Common use of Reduction of Revolving Credit Commitments Clause in Contracts

Reduction of Revolving Credit Commitments. Upon three (3) Business Days prior written notice from the Borrower Representative to the Administrative Agent or the applicable Designated European Administrative Agent, as the case may be, the Borrowers may request that the Banks permanently reduce, in whole or in part, the aggregate Revolving Credit Commitments, whereupon the aggregate Revolving Credit Commitments shall be so reduced. Each reduction in the aggregate Revolving Credit Commitments hereunder shall be made among the Banks ratably in accordance with their Revolving Credit Commitments. Each reduction shall be subject to the following: (i) each such reduction shall be in an aggregate principal amount of not less than Five Million Dollars ($5,000,000) or a multiple of One Million Dollars ($1,000,000) in excess thereof, and (ii) the Borrowers shall not be permitted to reduce the aggregate Revolving Credit Commitments unless, concurrently with any reduction, one or more of the Borrowers shall make principal payments, ratable among the Banks, on each Bank's then outstanding Revolving Credit Loans to such Borrower in an amount which, when aggregated with such ratable payments to the Banks by the other Borrowers, will result in the aggregate Revolving Credit Loans of the Banks to the Borrowers outstanding after such payments, when taken together with the aggregate LC Exposure and Swing Line Exposure of the Banks to the Borrowers then outstanding, not exceeding the aggregate Revolving Credit Commitments of the Banks as so reduced. On the date of each reduction, each of the Borrowers shall pay to the Administrative Agent for the account of the Banks its Ratable Borrower Share of: (x) the commitment fees and interest accrued through the date of such reduction in respect of the aggregate Revolving Credit Commitment of the Banks so reduced and (y) any amounts required pursuant to the provisions of Section 13.4 of this Agreement. Each reduction in the Revolving Credit Commitments hereunder, if any, shall be a permanent reduction and no amount in excess of such reduced commitment may be borrowed or reborrowed.

Reduction of Revolving Credit Commitments. Upon three The Total Revolving Credit Commitment shall terminate on the Final Maturity Date. The Borrower may, without premium or penalty, reduce the Total Revolving Credit Commitment to an amount (3which may be zero) Business Days prior written notice from not less than the sum of (A) the aggregate unpaid principal amount of all Revolving Loans then outstanding, (B) the aggregate principal amount of all Revolving Loans not yet made as to which a Notice of Borrowing has been given by the Borrower Representative under Section 2.02, (C) the Letter of Credit Obligations at such time and (D) the stated amount of all Letters of Credit not yet issued as to the Administrative Agent or the applicable Designated European Administrative Agent, as the case may be, the Borrowers may which a request that the Banks permanently reduce, in whole or in part, the aggregate Revolving Credit Commitments, whereupon the aggregate Revolving Credit Commitments shall be so reducedhas been made and not withdrawn. Each reduction in the aggregate Revolving Credit Commitments hereunder shall be made among the Banks ratably in accordance with their Revolving Credit Commitments. Each reduction shall be subject to the following: (i) each such reduction shall be in an aggregate principal amount which is an integral multiple of $1,000,000 (unless the Total Revolving Credit Commitment in effect immediately prior to such reduction is less than $1,000,000), shall be made by providing not less than Five Million Dollars three ($5,000,0003) or a multiple of One Million Dollars ($1,000,000) in excess thereof, and (ii) the Borrowers shall not be permitted to reduce the aggregate Revolving Credit Commitments unless, concurrently with any reduction, one or more of the Borrowers shall make principal payments, ratable among the Banks, on each Bank's then outstanding Revolving Credit Loans to such Borrower in an amount which, when aggregated with such ratable payments to the Banks by the other Borrowers, will result in the aggregate Revolving Credit Loans of the Banks to the Borrowers outstanding after such payments, when taken together with the aggregate LC Exposure and Swing Line Exposure of the Banks to the Borrowers then outstanding, not exceeding the aggregate Revolving Credit Commitments of the Banks as so reduced. On the date of each reduction, each of the Borrowers shall pay Business Days’ prior written notice to the Administrative Agent for and shall be irrevocable, provided that such notice delivered by the account Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied, provided further that the Borrower shall remain obligated to make any payments pursuant to Section 2.10 as though they had failed to repay a LIBOR Rate Loan. Once reduced, the Total Revolving Credit Commitment may not be increased. Each such reduction of the Banks its Ratable Borrower Share of: (x) Total Revolving Credit Commitment shall reduce the commitment fees and interest accrued through the date of such reduction in respect of the aggregate Revolving Credit Commitment of the Banks so reduced and (y) any amounts required pursuant to the provisions of Section 13.4 of this Agreement. Each reduction each Lender proportionately in the Revolving Credit Commitments hereunder, if any, shall be a permanent reduction and no amount in excess of such reduced commitment may be borrowed or reborrowedaccordance with its Pro Rata Share thereof.

Reduction of Revolving Credit Commitments. (a) Upon three (3) at least one Business Days Day's prior written notice from the Borrower Representative (or telephonic notice promptly confirmed in writing) to the Administrative Agent or at the applicable Designated European Administrative Agent, as 's Office (which notice the case may beAdministrative Agent shall promptly transmit to each of the Lenders), the Borrowers may request that Borrower shall have the Banks right, without premium or penalty, on any day, permanently reduce, to terminate or reduce the Revolving Credit Commitments in whole or in part, provided that (i) any such reduction shall apply proportionately and permanently to reduce the aggregate Revolving Credit CommitmentsCommitment of each of the Lenders, whereupon the aggregate Revolving Credit Commitments (ii) any partial reduction pursuant to this Section 4.2 shall be so reduced. Each reduction in the aggregate Revolving Credit Commitments hereunder shall be amount of at least $1,000,000 and (iii) after giving effect to such termination or reduction and to any prepayments of the Loans made among on the Banks ratably date thereof in accordance with their this Agreement, the sum of (A) the aggregate outstanding principal amount of the Revolving Credit Commitments. Each reduction Loans and the Swingline Loans and (B) the Letter of Credit Outstandings shall not exceed the Total Revolving Credit Commitment. (b) On the Closing Date, the Total Revolving Credit Commitment as in effect under the Original Credit Agreement shall be subject permanently reduced by $10,000,000 (from $100,000,000 to the following: (i$90,000,000) each and such reduction shall be in an aggregate principal amount of not less than Five Million Dollars ($5,000,000) or a multiple of One Million Dollars ($1,000,000) in excess thereof, and (ii) the Borrowers shall not be permitted allocated proportionately to reduce the aggregate Revolving Credit Commitments unless, concurrently with any reduction, one or more Commitment of the Borrowers shall make principal payments, ratable among the Banks, on each Bank's then outstanding Revolving Credit Loans to such Borrower in an amount which, when aggregated with such ratable payments to the Banks by the other Borrowers, will result in the aggregate Revolving Credit Loans of the Banks to the Borrowers outstanding after such payments, when taken together with the aggregate LC Exposure and Swing Line Exposure of the Banks to the Borrowers then outstanding, not exceeding the aggregate Revolving Credit Commitments of the Banks as so reduced. On the date of each reduction, each of the Borrowers Lenders. (c) In the event that a prepayment is required pursuant to Section 5.2(b), the Total Revolving Credit Commitment then in effect shall pay be permanently reduced by an amount equal to the amount of such required prepayment (regardless of the amount of Loans actually prepaid), and such reduction shall be allocated proportionately to reduce the Revolving Credit Commitment of each of the Lenders. (d) If the Collateral Coverage Ratio immediately prior to a Prepayment Event is greater than the Collateral Coverage Ratio immediately after such Prepayment Event, then the Total Revolving Credit Commitment then in effect shall be permanently reduced by an amount such that after such reduction the Collateral Coverage Ratio will be equal to or greater than the Collateral Coverage Ratio immediately prior to such Prepayment Event, and such reduction shall be allocated proportionately to reduce the Revolving Credit Commitment of each of the Lenders. If any Prepayment Event occurs, the Borrower shall deliver to the Administrative Agent such information as the Administrative Agent shall request relating to any change in the Collateral Coverage Ratio resulting from such Prepayment Event, and the Administrative Agent shall have the right to audit (at the Borrower's expense, including any reasonable fees charged by the Administrative Agent for the account of the Banks its Ratable Borrower Share of: (xsuch audit) the commitment fees and interest accrued through the date Borrower's calculation of such reduction in respect of the aggregate Revolving Credit Commitment of the Banks so reduced and (y) any amounts required pursuant to the provisions of Section 13.4 of this Agreement. Each reduction change in the Revolving Credit Commitments hereunder, if any, shall be a permanent reduction and no amount in excess of Collateral Coverage Ratio resulting from such reduced commitment may be borrowed or reborrowedPrepayment Event.

Reduction of Revolving Credit Commitments. Upon (a) The Company shall have the right, upon not less than three (3) Business Days prior written Days' notice from the Borrower Representative to the Administrative Agent or the applicable Designated European Administrative Agent, as from time to time, to reduce the case may beamount of the Revolving Credit Commitments provided that any such reduction shall be in an amount not less than $25,000,000 or a whole multiple of $1,000,000 in excess thereof; and provided further that no such reduction of the Revolving Credit Commitments shall be permitted if, after giving effect to prepayments of Revolving Credit Loans, replacements of Letters of Credit and deposits of cash collateral pursuant to subsection 3.6(b), the Borrowers may request that the Banks permanently reduce, in whole or in part, aggregate Extensions of Credit outstanding would exceed the aggregate Revolving Credit Commitments, whereupon as so reduced, or the aggregate Letter of Credit Obligations outstanding would exceed 50% of the aggregate Commitments, as so reduced. Upon receipt of any notice pursuant to this subsection 3.6(a), the Administrative Agent shall promptly notify each Lender thereof. (b) Any reduction of the Revolving Credit Commitments pursuant to subsection 3.6(a) shall (i) reduce permanently the amount of the Revolving Credit Commitments then in effect, (ii) be accompanied by (A) a prepayment of Revolving Credit Loans outstanding in an amount equal to the excess, if any, of the aggregate Extensions of Credit outstanding over the aggregate Revolving Credit Commitments shall be Commitments, as so reduced, and (B) a replacement of outstanding Letters of Credit such that after giving effect to such replacement, the aggregate Letter of Credit Obligations outstanding are less than or equal to 50% of the aggregate Commitments, as so reduced. Each reduction in To the extent that the aggregate Extensions of Credit exceed the aggregate Revolving Credit Commitments hereunder shall be made among the Banks ratably Commitments, as reduced, after Revolving Credit Loans have been prepaid in accordance with their Revolving Credit Commitments. Each reduction the immediately preceding sentence, the Company shall be subject to the following: (i) each replace outstanding Letters of Credit such reduction shall be in an that, after giving effect to such replacement, the aggregate principal amount Extensions of not Credit are less than Five Million Dollars ($5,000,000) or a multiple of One Million Dollars ($1,000,000) in excess thereof, and (ii) the Borrowers shall not be permitted equal to reduce the aggregate Revolving Credit Commitments unless, concurrently with any reduction, one or more of the Borrowers shall make principal payments, ratable among the Banks, on each Bank's then outstanding Revolving Credit Loans to such Borrower in an amount which, when aggregated with such ratable payments to the Banks by the other Borrowers, will result in the aggregate Revolving Credit Loans of the Banks to the Borrowers outstanding after such payments, when taken together with the aggregate LC Exposure and Swing Line Exposure of the Banks to the Borrowers then outstanding, not exceeding the aggregate Revolving Credit Commitments of the Banks as so reduced. On the date of each reduction, each of the Borrowers shall pay to the Administrative Agent for the account of the Banks its Ratable Borrower Share of: (x) the commitment fees and interest accrued through the date of such reduction in respect of the aggregate Revolving Credit Commitment of the Banks so reduced and (y) any amounts required pursuant to the provisions of Section 13.4 of this Agreement. Each reduction in the Revolving Credit Commitments hereunder, if any, shall be a permanent reduction and no amount in excess of such reduced commitment may be borrowed or reborrowed.the

Reduction of Revolving Credit Commitments. Upon three The Total Revolving Credit Commitment shall terminate on the Final Maturity Date. The Borrower may, without premium or penalty, reduce the Total Revolving Credit Commitment to an amount (3which may be zero) Business Days prior written notice from not less than the sum of (A) the aggregate unpaid principal amount of all Revolving Loans then outstanding, (B) the aggregate principal amount of all Revolving Loans not yet made as to which a Notice of Borrowing has been given by the Borrower Representative under Section 2.02, (C) the Letter of Credit Obligations at such time and (D) the stated amount of all Letters of Credit not yet issued as to the Administrative Agent or the applicable Designated European Administrative Agent, as the case may be, the Borrowers may which a request that the Banks permanently reduce, in whole or in part, the aggregate Revolving Credit Commitments, whereupon the aggregate Revolving Credit Commitments shall be so reducedhas been made and not withdrawn. Each reduction in the aggregate Revolving Credit Commitments hereunder shall be made among the Banks ratably in accordance with their Revolving Credit Commitments. Each reduction shall be subject to the following: (i) each such reduction shall be in an aggregate principal amount which is an integral multiple of $1,000,000 (unless the Total Revolving Credit Commitment in effect immediately prior to such reduction is less than $1,000,000), shall be made by providing not less than Five Million Dollars three ($5,000,0003) or a multiple of One Million Dollars ($1,000,000) in excess thereof, and (ii) the Borrowers shall not be permitted to reduce the aggregate Revolving Credit Commitments unless, concurrently with any reduction, one or more of the Borrowers shall make principal payments, ratable among the Banks, on each Bank's then outstanding Revolving Credit Loans to such Borrower in an amount which, when aggregated with such ratable payments to the Banks by the other Borrowers, will result in the aggregate Revolving Credit Loans of the Banks to the Borrowers outstanding after such payments, when taken together with the aggregate LC Exposure and Swing Line Exposure of the Banks to the Borrowers then outstanding, not exceeding the aggregate Revolving Credit Commitments of the Banks as so reduced. On the date of each reduction, each of the Borrowers shall pay Business Days’ prior written notice to the Administrative Agent for and shall be irrevocable, provided, that such notice delivered by the account Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied; provided further, that the Borrower shall remain obligated to make any payments pursuant to Section 2.10 as though they had failed to repay a LIBOR Rate Loan. Once reduced, the Total Revolving Credit Commitment may not be increased. Each such reduction of the Banks its Ratable Borrower Share of: (x) Total Revolving Credit Commitment shall reduce the commitment fees and interest accrued through the date of such reduction in respect of the aggregate Revolving Credit Commitment of the Banks so reduced and (y) any amounts required pursuant to the provisions of Section 13.4 of this Agreement. Each reduction each Lender proportionately in the Revolving Credit Commitments hereunder, if any, shall be a permanent reduction and no amount in excess of such reduced commitment may be borrowed or reborrowedaccordance with its Pro Rata Share thereof.

Reduction of Revolving Credit Commitments. Upon three The Total Revolving Credit Commitment shall terminate on the Final Maturity Date. The Borrower may, without premium or penalty, reduce the Total Revolving Credit Commitment to an amount (3which may be zero) Business Days prior written notice from not less than the sum of (A) the aggregate unpaid principal amount of all Revolving Loans then outstanding, (B) the aggregate principal amount of all Revolving Loans not yet made as to which a Notice of Borrowing has been given by the Borrower Representative under Section 2.02, (C) the Letter of Credit Obligations at such time and (D) the stated amount of all Letters of Credit not yet issued as to the Administrative Agent or the applicable Designated European Administrative Agent, as the case may be, the Borrowers may which a request that the Banks permanently reduce, in whole or in part, the aggregate Revolving Credit Commitments, whereupon the aggregate Revolving Credit Commitments shall be so reducedhas been made and not withdrawn. Each reduction in the aggregate Revolving Credit Commitments hereunder shall be made among the Banks ratably in accordance with their Revolving Credit Commitments. Each reduction shall be subject to the following: (i) each such reduction shall be in an aggregate principal amount which is an integral multiple of $1,000,000 (unless the Total Revolving Credit Commitment in effect immediately prior to such reduction is less than $1,000,000), shall be made by providing not less than Five Million Dollars ($5,000,000) or a multiple of One Million Dollars ($1,000,000) in excess thereof, and (ii) the Borrowers shall not be permitted to reduce the aggregate Revolving Credit Commitments unless, concurrently with any reduction, one or more of the Borrowers shall make principal payments, ratable among the Banks, on each Bank's then outstanding Revolving Credit Loans to such Borrower in an amount which, when aggregated with such ratable payments to the Banks by the other Borrowers, will result in the aggregate Revolving Credit Loans of the Banks to the Borrowers outstanding after such payments, when taken together with the aggregate LC Exposure and Swing Line Exposure of the Banks to the Borrowers then outstanding, not exceeding the aggregate Revolving Credit Commitments of the Banks as so reduced. On the date of each reduction, each of the Borrowers shall pay three Business Days’ prior written notice to the Administrative Agent for and shall be irrevocable, provided, that such notice delivered by the account Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied; provided further, that the Borrower shall remain obligated to make any payments pursuant to Section 2.10 as though they had failed to repay a LIBOR Rate Loan. Once reduced, the Total Revolving Credit Commitment may not be increased. Each such reduction of the Banks its Ratable Borrower Share of: (x) Total Revolving Credit Commitment shall reduce the commitment fees and interest accrued through the date of such reduction in respect of the aggregate Revolving Credit Commitment of the Banks so reduced and (y) any amounts required pursuant to the provisions of Section 13.4 of this Agreement. Each reduction each Lender proportionately in the Revolving Credit Commitments hereunder, if any, shall be a permanent reduction and no amount in excess of such reduced commitment may be borrowed or reborrowedaccordance with its Pro Rata Share thereof.

Reduction of Revolving Credit Commitments. Upon three (3) Business Days prior written Borrower may, upon notice from the Borrower Representative to the Administrative Agent or the applicable Designated European Administrative Agent, as terminate the case may be, the Borrowers may request that the Banks permanently reduce, in whole or in part, the aggregate Aggregate Revolving Credit Commitments, whereupon or from time to time permanently reduce the aggregate Revolving Credit Commitments shall be so reduced. Each reduction in the aggregate Revolving Credit Commitments hereunder shall be made among the Banks ratably in accordance with their Aggregate Revolving Credit Commitments. Each reduction shall be subject to the following: ; provided that (i) each any such notice shall be received by Administrative Agent not later than 11:00 a.m. three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate principal amount of not less than Five Million Dollars ($5,000,000) 5,000,000 or a any whole multiple of One Million Dollars ($1,000,000) 1,000,000 in excess thereof, and (iiiii) the Borrowers Borrower shall not be permitted to terminate or reduce the aggregate Aggregate Revolving Credit Commitments unlessif, concurrently with after giving effect thereto and to any reductionconcurrent prepayments hereunder, one or more the Total Revolving Credit Outstandings would exceed the Aggregate Revolving Credit Commitments, and (iv) if, after giving effect to any reduction of the Borrowers shall make principal payments, ratable among the Banks, on each Bank's then outstanding Revolving Credit Loans to such Borrower in an amount which, when aggregated with such ratable payments to the Banks by the other Borrowers, will result in the aggregate Revolving Credit Loans of the Banks to the Borrowers outstanding after such payments, when taken together with the aggregate LC Exposure and Swing Line Exposure of the Banks to the Borrowers then outstanding, not exceeding the aggregate Aggregate Revolving Credit Commitments or the L/C Sublimit exceeds the amount of the Banks as so reducedAggregate Revolving Credit Commitments, such Sublimit shall be automatically reduced by the amount of such excess. On If following any such reduction or termination, the date of each reductionBorrowing Base exceeds the Aggregate Revolving Credit Commitments, each the Borrowing Base shall be reduced to the amount of the Borrowers Aggregate Revolving Credit Commitments automatically without further action by any Person. Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Credit Commitments. Any reduction of the Aggregate Revolving Credit Commitments shall pay be applied to the Administrative Agent for the account of the Banks its Ratable Borrower Share of: (x) the commitment fees and interest accrued through the date of such reduction in respect of the aggregate Revolving Credit Commitment of each Lender according to its Applicable Revolving Credit Percentage. All fees accrued until the Banks so reduced and (y) effective date of any amounts required pursuant to termination of the provisions of Section 13.4 of this Agreement. Each reduction in the Aggregate Revolving Credit Commitments hereunder, if any, shall be a permanent reduction and no amount in excess paid on the effective date of such reduced commitment may be borrowed or reborrowedtermination.

Reduction of Revolving Credit Commitments. Upon three (3a) Business Days prior written notice from the Borrower Representative to the Administrative Agent or the applicable Designated European Administrative Agent, as the case may be, the Borrowers may request that the Banks permanently reduce, in whole or in part, the aggregate The Revolving Credit Commitments, whereupon the aggregate Revolving Credit Commitments Commitment shall be so reduced. Each reduction in the aggregate Revolving Credit Commitments hereunder shall be made among the Banks ratably in accordance with their Revolving Credit Commitments. Each reduction shall be subject to the following: permanently reduced (i) each such reduction shall be in an aggregate principal by the amount of not less than Five Million Dollars ($5,000,000each payment made pursuant to Sections 2.11(b) or a multiple of One Million Dollars ($1,000,000) in excess thereofapplied to Revolving Loans to the extent directed by the Borrower Representative, and (ii) to zero Dollars ($0) on the Commitment Termination Date. (b) The Borrowers shall not be permitted have the right to reduce the aggregate Revolving Credit Commitments unless, concurrently with any reduction, one or more of the Borrowers shall make principal payments, ratable among the Banks, on each Bank's then outstanding Revolving Credit Loans to such Borrower terminate in an amount which, when aggregated with such ratable payments to the Banks by the other Borrowers, will result in the aggregate Revolving Credit Loans of the Banks to the Borrowers outstanding after such payments, when taken together with the aggregate LC Exposure and Swing Line Exposure of the Banks to the Borrowers then outstanding, not exceeding the aggregate Revolving Credit Commitments of the Banks as so reduced. On the date of each reduction, each of the Borrowers shall pay to the Administrative Agent for the account of the Banks its Ratable Borrower Share of: (x) the commitment fees and interest accrued through the date of such reduction in respect of the aggregate Revolving Credit Commitment of the Banks so reduced and (y) any amounts required pursuant to the provisions of Section 13.4 of this Agreement. Each reduction in whole the Revolving Credit Commitments and this Agreement or, from time to time, irrevocably to reduce in part the amount of the Revolving Credit Commitments upon at least fifteen (15) days’ prior written notice from Borrower Representative to the Agent. Such notice shall be irrevocable on the part of the Borrowers and shall specify the effective date of such termination or reduction, whether a termination or reduction is being made, and, in the case of any reduction, the amount thereof (which shall be in an amount of $100,000 or an integral multiple $10,000 in excess thereof). Upon any such reduction, the Borrowers shall simultaneously prepay any outstanding Revolving Loans (without premium except for the prepayment fee as required by Section 2.7(c) and except for the payment of any charges incurred pursuant to Section 9.4(d)) to the extent necessary so that the aggregate outstanding principal amount of the Revolving Loans does not exceed the amount of the Revolving Credit Commitment after giving effect to any partial reduction thereof. The aforesaid prior notice requirement shall not apply to the Agent’s exercise of remedies under Section 8.2. The amount of the Revolving Credit Commitment may not be reinstated if it is reduced or if this Agreement is terminated by the Borrowers. (c) In the event the Borrowers exercise their rights under Section 2.11(b) to reduce the Revolving Credit Commitment, the Borrowers agree that any such prepayment or reduction shall be accompanied by (i) in the case of a prepayment in full and termination of this Agreement, the payment by the Borrowers to the Agent for the ratable account of the Lenders of all accrued and unpaid interest and all fees and other remaining Obligations hereunder, (ii) if anysuch prepayment or reduction shall occur on or prior to the third anniversary of the Restatement Effective Date, shall be a permanent reduction the prepayment fee provided for in Section 2.7(c) and no amount in excess (iii) the payment of such reduced commitment may be borrowed or reborrowedany prepayment charges incurred pursuant to Section 9.4(d).