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

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement) or to 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 §4.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof or (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%b) of the highest Total Revolving Credit Commitment at any time existing under this Agreement) or to 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 §4.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments which results in the Total Revolving Credit Commitment being less than $500,000,000.00 shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and Letters of CreditCredit (such proportion to be determined based on the amount that the Total Revolving Credit Commitment is reduced below $500,000,000.00), and the Swing Loan Commitment shall automatically decrease by an amount equal to ten percent (10%) of the applicable reduction of the Total Revolving Credit Commitment below $500,000,000.00. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) $40,000,000.00, other than in the case of a termination of the highest Total Revolving Credit Commitment at any time existing under this Agreementfacility by the Borrower) or to terminate entirely the unborrowed portion of the Revolving Credit CommitmentsCommitments (provided that such termination would not result in the Revolving Credit Commitment being reduced to an amount less than $40,000,000.00), 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit 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 $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement) or to 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 §4.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. The Total Revolving Credit Commitment shall also be reduced as provided in §7.7. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 5,000,000 or an integral multiple of $1,000,000.00 1,000,000 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement$50,000,000.00) or to 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00100,000) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than an amount equal to fifty percent (50.050%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement) or to (b) 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 §4.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Commitment. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstatedreinstated except (with respect to a reduction, but not a termination, of the Revolving Credit Commitments) pursuant to any increase in accordance with §2.11.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 5,000,000 or an integral multiple of $1,000,000.00 1,000,000 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment thereafter be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement$100,000,000) or to 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.42.5, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any unused facility unused fee under §2.3 2.4 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit Commitments. The Borrower Borrowers 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 by $5,000,000.00 5,000,000 or an integral multiple of $1,000,000.00 1,000,000 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement$50,000,000) or to 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower Borrowers delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00100,000) in the maximum amount of Swing Loans and Loans, Letters of Credit, and Loans denominated in Alternative Currencies available to be made to Borrowers. Upon the effective date of any such reduction or termination, the Borrower Borrowers shall pay to the Agent for the respective accounts of the Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit Commitments. The Borrower Borrowers 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 by $5,000,000.00 25,000,000.00 or an integral multiple of $1,000,000.00 5,000,000.00 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of $75,000,000.00 unless the highest Total Revolving Credit Commitment at any time existing under this Agreementis terminated in full) or to 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower Borrowers delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of the Swing Loans Loan Commitment and Letters the Letter of CreditCredit Commitment, respectively. Upon the effective date of any such reduction or termination, the Borrower Borrowers shall pay to the Agent for the respective accounts of the Revolving Credit Lenders the full amount of any facility fee Unused Fee or Facility Fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 25,000,000.00 or an integral multiple of $1,000,000.00 5,000,000.00 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of $75,000,000.00 unless the highest Total Revolving Credit Commitment at any time existing under this Agreementis terminated in full) or to 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of the Swing Loans Loan Commitment and Letters the Letter of CreditCredit Commitment, respectively. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Revolving Credit Lenders the full amount of any facility fee Unused Fee or Facility Fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 5,000,000 or an integral multiple of $1,000,000.00 1,000,000 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement$50,000,000.00) or to 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, (a) the Dollar Equivalent of the sum of Outstanding U.S. Dollar Revolving Credit Loans, Outstanding Alternative Currency/Dollar Revolving Credit Loans, Outstanding Swing Loans, the Outstanding Swing Bid Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced, (b) the Dollar Equivalent of the sum of Outstanding U.S. Dollar Revolving Credit Loans, Outstanding Swing Loans, the Outstanding Bid Loans and the Letter of Credit Liabilities would exceed the U.S. Dollar Revolving Credit Commitments of the U.S. Dollar Revolving Credit Lenders as so terminated or reduced, (c) the Dollar Equivalent of the sum of the Alternative Currency/Dollar Revolving Credit Loans would exceed the Alternative Currency/Dollar Revolving Credit Commitment of the Alternative Currency/Dollar Revolving Credit Lenders as so terminated and reduced, or (d) the Outstanding Bid Loans would exceed the Bid Loan Sublimit as so terminated or reduced. Any reduction of the Total Revolving Credit Commitment shall be allocated pro rata between the U.S. Dollar Revolving Credit Commitment and the Alternative Currency/Dollar Revolving Credit Commitment, with such pro rata allocation determined by the amount that the Total U.S. Dollar Revolving Credit Commitment and the Total Alternative Currency/Dollar Revolving Credit Commitments, respectively, bear to the Total Revolving Credit Commitment, and shall be applied to each Revolving Credit Lender in accordance with its U.S. Dollar Revolving Credit Commitment Percentage and Alternative Currency/Dollar Revolving Credit Commitment Percentage, respectively. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00100,000) in the maximum amount of Swing Loans, Bid Loans and 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 Revolving Credit Lenders the full amount of any facility fee Unused Fee or Facility Fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof (provided that in no event shall part ratably the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) unused portions of the highest Total Revolving Credit Commitment at any time existing under this Agreement) or to terminate entirely the Revolving Credit Tranche A 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 §4.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect theretothereto and to any prepayments of the Tranche A Loans made on the effective date thereof, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities Tranche A Outstandings would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereofMaximum Tranche A Credit. Any such reduction shall be in an amount of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest not less than $5,000,000 or an integral multiple of $100,000.001,000,000 in excess thereof; provided, however, that unless the Tranche A Commitments are being terminated in whole, the aggregate Tranche A Commitments shall not be reduced to an amount less than $30,000,000. All outstanding Tranche A Commitments shall terminate on the Revolving Credit Termination Date. (b) The Borrower may, upon at least three Business Days’ prior notice to the Administrative Agent, terminate in whole or reduce in part ratably the maximum amount unused portions of Swing the Tranche A-1 Commitments; provided, that no such termination or reduction shall be permitted if (i) any Tranche A Commitments remain outstanding or (ii) after giving effect thereto and to any prepayments of the Tranche A-1 Loans and Letters of Credit. Upon made on the effective date thereof, the aggregate principal amount of any Tranche A-1 Loans then outstanding, would exceed the Maximum Tranche A-1 Credit. Any such reduction shall be in an amount of not less than $5,000,000 or termination, the Borrower an integral multiple of $1,000,000 in excess thereof. All outstanding Tranche A-1 Commitments shall pay to the Agent for the respective accounts of terminate on the Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstatedTermination Date.

Reduction and Termination of the Revolving Credit Commitments. The Parent 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 by $5,000,000.00 5,000,000 or an integral multiple of $1,000,000.00 1,000,000 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement$50,000,000) or to 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Parent Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00100,000) in the maximum amount of Swing Loans and Loans, Letters of Credit, and Loans denominated in Alternative Currencies available to be made to Parent Borrower. Upon the effective date of any such reduction or termination, the Parent Borrower shall pay to the Agent for the respective accounts of the Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit Commitments. The Borrower Borrowers 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 by $5,000,000.00 5,000,000 or an integral multiple of $1,000,000.00 1,000,000 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement$50,000,000) or to 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower Borrowers delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00100,000) in the maximum amount of Swing Loans and Loans, Letters of Credit, and Loans denominated in Alternative Currencies available to be made to Borrowers. Upon the effective date of any such reduction or termination, the Borrower Borrowers shall pay to the Agent for the respective accounts of the Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 5,000,000 or an integral multiple of $1,000,000.00 1,000,000 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement$25,000,000) or to 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00100,000) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any unused facility unused fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 5,000,000 or an integral multiple of $1,000,000.00 1,000,000 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.050%) of the highest greatest Total Revolving Credit Commitment in effect under this Agreement at any time existing under this Agreementtime) or to 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, (a) the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans Loans, the Outstanding Bid Loans, and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced, or (b) the Outstanding Bid Loans would exceed the Bid Loan Sublimit as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00100,000) in the maximum amount of Swing Loans, Bid Loans and 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 Revolving Credit Lenders the full amount of any facility fee Unused Fee or Facility Fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement$50,000,000.00) or to 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. The Total Revolving Credit Commitment shall also be reduced as provided in §5.4 and §7.7. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof or (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%b) of the highest Total Revolving Credit Commitment at any time existing under this Agreement) or to 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 §4.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments which results in the Total Revolving Credit Commitment being less than $250,000,000.00 shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and Letters of CreditCredit (such proportion to be determined based on the amount that the Total Revolving Credit Commitment is reduced below $250,000,000.00), and the Swing Loan Commitment shall automatically decrease by an amount equal to ten percent (10%) of the applicable reduction of the Total Revolving Credit Commitment below $250,000,000.00. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this AgreementAgreement after such time as the Total Revolving Credit Commitment is increased to an amount greater than $35,000,000.00) or to 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 §4.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. The Total Revolving Credit Commitment shall also be reduced as provided in §5.4 and §7.7. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit Commitments. The Borrower Borrowers 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 by $5,000,000.00 25,000,000.00 or an integral multiple of $1,000,000.00 5,000,000.00 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement$75,000,000.00) or to 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower Borrowers delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of the Swing Loans Loan Commitment Amount and Letters the Letter of CreditCredit Sublimit, respectively. Upon the effective date of any such reduction or termination, the Borrower Borrowers shall pay to the Agent for the respective accounts of the Revolving Credit Lenders the full amount of any unused facility unused fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit Commitments. The Borrower Borrowers 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 by $5,000,000.00 5,000,000 or an integral multiple of $1,000,000.00 1,000,000 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement$100,000,000.00) or to 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower Borrowers delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00100,000) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit Commitments. (a) The Borrower shall have the right at any time and from time to time may, upon five (5) same Business Days’ prior written Day's notice to the Agent to Administrative Agent, terminate in whole or reduce by in part ratably the unused portions of the respective Revolving Credit Commitments of the Lenders; provided, however, that each partial reduction shall be in an aggregate amount of not less than $5,000,000.00 10,000,000 or an integral multiple of $1,000,000.00 1,000,000 in excess thereof thereof. (provided that in no event shall the Total b) The then current Revolving Credit Commitment Commitments shall be reduced in such manner on each date on which a prepayment of Revolving Loans or Swing Loans is made pursuant to an amount less than fifty percent Section 2.9(a) (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this AgreementMandatory Prepayments) or would be required to terminate entirely be made had the outstanding Revolving Credit Commitments, whereupon Loans and Swing Loans equaled the Revolving Credit Commitments then in effect, in each case in the amount of such prepayment (or deemed prepayment) (and the Revolving Credit Lenders Commitment of each Lender shall be reduced pro rata in accordance with their respective Revolving Credit Commitment Percentages by its Ratable Portion 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 §4.7amount); provided, however, that no such termination in the case of any prepayment of Revolving Loans or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered that is made pursuant to this §2.4Section 2.9(a) (Mandatory Prepayments) in connection with a Reinvestment Event, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on not be permanently reduced by the amount of such prepayment until the reduction. No reduction or termination occurrence of the Reinvestment Prepayment Date with respect to such Reinvestment Event, and then the Revolving Credit Commitments may shall be reinstatedpermanently reduced only to the extent that the amount of such Net Cash Proceeds exceeds the amount of proceeds of Revolving Loans or Swing Loans identified in a Reinvestment Notice relating to such Reinvestment Event as being used or to be used to acquire replacement assets useful in the Borrower's or one or more of its Subsidiaries' business and, in the case of Reinvestment Events relating to a Property Loss Event, to effect repairs.

Reduction and Termination of the Revolving Credit Commitments. 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 by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof (provided that in no event shall part ratably the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) unused portions of the highest Total Revolving Credit Commitment at any time existing under this Agreement) or to terminate entirely the Revolving Credit Commitments, whereupon the respective 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 §4.7Lenders; provided, however, that no such termination or each partial reduction shall be permitted ifin an aggregate amount of not less than $5,000,000 or an integral multiple of $1,000,000 in excess thereof; provided, after giving effect theretofurther, however, that any such reduction during the sum Amendment No. 5 Incremental Period shall reduce first, ratably among the Incremental Lenders (as defined in Amendment No. 5) and Eligible Assignees who participated in the Amendment No. 5 Incremental Commitments until such unused portions of Outstanding Revolving Credit Loansthe Amendment No. 5 Incremental Commitments have been terminated in whole and second, ratably the Outstanding Swing Loans and unused portions of the Letter of Credit Liabilities would exceed the AMENDED AND RESTATED CREDIT AGREEMENT XXXXX HEALTHCARE CORPORATION remaining respective Revolving Credit Commitments of the Revolving Credit Lenders as so terminated Lenders. Any notice of termination or reduced. Promptly after receiving any notice from the Borrower reduction delivered pursuant to this §2.4Section 2.5 may state that it is conditioned upon the occurrence or non-occurrence of any event specified therein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent will notify on or prior to the specified prepayment date) if such condition is not satisfied. Notwithstanding anything herein to the contrary, on the day after the last day of the Amendment No. 5 Incremental Period, to the extent the Revolving Credit Lenders Commitments on such date exceeds $1,500,000,000, the Revolving Credit Commitments shall be automatically reduced to an aggregate amount equal to $1,500,000,000 in accordance with Schedule I (Revolving Credit Commitments), as amended by each Assignment and Acceptance entered into after the Amendment No. 6 Effective Date and before the expiry of the substance thereofAmendment No. Any reduction 5 Incremental Period (such reduction, the “Mandatory Reduction”), and the Borrower shall (i) prepay the Loans to the extent the aggregate Revolving Credit Outstanding exceeds the aggregate Maximum Credit pursuant to the terms of Section 2.9(c) (Mandatory Prepayments) with respect to such Mandatory Reduction, (ii) pay all accrued fees and interests under the Loan Documents with respect to such Loans prepaid by the Borrower in connection with such Mandatory Reduction and (iii) pay all accrued fees under the Loan Documents with respect to such portion of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded that is being reduced pursuant to the next lowest integral multiple Mandatory Reduction. On the day after the last day of $100,000.00the Amendment No. 5 Incremental Period, each Incremental Lender (as defined in Amendment No. 5) or Eligible Assignee who participated in the maximum amount Amendment No. 5 Incremental Commitments during the Amendment No. 5 Incremental Period shall sell and assign to each Revolving Credit Lender having Revolving Loans and participations in Letters of Credit and Swing Loans outstanding on such date, without recourse or warranty, an undivided interest and Letters of Credit. Upon the effective date of any such reduction or terminationparticipation, the Borrower shall pay to the Agent for the respective accounts extent of the Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination such Lender’s Ratable Portion of the Revolving Credit Commitments may be reinstatedin accordance with Schedule I (Revolving Credit Commitments), as amended by any Assignments and Acceptances entered into after the Amendment No. 6 Effective Date and before the last day of the Amendment No. 5 Incremental Period, in the aggregate outstanding Revolving Loans and participations in Letters of Credit and Swing Loans, so as to ensure that, on such date after giving effect to such Revolving Credit Commitment reduction, each Revolving Lender is owed only its Ratable Portion of the Revolving Loans and participations in Letters of Credit and Swing Loans outstanding on such date.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 5,000,000 or an integral multiple of $1,000,000.00 1,000,000 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement$50,000,000.00) or to 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, (a) the sum of Outstanding Revolving Credit Loans, Outstanding Swing Loans, the Outstanding Swing Bid Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced, or (b) the Outstanding Bid Loans would exceed the Bid Loan Sublimit as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00100,000) in the maximum amount of Swing Loans, Bid Loans and 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 Revolving Credit Lenders the full amount of any facility fee Unused Fee or Facility Fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.050%) of the highest Total Revolving Credit Commitment at any time existing ever in effect under this Agreement) or to 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 §4.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount Swing Loan Commitment and Letter of Swing Loans and Letters 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 Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 50,000,000 or an integral multiple of $1,000,000.00 25,000,000 in excess thereof (provided that that, in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement$100,000,000) or to 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Exposure then Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Total Revolving Credit Commitments of Commitment or the Revolving Credit Lenders Total Loan Exposure then Outstanding would exceed the Total Commitment, in each case, as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.42.5, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments Commitment shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00100,000) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any unused facility unused fee or facility fee under §2.3 2.4 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated. After any reduction in the Total Commitment under this §2.5, the Borrower’s option to increase the Total Commitment provided in §2.12 shall terminate.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 25,000,000 or an integral multiple of $1,000,000.00 25,000,000 in excess thereof (provided that that, in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement$100,000,000) or to 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Exposure then Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Total Revolving Credit Commitments of Commitment or the Revolving Credit Lenders Total Loan Exposure then Outstanding would exceed the Total Commitment, in each case, as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.42.5, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments Commitment shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00100,000) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any unused facility unused fee or facility fee under §2.3 2.4 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.. After any reduction in the Total Commitment under this §2.5, the Borrower’s option to increase the Total Commitment provided in §2.12 shall terminate

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this AgreementAgreement after such time as the Total Revolving Credit Commitment is increased to an amount greater than $37,500,000.0) or to 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 §4.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. The Total Revolving Credit Commitment shall also be reduced as provided in §5.4 and §7.7. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit Commitments. (a) The Lead Administrative Borrower shall have the right may, upon at any time and from time to time upon five least three (53) Business Days’ prior written notice to the Agent Administrative Agent, terminate in whole or reduce in part ratably (across each Class of Revolving Credit Commitments) the unused portions of the Revolving Credit Commitments of the Lenders without premium or penalty other than any amount required to reduce be paid by the Borrowers pursuant to Section 3.6; provided, however, that each partial reduction shall be in an aggregate amount of not less than $5,000,000.00 1,000,000 or an integral multiple of $1,000,000.00 500,000 in excess thereof (provided that thereof. Except as set forth in no event the following sentence, each such notice of reduction or termination shall be irrevocable when given. Notwithstanding the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) foregoing, the Lead Administrative Borrower may rescind or postpone any notice of the highest Total Revolving Credit Commitment at any time existing under this Agreement) or to terminate entirely the Revolving Credit Commitments, whereupon termination of the Revolving Credit Commitments if such termination would have resulted from a refinancing of all of the Facilities, which refinancing shall not be consummated or otherwise shall be delayed. (i) The aggregate FILO Initial Commitments shall be automatically and permanently reduced to zero upon the funding of each FILO Lender’s FILO Loans on the Closing Date[Reserved]. (ii) If after giving effect to any reduction or termination of Revolving Credit Commitments under this Section 2.5, the Letter of Credit Sublimit or the Swing Loan Sublimit exceeds the Revolving Credit Lenders shall be reduced pro rata in accordance with their respective Revolving Facility at such time, the Letter of Credit Commitment Percentages of Sublimit or the amount specified in such notice orSwing Loan Sublimit, as the case may be, terminated, shall be automatically reduced by the amount of such excess. (c) The Administrative Agent will promptly notify the Appropriate Lenders of any such termination or reduction to be without penalty except as otherwise set forth in §4.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed Sublimit, Swing Loan Sublimit, or the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reducedCommitment under this Section 2.5. Promptly after receiving Upon any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments, the Revolving Credit Commitment of each Revolving Credit Lender shall be reduced on a pro rata basis across all Classes of Revolving Credit Commitments shall also result by such Lender’s Revolving Credit Percentage of such reduction amount. All fees in a proportionate reduction (rounded to respect of the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and Letters of Credit. Upon Revolving Credit Facility accrued until the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may Facility shall be reinstatedpaid on the effective date of such termination.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 5,000,000 or an integral multiple of $1,000,000.00 1,000,000 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent one-third (50.0%) 1/3rd), rounded to the nearest $100,000.00, of the highest greatest Total Revolving Credit Commitment in effect under this Agreement at any time existing under this Agreementtime) or to 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced; provided, further, that such notice may be revoked or modified in connection with a requested termination of the aggregate amount of the Revolving Credit Commitments that is contingent, if notice of such contingency has been provided pursuant to this Section and is contingent on the consummation of a refinancing or other transaction that does not close on the originally anticipated closing date. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00100,000) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility fee Unused Fee or Facility Fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit Commitments. (a) The Borrower shall have the right Company 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 by $5,000,000.00 or an integral multiple in part ratably the unused portions of $1,000,000.00 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement) or to terminate entirely the Revolving Credit Commitments, whereupon the Revolving Credit Commitments of the Revolving Credit Lenders Lenders, and the Revolving Credit Commitment of each Revolving Credit Lender shall be reduced pro rata in accordance with their respective Revolving Credit Commitment Percentages by its Ratable Portion 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 §4.7amount; provided, however, that no each partial reduction of such termination or reduction Revolving Credit Commitments shall be permitted ifin an aggregate amount equal to one of the Currency Thresholds for the currency in which such Revolving Credit Commitments shall be denominated; and provided, further, that, to the extent, after giving effect theretoto such termination of reduction, the sum of Outstanding aggregate Revolving Credit LoansCommitments shall be lower than the aggregate of all Australian Dollar Sublimits in effect at such time, (i) the Outstanding Maximum Australian Dollar Sublimit shall be reduced to equal the aggregate then effective Revolving Credit Commitments and (ii) the unused portions of the Australian Dollar Sublimits of the Australian Dollar Lenders shall also be reduced to the extent of such reduction in the Maximum Australian Dollar Sublimit in accordance with each such Lender's Australian Dollar Ratable Portion. (b) The then current Revolving Credit Commitments shall be reduced on each date on which a prepayment of Revolving Loans owing by the Company or Swing Loans is made pursuant to Section 2.9 (Mandatory Prepayments) from the Net Cash Proceeds of the Australian Asset Sale (and from mandatory prepayments of the advances under the Australian Intercompany Credit Agreement resulting from the receipt of such Net Cash Proceeds) by the amount of such prepayment, and the Letter Revolving Credit Commitment of each Revolving Credit Liabilities would exceed Lender shall be reduced by its Ratable Portion of such amount; provided, however, that in no event shall the Revolving Credit Commitments be reduced to an amount lower than the Borrowing Base of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from Company on the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders date of the substance thereofreceipt of such Net Cash Proceeds. Any reduction The Australian Dollar Sublimits of each Australian Dollar Lender shall be reduced to zero on the date of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstatedAustralian Asset Sale.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 5,000,000 or an integral multiple of $1,000,000.00 1,000,000 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement$50,000,000) or to 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00100,000) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any unused facility unused fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 5,000,000 or an integral multiple of $1,000,000.00 1,000,000 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent one-third (50.0%) 1/3rd), rounded to the nearest $100,000.00, of the highest greatest Total Revolving Credit Commitment in effect under this Agreement at any time existing under this Agreementtime) or to terminate entirely the Revolving Credit Commitments, whereupon the Revolving Credit Commitments of the Revolving Credit Lenders shall be reduced pro rata as provided herein 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, (x) the Dollar Equivalent of the sum of Outstanding U.S. Dollar Revolving Credit Loans, the Outstanding Alternative Currency/Dollar Revolving Credit Loans, Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Lenders as so terminated or reduced, (y) the sum of the Dollar Equivalent of the Outstanding U.S. Dollar Revolving Credit Loans, Swing Loans, and Letter of Credit Liabilities would exceed the U.S. Dollar Revolving Credit Commitments of the U.S. Dollar Revolving Credit Lenders as so terminated or reduced, or (z) the Dollar Equivalent of the Alternative Currency/Dollar Revolving Credit Loans would exceed the Alternative Currency/Dollar Revolving Credit Commitment of the Alternative Currency/Dollar Revolving Credit Lenders as so terminated and reduced hereunder; provided, further, that such notice may be revoked or modified in connection with a requested termination of the aggregate amount of the Revolving Credit Commitments that is contingent, if notice of such contingency has been provided pursuant to this Section and is contingent on the consummation of a refinancing or other transaction that does not close on the originally anticipated closing date. Any reduction of the Total Revolving Credit Commitment shall, subject to the terms of §2.3, be allocated pro rata between the U.S. Dollar Revolving Credit Commitment and the Alternative Currency/Dollar Revolving Credit Commitment, with such pro rata allocation determined by the amount that the Total U.S. Dollar Revolving Credit Commitment and the Total Alternative Currency/Dollar Revolving Credit Commitments respectively bear to the Total Revolving Credit Commitment, and shall be applied to each Revolving Credit Lender in accordance with its U.S. Dollar Revolving Credit Commitment Percentage and Alternative Currency/Dollar Revolving Credit Commitment Percentage, respectively. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00100,000) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility fee Unused Fee or Facility Fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit Commitments. (a) The Borrower shall have the right at any time and from time to time may, upon five (5) same Business Days’ prior written Day's notice to the Agent to Administrative Agent, terminate in whole or reduce by in part ratably the unused portions of the respective Revolving Credit Commitments of the Lenders; provided, however, that each partial reduction shall be in an aggregate amount of not less than $5,000,000.00 10,000,000 or an integral multiple of $1,000,000.00 1,000,000 in excess thereof thereof. (provided that in no event shall the Total b) The then current Revolving Credit Commitment Commitments shall be reduced in such manner on each date on which a prepayment of Revolving Loans or Swing Loans is made pursuant to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this AgreementSection 2.9(a) or would be required to terminate entirely be made had the outstanding Revolving Credit Commitments, whereupon Loans and Swing Loans equaled the Revolving Credit Commitments then in effect, in each case in the amount of such prepayment (or deemed prepayment) (and the Revolving Credit Lenders Commitment of each Lender shall be reduced pro rata in accordance with their respective Revolving Credit Commitment Percentages by its Ratable Portion 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 §4.7amount); provided, however, that no such termination in the case of any prepayment of Revolving Loans or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered that is made pursuant to this §2.4Section 2.9(a) in connection with a Reinvestment Event, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on not be permanently reduced by the amount of such prepayment until the reduction. No reduction or termination occurrence of the Reinvestment Prepayment Date with respect to such Reinvestment Event, and then the Revolving Credit Commitments may shall be reinstatedpermanently reduced only to the extent that the amount of such Net Cash Proceeds exceeds the amount of proceeds of Revolving Loans or Swing Loans identified in a Reinvestment Notice relating to such Reinvestment Event as being used or to be used to acquire replacement assets useful in the Borrower's or one or more of its Subsidiaries' business and, in the case of Reinvestment Events relating to a Property Loss Event, to effect repairs.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this AgreementAgreement after such time as the Total Revolving Credit Commitment is increased to an amount greater than $180,000,000.00) or to 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 §4.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. The Total Revolving Credit Commitment shall also be reduced as provided in §5.4 and §7.7. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement$10,000,000.00) or to 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 §4.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement$100,000,000.00) or to 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.42.4,2.3, the Agent will notify the Revolving Credit Lenders of the substance thereof. The Total Commitment shall also be reduced as provided in §5.4 and §7.7. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility fee under §2.3 2.32.2 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit 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 Revolving Credit Commitment, by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof (provided that (X) such required notice and minimum amounts shall not apply to any reduction of the Total Revolving Credit Commitment pursuant to §5.5(e), and (Y) in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement$10,000,000.00) or to 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 §4.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit Commitments. The Borrower Borrowers 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 by $5,000,000.00 25,000,000.00 or an integral multiple of $1,000,000.00 5,000,000.00 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of $75,000,000.00 unless the highest Total Revolving Credit Commitment at any time existing under this Agreementis terminated in full) or to terminate entirely the Revolving Credit NYDOCS03/1056463.7 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower Borrowers delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of the Swing Loans Loan Commitment and Letters the Letter of CreditCredit Commitment, respectively. Upon the effective date of any such reduction or termination, the Borrower Borrowers shall pay to the Agent for the respective accounts of the Revolving Credit Lenders the full amount of any facility fee Unused Fee or Facility Fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit Commitments. 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 by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof (provided that in no event shall part ratably the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) unused portions of the highest Total Revolving Credit Commitment at any time existing under this Agreement) or to terminate entirely the Revolving Credit Commitments, whereupon the respective 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 §4.7Lenders; provided, however, that no such termination or each partial reduction shall be permitted ifin an aggregate amount of not less than $5,000,000 or an integral multiple of $1,000,000 in excess thereof; provided, after giving effect theretofurther, however, that any such reduction during the sum Amendment No. 5 Incremental Period shall reduce first, ratably among the Incremental Lenders (as defined in Amendment No. 5) and Eligible Assignees who participated in the Amendment No. 5 Incremental Commitments until such unused portions of Outstanding Revolving Credit Loansthe Amendment No. 5 Incremental Commitments have been terminated in whole and second, ratably the Outstanding Swing Loans and unused portions of the Letter of Credit Liabilities would exceed the remaining respective Revolving Credit Commitments of the Revolving Credit Lenders as so terminated Lenders. Any notice of termination or reduced. Promptly after receiving any notice from the Borrower reduction delivered pursuant to this §2.4Section 2.5 may state that it is conditioned upon the occurrence or non-occurrence of any event specified therein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent will notify on or prior to the specified prepayment date) if such condition is not satisfied. Notwithstanding anything herein to the contrary, on the day after the last day of the Amendment No. 5 Incremental Period, to the extent the Revolving Credit Lenders of the substance thereof. Any reduction of Commitments on such date exceeds $1,500,000,000, the Revolving Credit Commitments shall also result be automatically reduced to an aggregate amount equal to $1,500,000,000 in a proportionate reduction accordance with Schedule I (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders Commitments), as amended by each Assignment and Acceptance entered into during the full amount of any facility fee under §2.3 then accrued on the amount of the reductionAmendment No. No reduction or termination of the Revolving Credit Commitments may be reinstated.5

Reduction and Termination of the Revolving Credit 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 Administrative Agent to and at the end of any applicable Interest Period (or at other times with the payment of applicable amounts as provided in Section 2.13 (Special Provisions Governing Eurodollar Rate Loans), terminate in whole or reduce by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof (provided that in no event shall part ratably the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) unused portions of the highest Total Revolving Credit Commitment at any time existing under this Agreement) or to terminate entirely the Revolving Credit Commitments, whereupon the respective 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 §4.7Lenders; provided, however, that no such termination or each partial reduction shall be permitted ifin an aggregate amount of not less than $1,000,000 or an integral multiple of $100,000 in excess thereof; provided, after giving effect theretofurther, however, that if any reduction of such Revolving Credit Commitments results in a prepayment of any Eurodollar Rate Loan being made by the Borrower on a date other than the last day of an Interest Period for such Loans being prepaid, the sum of Outstanding Borrower shall also pay any amount owing pursuant to Section 2.13(e) (Breakage Costs). (b) Subject to Section 2.8(a) (Mandatory Prepayments), the then current Revolving Credit Loans, Commitments shall be reduced on each date on which a prepayment of Revolving Loans is made pursuant to Section 2.8(a) or (b) (Mandatory Prepayments) or would be required to be made had the Outstanding Swing outstanding Revolving Loans and the Letter of Credit Liabilities would exceed equaled the Revolving Credit Commitments then in effect, in each case in the amount of such prepayment (or deemed prepayment) (and the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Commitment of each Revolving Credit Lenders Lender shall be reduced by its Ratable Portion of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstatedamount).

Reduction and Termination of the Revolving Credit 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 Administrative Agent (or such shorter period as the Administrative Agent may reasonably determine) to reduce the Aggregate Revolving Credit Commitment by $5,000,000.00 5,000,000 or an integral multiple of $1,000,000.00 1,000,000 in excess thereof (provided that in no event shall the Total Aggregate Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.050%) of the highest Total Aggregate Revolving Credit Commitment at any time existing under this Agreement) or to 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 §4.7Section 3.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and Swingline Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4Section 2.9, the Administrative Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments Commitment shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00100,000) in the maximum amount of Swing Loans the Swingline Commitment and Letters the Letter of CreditCredit Commitment. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Administrative Agent for the respective accounts of the Revolving Credit Lenders the full amount of any facility fee under §2.3 Section 2.12 then accrued and unpaid on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof or (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%b) of the highest Total Revolving Credit Commitment at any time existing under this Agreement) or to 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 §Section 4.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §Section 2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments which results in the Total Revolving Credit Commitment being less than $500,000,000.00 shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and Letters of CreditCredit (such proportion to be determined based on the amount that the Total Revolving Credit Commitment is reduced below $500,000,000.00). Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Revolving Credit Lenders the full amount of any facility Unused Fee or Facility fee under §Section 2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) $40,000,000.00, other than in the case of a termination of the highest Total Revolving Credit Commitment at any time existing under this Agreementfacility by the Borrower) or to terminate entirely the unborrowed portion of the Revolving Credit CommitmentsCommitments (provided that such termination would not result in the Revolving Credit Commitment being reduced to an amount less than $40,000,000.00), 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 §4.74.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit 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 $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated. §2.5 Requests for Term Loans B during Term Loan B Commitment Period; Reduction of Term Loan B Commitment during Term Loan B Commitment Period. (a) For each Term Loan B which Borrower requests during the Term Loan B Commitment Period in accordance with §2.2, except with respect to the initial Term Loan B on the Closing Date, the Borrower shall give to the Agent written notice executed by an Authorized Officer in the form of Exhibit J hereto (or telephonic notice confirmed in writing in the form of Exhibit J hereto) by 12:00 p.m. (Eastern Standard Time) one (1) Business Day prior to the proposed Drawdown Date with respect to Base Rate Loans and two (2) Business Days prior to the proposed Drawdown Date with respect to LIBOR Rate Loans (a “Term Loan Request”). Each such notice shall specify with respect to the requested Term Loan B the proposed principal amount of such Term Loan B, the Type of Term Loan B, the initial Interest Period (if applicable) for such Term Loan B and the Drawdown Date. Each such notice shall also contain (i) a general statement as to the purpose for which such advance shall be used (which purpose shall be in accordance with the terms of §2.9) and (ii) a certification by the chief financial officer or controller of Parent that the Borrower, the Guarantors and each Unencumbered Property Subsidiary are and will be in compliance with all covenants under the Loan Documents after giving effect to the making of such Term Loan B. Promptly upon receipt of any such notice, the Agent shall notify each of the Term Loan B Lenders thereof. Each such Term Loan B Request shall be irrevocable and binding on the Borrower and shall obligate the Borrower to accept the Term Loan B requested from the Term Loan B Lenders on the proposed Drawdown Date. Each Term Loan B Request shall be for a Term Loan B in a minimum aggregate amount of $7,500,000.00 or an integral multiple of $7,500,000.00 in excess thereof (or such lesser amount as may be undrawn, in which case such Loan Request (b) The Borrower shall have the right at any time from time to time during the Term Loan B Commitment Period upon three (3) Business Days’ prior written notice to the Agent to reduce, by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof, the unborrowed portion of the Term Loan B Commitments (it being understood, for the avoidance of doubt, that any previously borrowed portion of the Term Loan B Commitments which has been repaid shall not in any event be deemed to be unborrowed for purposes hereof), whereupon the Term Loan B Commitments of the Term Loan B Lenders shall be reduced pro rata in accordance with their respective Term Loan B Commitment Percentages of the amount specified in such notice, any such reduction to be without penalty. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.5(b), the Agent will notify the Term Loan B Lenders of the substance thereof. Upon the effective date of any such reduction of the unborrowed portion of the Term Loan B Commitments, the Borrower shall pay to the Agent for the respective accounts of the Term Loan B Lenders the full amount of any term loan unused fee under §2.3(c) then accrued on the amount of the reduction. No reduction of the unborrowed portion of the Term Loan B Commitments may be reinstated. §

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement$100,000,000.00) or to (b) 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 §4.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Commitment. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit Commitments. (a) The Lead Administrative Borrower shall have the right may, upon at any time and from time to time upon five least three (53) Business Days’ prior written notice to the Agent Administrative Agent, terminate in whole or reduce in part ratably (across each Class of Revolving Credit Commitments) the unused portions of the Revolving Credit Commitments of the Lenders without premium or penalty other than any amount required to reduce be paid by the Borrowers pursuant to Section 3.6; provided, however, that each partial reduction shall be in an aggregate amount of not less than $5,000,000.00 1,000,000 or an integral multiple of $1,000,000.00 500,000 in excess thereof (provided that thereof. Except as set forth in no event the following sentence, each such notice of reduction or termination shall be irrevocable when given. Notwithstanding the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) foregoing, the Lead Administrative Borrower may rescind or postpone any notice of the highest Total Revolving Credit Commitment at any time existing under this Agreement) or to terminate entirely the Revolving Credit Commitments, whereupon termination of the Revolving Credit Commitments if such termination would have resulted from a refinancing of all of the Facilities, which refinancing shall not be consummated or otherwise shall be delayed. (i) The aggregate FILO Initial Commitments shall be automatically and permanently reduced to zero upon the funding of each FILO Lender’s FILO Loans on the Closing Date. (ii) If after giving effect to any reduction or termination of Revolving Credit Commitments under this Section 2.5, the Letter of Credit Sublimit or the Swing Loan Sublimit exceeds the Revolving Credit Lenders shall be reduced pro rata in accordance with their respective Revolving Facility at such time, the Letter of Credit Commitment Percentages of Sublimit or the amount specified in such notice orSwing Loan Sublimit, as the case may be, terminated, shall be automatically reduced by the amount of such excess. (c) The Administrative Agent will promptly notify the Appropriate Lenders of any such termination or reduction to be without penalty except as otherwise set forth in §4.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed Sublimit, Swing Loan Sublimit, or the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to Commitment under this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstatedSection 2.

Reduction and Termination of the Revolving Credit 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 by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement) or to 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 §4.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated. .

Reduction and Termination of the Revolving Credit 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 Revolving Credit Commitment by $5,000,000.00 or an integral multiple of $1,000,000.00 in excess thereof (provided that in no event shall the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) of the highest Total Revolving Credit Commitment at any time existing under this Agreement) or to 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 §4.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Total Revolving Credit Commitments Commitment below $100,000,000.00 shall also result in a proportionate reduction (such proportion to be based on the difference between $100,000,000.00 and the reduced amount of the Total Revolving Credit Commitment) in the maximum amount of the Letters of Credit (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility unused fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstated.

Reduction and Termination of the Revolving Credit Commitments. (a) The Borrower shall have the right may, upon at any time and from time to time upon five least three (53) Business Days’ prior written notice to the Agent Administrative Agent, terminate in whole or reduce in part ratably (across each Class of Revolving Credit Commitments) the unused portions of the Revolving Credit Commitments of the Lenders without premium or penalty other than any amount required to reduce be paid by the Borrower pursuant to Section 3.6; provided, however, that each partial reduction shall be in an aggregate amount of not less than $5,000,000.00 1,000,000 or an integral multiple of $1,000,000.00 500,000 in excess thereof (provided that thereof. Except as set forth in no event the following sentence, each such notice of reduction or termination shall be irrevocable when given. Notwithstanding the Total Revolving Credit Commitment be reduced in such manner to an amount less than fifty percent (50.0%) foregoing, the Borrower may rescind or postpone any notice of the highest Total Revolving Credit Commitment at any time existing under this Agreement) or to terminate entirely the Revolving Credit Commitments, whereupon termination of the Revolving Credit Commitments if such termination would have resulted from a refinancing of all of the Facilities, which refinancing shall not be consummated or otherwise shall be delayed. (b) If after giving effect to any reduction or termination of Revolving Credit Commitments under this Section 2.5, the Letter of Credit Sublimit or the Swing Loan Sublimit exceeds the Revolving Credit Lenders shall be reduced pro rata in accordance with their respective Revolving Facility at such time, the Letter of Credit Commitment Percentages of Sublimit or the amount specified in such notice orSwing Loan Sublimit, as the case may be, terminated, shall be automatically reduced by the amount of such excess. (c) The Administrative Agent will promptly notify the Lenders of any such termination or reduction to be without penalty except as otherwise set forth in §4.7; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the sum of Outstanding Revolving Credit Loans, the Outstanding Swing Loans and the Letter of Credit Liabilities would exceed Sublimit, Swing Loan Sublimit, or the Revolving Credit Commitments of the Revolving Credit Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to Commitment under this §2.4, the Agent will notify the Revolving Credit Lenders of the substance thereof. Any reduction of the Revolving Credit Commitments shall also result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000.00) in the maximum amount of Swing Loans and 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 Revolving Credit Lenders the full amount of any facility fee under §2.3 then accrued on the amount of the reduction. No reduction or termination of the Revolving Credit Commitments may be reinstatedSection 2.