Common use of Voluntary Reduction of Commitments Clause in Contracts

Voluntary Reduction of Commitments. Upon at least three (3) Business Days’ prior written notice (or telephonic notice confirmed in writing) (which notice may be conditioned upon the happening of a future event) to Administrative Agent at the Notice Address (which notice Administrative Agent shall promptly transmit to each Lender), Borrowers’ Agent shall have the right, without premium or penalty, to terminate the unutilized portion of the Dollar Revolving Commitments or the Multicurrency Revolving Commitment in part or in whole, provided that (x) any such voluntary termination of the Dollar Revolving Commitment or Multicurrency Revolving Commitment shall apply to proportionately and permanently reduce the Dollar Revolving Commitment or Multicurrency Revolving Commitment of each Dollar Revolving Lender or Multicurrency Revolving Lender, as the case may be, (y) any partial voluntary reduction pursuant to this Section 4.1 shall be in the amount of at least $5,000,000 and integral multiples of $1,000,000 in excess of that amount and (z) any such voluntary termination of the Dollar Revolving Commitment or Multicurrency Revolving Commitment shall occur simultaneously with a voluntary prepayment, pursuant to Section 4.3 to the extent necessary such that the Total Dollar Revolving Commitment or Total Multicurrency Revolving Commitment, as applicable, shall not be reduced below (1) the aggregate principal amount of outstanding Dollar Revolving Loans plus the aggregate amount of outstanding Dollar LC Obligations in the case of the Dollar Revolving Commitment or (2) the Effective Amount of the aggregate principal amount of outstanding Multicurrency Revolving Loans plus the aggregate Effective Amount of Multicurrency LC Obligations and Overdraft Amounts, in the case of Multicurrency Revolving Commitments.

Voluntary Reduction of Commitments. Upon at least three (3) one Business Days’ Day's prior written notice (or telephonic notice promptly confirmed in writing) (which notice may be conditioned upon to the happening of a future event) to Administrative Agent at the Notice Address Administrative Agent's Office (which notice the Administrative Agent shall promptly transmit to each Lenderof the Banks), Borrowers’ Agent the Applicable Borrower or Borrowers shall have the right, without premium or penalty, to terminate in whole or in part the unutilized portion of any or all of (i) the Total Revolving Loan Commitments and (ii) the Total Acquisition Term Loan Commitments, in each case, in part or in whole; provided that (x) any such termination shall proportionately and permanently reduce the Revolving Loan Commitment or Acquisition Term Loan Commitment, as applicable, of each of the Banks and (y) any partial reduction of the Total Revolving Loan Commitments or the Total Acquisition Term Loan Commitments pursuant to this Section 2.01 shall, in each case, be in the amount of at least $100,000 and integral multiples of $100,000 in excess of that amount; provided, further, that (A) the Total Revolving Loan Commitments shall not be reduced to an amount less than the aggregate Revolving Loans and the Dollar Equivalent amount of Swingline Loans and Letter of Credit Usage then outstanding and (B) the Total Acquisition Term Loan Commitments shall not be reduced to an amount less than the aggregate Acquisition Term Loans then outstanding. The Applicable Borrower or Borrowers shall have the right, without premium or penalty, to terminate the unutilized portion portion, in whole or in part, of the Dollar Revolving Commitments U.S. Swingline Commitment, the U.K. Swingline Commitment or the Multicurrency Revolving Commitment in part or in whole, provided that (x) any such voluntary termination of the Dollar Revolving Commitment or Multicurrency Revolving Commitment shall apply to proportionately and permanently reduce the Dollar Revolving Commitment or Multicurrency Revolving Commitment of each Dollar Revolving Lender or Multicurrency Revolving Lender, as the case may be, (y) any partial voluntary reduction pursuant to this Section 4.1 shall be in the amount of at least $5,000,000 and integral multiples of $1,000,000 in excess of that amount and (z) any such voluntary termination of the Dollar Revolving Commitment or Multicurrency Revolving Commitment shall occur simultaneously with a voluntary prepayment, pursuant to Section 4.3 to the extent necessary such that the Total Dollar Revolving Commitment or Total Multicurrency Revolving Canadian Swingline Commitment, as applicable, shall not be reduced below (1) the aggregate principal amount of outstanding Dollar Revolving Loans plus the aggregate amount of outstanding Dollar LC Obligations in the case of the Dollar Revolving Commitment or (2) the Effective Amount of the aggregate principal amount of outstanding Multicurrency Revolving Loans plus the aggregate Effective Amount of Multicurrency LC Obligations and Overdraft Amounts, in the case of Multicurrency Revolving Commitments.

Voluntary Reduction of Commitments. (a) Upon at least three (3) one ---------------------------------- Business Days’ Day's prior written notice (or telephonic notice confirmed in writing) to the Administrative Agent at its Notice Office (which notice may shall be conditioned upon deemed to be given on a certain day only if given before 2:00 P.M. (New York time) on such day and shall be promptly transmitted by the happening of a future event) to Administrative Agent at the Notice Address (which notice Administrative Agent shall promptly transmit to each Lenderof the Lenders), Borrowers’ Agent the Borrower shall have the right, without premium or penalty, to terminate reduce, in whole or in part, the unutilized portion of the Dollar Revolving Commitments or the Multicurrency Total Revolving Commitment in part or in wholeunutilized Total Acquisition Commitment, as the case may be, provided that (xw) any such voluntary termination of the Dollar Revolving Commitment or Multicurrency Revolving Commitment partial reduction shall apply to proportionately and permanently reduce the Dollar Revolving Commitment or Multicurrency Revolving Commitment of each Dollar Revolving Lender or Multicurrency Revolving LenderAcquisition Commitment, as the case may be, of each Lender with such a Commitment, (x) no such reduction shall reduce any Non- Defaulting Lender's Revolving Commitment or Acquisition Commitment, as the case may be, in an amount greater than the then unutilized Revolving Commitment or Acquisition Commitment, as the case may be, of such Lender, (y) any partial voluntary reduction of the Total Revolving Commitment or Total Acquisition Commitment, as the case may be, pursuant to this Section 4.1 2.02(a) shall reduce the then remaining Scheduled Reductions applicable thereto pro rata and (z) any partial reduction pursuant to --- ---- this Section 2.02 shall be in the amount of at least $5,000,000 and integral multiples of $1,000,000 in excess of that amount and (z) any such voluntary termination of the Dollar Revolving Commitment or Multicurrency Revolving Commitment shall occur simultaneously with a voluntary prepayment, pursuant to Section 4.3 to the extent necessary such that the Total Dollar Revolving Commitment or Total Multicurrency Revolving Commitment, as applicable, shall not be reduced below (1) the aggregate principal amount of outstanding Dollar Revolving Loans plus the aggregate amount of outstanding Dollar LC Obligations in the case of the Dollar Revolving Commitment or (2) the Effective Amount of the aggregate principal amount of outstanding Multicurrency Revolving Loans plus the aggregate Effective Amount of Multicurrency LC Obligations and Overdraft Amounts, in the case of Multicurrency Revolving Commitments1,000,000.

Voluntary Reduction of Commitments. (a) Upon at least three (3) Business Days’ prior written notice (or telephonic notice confirmed in writing) (which notice may be conditioned upon the happening of a future event) to Administrative Agent at the Notice Address (which notice Administrative Agent shall promptly transmit to each Lender), Borrowers’ Agent shall have the right, without premium or penalty, to terminate the unutilized portion of the Dollar Revolving Commitments or the Multicurrency Revolving Commitment in part or in whole, provided that (x) any such voluntary termination of the Dollar Revolving Commitment or Multicurrency Revolving Commitment shall apply to proportionately and permanently reduce the Dollar Revolving Commitment or Multicurrency Revolving Commitment of each Dollar Revolving Lender or Multicurrency Revolving Lender, as the case may be, (y) any partial voluntary reduction pursuant to this Section 4.1 shall be in the amount of at least $5,000,000 and integral multiples of $1,000,000 in excess of that amount and (z) any such voluntary termination of the Dollar Revolving Commitment or Multicurrency Revolving Commitment shall occur simultaneously with a voluntary prepayment, pursuant to Section 4.3 to the extent necessary such that the Total Dollar Revolving Commitment or Total Multicurrency Revolving Commitment, as applicable, shall not be reduced below (1) the aggregate principal amount of outstanding Dollar Revolving Loans plus the aggregate amount of outstanding Dollar LC Obligations in the case of the Dollar Revolving Commitment or (2) the Effective Amount of the aggregate principal amount of outstanding Multicurrency Revolving Loans plus the aggregate Effective Amount of Multicurrency LC Obligations and Overdraft Amounts, in the case of Multicurrency Revolving Commitments.

Voluntary Reduction of Commitments. Upon at least three (3) two Business Days’ ' prior written notice (or telephonic notice confirmed in writing) (which notice may be conditioned upon the happening of a future event) to Administrative Agent at the Notice Address Office (which notice Administrative Agent shall promptly transmit to each Lender), Borrowers’ Agent Company (or in the case of Canadian Revolving Commitments, Canadian Borrower) shall have the right, without premium or penalty, to terminate the unutilized portion of the Dollar Multicurrency Revolving Commitments, Canadian Revolving Commitments or the Multicurrency Revolving Commitment Swing Line Commitment, as the case may be, in part or in whole, provided that that, (x) any such voluntary termination of the Dollar Revolving Commitment or Multicurrency Revolving Commitment Commitments or Canadian Revolving Commitments shall apply to proportionately and permanently reduce the Dollar Multicurrency Revolving Commitment or Multicurrency Canadian Revolving Commitment of each Dollar Multicurrency Revolving Lender or Multicurrency Canadian Revolving Lender, as the case may be, (y) any partial voluntary reduction pursuant to this Section 4.1 shall be in the amount of at least $5,000,000 10,000,000 and integral multiples of $1,000,000 5,000,000 in excess of that amount and (z) any such voluntary termination of the Dollar Revolving Commitment or Multicurrency Revolving Commitments, Canadian Revolving Commitments or Swing Line Commitment shall occur simultaneously with a voluntary prepayment, pursuant to Section 4.3 to the extent necessary such that (i) the Total Dollar Revolving Commitment or Total Multicurrency Revolving Commitment, as applicable, Commitment shall not be reduced below (1) the aggregate principal amount of outstanding Dollar Revolving Loans plus the aggregate amount of outstanding Dollar LC Obligations in the case of the Dollar Revolving Commitment or (2) the Effective Amount of the aggregate principal amount of outstanding Multicurrency Revolving Loans plus the aggregate Effective Amount of Multicurrency LC Obligations and Overdraft Amountsthe Swing Line Commitment, in (ii) the case total of Multicurrency the Canadian Revolving CommitmentsCommitments shall not be reduced below the aggregate principal amount of outstanding Canadian Revolving Loans and (iii) the Swing Line Commitment shall not be reduced below the aggregate principal amount of outstanding Swing Line Loans.

Voluntary Reduction of Commitments. (a) Upon at least three (3) Business Days’ ' prior written notice (or telephonic notice confirmed in writing) (which notice may be conditioned upon the happening of a future event) to Administrative Agent at the Notice Address Office (which notice Administrative Agent shall promptly transmit to each Lender), Borrowers’ Agent Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Dollar Domestic Revolving Commitments or the and/or Multicurrency Revolving Commitment Commitments and/or the Swing Line Commitment, as the case may be, in part or in whole, ; provided that (x) any such voluntary termination of the Dollar Domestic Revolving Commitment Commitments or Multicurrency Revolving Commitment Commitments shall apply to proportionately and permanently reduce the Dollar Domestic Revolving Commitment or Multicurrency Revolving Commitment Commitment, as the case may be, of each Dollar Domestic Revolving Lender or Multicurrency Revolving Lender, as the case may be, (y) any partial voluntary reduction pursuant to this Section SECTION 4.1 shall be in the amount of at least $5,000,000 and integral multiples of $1,000,000 in excess of that amount in the case of the Domestic Revolving Commitments and 5,000,000 Euro and integral multiples of 1,000,000 Euro in excess of that amount in the case of the Multicurrency Revolving Commitments denominated in Euro and with respect to Multicurrency Revolving Commitments denominated in an Alternative Currency, the Dollar Equivalent in such Alternative Currency of $5,000,000 (rounded to the nearest one hundred thousand units of such Alternative Currency) and integral multiples of the Dollar Equivalent of $1,000,000 (rounded to the nearest one hundred thousand units of such Alternative Currency) in excess of that amount and (z) (i) any such voluntary termination of the Dollar Domestic Revolving Commitment or Multicurrency Revolving Commitment Commitments shall occur simultaneously with a voluntary prepayment, pursuant to Section 4.3 to the extent necessary SECTION 4.3, such that the Total Dollar total of the Domestic Revolving Commitment or Total Multicurrency Revolving Commitment, as applicable, Commitments shall not be reduced below (1) the aggregate principal amount of outstanding Dollar Domestic Revolving Loans plus the aggregate amount of outstanding Dollar LC Obligations in and the case Swing Line Loan Commitment and (ii) any such voluntary termination of the Dollar Multicurrency Revolving Commitment or (2) Commitments shall occur simultaneously with a voluntary prepayment, pursuant to SECTION 4.3, such that the Effective Amount total of the Multicurrency Revolving Commitments shall not be reduced below the aggregate principal Euro Equivalent amount of outstanding Multicurrency Revolving Loans plus the aggregate Effective Amount of Multicurrency LC Obligations and Overdraft Amounts, in the case of Multicurrency Revolving CommitmentsLoans.

Voluntary Reduction of Commitments. (a) Upon at least three (3) Business Days’ ' prior written notice (or telephonic notice confirmed in writing) (which notice may be conditioned upon to the happening of a future event) to Administrative Agent at the Notice Address Office (which notice Administrative the Agent shall promptly transmit to each Lenderof the Lenders), Borrowers’ Agent Workflow shall have the right, without premium or penalty, to terminate or partially reduce the unutilized Unutilized Total Commitment, which notice shall specify the portion of the Dollar Revolving Commitments or specified reduction which shall apply to the Multicurrency Revolving Commitment in part or in wholeUnutilized Acquisition Sub-Limit as required by the definition of Acquisition Sub-Limit, provided that (x) any such voluntary termination of the Dollar Revolving Commitment or Multicurrency Revolving Commitment shall apply to proportionately and permanently reduce the Dollar Revolving Commitment or Multicurrency Revolving Commitment of each Dollar Revolving Lender or Multicurrency Revolving Lender, as the case may be, (y) any partial voluntary reduction pursuant to this Section 4.1 3.02(a) shall be in the amount of at least $5,000,000 and or any integral multiples of $1,000,000 in excess thereof. Each reduction to the Unutilized Total Commitment pursuant to this Section 3.02(a) shall apply to permanently reduce the Commitments of the various Lenders pro rata based on their respective Percentages. At the time of each reduction to the Commitment of any Lender pursuant to this Section 3.02(a), Workflow shall specify the amount of such reduction to apply to the Canadian Sub-Commitment of such Lender and to the Dollar Sub-Commitment of such Lender (the sum of which must equal the reduction to the Commitment of such Lender); provided that all Lenders with Canadian Sub-Commitments shall be treated in a consistent fashion (i.e., with no reductions, or with proportionate reductions, to their respective Canadian Sub-Commitments) at the time of any reduction to the Unutilized Total Commitment pursuant to this Section 3.02(a). In the absence of a designation by Workflow pursuant to this Section 3.02, the amount of any reduction to the Commitment of any Lender pursuant to this Section 3.02 shall apply (i) first, to reduce the Dollar Sub-Commitment of the respective Lender and (zii) any such voluntary termination of the Dollar Revolving Commitment or Multicurrency Revolving Commitment shall occur simultaneously with a voluntary prepaymentsecond, pursuant to Section 4.3 to the extent necessary in excess thereof, to reduce the Canadian Sub-Commitment of such that the Total Dollar Revolving Commitment or Total Multicurrency Revolving Commitment, as applicable, shall not be reduced below (1) the aggregate principal amount of outstanding Dollar Revolving Loans plus the aggregate amount of outstanding Dollar LC Obligations Lender in the each case of the Dollar Revolving Commitment or (2) the Effective Amount of the aggregate principal amount of outstanding Multicurrency Revolving Loans plus the aggregate Effective Amount of Multicurrency LC Obligations and Overdraft Amounts, in the case of Multicurrency Revolving Commitmentson a pro rata basis.