Common use of Termination and Reduction of Commitments; Mandatory Prepayments Clause in Contracts

Termination and Reduction of Commitments; Mandatory Prepayments. (a) Unless previously terminated, the Commitments shall terminate in full at 5:00 p.m., New York City time, on the earliest of (i) the date that is five (5) business days after the “Termination Date” (as defined in the Purchase Agreement as in effect on the Commitment Letter Date, including as the same may be extended in accordance with the provisions of the Purchase Agreement as in effect on the Commitment Letter Date), (ii) the closing of the Target Acquisition with or without the use of the Advances or the Commitments (provided that the foregoing shall not prohibit the Borrower from drawing the Advances on the date on which the Target Acquisition so closes), (iii) written notice by the Borrower or the Guarantor to the Joint Lead Arrangers that it has abandoned the Target Acquisition and (iv) the termination of the Purchase Agreement prior to closing of the Target Acquisition or the termination of the Guarantor’s (or any of the Guarantor’s Affiliates’) obligations under the Purchase Agreement to consummate the Target Acquisition in accordance with the terms thereof. Any termination of the Commitments shall be permanent.