Common use of Termination/Reduction of Commitments Clause in Contracts

Termination/Reduction of Commitments. (a) The Borrower shall have the right to terminate this Agreement prior to the originally scheduled Maturity Date by providing the Administrative Agent with ten (10) days’ written notice of the Borrower’s intention to terminate this Agreement (the date of such termination being the “Borrower Termination Date”). In the event that the Borrower provides such written notice to the Administrative Agent, (i) as of the date of the notice, the Lenders shall have no further obligation to make or issue, and the Borrower shall have no further right to receive or request, any Credit Extension hereunder, and (ii) the Borrower shall be obligated on the Borrower Termination Date to (x) pay in full all accrued interest, principal and other charges due with respect to the Loan, including, without limitation, any Breakage Fees due on account of such payment and (y) either (1) provide Administrative Agent with cash collateral equal to one hundred three percent (103%) of the outstanding amount of all outstanding Letters of Credit from a source other than the proceeds of the Loan or (2) return all outstanding Letters of Credit to the Administrative Agent. If such cash collateral is posted, such funds shall be held in an interest bearing account at the Administrative Agent, shall be pledged to secure the Obligations, and shall be refunded on a dollar for dollar basis to the Borrower upon the return to the Administrative Agent, or the expiration, of each Letter of Credit. (b) The Borrower shall have the right to reduce the Total Commitment to an amount not less than $150,000,000 prior to the originally scheduled Maturity Date by providing the Administrative Agent with ten (10) days’ written notice of the Borrower’s intention to reduce the Total Commitment (the date of such reduction being the “Borrower Reduction Date”). In the event that the Borrower provides such written notice to the Administrative Agent, (i) as of the date of the notice, the Lenders shall have no further obligation to make or issue, and the Borrower shall have no further right to receive or request, any Loans or any Letters of Credit such that the Total Outstandings, would exceed such reduced Total Commitment, and (ii) the Borrower shall be obligated on the Borrower Reduction Date to pay in full the excess of outstanding principal balance of the Loan over the reduced Total Commitment, including, without limitation, any Breakage Fees due on account of such payment. In order to effect such reduced Total Commitment, the Administrative Agent shall reduce the Lenders’ Commitments on a pro rata basis.

Termination/Reduction of Commitments. (a) The Borrower shall have the right to terminate this Agreement may at any time prior to the originally scheduled Maturity Date Date, terminate the Total Commitment in full by providing giving three Business Days' prior written notice thereof to the Banks. A termination of the Total Commitment shall be accompanied by the repayment in full of the Revolving Credit Loans, the Swing Line Loans and the cash collateralization of the Bankers' Acceptances then outstanding, the payment in full of all interest and fees due hereunder, and the deposit with the Administrative Agent with ten (10) days’ written notice of cash collateral in an amount equal to the Borrower’s intention Maximum Drawing Amount of all Letters of Credit then outstanding pursuant to terminate this Agreement (the date of such termination being the “Borrower Termination Date”). In the event that the Borrower provides such written notice cash collateral arrangements in form and substance satisfactory to the Administrative Agent, (i) as of the date of the notice, the Lenders shall have no further obligation to make or issue, and the Borrower shall have no further right to receive or request, any Credit Extension hereunder, and (ii) the Borrower shall be obligated on the Borrower Termination Date to (x) pay in full all accrued interest, principal and other charges due with respect to the Loan, including, without limitation, any Breakage Fees due on account of such payment and (y) either (1) provide Administrative Agent with cash collateral equal to one hundred three percent (103%) of the outstanding amount of all outstanding Letters of Credit from a source other than the proceeds of the Loan or (2) return all outstanding Letters of Credit to the Administrative Agent. If such cash collateral is posted, such funds shall be held in an interest bearing account at the Administrative Agent, shall be pledged to secure the Obligations, and shall be refunded on a dollar for dollar basis to the Borrower upon the return to the Administrative Agent, or the expiration, of each Letter of Credit. (b) The Borrower shall have may at any time prior to the right to Maturity Date, reduce the unused portion of the Total Commitment in part in integral multiples of $5,000,000 by giving three Business Days' prior written notice thereof to the Banks. Each such reduction shall be made pro rata (i) among each Bank according to such Bank's Total Commitment and Total Commitment Percentage (such that each Bank will have the same Total Commitment Percentage both before and after such reduction) and (ii) between the Total Domestic Commitment and the Total Canadian Commitment. Notwithstanding the foregoing, (i) at no time shall the Total Domestic Commitment be reduced to an amount not less than $150,000,000 prior the sum of the Maximum Domestic Swing Line Loan Amount plus the Maximum Canadian Swing Line Loan Amount plus the aggregate Maximum Drawing Amount of all Letters of Credit then outstanding. (c) Each reduction of the Total Commitment shall be accompanied by (i) the payment by the Borrower to the originally scheduled Maturity Date by providing the Administrative Agent with ten (10) days’ written notice of the Borrower’s intention amount, if any, by which the sum of the aggregate unpaid principal amount of the Domestic Revolving Credit Loans plus the aggregate unpaid principal amount of all Domestic Swing Line Loans outstanding plus the Dollar Equivalent of the aggregate unpaid principal amount of all Canadian Swing Line Loans outstanding plus the Maximum Drawing Amount of all Letters of Credit outstanding exceeds the then reduced Total Domestic Commitment and (ii) the payment by the Canadian Borrower to reduce the Canadian Agent of the amount, if any, by which the sum of the Dollar Equivalent of the aggregate unpaid principal amount of the Canadian Revolving Credit Loans outstanding plus the Dollar Equivalent of the aggregate face amount of Bankers' Acceptances then outstanding exceeds the then reduced Total Commitment Canadian Commitment. (d) As an alternative to depositing cash collateral under the date circumstances described in the foregoing paragraph (a), and under Section 2.9 hereof, the Borrower may deliver to the Administrative Agent letters of credit issued by banks which are acceptable to the Domestic Banks in their reasonable discretion which will reimburse the Domestic Banks for all amounts payable by the Domestic Banks under and with respect to the outstanding Letters of Credit, provided that such reduction being back-up letters of credit contain terms and conditions which are satisfactory to the “Borrower Reduction Date”). In Domestic Banks in all respects in their reasonable business judgment, to allow the Domestic Banks to be reimbursed in the event that a Letter of Credit is drawn. (e) In addition, upon any such termination or reduction, (i) the Borrower provides such written notice shall pay to the Administrative Agent, (i) as for the pro rata accounts of the date Domestic Banks, the full amount of the notice, accrued and unpaid Domestic Commitment Fee on the Lenders shall have no further obligation to make or issue, and the Borrower shall have no further right to receive or request, any Loans or any Letters amount of Credit such that the Total OutstandingsDomestic Commitment so reduced or, would exceed such reduced Total Commitmentas the case may be, terminated and (ii) the Canadian Borrower shall be obligated pay to the Canadian Agent, for the pro rata accounts of the Canadian Banks, the full amount of the accrued and unpaid Canadian Commitment Fee on the Borrower Reduction Date to pay in full the excess of outstanding principal balance amount of the Loan over Total Canadian Commitment so reduced or, as the reduced case may be, terminated. (f) Subject to Section 6.11 hereof, any such termination or reduction may be effected by the Borrower without penalty. Without conflict with the provisions of Section 2.3 hereof, no termination or reduction of the Total Commitment, including, without limitation, the Total Domestic Commitment or the Total Canadian Commitment shall be subject to reinstatement. (g) Promptly after the effectiveness of any Breakage Fees due on account of such payment. In order partial reduction in the Total Commitment pursuant to effect such reduced Total Commitmentthis Section 2.2, the Administrative Agent shall reduce the Lenders’ Commitments on a pro rata basisdistribute to each Bank an updated Schedule 1.1 hereto reflecting such reduction.

Termination/Reduction of Commitments. (a) The Borrower shall have the right to terminate this Agreement prior to the originally scheduled Maturity Date by providing the Administrative Agent with ten (10) days’ written notice of the Borrower’s intention to terminate this Agreement (the date of such termination being the “Borrower Termination Date”). In the event that the Borrower provides such written notice to the Administrative Agent, (i) as of the date of the notice, the Lenders shall have no further obligation to make or issue, and the Borrower shall have no further right to receive or request, any Credit Extension hereunder, and (ii) the Borrower shall be obligated on the Borrower Termination Date to (x) pay in full all accrued interest, principal and other charges due with respect to the Loan, including, without limitation, any Breakage Fees due on account of such payment and (y) either (1) provide Administrative Agent with cash collateral equal to one hundred three percent (103%) of the outstanding amount of all outstanding Letters of Credit from a source other than the proceeds of the Loan or (2) return all outstanding Letters of Credit to the Administrative Agent. If such cash collateral is posted, such funds shall be held in an interest bearing account at the Administrative Agent, shall be pledged to secure the Obligations, and shall be refunded on a dollar for dollar basis to the Borrower upon the return to the Administrative Agent, or the expiration, of each Letter of Credit. (b) The Borrower shall have the right to reduce the Total Commitment to an amount not less than $150,000,000 prior to the originally then scheduled Maturity Date by providing the Administrative Agent with ten (10) days’ written notice of the Borrower’s intention to reduce the Total Commitment (the date of such reduction being the “Borrower Reduction Date”). In the event that the Borrower provides such written notice to the Administrative Agent, (i) as of the date of the notice, the Lenders shall have no further obligation to make or issue, and the Borrower shall have no further right to receive or request, any Loans or any Letters of Credit such that the Total Outstandings, would exceed such reduced Total Commitment, and (ii) the Borrower shall be obligated on the Borrower Reduction Date to pay in full the excess of outstanding principal balance of the Loan over the reduced Total Commitment, including, without limitation, any Breakage Fees due on account of such payment. In order to effect such reduced Total Commitment, the Administrative Agent shall reduce the Lenders’ Commitments on a pro rata basis.

Termination/Reduction of Commitments. (a) The Borrower shall have the right to terminate this Agreement prior to the originally scheduled Maturity Date by providing the Administrative Agent with ten (10) days’ ' written notice of the Borrower’s 's intention to terminate this Agreement (the date of such termination being the “"Borrower Termination Date”"). In the event that the Borrower provides such written notice to the Administrative Agent, (i) as of the date of the notice, the Lenders shall have no further obligation to make or issue, and the Borrower shall have no further right to receive or request, any Credit Extension hereunder, and (ii) the Borrower shall be obligated on the Borrower Termination Date to (x) pay in full all accrued interest, principal and other charges due with respect to the LoanCredit Facility, including, without limitation, any Breakage Fees due on account of such payment and (y) either (1) provide Administrative Agent with cash collateral equal to one hundred three percent (103%) of the outstanding amount of all outstanding Letters of Credit from a source other than the proceeds of the Loan Credit Facility or (2) return all outstanding Letters of Credit to the Administrative Agent. If such cash collateral is posted, such funds shall be held in an interest bearing account at the Administrative Agent, shall be pledged to secure the Obligations, and shall be refunded on a dollar for dollar basis to the Borrower upon the return to the Administrative Agent, or the expiration, of each Letter of Credit. (b) The Borrower shall have the right to reduce the Total Commitment to an amount not less than $150,000,000 25,000,000 prior to the originally scheduled Maturity Date by providing the Administrative Agent with ten (10) days’ ' written notice of the Borrower’s 's intention to reduce the Total Commitment (the date of such reduction being the “"Borrower Reduction Date”"). In the event that the Borrower provides such written notice to the Administrative Agent, (i) as of the date of the notice, the Lenders shall have no further obligation to make or issue, and the Borrower shall have no further right to receive or request, any Loans Revolving Loan Advances, Swing Line Advances or any Letters of Credit such that the Total Outstandings, Outstandings would exceed such reduced Total Commitment, and (ii) the Borrower shall be obligated on the Borrower Reduction Date to pay in full the excess of outstanding principal balance of the Loan Credit Facility over the reduced Total Commitment, including, without limitation, any Breakage Fees due on account of such payment. In order to effect such reduced Total Commitment, the Administrative Agent shall reduce the Lenders’ ' Commitments on a pro rata basis.

Termination/Reduction of Commitments. (a) The Borrower shall have the right to terminate this Agreement may at any time prior to the originally scheduled Maturity Date Date, terminate the Total Commitment in full by providing giving three Business Days' prior written notice thereof to the Banks. A termination of the Total Commitment shall be accompanied by the repayment in full of the Revolving Credit Loans, the Swing Line Loans and the cash collateralization of the Bankers' Acceptances then outstanding, the payment in full of all interest and fees due hereunder, and the deposit with the Administrative Agent with ten (10) days’ written notice of cash collateral in an amount equal to the Borrower’s intention Maximum Drawing Amount of all Letters of Credit then outstanding pursuant to terminate this Agreement (the date of such termination being the “Borrower Termination Date”). In the event that the Borrower provides such written notice cash collateral arrangements in form and substance satisfactory to the Administrative Agent, (i) as of the date of the notice, the Lenders shall have no further obligation to make or issue, and the Borrower shall have no further right to receive or request, any Credit Extension hereunder, and (ii) the Borrower shall be obligated on the Borrower Termination Date to (x) pay in full all accrued interest, principal and other charges due with respect to the Loan, including, without limitation, any Breakage Fees due on account of such payment and (y) either (1) provide Administrative Agent with cash collateral equal to one hundred three percent (103%) of the outstanding amount of all outstanding Letters of Credit from a source other than the proceeds of the Loan or (2) return all outstanding Letters of Credit to the Administrative Agent. If such cash collateral is posted, such funds shall be held in an interest bearing account at the Administrative Agent, shall be pledged to secure the Obligations, and shall be refunded on a dollar for dollar basis to the Borrower upon the return to the Administrative Agent, or the expiration, of each Letter of Credit. (b) The Borrower shall have may at any time prior to the right to Maturity Date, reduce the unused portion of the Total Commitment in part in integral multiples of $5,000,000 by giving three Business Days' prior written notice thereof to the Banks. Each such reduction shall be made pro rata (i) among each Bank according to such Bank's Total Commitment and Total Commitment Percentage (such that each Bank will have the same Total Commitment Percentage both before and after such reduction) and (ii) between the Total Domestic Commitment and the Total Canadian Commitment. Notwithstanding the foregoing, (i) at no time shall the Total Domestic Commitment be reduced to an amount not less than $150,000,000 prior the sum of the Maximum Domestic Swing Line Loan Amount plus the Maximum Canadian Swing Line Loan Amount plus the aggregate Maximum Drawing Amount of all Letters of Credit then outstanding. (c) Each reduction of the Total Commitment shall be accompanied by (i) the payment by the Borrower to the originally scheduled Maturity Date by providing the Administrative Agent with ten (10) days’ written notice of the Borrower’s intention amount, if any, by which the sum of the aggregate unpaid principal amount of the Domestic Revolving Credit Loans plus the aggregate unpaid principal amount of all Domestic Swing Line Loans outstanding plus the Dollar Equivalent of the aggregate unpaid principal amount of all Canadian Swing Line Loans outstanding plus the Maximum Drawing Amount of all Letters of Credit outstanding exceeds the then reduced Total Domestic Commitment and (ii) the payment by the Canadian Borrower to reduce the Canadian Agent of the amount, if any, by which the sum of the Dollar Equivalent of the aggregate unpaid principal amount of the Canadian Revolving Credit Loans outstanding plus the Dollar Equivalent of the aggregate face amount of Bankers' Acceptances then outstanding exceeds the then reduced Total Commitment Canadian Commitment. (d) As an alternative to depositing cash collateral under the date circumstances described in the foregoing paragraph (a), and under ss.2.9 hereof, the Borrower may deliver to the Administrative Agent letters of credit issued by banks which are acceptable to the Domestic Banks in their reasonable discretion which will reimburse the Domestic Banks for all amounts payable by the Domestic Banks under and with respect to the outstanding Letters of Credit, provided that such reduction being back-up letters of credit contain terms and conditions which are satisfactory to the “Borrower Reduction Date”). In Domestic Banks in all respects in their reasonable business judgment, to allow the Domestic Banks to be reimbursed in the event that a Letter of Credit is drawn. (e) In addition, upon any such termination or reduction, (i) the Borrower provides such written notice shall pay to the Administrative Agent, (i) as for the pro rata accounts of the date Domestic Banks, the full amount of the notice, accrued and unpaid Domestic Commitment Fee on the Lenders shall have no further obligation to make or issue, and the Borrower shall have no further right to receive or request, any Loans or any Letters amount of Credit such that the Total OutstandingsDomestic Commitment so reduced or, would exceed such reduced Total Commitmentas the case may be, terminated and (ii) the Canadian Borrower shall be obligated pay to the Canadian Agent, for the pro rata accounts of the Canadian Banks, the full amount of the accrued and unpaid Canadian Commitment Fee on the Borrower Reduction Date to pay in full the excess of outstanding principal balance amount of the Loan over Total Canadian Commitment so reduced or, as the reduced case may be, terminated. (f) Subject to ss.6.11 hereof, any such termination or reduction may be effected by the Borrower without penalty. Without conflict with the provisions of ss.2.3 hereof, no termination or reduction of the Total Commitment, including, without limitation, the Total Domestic Commitment or the Total Canadian Commitment shall be subject to reinstatement. (g) Promptly after the effectiveness of any Breakage Fees due on account of such payment. In order partial reduction in the Total Commitment pursuant to effect such reduced Total Commitmentthis ss.2.2, the Administrative Agent shall reduce the Lenders’ Commitments on a pro rata basisdistribute to each Bank an updated Schedule 1.1 hereto reflecting such reduction.