Common use of Reduction or Early Termination of Commitments Clause in Contracts

Reduction or Early Termination of Commitments. So long as no Loan Notice or Request for Letter of Credit is outstanding, the Borrower Parties may terminate the Commitments, or reduce the Maximum Commitment, by giving prior written notice to the Administrative Agent of such termination or reduction two (2) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties in such notice and shall be a Business Day): (a) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h); or (b) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount by which the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including payment of all interest accrued thereon, in accordance with the terms of Section 3.03, provided that, the Maximum Commitment may not be reduced such that, the Available Commitment would be less than any Letter of Credit Liability; in each case, without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Notwithstanding the foregoing: (x) any reduction of the Maximum Commitment shall be in an amount equal to or greater than $10,000,000; and (y) in no event shall a reduction by the Borrower Parties reduce the Maximum Commitment to $25,000,000 or less (except for a termination of all the Commitments). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Commitments shall be applied to the Commitment of each Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid on the effective date of such termination.

Reduction or Early Termination of Commitments. So long as no Loan Notice Request for Borrowing or Request for Letter of Credit is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum Commitment, by giving prior irrevocable written notice to the Administrative Agent of such termination or reduction two three (23) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Day): (aa)(i) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h)3.3; or (bii) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount by which the Dollar Equivalent of the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including payment of all interest accrued thereon, in accordance with the terms of Section 3.03, 3.3; provided that, the Maximum Commitment may not be terminated or reduced such that, the Available Commitment would be less than the Dollar Equivalent of the aggregate stated amount of outstanding Letters of Credit; and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability; Liability exists, upon payment to the Administrative Agent of the Cash Collateral (from the proceeds of Capital Calls only) for deposit in each casethe Cash Collateral Account in accordance with Section 2.8(h), without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Notwithstanding the foregoing: (x) any reduction of the Maximum Commitment shall be in an amount equal to $25,000,000 or greater than $10,000,000multiples thereof; and (y) in no event shall a reduction by the Borrower Parties Borrowers reduce the Maximum Commitment to $25,000,000 50,000,000 or less (except for a termination of all the Commitments). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment shall reduce the Commitments shall be applied to of the Commitment of each Lender Lenders according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid on the effective date of such terminationtheir Pro Rata Share.

Reduction or Early Termination of Commitments. So long as no Loan Notice or Request for Letter of Credit Borrowing, Conversion or Rollover is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum Commitment, by giving prior written notice (which notice may be conditioned upon the occurrence of an event or financing so long as revocation of any such notice is provided to the Administrative Agent at least one (1) Business Day prior to the effective date of such termination or reduction) to the Administrative Agent of such termination or reduction two three (23) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Day): notice), (ai) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h)3.5; or (bii) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount amount, if any, by which the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.03, provided that, the Maximum Commitment may not be reduced such that, the Available Commitment would be less than any Letter of Credit Liability; in each case, without presentment, demand, protest or any other notice of any kind, all of which are hereby waived3.5. Notwithstanding the foregoing: (x1) any reduction of the Maximum Commitment shall be in an aggregate amount equal to or greater that is an integral multiple of $1,000,000 and not less than $10,000,000; 10,000,000 and (y2) in no event shall a reduction by the Borrower Parties Borrowers reduce the Maximum Commitment to less than $25,000,000 or less 50,000,000 (except (i) for a termination of all the CommitmentsCommitments and (ii) as otherwise agreed between the Borrowers and the Administrative Agent). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment pursuant to this Section 3.6 shall reduce the Commitments shall be applied to the Commitment of each Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid Lenders on the effective date of such terminationa pro rata basis.

Reduction or Early Termination of Commitments. So long as no Loan Notice or Request for Letter of Credit Borrowing is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum Commitment, by giving prior irrevocable written notice to the Administrative Agent of such termination or reduction two five (25) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Day): (a) (i) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h)3.3; or (bii) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount by which the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.03, provided that, the Maximum Commitment may not be reduced such that, the Available Commitment would be less than any Letter of Credit Liability; in each case, without presentment, demand, protest or any other notice of any kind, all of which are hereby waived3.3. Notwithstanding the foregoing: (x) any reduction of the Maximum Commitment shall be in an amount equal to $5,000,000 or greater than $10,000,000multiples thereof; and (y) in no event shall a reduction by the Borrower Parties Borrowers reduce the Maximum Commitment to $25,000,000 or less (except for a termination of all the Commitments). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender Managing Agent of the same. Any reduction of the aggregate Maximum Commitment shall reduce the Commitments shall be applied to of the Commitment of each Lender Committed Lenders according to its Applicable Percentagetheir Pro Rata Share. All fees accrued until Any notice of termination may state that such notice is conditioned upon the effective date effectiveness of any termination of other credit facilities or capital raising, in which case such notice may be revoked by the aggregate Commitments shall be paid on the effective date of Borrower if such terminationcondition is not satisfied.

Reduction or Early Termination of Commitments. So long as no Loan Notice or Request for Letter of Credit Extension is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum Commitment, by giving prior written notice notice, which may be conditioned upon the occurrence of a financing or other event, to the Administrative Agent of such termination or reduction two (2) three Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Day): notice), provided that: (a) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h); or (b) in the case of a such partial reduction of the Maximum Commitment, upon prepayment of the amount by which the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including payment of all interest accrued thereon, in accordance with the terms of Section 3.03, provided that, the Maximum Commitment may not be reduced such that, the Available Commitment would be less than any Letter of Credit Liability; in each case, without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Notwithstanding the foregoing: (x) any reduction of the Maximum Commitment shall be in an aggregate Dollar Equivalent amount equal to of $1,000,000 or greater than any whole multiple of $10,000,0001,000,000 in excess thereof; and (yb) in no event Borrowers shall a reduction by not terminate or reduce the aggregate Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Principal Obligation would exceed the aggregate Commitments (except that if such Principal Obligation consists solely of Letter of Credit Obligations, the Borrower Parties may provide Cash Collateral for such Letter of Credit Obligations and terminate the aggregate Commitments). Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the aggregate Commitments. In no event may Borrowers reduce the Maximum Commitment aggregate Commitments to $25,000,000 5,000,000 or less (except for other than by a termination of all the Commitments), except in the case that the outstanding Principal Obligation consists solely of Letter of Credit Obligations, in which case the Borrower Parties may reduce the aggregate Commitments to the amount of Letter of Credit Obligations outstanding. Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any Each reduction of the aggregate Commitments shall be applied to made ratably among the Commitment of Lenders in accordance with their respective Applicable Percentages, unless each Lender according to its Applicable Percentageshall agree otherwise. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid on the effective date of such termination. Promptly after receipt of any notice of reduction or termination, Administrative Agent shall notify each Lender of the same.

Reduction or Early Termination of Commitments. So long as no Loan Notice Request for Borrowing or Request for Letter of Credit is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum Commitment, by giving prior written notice (which notice may be conditioned upon the occurrence of an event or financing) to the Administrative Agent of such termination or reduction two three (23) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Daynotice): (a) (i) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h)3.5; or (bii) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount amount, if any, by which the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.03, 3.5; provided that, the Maximum Commitment may not be terminated or reduced such that, the Available Commitment would be less than the aggregate stated amount of outstanding Letters of Credit; and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability; Liability exists, upon payment to the Administrative Agent of the Cash Collateral (from the proceeds of Investor Capital Calls only, unless agreed otherwise by the Administrative Agent) for deposit in each casethe Cash Collateral Account in accordance with Section 2.14(h), without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Unless otherwise required by law, as soon as practicable, but no later than thirty (30) days, after the full and final payment of the Letter of Credit Liability, or the termination of all outstanding Letter of Credit Liability due to the expiration of all outstanding Letters of Credit prior to draws thereon, the Administrative Agent shall return to the applicable Borrowers any amounts remaining in any Cash Collateral Account, so long as either (x) no Event of Default exists or (y) if any Event of Default exists, no Obligations are then-currently outstanding; provided that so long as no Event of Default exists, to the extent individual Letters of Credit expire, the Administrative Agent will return to the applicable Borrowers the corresponding amount of the expired Letter of Credit Liability. Notwithstanding the foregoing: (x1) any reduction of the Maximum Commitment shall be in an aggregate amount equal to or greater that is an integral multiple of $1,000,000 and not less than $10,000,000; 10,000,000 and (y2) in no event shall a reduction by the Borrower Parties Borrowers reduce the Maximum Commitment to less than $25,000,000 10,000,000 (or less such lesser amount that the Administrative Agent may agree in its sole discretion) (except for (i) a termination of all the CommitmentsCommitments and (ii) as otherwise agreed between the Borrowers and the Administrative Agent). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment shall reduce the Commitments shall be applied to the Commitment of each Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid Lenders on the effective date of such terminationa pro rata basis.

Reduction or Early Termination of Commitments. So long as no Loan Notice or Request for Letter of Credit Borrowing is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or permanently reduce the Maximum Commitment, or reduce the Fund Group Sublimit of one or more Fund Groups, by giving prior irrevocable written notice to the Administrative Agent of such termination or reduction two three (23) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Daynotice): (ai) (x) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h)3.05; or (by) in the case of a reduction of the Maximum CommitmentCommitment or the reduction of the Fund Group Sublimit of one or more Fund Groups, upon prepayment of the amount by which the Principal Obligations exceed Obligation of the applicable Borrowers of a Fund Group exceeds the reduced Available Commitment of such Fund Group resulting from such reduction, including including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.033.05; provided, provided however, that, except in connection with a termination of the Commitments, the Maximum Commitment may not be reduced such that, upon such reduction, the Available Commitment would be is less than the aggregate face amount of outstanding Letters of Credit unless, prior to any such reduction, the Borrowers have Cash Collateralized the then-outstanding amount by which the Letter of Credit Liability exceeds the Available Commitment, which Cash Collateralization shall be without presentment, demand, protest or any other notice of any kind, all of which are hereby waived; and (ii) in the case of the complete termination of the Commitments, if any Letter of Credit Liability exists, the Borrowers shall immediately Cash Collateralize the then-outstanding amount of the Letter of Credit Liability; in each case, without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Unless otherwise required by law, upon the full and final payment of the Letter of Credit Liability, or the termination of all outstanding Letter of Credit Liability due to the expiration of all outstanding Letters of Credit prior to draws thereon, the Administrative Agent shall return to the Borrowers any remaining amounts of such Cash Collateral, provided, however, that, so long as no Event of Default exists, to the extent individual Letters of Credit expire prior to draws thereon, the Administrative Agent will return to the Borrowers the amount, if any, exceeding that required to Cash Collateralize any remaining Letter of Credit Liability. Notwithstanding the foregoing: (xA) any reduction of the Maximum Commitment shall be in an amount equal to or greater than $10,000,0005,000,000; and (yB) in no event shall a reduction by the Borrower Parties Borrowers reduce the Maximum Commitment to $25,000,000 10,000,000 or less (except for a termination of all the Commitments). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Commitments Maximum Commitment shall be applied permanent and shall reduce the Commitments of the Lenders on a pro rata basis. Any reduction of the Maximum Commitment shall reduce the Commitments of the Lenders to the Commitment of each Lender Fund Group according to its Applicable Percentage. All fees accrued until their Pro Rata Share under the effective date of any termination of the aggregate Commitments shall be paid on the effective date of such terminationapplicable Fund Group Sublimit.

Reduction or Early Termination of Commitments. So long as no Loan Notice Request for Borrowing or Request for Letter of Credit is outstandingoutstanding that would result in a mandatory prepayment pursuant to Section 3.5(b), the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum Commitment, by giving prior irrevocable written notice to the Administrative Agent of such termination or reduction two five (25) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Day): (a) (i) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h)3.3; or (bii) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount by which the Dollar Equivalent of the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.033.3, provided that, the Maximum Commitment may not be terminated or reduced such that, the Available Commitment would be less than the Dollar Equivalent of the aggregate stated amount of outstanding Letters of Credit; and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability; Liability exists, upon payment to the Administrative Agent of the Cash Collateral for deposit in each casethe Cash Collateral Account in accordance with Section 2.9(h), without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Notwithstanding the foregoing: (x) any reduction of the Maximum Commitment shall be in an amount equal to or greater than $10,000,0005,000,000 or, if more, in multiples of $1,000,000; and (y) in no event shall a reduction by the Borrower Parties Borrowers reduce the Maximum Commitment to $25,000,000 100,000,000 or less (except for a termination of all the Commitments). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment shall reduce the Commitments shall be applied to of the Commitment of each Lender Lenders according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid on the effective date of such terminationtheir Pro Rata Share.

Reduction or Early Termination of Commitments. So long as no Loan Notice Request for Borrowing or Request for Letter of Credit is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum Commitment, by giving prior irrevocable written notice to the Administrative Agent (which may be by telephone, if confirmed in writing promptly thereafter by fax, electronic mail or other written communication) of such termination or reduction two three (23) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Daynotice): (a) (i) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding ObligationsObligations (by the applicable Borrower(s), including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h)3.5 hereof; or (bii) in the case of a reduction of the Maximum Commitment, upon prepayment by the applicable Borrower(s) of the amount amount, if any, by which the Dollar Equivalent of the Principal Obligations exceed exceeds the reduced Available Commitment resulting from such reduction, including including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.033.5 hereof, provided that, (x) except in connection with a termination of the Commitments, the Maximum Commitment may not be reduced such that, upon such reduction, the Available Commitment would be is less than the aggregate stated amount of outstanding Letters of Credit and (y) such written notice of termination or reduction of the Commitments delivered by the Borrowers may state that such notice is conditioned upon the effectiveness of other credit facilities or the occurrence of specified events reasonably acceptable to the Administrative Agent, in which case such notice may be revoked by the Borrowers if such condition is not satisfied; and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability exists, upon Cash Collateralizing, as security for the Letter of Credit Liability; , an amount equal to the Letter of Credit Liability (in each casethe Currency of the applicable Letter of Credit (unless otherwise consented in writing by the Lenders in their sole discretion)) then outstanding at the time such notice is given, without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Unless otherwise required by law, upon the full and final payment of the Letter of Credit Liability, or the termination of all outstanding Letter of Credit Liability due to the expiration of all outstanding Letters of Credit prior to draws thereon, the Administrative Agent shall return to the applicable Borrowers any amounts remaining in any cash collateral account; provided that, so long as no Event of Default or Material Potential Default exists, to the extent individual Letters of Credit expire, the Administrative Agent will return to the applicable Borrowers the corresponding amount of the expired Letter of Credit Liability. Notwithstanding the foregoing: (x1) any reduction of the Maximum Commitment shall be in an amount equal to $10,000,000 or greater than a whole multiple of $10,000,0001,000,000 in excess thereof; and (y2) in no event shall a reduction by the Borrower Parties Borrowers reduce the Maximum Commitment to less than $25,000,000 or less (except for a termination of all the Commitments). Promptly after receipt of any notice of reduction or terminationtermination or any revocation of the same, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment pursuant to this Section 3.6 shall reduce the Commitments shall be applied to the Commitment of each Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid Lenders on the effective date of such terminationa pro rata basis.

Reduction or Early Termination of Commitments. So long as no Loan Notice Request for Borrowing, Conversion or Rollover or Request for Letter of Credit is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum CommitmentCommitment (including by reducing the Temporary Increase Commitments), by giving prior written notice (which notice may be conditioned upon the occurrence of an event or financing so long as revocation of any such notice is provided to the Administrative Agent at least one (1) Business Day prior to the effective date of such termination or reduction) to the Administrative Agent of such termination or reduction two three (23) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Day): notice), (ai) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including all interest accrued thereonincluding, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability existswithout limitation, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h); or (b) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount by which the Principal Obligations exceed to zero (but subject to the reduced Available Commitment resulting from such reduction, including proviso hereto) and payment of all interest accrued thereon, in accordance with the terms of Section 3.033.5; or (ii) in the case of a reduction of the Maximum Commitment (including by a reduction of the Temporary Increase Commitments), upon prepayment of the amount, if any, by which the Principal Obligations exceed the reduced Available Commitment or, if applicable, the Principal Obligations of the Temporary Increase Tranche exceed the reduced Temporary Increase Commitments, in either case, resulting from such reduction, including, without limitation,Maximum Commitment (after giving effect to such reduction) and payment of all interest accrued thereonon such prepaid Principal Obligations, in accordance with the terms of Section 3.5; provided that, (a) the Maximum Commitment may not be terminated or reduced such that, the Available Commitment would be less than the aggregate stated amount of outstanding Letters of CreditPrincipal Obligations; and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability; Liability exists, upon payment to the Administrative Agent of the Cash Collateral (from the proceeds of Investor Capital Calls only, unless agreed otherwise by the Administrative Agent) for deposit in each casethe Cash Collateral Account in accordance with Section 2.8(i), without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Unless otherwise required by law, as soon as practicable, but no later than thirty (30) days, after the full and final payment of the Letter of Credit Liability, or the termination of all outstanding Letter of Credit Liability due to the expiration of all outstanding Letters of Credit prior to draws thereon, the Administrative Agent shall return to the applicable Borrowers any amounts remaining in any Cash Collateral Account; provided that, so long as no Event of Default exists, to the extent individual Letters of Credit expire, the Administrative Agent will return to the applicable Borrowers the corresponding amount of the expired Letter of Credit Liability. Notwithstanding the foregoing: (x1) any reduction of the Maximum Commitment (including by a reduction of the Temporary Increase Commitments) shall be in an aggregate amount equal to or greater that is an integral multiple of $1,000,000 and not less than $10,000,000; 10,000,000 and (y2) in no event shall a reduction by the Borrower Parties Borrowers reduce the Maximum Commitment (including by a reduction of the Temporary Increase Commitments) to less than $25,000,000 or less 50,000,000 (except (i) for a termination of all the CommitmentsCommitments and (ii) as otherwise agreed between the Borrowers and the Administrative Agent). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment pursuant to this Section 3.6 shall reduce the Commitments shall be applied to the Commitment of each Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid Lenders on the effective date of a pro rata basis with respect to each Tranche so reducedbased on each such terminationLender’s applicable Lender Pro Rata Share thereof.

Reduction or Early Termination of Commitments. So long as no Loan Notice Request for Borrowing or Request for Letter of Credit is outstanding, the Borrower Parties may terminate the Commitments, or reduce the Maximum Commitment, by giving prior irrevocable written notice to the Administrative Agent of such termination or reduction two three (23) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties in such notice and shall be a Business Daynotice): (aa)(i) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding ObligationsObligation, including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h)3.5; or (bii) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount by which the Principal Obligations exceed Obligation exceeds the reduced Available Commitment resulting from such reduction, including including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.033.5, provided provided, however, that, except in connection with a termination of the Commitments, the Maximum Commitment may not be reduced such that, upon such reduction, the Available Commitment would be is less than the aggregate stated amount of outstanding Letters of Credit; and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability exists, upon payment to Administrative Agent for deposit in a segregated interest-bearing cash collateral account, as security for the Letter of Credit Liability; in each case, an amount equal to the Letter of Credit Liability then outstanding at the time such notice is given, without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Unless otherwise required by law, upon the full and final payment of the Letter of Credit Liability, or the termination of all outstanding Letter of Credit Liability due to the expiration of all outstanding Letters of Credit prior to draws thereon, Administrative Agent shall return to Borrower any amounts remaining in said cash collateral account, provided, however, that to the extent individual Letters of Credit expire, Agent will return to Borrower the corresponding amount of the expired Letter of Credit Liability. Notwithstanding the foregoing: (x) , any reduction of the Maximum Commitment shall be in an amount equal to of at least $5,000,000 or greater than in integral multiples of $10,000,0001,000,000 in excess thereof; and (y4) in no event shall a reduction by the Borrower Parties reduce the Maximum Commitment to $25,000,000 3,000,000 or less (except for a termination of all the Commitments). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment shall reduce the Commitments shall be applied to the Commitment of each Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid Lenders on the effective date of such terminationa pro rata basis.

Reduction or Early Termination of Commitments. So long as no Loan Notice Request for Borrowing, Conversion or Rollover or Request for Letter of Credit is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum CommitmentCommitment (including by reducing the Temporary Increase Commitments), by giving prior written notice (which notice may be conditioned upon the occurrence of an event or financing so long as revocation of any such notice is provided to the Administrative Agent at least one (1) Business Day prior to the effective date of such termination or reduction) to the Administrative Agent of such termination or reduction two three (23) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Day): notice), (ai) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h)3.5; or (bii) in the case of a reduction of the Maximum CommitmentCommitment (including by a reduction of the Temporary Increase Commitments), upon prepayment of the amount amount, if any, by which the Principal Obligations exceed the reduced Available Commitment or, if applicable, the Principal Obligations of the Temporary Increase Tranche exceed the reduced Temporary Increase Commitments, in either case, resulting from such reduction, including including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.03, 3.5; provided that, (a) the Maximum Commitment may not be terminated or reduced such that, CONFIDENTIAL TREATMENT REQUESTED PURSUANT TO 17 C.F.R. SECTION 200.83 the Available Commitment would be less than the aggregate stated amount of outstanding Letters of Credit; and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability; Liability exists, upon payment to the Administrative Agent of the Cash Collateral (from the proceeds of Investor Capital Calls only, unless agreed otherwise by the Administrative Agent) for deposit in each casethe Cash Collateral Account in accordance with Section 2.8(i), without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Unless otherwise required by law, as soon as practicable, but no later than thirty (30) days, after the full and final payment of the Letter of Credit Liability, or the termination of all outstanding Letter of Credit Liability due to the expiration of all outstanding Letters of Credit prior to draws thereon, the Administrative Agent shall return to the applicable Borrowers any amounts remaining in any Cash Collateral Account; provided that, so long as no Event of Default exists, to the extent individual Letters of Credit expire, the Administrative Agent will return to the applicable Borrowers the corresponding amount of the expired Letter of Credit Liability. Notwithstanding the foregoing: (x1) any reduction of the Maximum Commitment (including by a reduction of the Temporary Increase Commitments) shall be in an aggregate amount equal to or greater that is an integral multiple of $1,000,000 and not less than $10,000,000; 10,000,000 and (y2) in no event shall a reduction by the Borrower Parties Borrowers reduce the Maximum Commitment (including by a reduction of the Temporary Increase Commitments) to less than $25,000,000 or less 50,000,000 (except (i) for a termination of all the CommitmentsCommitments and (ii) as otherwise agreed between the Borrowers and the Administrative Agent). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment pursuant to this Section 3.6 shall reduce the Commitments shall be applied to the Commitment of each Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid Lenders on the effective date of such terminationa pro rata basis with respect to each Tranche so reduced.

Reduction or Early Termination of Commitments. So long as no Loan Notice or Request for Letter of Credit is outstanding, the Borrower Parties may terminate the Commitments, or reduce the Maximum CommitmentFacility Amount, by giving prior irrevocable written notice to the Administrative Agent of such termination or reduction two ten (210) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties in such notice and shall be a Business Daynotice): (a) (i) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding ObligationsObligation, including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h)3.5; or (bii) in the case of a reduction of the Maximum CommitmentFacility Amount, upon prepayment of the amount by which the Principal Obligations exceed Obligation exceeds the reduced Available Commitment Loan Amount resulting from such reduction, including including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.033.5, provided provided, however, that, except in connection with a termination of the Maximum Commitment Commitments, the Facility Amount may not be reduced such that, upon such reduction, the Available Commitment would be Loan Amount is less than the aggregate face amount of outstanding Letters of Credit; and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability exists, Borrower shall immediately Cash Collateralize the then-outstanding amount of the Letter of Credit Liability; in each case, without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Unless otherwise required by law, upon the full and final payment of the Letter of Credit Liability, or the termination of all outstanding Letter of Credit Liability due to the expiration of all outstanding Letters of Credit prior to draws thereon, Administrative Agent shall return to Borrower or the applicable Qualified Borrower any amounts remaining in such cash collateral account, provided, however, that, so long as no Event of Default exists, to the extent individual Letters of Credit expire, Administrative Agent will return to Borrower or the applicable Qualified Borrower the corresponding amount of the expired Letter of Credit Liability. Notwithstanding the foregoing: (x1) after any reduction of the Facility Amount by Borrower, the next subsequent reduction shall not occur until at least one month thereafter; (2) any reduction of the Maximum Commitment Facility Amount shall be in an amount equal to or greater than $10,000,0005,000,000; and (y3) in no event shall a reduction by the Borrower Parties reduce the Maximum Commitment Facility Amount to $25,000,000 10,000,000 or less (except for a termination of all the Commitments). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Facility Amount shall reduce the Commitments shall be applied to the Commitment of each Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid Alternate Lenders on the effective date of such terminationa pro rata basis.

Reduction or Early Termination of Commitments. So long as no Loan Notice Request for Borrowing, Conversion or Rollover or Request for Letter of Credit is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum CommitmentCommitment (including by reducing the Temporary Increase Commitments), by giving prior written notice (which notice may be conditioned upon the occurrence of an event or financing so long as revocation of any such notice is provided to the Administrative Agent at least one (1) Business Day prior to the effective date of such termination or reduction) to the Administrative Agent of such termination or reduction two three (23) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Day): notice), (ai) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h)3.5; or (bii) in the case of a reduction of the Maximum CommitmentCommitment (including by a reduction of the Temporary Increase Commitments), upon prepayment of the amount amount, if any, by which the Principal Obligations exceed the reduced Available Commitment or, if applicable, the Principal Obligations of the Temporary Increase Tranche exceed the reduced Temporary Increase Commitments, in either case, resulting from such reduction, including including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.03, 3.5; provided that, (a) the Maximum Commitment may not be terminated or reduced such that, the Available Commitment would be less than the aggregate stated amount of outstanding Letters of Credit; and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability; Liability exists, upon payment to the Administrative Agent of the Cash Collateral (from the proceeds of Investor Capital Calls only, unless agreed otherwise by the Administrative Agent) for deposit in each casethe Cash Collateral Account in accordance with Section 2.8(i), without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Unless otherwise required by law, as soon as practicable, but no later than thirty (30) days, after the full and final payment of the Letter of Credit Liability, or the termination of all outstanding Letter of Credit Liability due to the expiration of all outstanding Letters of Credit prior to draws thereon, the Administrative Agent shall return to the applicable Borrowers any amounts remaining in any Cash Collateral Account; provided that, so long as no Event of Default exists, to the extent individual Letters of Credit expire, the Administrative Agent will return to the applicable Borrowers the corresponding amount of the expired Letter of Credit Liability. Notwithstanding the foregoing: (x1) any reduction of the Maximum Commitment (including by a reduction of the Temporary Increase Commitments) shall be in an aggregate amount equal to or greater that is an integral multiple of $1,000,000 and not less than $10,000,000; 10,000,000 and (y2) in no event shall a reduction by the Borrower Parties Borrowers reduce the Maximum Commitment (including by a reduction of the Temporary Increase Commitments) to less than $25,000,000 or less 50,000,000 (except (i) for a termination of all the CommitmentsCommitments and (ii) as otherwise agreed between the Borrowers and the Administrative Agent). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment pursuant to this Section 3.6 shall reduce the Commitments shall be applied to the Commitment of each Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid Lenders on the effective date of such terminationa pro rata basis with respect to each Tranche so reduced.

Reduction or Early Termination of Commitments. So long as no Loan Notice Request for Borrowing or Request for Letter of Credit is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum Commitment, by giving prior irrevocable written notice to the Administrative Agent of such termination or reduction two three (23) Business Days prior prior, or such shorter timeframe as the Administrative Agent may agree in its sole discretion, to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Day): (aa)(i) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and 3.3; or (ii) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount by which the Dollar Equivalent of the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.3; provided that, (x) the Maximum Commitment may not be terminated or reduced such 63 that, the Available Commitment would be less than the Dollar Equivalent of the aggregate stated amount of outstanding Letters of Credit and (y) such written notice of termination or reduction of the Commitments delivered by the Borrowers may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case, such notice may be revoked by the Borrowers if such condition is not satisfied (subject to payment of any amounts due pursuant to Section 4.5); and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability exists, upon payment to the Administrative Agent of the Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h2.8(h); or (b) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount by which the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including payment of all interest accrued thereon, in accordance with the terms of Section 3.03, provided that, the Maximum Commitment may not be reduced such that, the Available Commitment would be less than any Letter of Credit Liability; in each case, without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Unless otherwise required by law, upon the full and final payment of the Letter of Credit Liability, or the termination of all outstanding Letter of Credit Liability due to the expiration of all outstanding Letters of Credit prior to draws thereon, the Administrative Agent shall return to the applicable Borrowers any amounts remaining in any cash collateral account; provided that, so long as no Event of Default or Potential Default exists, to the extent individual Letters of Credit expire, the Administrative Agent will return to the Borrowers the corresponding amount of the expired Letter of Credit Liability. Notwithstanding the foregoing: (x) any reduction of the Maximum Commitment shall be in an amount equal to $10,000,000 or greater than $10,000,000multiples thereof; and (y) in no event shall a reduction by the Borrower Parties Borrowers reduce the Maximum Commitment to $25,000,000 50,000,000 or less (except for a termination of all the Commitments). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment shall reduce the Commitments shall be applied to of the Commitment of each Lender Lenders according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid on the effective date of such terminationtheir Pro Rata Share.

Reduction or Early Termination of Commitments. So long as no Loan Notice or Request for Letter of Credit Extension is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum Commitment, by giving prior written notice notice, which may be conditioned upon the occurrence of a financing or other event, to the Administrative Agent of such termination or reduction two (2) three Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Day): notice), provided that: (a) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h); or (b) in the case of a such partial reduction of the Maximum Commitment, upon prepayment of the amount by which the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including payment of all interest accrued thereon, in accordance with the terms of Section 3.03, provided that, the Maximum Commitment may not be reduced such that, the Available Commitment would be less than any Letter of Credit Liability; in each case, without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Notwithstanding the foregoing: (x) any reduction of the Maximum Commitment shall be in an aggregate amount equal to of $1,000,000 or greater than any whole multiple of $10,000,0001,000,000 in excess thereof; and (yb) in no event Borrowers shall a reduction by not terminate or reduce the aggregate Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Principal Obligation would exceed the aggregate Commitments (except that if such Principal Obligation consists solely of Letter of Credit Obligations, the Borrower Parties may provide Cash Collateral for such Letter of Credit Obligations and terminate the aggregate Commitments). Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the aggregate Commitments. In no event may Borrowers reduce the Maximum Commitment aggregate Commitments to $25,000,000 5,000,000 or less (except for other than by a termination of all the Commitments), except in the case that the outstanding Principal Obligation consists solely of Letter of Credit Obligations, in which case the Borrower Parties may reduce the aggregate Commitments to the amount of Letter of Credit Obligations outstanding. Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any Each reduction of the aggregate Commitments shall be applied to made ratably among the Commitment of Lenders in accordance with their respective Applicable Percentages, unless each Lender according to its Applicable Percentageshall agree otherwise. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid on the effective date of such termination. Promptly after receipt of any notice of reduction or termination, Administrative Agent shall notify each Lender of the same.

Reduction or Early Termination of Commitments. So long as no Loan Notice Request for Borrowing, Conversion or Rollover or Request for Letter of Credit is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum Commitment, by giving prior written notice (which notice may be conditioned upon the occurrence of an event or financing so long as revocation of any such notice is provided to the Administrative Agent at least one (1) Business Day prior to the effective date of such termination or reduction) to the Administrative Agent of such termination or reduction two three (23) Business Days prior to the effective date of such termination or reduction (which CONFIDENTIAL TREATMENT REQUESTED PURSUANT TO 17 C.F.R. SECTION 200.83 date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Day): notice), (ai) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h)3.5; or (bii) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount amount, if any, by which the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.03, 3.5.3.5; provided that, (a) the Maximum Commitment may not be terminated or reduced such that, the Available Commitment would be less than the aggregate stated amount of outstanding Letters of Credit; and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability; Liability exists, upon payment to the Administrative Agent of the Cash Collateral (from the proceeds of Investor Capital Calls only, unless agreed otherwise by the Administrative Agent) for deposit in each casethe Cash Collateral Account in accordance with Section 2.8(i), without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Unless otherwise required by law, as soon as practicable, but no later than thirty (30) days, after the full and final payment of the Letter of Credit Liability, or the termination of all outstanding Letter of Credit Liability due to the expiration of all outstanding Letters of Credit prior to draws thereon, the Administrative Agent shall return to the applicable Borrowers any amounts remaining in any Cash Collateral Account; provided that, so long as no Event of Default exists, to the extent individual Letters of Credit expire, the Administrative Agent will return to the applicable Borrowers the corresponding amount of the expired Letter of Credit Liability. Notwithstanding the foregoing: (x1) any reduction of the Maximum Commitment shall be in an aggregate amount equal to or greater that is an integral multiple of $1,000,000 and not less than $10,000,000; 10,000,000 and (y2) in no event shall a reduction by the Borrower Parties Borrowers reduce the Maximum Commitment to less than $25,000,000 or less 50,000,000 (except (i) for a termination of all the CommitmentsCommitments and (ii) as otherwise agreed between the Borrowers and the Administrative Agent). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment pursuant to this Section 3.6 shall reduce the Commitments shall be applied to the Commitment of each Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid Lenders on the effective date of such terminationa pro rata basis.

Reduction or Early Termination of Commitments. So long as no Loan Notice Request for Borrowing or Request for Letter of Credit is outstanding, the Borrower Parties may terminate the Commitments, or reduce the Maximum Commitment, by giving prior written notice to the Administrative Agent of such termination or reduction two three (23) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties in such notice and shall be a Business Day): (a) (i) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding ObligationsObligations (other than contingent obligations for which no claim giving rise thereto has been asserted), including all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h)3.3; or (bii) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount by which the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including payment of all interest accrued thereon, in accordance with the terms of Section 3.03, 3.3; provided that, the Maximum Commitment may not be terminated or reduced such that, that the Available Commitment would be less than the aggregate stated amount of outstanding Letters of Credit; and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability; Liability exists, upon payment to the Administrative Agent of the Cash Collateral (from the proceeds of Capital Calls only) for deposit in each casethe Cash Collateral Account in accordance with Section 2.8(h), without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Notwithstanding the foregoing: (x) any reduction of the Maximum Commitment shall be in an amount equal to $500,000 or greater than multiples of $10,000,000100,000 in excess thereof; and (y) in no event shall a reduction by the Borrower Parties reduce the Maximum Commitment to $25,000,000 10,000,000 or less (except for a termination of all the Commitments); provided that at any time that the Borrowing Base shall be $10,000,000 or less, the Borrower may reduce the Maximum Commitment to the amount of the Borrowing Base, notwithstanding the restrictions set forth in clauses (x) and (y) above, but in no event shall such reduction by the Borrower reduce the Maximum Commitment to less than $5,000,000 (except for a termination of all the Commitments). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment shall reduce the Commitments shall be applied to of the Commitment of each Lender Lenders according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid on the effective date of such terminationtheir Pro Rata Share.

Reduction or Early Termination of Commitments. So long as no Loan Notice Request for Borrowing or Request for Letter of Credit is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum Commitment, by giving prior irrevocable written notice to the Administrative Agent of such termination or reduction two three (23) Business Days prior prior, or such shorter timeframe as the Administrative Agent may agree in its sole discretion, to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Day): (aa)(i) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and 3.3; or (ii) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount by which the Dollar Equivalent of the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.3; provided that, (x) the Maximum Commitment may not be terminated or reduced such that, the Available Commitment would be less than the Dollar Equivalent of the aggregate stated amount of outstanding Letters of Credit and (y) such written notice of termination or reduction of the Commitments delivered by the Borrowers may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case, such notice may be revoked by the Borrowers if such condition is not satisfied (subject to payment of any amounts due pursuant to Section 4.5); and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability exists, upon payment to the Administrative Agent of the Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h2.8(h); or (b) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount by which the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including payment of all interest accrued thereon, in accordance with the terms of Section 3.03, provided that, the Maximum Commitment may not be reduced such that, the Available Commitment would be less than any Letter of Credit Liability; in each case, without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Unless otherwise required by law, upon the full and final payment of the Letter of Credit Liability, or the termination of all outstanding Letter of Credit Liability due to the expiration of all outstanding Letters of Credit prior to draws thereon, the Administrative Agent shall return to the applicable Borrowers any amounts remaining in any cash collateral account; provided that, so long as no Event of Default or Potential Default exists, to the extent individual Letters of Credit expire, the Administrative Agent will return to the Borrowers the corresponding amount of the expired Letter of Credit Liability. Notwithstanding the foregoing: (x) any reduction of the Maximum Commitment shall be in an amount equal to $10,000,000 or greater than $10,000,000multiples thereof; and (y) in no event shall a reduction by the Borrower Parties Borrowers reduce the Maximum Commitment to $25,000,000 50,000,000 or less (except for a termination of all the Commitments). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment shall reduce the Commitments shall be applied to of the Commitment of each Lender Lenders according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid on the effective date of such terminationtheir Pro Rata Share.

Reduction or Early Termination of Commitments. So long as no Loan Notice Request for Borrowing or Request for Letter of Credit is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum Commitment, by giving prior irrevocable written notice to the Administrative Agent of such termination or reduction two five (25) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Daynotice): (a) (i) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h)3.3; or (bii) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount by which the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.033.3, provided that, the Maximum Commitment may not be terminated or reduced such that, the Available Commitment would be less than the aggregate stated amount of outstanding Letters of Credit; and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability; Liability exists, upon payment to the Administrative Agent of the Cash Collateral (from the proceeds of Capital Calls only) for deposit in each casethe Cash Collateral Account in accordance with Section 2.8(h), without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Notwithstanding the foregoing: (x) any reduction of the Maximum Commitment shall be in an amount equal to $5,000,000 or greater than $10,000,000multiples thereof; and (y) in no event shall a reduction by the Borrower Parties Borrowers reduce the Maximum Commitment to $25,000,000 30,000,000 or less (except for a termination of all the Commitments). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment shall reduce the Commitments shall be applied to of the Commitment of each Lender Lenders according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid on the effective date of such terminationtheir Pro Rata Share.

Reduction or Early Termination of Commitments. So long as no Loan Notice Request for Borrowing or Request for Letter of Credit is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum Commitment, by giving prior irrevocable written notice to the Administrative Agent (which may be by telephone, if confirmed in writing promptly thereafter by fax, electronic mail or other written communication) of such termination or reduction two three (23) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Daynotice): (a) (i) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding ObligationsObligations (by the USActive 58236919.3 -63- applicable Borrower(s), including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h)3.5 hereof; or (bii) in the case of a reduction of the Maximum Commitment, upon prepayment by the applicable Borrower(s) of the amount amount, if any, by which the Dollar Equivalent of the Principal Obligations exceed exceeds the reduced Available Commitment resulting from such reduction, including including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.033.5 hereof, provided that, (x) except in connection with a termination of the Commitments, the Maximum Commitment may not be reduced such that, upon such reduction, the Available Commitment would be is less than the aggregate stated amount of outstanding Letters of Credit and (y) such written notice of termination or reduction of the Commitments delivered by the Borrowers may state that such notice is conditioned upon the effectiveness of other credit facilities or the occurrence of specified events reasonably acceptable to the Administrative Agent, in which case such notice may be revoked by the Borrowers if such condition is not satisfied; and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability exists, upon Cash Collateralizing, as security for the Letter of Credit Liability; , an amount equal to the Letter of Credit Liability (in each casethe Currency of the applicable Letter of Credit (unless otherwise consented in writing by the Lenders in their sole discretion)) then outstanding at the time such notice is given, without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Unless otherwise required by law, upon the full and final payment of the Letter of Credit Liability, or the termination of all outstanding Letter of Credit Liability due to the expiration of all outstanding Letters of Credit prior to draws thereon, the Administrative Agent shall return to the applicable Borrowers any amounts remaining in any cash collateral account; provided that, so long as no Event of Default or Material Potential Default exists, to the extent individual Letters of Credit expire, the Administrative Agent will return to the applicable Borrowers the corresponding amount of the expired Letter of Credit Liability. Notwithstanding the foregoing: (x1) any reduction of the Maximum Commitment shall be in an amount equal to $10,000,000 or greater than a whole multiple of $10,000,0001,000,000 in excess thereof; and (y2) in no event shall a reduction by the Borrower Parties Borrowers reduce the Maximum Commitment to less than $25,000,000 or less (except for a termination of all the Commitments). Promptly after receipt of any notice of reduction or terminationtermination or any revocation of the same, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment pursuant to this Section 3.6 shall reduce the Commitments shall be applied to the Commitment of each Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid Lenders on the effective date of such terminationa pro rata basis.

Reduction or Early Termination of Commitments. So long as no Loan Notice Request for Borrowing, Conversion or Rollover or Request for Letter of Credit is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum CommitmentCommitment (including by reducing the Temporary Increase Commitments), by giving prior written notice (which notice may be conditioned upon the occurrence of an event or financing so long as revocation of any such notice is provided to the Administrative Agent at least one (1) Business Day prior to the effective date of such termination or reduction) to the Administrative Agent of such termination or reduction two three (23) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Day): notice), (ai) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including all interest accrued thereonincluding, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability existswithout limitation, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h); or (b) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount by which the Principal Obligations exceed to zero (but subject to the reduced Available Commitment resulting from such reduction, including proviso hereto) and payment of all interest accrued thereon, in accordance with the terms of Section 3.033.5; or (ii) in the case of a reduction of the Maximum Commitment (including by a reduction of the Temporary Increase Commitments), upon prepayment of the amount, if any, by which the Principal Obligations exceed the reduced Available Commitment or, if applicable, the Principal Obligations of the Temporary Increase Tranche exceed the reduced Temporary Increase Commitments, in either case, resulting from such reduction, including, without limitation,Maximum Commitment (after giving effect to such reduction) and payment of all interest accrued thereonon such prepaid Principal Obligations, in accordance with the terms of Section 3.5; provided that, (a) the Maximum Commitment may not be terminated or reduced such that, the Available Commitment would be less than the aggregate stated amount of outstanding Letters of CreditPrincipal Obligations; and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability; Liability exists, upon payment to the Administrative Agent of the Cash Collateral (from the proceeds of Investor Capital Calls only, unless agreed otherwise by the Administrative Agent) for deposit in each casethe Cash Collateral Account in accordance with Section 2.8(i), without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Unless otherwise required by law, as soon as practicable, but no later than thirty (30) days, after the full and final payment of the Letter of Credit Liability, or the termination of all outstanding Letter of Credit Liability due to the expiration of all outstanding Letters of Credit prior to draws thereon, the Administrative Agent shall return to the applicable Borrowers any amounts remaining in any Cash Collateral Account; provided that, so long as no Event of Default exists, to the extent individual Letters of Credit expire, the Administrative Agent will return to the applicable Borrowers the corresponding amount of the expired Letter of Credit Liability. Notwithstanding the foregoing: (x1) any reduction of the Maximum Commitment (including by a reduction of the Temporary Increase Commitments) shall be in an aggregate amount equal to or greater that is an integral multiple of $1,000,000 and not less than $10,000,000; 10,000,000 and (y2) in no event shall a reduction by the Borrower Parties Borrowers reduce the Maximum Commitment (including by a reduction of the Temporary Increase Commitments) to less than $25,000,000 or less 50,000,000 (except (i) for a termination of all the CommitmentsCommitments and (ii) as otherwise agreed between the Borrowers and the Administrative Agent). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment pursuant to this Section 3.6 shall reduce the Commitments shall be applied to the Commitment of each Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid Lenders on the effective date of a pro rata basis with respect to each Tranche so reducedbased on each such termination.Lender’s applicable Lender Pro Rata Share thereof. CONFIDENTIAL TREATMENT REQUESTED PURSUANT TO 17 C.F.R. SECTION 200.83

Reduction or Early Termination of Commitments. So long as no Loan Notice or Request for Letter of Credit Extension is outstanding, the Borrower Parties may terminate the Commitments, or permanently reduce the Maximum Commitmentaggregate Commitments, by giving prior irrevocable written notice to the Administrative Agent of such termination or reduction two three (23) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties in such notice and shall be a Business Day): notice), provided that: (a) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h); or (b) in the case of a such partial reduction of the Maximum Commitment, upon prepayment of the amount by which the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including payment of all interest accrued thereon, in accordance with the terms of Section 3.03, provided that, the Maximum Commitment may not be reduced such that, the Available Commitment would be less than any Letter of Credit Liability; in each case, without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Notwithstanding the foregoing: (x) any reduction of the Maximum Commitment shall be in an aggregate amount equal to of $5,000,000 or greater than any whole multiple of $10,000,0001,000,000 in excess thereof; and (yb) in the Borrower shall not terminate or reduce the aggregate Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Dollar Equivalent of the Principal Obligation would exceed the aggregate Commitments (except that if such Dollar Equivalent of the Principal Obligation consists solely of Letter of Credit Obligations, the Borrower may provide Cash Collateral for such Letter of Credit Obligations and terminate the aggregate Commitments). The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the aggregate Commitments. In no event shall a reduction by may the Borrower Parties reduce the Maximum Commitment aggregate Commitments to $25,000,000 10,000,000 or less (except for other than by a termination of all the Commitments). Promptly after receipt of any notice of reduction or termination, except in the Administrative Agent shall notify each Lender case that the outstanding Dollar Equivalent of the samePrincipal Obligation consists solely of Letter of Credit Obligations, in which case the Borrower may reduce the aggregate Commitments to the amount of Letter of Credit Obligations outstanding. Any reduction of the aggregate Commitments shall be applied to the Commitment of each Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid on the effective date of such termination. After any reduction of the aggregate Commitments under this Section 3.06, the Borrower’s right to increase the Maximum Commitment under Section 2.14 shall be terminated. For the avoidance of doubt, it is understood and agreed that the Credit Agreement and the other Loan Documents (other than the indemnification provisions therein or such other provisions that by their terms expressly survive termination of the Credit Agreement and such Loan Documents) shall terminate immediately upon the termination of all the outstanding Commitments, repayment of all Obligations (other than contingent indemnification obligations not then due and payable) and termination of all Letters of Credit.

Reduction or Early Termination of Commitments. So long as no Loan Notice or Request for Letter of Credit Extension is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum Commitment, by giving prior written notice notice, which may be conditioned upon the occurrence of a financing or other event, to the Administrative Agent of such termination or reduction two (2) three Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Day): notice), provided that: (a) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h); or (b) in the case of a such partial reduction of the Maximum Commitment, upon prepayment of the amount by which the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including payment of all interest accrued thereon, in accordance with the terms of Section 3.03, provided that, the Maximum Commitment may not be reduced such that, the Available Commitment would be less than any Letter of Credit Liability; in each case, without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Notwithstanding the foregoing: (x) any reduction of the Maximum Commitment shall be in an aggregate Dollar Equivalent amount equal to of $1,000,000 or greater than any whole multiple of $10,000,0001,000,000 in excess thereof; and (yb) in no event Borrowers shall a reduction by not terminate or reduce the aggregate Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Principal Obligation would exceed the aggregate Commitments (except that if such Principal Obligation consists solely of Letter of Credit Obligations, the Borrower Parties may provide Cash Collateral for such Letter of Credit Obligations and terminate the aggregate Commitments). 0000-0000-0000 v.54890-8208-0090 v.3 Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the aggregate Commitments. In no event may Borrowers reduce the Maximum Commitment aggregate Commitments to $25,000,000 5,000,000 or less (except for other than by a termination of all the Commitments), except in the case that the outstanding Principal Obligation consists solely of Letter of Credit Obligations, in which case the Borrower Parties may reduce the aggregate Commitments to the amount of Letter of Credit Obligations outstanding. Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any Each reduction of the aggregate Commitments shall be applied to made ratably among the Commitment of Lenders in accordance with their respective Applicable Percentages, unless each Lender according to its Applicable Percentageshall agree otherwise. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid on the effective date of such termination. Promptly after receipt of any notice of reduction or termination, Administrative Agent shall notify each Lender of the same.

Reduction or Early Termination of Commitments. So long as no Loan Notice Request for Borrowing, Conversion or Rollover or Request for Letter of Credit is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum Commitment, by giving prior written notice (which notice may be conditioned upon the occurrence of an event or financing so long as revocation of any such notice is provided to the Administrative Agent at least one (1) Business Day prior to the effective date of such termination or reduction) to the Administrative Agent of such termination or reduction two three (23) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Day): notice), (ai) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h)3.5; or (bii) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount amount, if any, by which the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.03, 3.5.3.5; provided that, (a) the Maximum Commitment may not be terminated or reduced such that, the Available Commitment would be less than the aggregate stated amount of outstanding Letters of Credit; and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability; Liability exists, upon payment to the Administrative Agent of the Cash Collateral (from the proceeds of Investor Capital Calls only, unless agreed otherwise by the Administrative Agent) for deposit in each casethe Cash Collateral Account in accordance with Section 2.8(i), without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Unless otherwise required by law, as soon as practicable, but no later than thirty (30) days, after the full and final payment of the Letter of Credit Liability, or the termination of all outstanding Letter of Credit Liability due to the expiration of all outstanding Letters of Credit prior to draws thereon, the Administrative Agent shall return to the applicable Borrowers any amounts remaining in any Cash Collateral Account; provided that, so long as no Event of Default exists, to the extent individual Letters of Credit expire, the Administrative Agent will return to the applicable Borrowers the corresponding amount of the expired Letter of Credit Liability. Notwithstanding the foregoing: (x1) any reduction of the Maximum Commitment shall be in an aggregate amount equal to or greater that is an integral multiple of $1,000,000 and not less than $10,000,000; 10,000,000 and (y2) in no event shall a reduction by the Borrower Parties Borrowers reduce the Maximum Commitment to less than $25,000,000 or less 50,000,000 (except (i) for a termination of all the CommitmentsCommitments and (ii) as otherwise agreed between the Borrowers and the Administrative Agent). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment pursuant to this Section 3.6 shall reduce the Commitments shall be applied to the Commitment of each Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid Lenders on the effective date of such terminationa pro rata basis.

Reduction or Early Termination of Commitments. So long as no Loan Notice Request for Borrowing or Request for Letter of Credit is outstanding, the Borrower Parties may terminate the Commitments, or reduce the Maximum Commitment, by giving prior irrevocable written notice to the Administrative Agent of such termination or reduction two five (25) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties in such notice and shall be a Business Day): ) and: (aa)(i) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and 3.2; or (ii) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount by which the Principal Obligations (giving effect to any outstanding Request for Borrowing) exceed the reduced Available Commitment resulting from such reduction, including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.2; provided that, the Maximum Commitment may not be terminated or reduced such that, the Available Commitment would be less than the aggregate stated amount of outstanding Letters of Credit; and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability exists, upon payment to the Administrative Agent of the Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h2.9(h); or (b) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount by which the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including payment of all interest accrued thereon, in accordance with the terms of Section 3.03, provided that, the Maximum Commitment may not be reduced such that, the Available Commitment would be less than any Letter of Credit Liability; in each case, without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Notwithstanding the foregoing: foregoing (x) any reduction of the Maximum Commitment shall be in an amount equal to $500,000 or greater than $10,000,000; multiples thereof and (y) in no event shall a reduction by the Borrower Parties reduce the Maximum Commitment to $25,000,000 5,000,000 or less (except for a termination of all the Commitments). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment shall reduce the Commitments shall be applied to of the Commitment of each Lender Lenders according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid on the effective date of such terminationtheir Pro Rata Share.

Reduction or Early Termination of Commitments. So long as no Loan Notice or Request for Letter of Credit Borrowing is outstanding, the Borrower Parties may terminate the Commitments, or permanently reduce the Maximum Commitment, by giving prior irrevocable written notice to the Administrative Agent of such termination or reduction two three (23) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties in such notice and shall be a Business Daynotice): (ai) (x) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h)3.05; or (by) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount by which the Principal Obligations exceed Obligation exceeds the reduced Available Commitment resulting from such reduction, including including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.033.05; provided, provided however, that, except in connection with a termination of the Commitments, the Maximum Commitment may not be reduced such that, upon such reduction, the Available Commitment would be is less than the aggregate face amount of outstanding Letters of Credit unless, prior to any such reduction, the Borrower has Cash Collateralized the then-outstanding amount by which the Letter of Credit Liability exceeds the Available Commitment, which Cash Collateralization shall be without presentment, demand, protest or any other notice of any kind, all of which are hereby waived; and (ii) in the case of the complete termination of the Commitments, if any Letter of Credit Liability exists, the Borrower shall immediately Cash Collateralize the then-outstanding amount of the Letter of Credit Liability; in each case, without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Unless otherwise required by law, upon the full and final payment of the Letter of Credit Liability, or the termination of all outstanding Letter of Credit Liability due to the expiration of all outstanding Letters of Credit prior to draws thereon, the Administrative Agent shall return to the Borrower any remaining amounts of such Cash Collateral, provided, however, that, so long as no Event of Default exists, to the extent individual Letters of Credit expire prior to draws thereon, the Administrative Agent will return to the Borrower the amount, if any, exceeding that required to Cash Collateralize any remaining Letter of Credit Liability. Notwithstanding the foregoing: (xA) any reduction of the Maximum Commitment shall be in an amount equal to or greater than $10,000,0005,000,000; and (yB) in no event shall a reduction by the Borrower Parties reduce the Maximum Commitment to $25,000,000 10,000,000 or less (except for a termination of all the Commitments). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Commitments Maximum Commitment shall be applied to permanent and shall reduce the Commitment of each Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination Commitments of the aggregate Commitments shall be paid Lenders on the effective date of such terminationa pro rata basis.

Reduction or Early Termination of Commitments. So long as no Loan Notice Request for Borrowing or Request for Letter of Credit is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum Commitment, by giving prior irrevocable written notice to the Administrative Agent of such termination or reduction two three (23) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Daynotice): (a) (i) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h)3.5; or (bii) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount amount, if any, by which the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.03, 3.5; provided that, the Maximum Commitment may not be terminated or reduced such that, the Available Commitment would be less than the Dollar Equivalent of the aggregate stated amount of outstanding Letters of Credit; and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability; Liability exists, upon payment to the Administrative Agent of the Cash Collateral (from the proceeds of Investor Capital Calls only, unless agreed otherwise by the Administrative Agent) for deposit in each casethe Cash Collateral Account in accordance with Section 2.14(h), without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Notwithstanding the foregoing: (x1) any reduction of the Maximum Commitment shall be in an aggregate amount equal to or greater that is an integral multiple of $1,000,000 and not less than $10,000,000; 10,000,000 and (y2) in no event shall a reduction by the Borrower Parties Borrowers reduce the Maximum Commitment to less than $25,000,000 or less 50,000,000 (except for a termination of all the Commitments). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment shall reduce the Commitments shall be applied to the Commitment of each Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid Lenders on the effective date of such terminationa pro rata basis.

Reduction or Early Termination of Commitments. So long as no Loan Notice or Request for Letter of Credit is outstanding, the Borrower Parties may terminate the Commitments, or reduce the Maximum CommitmentFacility Amount, by giving prior irrevocable written notice to the Administrative Agent of such termination or reduction two ten (210) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties in such notice and shall be a Business Daynotice): (a) (i) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding ObligationsObligation, including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h)3.5; or (bii) in the case of a reduction of the Maximum CommitmentFacility Amount, upon prepayment of the amount by which the Principal Obligations exceed Obligation exceeds the reduced Available Commitment Loan Amount resulting from such reduction, including including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.033.5, provided provided, however, that, except in connection with a termination of the Maximum Commitment Commitments, the Facility Amount may not be reduced such that, upon such reduction, the Available Commitment would be Loan Amount is less than the aggregate face amount of outstanding Letters of Credit; and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability exists, Borrower shall immediately Cash Collateralize the then-outstanding amount of the Letter of Credit Liability; in each case, without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Unless otherwise required by law, upon the full and final payment of the Letter of Credit Liability, or the termination of all outstanding Letter of Credit Liability due to the expiration of all outstanding Letters of Credit prior to draws thereon, Administrative Agent shall return to Borrower or the applicable Qualified Borrower any amounts remaining in such cash collateral account, provided, however, that, so long as no Event of Default exists, to the extent individual Letters of Credit expire, Administrative Agent will return to Borrower or the applicable Qualified Borrower the corresponding amount of the expired Letter of Credit Liability. Notwithstanding the foregoing: (x1) after any reduction of the Facility Amount by Borrower, the next subsequent reduction shall not occur until at least one month thereafter; (2) any reduction of the Maximum Commitment Facility Amount shall be in an amount equal to or greater than $10,000,0005,000,000; and (y3) in no event shall a reduction by the Borrower Parties reduce the Maximum Commitment Facility Amount to $25,000,000 10,000,000 or less (except for a termination of all the Commitments). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Facility Amount shall reduce the Commitments shall be applied to the Commitment of each Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid Alternate Lenders on the effective date of such termination.a pro rata basis. Revolving Credit Agreement Acadia Strategic Opportunity Fund III LLC

Reduction or Early Termination of Commitments. So long as no Loan Notice Request for Borrowing or Request for Letter of Credit is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum Commitment, by giving prior irrevocable written notice to the Administrative Agent of such termination or reduction two three (23) Business Days prior prior, or such shorter timeframe as the Administrative Agent may agree in its sole discretion, to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Day): (aa)(i) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and 3.3; or (ii) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount by which the Dollar Equivalent of the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.3; provided that, (x) the Maximum Commitment may not be terminated or reduced such that, the Available Commitment would be less than the Dollar Equivalent of the aggregate stated amount of outstanding Letters of Credit and (y) such written notice of termination or reduction of the Commitments delivered by the Borrowers may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case, such notice may be revoked by the Borrowers if such condition is not satisfied (subject to payment of any amounts due pursuant to Section 4.5); and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability exists, upon payment to the Administrative Agent of the Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h2.8(h); or (b) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount by which the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including payment of all interest accrued thereon, in accordance with the terms of Section 3.03, provided that, the Maximum Commitment may not be reduced such that, the Available Commitment would be less than any Letter of Credit Liability; in each case, without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Unless otherwise required by law, upon the full and final payment of the Letter of Credit Liability, or the termination of all outstanding Letter of Credit Liability due to the expiration of all outstanding Letters of Credit prior to draws thereon, the Administrative Agent shall return to the applicable Borrowers any amounts remaining in any cash collateral account; provided that, so long US-DOCS\106247413.1 as no Event of Default or Potential Default exists, to the extent individual Letters of Credit expire, the Administrative Agent will return to the Borrowers the corresponding amount of the expired Letter of Credit Liability. Notwithstanding the foregoing: (x) any reduction of the Maximum Commitment shall be in an amount equal to $10,000,000 or greater than $10,000,000multiples thereof; and (y) in no event shall a reduction by the Borrower Parties Borrowers reduce the Maximum Commitment to $25,000,000 50,000,000 or less (except for a termination of all the Commitments). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment shall reduce the Commitments shall be applied to of the Commitment of each Lender Lenders according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid on the effective date of such terminationtheir Pro Rata Share.

Reduction or Early Termination of Commitments. So long as no Loan Notice Request for Borrowing or Request for Letter of Credit is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum Commitment, by giving prior irrevocable written notice to the Administrative Agent of such termination or reduction two five (25) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Day): (a) (i) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding Obligations, including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h)3.3; or (bii) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount by which the Dollar Equivalent of the Principal Obligations exceed the reduced Available Commitment resulting from such reduction, including including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.033.3, provided that, the Maximum Commitment may not be terminated or reduced such that, the Available Commitment would be less than the Dollar Equivalent of the aggregate stated amount of outstanding Letters of Credit; and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability; Liability exists, upon payment to the Administrative Agent of the Cash Collateral for deposit in each casethe Cash Collateral Account in accordance with Section 2.9(h), without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Notwithstanding the foregoing: (x) any reduction of the Maximum Commitment shall be in an amount equal to or greater than $10,000,0005,000,000 or, if more, in multiples of $1,000,000; and (y) in no event shall a reduction by the Borrower Parties Borrowers reduce the Maximum Commitment to $25,000,000 100,000,000 or less (except for a termination of all the Commitments). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment shall reduce the Commitments shall be applied to of the Commitment of each Lender Lenders according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid on the effective date of such terminationtheir Pro Rata Share.

Reduction or Early Termination of Commitments. So long as no Loan Notice or Request for Letter of Credit a Borrowing is outstanding, the Borrower Parties may terminate the Commitments, or reduce the Maximum Commitment, by giving prior irrevocable written notice to the Administrative Agent of such termination or reduction two three (23) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Daynotice): (aa)(i) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding ObligationsObligation, including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h)3.05; or (bii) in the case of a reduction of the Maximum Commitment, upon prepayment of the amount by which the Principal Obligations exceed Obligation exceeds the reduced Available Maximum Commitment resulting from such reduction, including including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.033.05; provided, provided however, that, except in connection with a complete termination of the Commitments, the Maximum Commitment may not be reduced such that, upon such reduction, the Available Maximum Commitment would be is less than the aggregate face amount of outstanding Letters of Credit; and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability exists, the Borrower Parties shall immediately Cash Collateralize the then-outstanding amount of the Letter of Credit Liability; in each case, without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Unless otherwise required by law, upon the full and final payment of the Letter of Credit Liability, or the termination of all outstanding Letter of Credit Liability due to the expiration of all outstanding Letters of Credit prior to draws thereon, Administrative Agent shall return to the applicable Borrower any amounts remaining in such cash collateral account; provided, however, that, so long as no Event of Default exists, to the extent individual Letters of Credit expire prior to draws thereon, Administrative Agent will return to Borrowers the amount, if any, exceeding that required to Cash Collateralize any remaining Letter of Credit Liability. Notwithstanding the foregoing: (xA) any reduction of the Maximum Commitment shall be in an amount equal to of $15,000,000 or greater than a whole multiple of $10,000,0001,000,000 in excess thereof; and (yB) in no event shall a reduction by the Borrower Parties Borrowers reduce the Maximum Commitment to $25,000,000 5,000,000 or less (except for a complete termination of all the Commitments). Promptly after receipt of any notice of reduction or termination, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment shall reduce the Commitments shall be applied to the Commitment of each Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid Lenders on the effective date of such terminationa pro rata basis.

Reduction or Early Termination of Commitments. So long as no Loan Notice Request for Borrowing or Request for Letter of Credit is outstanding, the Borrower Parties Borrowers may terminate the Commitments, or reduce the Maximum Commitment, by giving prior irrevocable written notice to the Administrative Agent (which may be by telephone, if confirmed in writing promptly thereafter by fax, electronic mail or other written communication) of such termination or reduction two three (23) Business Days prior to the effective date of such termination or reduction (which date shall be specified by the Borrower Parties Borrowers in such notice and shall be a Business Daynotice): (a) (i) in the case of a complete termination of the Commitments, upon (i) prepayment of all of the outstanding ObligationsObligations (by the applicable Borrower(s), including including, without limitation, all interest accrued thereon, in accordance with the terms of Section 3.03 and (ii) if any Letter of Credit Liability exists, payment to the Administrative Agent of Cash Collateral (from the proceeds of Capital Calls only) for deposit in the Cash Collateral Account in accordance with Section 2.08(h)3.5 hereof; or (bii) in the case of a reduction of the Maximum Commitment, upon prepayment by the applicable Borrower(s) of the amount amount, if any, by which the Dollar Equivalent of the Principal Obligations exceed exceeds the reduced Available Commitment resulting from such reduction, including including, without limitation, payment of all interest accrued thereon, in accordance with the terms of Section 3.033.5 hereof, provided that, (x) except in connection with a termination of the Commitments, the Maximum Commitment may not be reduced such that, upon such reduction, the Available Commitment would be is less than the aggregate stated amount of outstanding Letters of Credit and (y) such written notice of termination or reduction of the Commitments delivered by the Borrowers may state that such notice is conditioned upon the effectiveness of other credit facilities or the occurrence of specified events reasonably acceptable to the Administrative Agent, in which case such notice may be revoked by the Borrowers if such condition is not satisfied; and (b) in the case of the complete termination of the Commitments, if any Letter of Credit Liability exists, upon Cash Collateralizing, as security for the Letter of Credit Liability; , an amount equal to the Letter of Credit Liability (in each casethe Currency of the applicable Letter of Credit (unless otherwise consented in writing by the Lenders in their sole discretion)) then outstanding at the time such notice is given, without presentment, demand, protest or any other notice of any kind, all of which are hereby waived. Unless otherwise required by law, upon the full and final payment of the Letter of Credit Liability, or the termination of all outstanding Letter of Credit Liability due to the expiration of all outstanding Letters of Credit prior to draws thereon, the Administrative Agent shall return to the applicable USActive 58236919.3 -62- Borrowers any amounts remaining in any cash collateral account; provided that, so long as no Event of Default or Material Potential Default exists, to the extent individual Letters of Credit expire, the Administrative Agent will return to the applicable Borrowers the corresponding amount of the expired Letter of Credit Liability. Notwithstanding the foregoing: (x1) any reduction of the Maximum Commitment shall be in an amount equal to $10,000,000 or greater than a whole multiple of $10,000,0001,000,000 in excess thereof; and (y2) in no event shall a reduction by the Borrower Parties Borrowers reduce the Maximum Commitment to less than $25,000,000 or less (except for a termination of all the Commitments). Promptly after receipt of any notice of reduction or terminationtermination or any revocation of the same, the Administrative Agent shall notify each Lender of the same. Any reduction of the aggregate Maximum Commitment pursuant to this Section 3.6 shall reduce the Commitments shall be applied to the Commitment of each Lender according to its Applicable Percentage. All fees accrued until the effective date of any termination of the aggregate Commitments shall be paid Lenders on the effective date of such terminationa pro rata basis.