prior written notice to the Agent to (a) reduce the Total Commitments by $5,000,000 5,000,000.00 or an integral multiple of $500,000 1,000,000.00 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five percent (25%) of the largest Total Commitment ever existing under this Agreement$30,000,000.00) or to (b) terminate entirely the Commitments, whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.32.4, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000100,000.00) in the maximum amount of Swing Loans and available Letters of CreditCredit and the Swing Loan Commitment shall automatically decrease by an amount equal to ten percent (10%) of the applicable reduction of the Total Commitment. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee facility fee under §2.2 2.3 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated.

Reduction and Termination of the Commitments. (a) The Borrower shall have the right may, upon at any time and from time to time upon five (5) least three Business Days’ prior written notice to the Agent to Administrative Agent, terminate in whole or reduce in part the Total Commitments by $5,000,000 or an integral multiple of $500,000 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five percent (25%) unused portions of the largest Total Commitment ever existing under this Agreement) or to terminate entirely the Commitments, whereupon the respective Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.8Lenders; provided, however, that no such termination or (i) each partial reduction shall be permitted ifin an aggregate amount that is an integral multiple of $5,000,000, after giving effect thereto(ii) if at the time of such reduction any Loans are outstanding, each such reduction shall be made pro rata between the Tranche A Facility and the Tranche B Facility, ratably in accordance with each Lender’s Commitment, and (iii) if any such reduction is to be made in a non pro rata manner as between the Tranche A Facility and the Tranche B Facility (a “Non Pro Rata Commitment Reduction”) at a time when Letters of Credit are outstanding, then, as a condition to the effectiveness of such Non Pro Rata Commitment Reduction, the sum Administrative Agent shall have received a certificate executed on behalf of Outstanding Revolving Credit Loans the Borrower by a Responsible Officer to the effect that, as of the date of such Non Pro Rata Commitment Reduction, the statements set forth in clauses (b)(i) and Swing Loans (b)(ii) of Section 3.2 (Conditions Precedent to Each Loan and Letter of Credit) are true and correct. On and as of the date of any Non Pro Rata Commitment Reduction, the Letter of Credit Liabilities would exceed the Commitments of Undrawn Amounts at such time shall be reallocated to the Lenders as so terminated or reducedin accordance with their new respective Commitments. Promptly after receiving any A notice from the Borrower delivered pursuant to this §2.3, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000) in the maximum amount of Swing Loans and available Letters of Credit. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee under §2.2 then accrued on the amount of the reduction. No reduction or termination of the Commitments may state that such notice is conditioned upon the effectiveness of other credit facilities, and if any notice so states it may be reinstatedrevoked by the Borrower by notice to the Administrative Agent on or prior to the date specified for the termination of the Commitments that the refinancing condition has not been met and the termination is to be revoked.

Reduction and Termination of the Commitments. The Borrower shall have the right at any time and from time to time upon five (5) Business Days’ prior written notice to the Agent to reduce the Total Commitments by $5,000,000 5,000,000.00 or an integral multiple of $500,000 1,000,000.00 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five percent (25%) of the largest Total Commitment ever existing under this Agreement$120,000,000) or to terminate entirely the Commitments, whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.32.4, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000100,000.00) in the maximum amount of Swing Loans and available Letters of Credit. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee facility fee under §2.2 2.3 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated.

Reduction and Termination of the Commitments. The Borrower shall have the right at any time and from time to time upon five (5) Business Days’ prior written notice to the Agent to reduce the Total Commitments by $5,000,000 5,000,000.00 or an integral multiple of $500,000 1,000,000.00 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five percent (25%) of the largest Total Commitment ever existing under this Agreement$20,000,000.00) or to terminate entirely the Commitments, whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.8; provided, however, that each time that Proceeds are received on and after January 1, 2010, the Total Commitment shall be reduced by the amount of such Proceeds; provided, further however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.3, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment Commitments pursuant to this §2.3 or §3.5 shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000100,000.00) in the maximum amount of Swing Loans and available Letters of Credit. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee facility fee under §2.2 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated.

Reduction and Termination of the Commitments. The Borrower shall have the right at any time and from time to time upon five (5) Business Days’ prior written notice to the Agent to reduce the Total Commitments by $5,000,000 or an integral multiple of $500,000 1,000,000 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five percent (25%) of the largest Total Commitment ever existing under this Agreement$97,500,000.00) or to terminate entirely the Commitmentsunborrowed portion of the Commitments (provided that such termination would not result in the Total Commitment being reduced to an amount less than $97,500,000.00), whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.3, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000) in the maximum amount of Swing Loans and available Letters of Credit. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee facility fee under §2.2 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated.

Reduction and Termination of the Commitments. The Borrower shall have the right at any time and from time to time upon five three (53) Business Days’ prior written notice to the Agent to permanently reduce the Total Commitments by $5,000,000 or an integral multiple of $500,000 1,000,000 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five percent (25%) of the largest Total Commitment ever existing under this Agreement) or to permanently terminate entirely the Revolving Credit Commitments, whereupon the Revolving Credit Commitments of the Revolving Credit Lenders shall be reduced pro rata in accordance with their respective Revolving Credit Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.84.7; provided, however, that (a) no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Swing Loans and the Letter of Credit Liabilities Exposure would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reducedreduced and (b) in no event shall the Total Revolving Credit Commitment be reduced or terminated in such manner as to cause the Total Revolving Credit Commitment to be less than $10,000,000 except in connection with a cancellation of the entire Revolving Credit Commitments and repayment in full of all Revolving Credit Loans outstanding hereunder. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.3, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000) in the maximum amount of Swing Loans and available Letters of Credit. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee unused facility unused fee under §2.2 2.10 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated.

Reduction and Termination of the Commitments. The Borrower shall have the right at any time and from time to time upon five three (53) Business Days’ prior written notice to the Agent to reduce the Total Commitments by $5,000,000 5,000,000.00 or an integral multiple of $500,000 1,000,000.00 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five percent (25%) $25,000,000.00, other than in the case of a termination of the largest Total Commitment ever existing under this Agreementfacility by the Borrower) or to terminate entirely the Commitmentsunborrowed portion of the Commitments (provided that such termination would not result in the Total Commitment being reduced to an amount less than $25,000,000.00), whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.3, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment Commitments to an amount less than $50,000,000.00 shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000100,000.00) in the maximum amount of Swing Loans and available Letters of Credit. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee facility fee under §2.2 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated. §2.4 [Intentionally omitted.]

Reduction and Termination of the Commitments. The Borrower shall have the right at any time and from time to time upon five (5) Business Days’ prior written notice to the Agent to (a) reduce the Total Commitments by $5,000,000 5,000,000.00 or an integral multiple of $500,000 1,000,000.00 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five an amount equal to fifty percent (2550%) of the largest highest Total Commitment ever at any time existing under this Agreement) or to (b) terminate entirely the Commitments, whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.84.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.32.4, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000100,000.00) in the maximum amount of Swing Loans and available Letters of CreditCredit and the Swing Loan Commitment shall automatically decrease by an amount equal to ten percent (10%) of the applicable reduction of the Total Commitment. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee facility fee under §2.2 2.3 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated.

Reduction and Termination of the Commitments. The Borrower shall have the right at any time and from time to time upon five (5) Business Days’ prior written notice to the Agent to reduce the Total Commitments by $5,000,000 5,000,000.00 or an integral multiple of $500,000 1,000,000.00 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five percent (25%) of the largest Total Commitment ever existing under this Agreement) or to terminate entirely the Commitments, whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.84.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. The Commitments shall also be reduced as provided in §3.2(cd) and (e). Promptly after receiving any notice from the Borrower delivered pursuant to this §2.32.4, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000100,000.00) in the maximum amount of Swing Loans and available Letters of Credit. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee fee under §2.2 2.3 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated.

Reduction and Termination of the Commitments. The Borrower shall have the right at any time and from time to time upon five (5) Business Days’ prior written notice to the Agent to reduce the Total Commitments by $5,000,000 5,000,000.00 or an integral multiple of $500,000 1,000,000.00 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five fifty percent (2550.0%) of the largest highest Total Commitment ever at any time existing under this Agreement) or to terminate entirely the Commitments, whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.84.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.32.4, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000100,000.00) in the maximum amount of Swing Loans Loan Commitment and available Letters Letter of CreditCredit Commitment. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee facility fee under §2.2 2.3 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated.

Reduction and Termination of the Commitments. The Borrower shall have the right at any time and from time to time upon five (5) Business Days’ prior written notice to the Agent to reduce the Total Commitments by $5,000,000 or an integral multiple of $500,000 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five percent (25%) of the largest Total Commitment ever existing under this Agreement$50,000,000.00) or to terminate entirely the Commitments, whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.32.4, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000) in the maximum amount of Swing Loans and available Letters of Credit. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Unused Fee or Facility Fee under §2.2 2.3 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated.

Reduction and Termination of the Commitments. The Borrower shall have the right at any time and from time to time upon five (5) Business Days’ prior written notice to the Agent to reduce the Total Commitments by $5,000,000 5,000,000.00 or an integral multiple of $500,000 1,000,000.00 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five fifty percent (2550%) of the largest highest Total Commitment ever existing in effect under this Agreement) or to terminate entirely the Commitments, whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.84.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.32.4, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000100,000.00) in the maximum amount of the Swing Loans Loan Commitment and available Letters the Letter of CreditCredit Commitment. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee fee under §2.2 2.3 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated.

Reduction and Termination of the Commitments. The Borrower shall have the right at any time and from time to time upon five (5) Business Days’ prior written notice to the Agent to reduce the Total Commitments by $5,000,000 5,000,000.00 or an integral multiple of $500,000 1,000,000.00 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five fifty percent (2550%) of the largest highest Total Commitment ever existing in effect under this Agreement) or to terminate entirely the Commitments, whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.84.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.32.4, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000100,000.00) in the maximum amount of Swing Loans and available Letters of Credit. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee fee under §2.2 2.3 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated.

Reduction and Termination of the Commitments. The Borrower shall have the right at any time and from time to time upon five (5) Business Days’ prior written notice to the Agent to reduce the Total Commitments by $5,000,000 5,000,000.00 or an integral multiple of $500,000 1,000,000.00 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than twenty-five percent (25%) of the largest Total Commitment ever existing under this Agreement$25,000,000.00) or to terminate entirely the Commitments, whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.84.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.32.4, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000100,000.00) in the maximum amount of Swing Loans and available Letters of Credit. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee fee under §2.2 2.3 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated.

Reduction and Termination of the Commitments. The Borrower shall have the right right, at any time and from time to time time, upon five (5) Business Days’ prior written notice to the Agent to reduce the Total Commitments by $5,000,000 or an integral multiple of $500,000 1,000,000 in excess thereof (provided that that, in no event shall the Total Commitment thereafter be reduced in such manner to an amount less than twenty-five percent (25%) of $25,000,000 unless the largest Total Commitment ever existing under this AgreementCommitments are terminated entirely concurrently therewith) or to terminate entirely the Commitments, whereupon the Commitments of the Lenders shall be reduced pro rata in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in §4.84.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans and Swing Loans and the Letter of Credit Liabilities would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.32.5, the Agent will notify the Lenders of the substance thereof. Any reduction of the Commitment Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000) in the maximum amount of Swing Loans and available Letters of Credit. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any Facility Fee unused facility unused fee under §2.2 2.4 then accrued on the amount of the reduction. No reduction or termination of the Commitments may be reinstated.