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

Voluntary Reduction or Termination of Commitments. (a) The U.S. Revolver Commitments shall terminate on the U.S. Revolver Commitment Termination Date and the Foreign Revolver Commitments shall terminate on the Foreign Revolver Commitment Termination Date, in each case, unless sooner terminated in accordance with this Agreement. Upon at least five Business Days prior written notice to Agent from the applicable Borrower Agent, (i) the U.S. Borrowers may, at their option, terminate the U.S. Revolver Commitments and/or (ii) the Foreign Borrowers may, at their option, terminate the Foreign Revolver Commitments. If the U.S. Borrowers elect to reduce to zero or terminate the U.S. Revolver Commitments pursuant to this Section, the Foreign Revolver Commitments shall automatically terminate concurrently with the termination of the U.S. Revolver Commitments. Any notice of termination given by a Borrower Agent shall specify the date of effectiveness of the termination and shall be irrevocable; provided that a notice of termination of the U.S. Revolver Commitments or the Foreign Revolver Commitments may state that such notice is conditioned upon the effectiveness of another credit facility or facilities as specified therein, in which case such notice may be revoked by the applicable Borrower Agent (by notice to Agent on or prior to the specified effective date) if such condition is not satisfied. On the U.S. Revolver Commitment Termination Date, the U.S. Domiciled Obligors shall make Full Payment of all U.S. Facility Obligations. On the Foreign Revolver Commitment Termination Date, the Foreign Domiciled Obligors shall make Full Payment of all Foreign Facility Obligations. (b) U.S. Borrowers may permanently reduce the U.S. Revolver Commitments, on a ratable basis for all U.S. Lenders, and Foreign Borrowers may permanently reduce the Foreign Revolver Commitments, on a ratable basis for all Foreign Lenders, in each case, so long as (i) no Overadvance would result therefrom, (ii) no such permanent reduction of the U.S. Revolver Commitments would result in the Foreign Revolver Commitments exceeding 50% of the Commitments and (iii) Agent receives at least five Business Days prior written notice, which notice shall specify the date of effectiveness of the reduction and the amount of the reduction and shall be irrevocable once given. Each reduction shall be in a minimum amount of $5,000,000 or an increment of $1,000,000 in excess thereof.

Voluntary Reduction or Termination of Commitments. (a) The U.S. Revolver Commitments shall terminate on the U.S. Revolver Commitment Termination Date, the FILO Commitments shall terminate on the FILO Commitment Termination Date and the Foreign Revolver Commitments shall terminate on the Foreign Revolver Commitment Termination Date, in each case, unless sooner terminated in accordance with this Agreement. Upon at least five Business Days prior written notice to Agent from the applicable Borrower Agent, (i) the U.S. Borrowers may, at their option, terminate the U.S. Revolver Commitments or the FILO Commitments and/or (ii) the Foreign Borrowers may, at their option, terminate the Foreign Revolver Commitments. If the U.S. Borrowers elect to reduce to zero or terminate the U.S. Revolver Commitments pursuant to this Section, the Foreign Revolver Commitments shall automatically terminate concurrently with the termination of the U.S. Revolver Commitments. Any notice of termination given by a Borrower Agent shall specify the date of effectiveness of the termination and shall be irrevocable; provided that a notice of termination of the U.S. Revolver Commitments, the FILO Commitments or the Foreign Revolver Commitments may state that such notice is conditioned upon the occurrence or non-occurrence of any event specified therein (including the effectiveness of another other credit facility or facilities as specified thereinfacilities), in which case such notice may be revoked or delayed by the applicable Borrower Agent (by notice to Agent on or prior to the specified effective date) if such condition is not satisfiedsatisfied or delayed. On the U.S. Revolver Commitment Termination Date, the U.S. Domiciled Obligors Borrowers shall make Full Payment of all U.S. Facility Obligations. On the FILO Commitment Termination Date, the U.S. Borrowers shall make Full Payment of all FILO Loans. On the Foreign Revolver Commitment Termination Date, the Foreign Domiciled Obligors Borrowers shall make Full Payment of all Foreign Facility Obligations. (b) U.S. Borrowers may permanently reduce the U.S. Revolver Commitments or the FILO Commitments, on a ratable basis for all applicable U.S. Lenders, and Foreign Borrowers may permanently reduce the Foreign Revolver Commitments, on a ratable basis for all Foreign Lenders, in each case, so long as (i) no Overadvance would result therefrom, (ii) no such permanent reduction of the U.S. Revolver Commitments or FILO Commitments would result in the Foreign Revolver Commitments exceeding 50% of the Commitments and (iii) Agent receives at least five Business Days prior written notice, which notice shall specify the date of effectiveness of the reduction and the amount of the reduction and shall be irrevocable once given. Each reduction shall be in a minimum amount of $5,000,000 or an increment of $1,000,000 in excess thereof. Notwithstanding the foregoing, in the event that all of the U.S. Revolver Commitments are terminated, the FILO Commitments shall be terminated contemporaneously therewith, without further action by Agent, Borrowers or any other Person. Each reduction of the FILO Commitments pursuant to this Section 2.1.4(b) shall be applied to the mandatory commitment reductions in Section 2.1.4(c) in the manner directed by X.X. Xxxxxxxxx or, in the absence of such direction, in direct order of maturity. (c) Commencing December 1, 2023, and thereafter on the first day of each calendar month until the FILO Commitments equal $0, the FILO Commitments shall be reduced by an amount equal to $4,166,667 (as such commitment reductions may be reduced from time to time as a result of the application of optional commitment reductions in accordance with Section 2.1.4(b)). On the date of any such amortization of the FILO Commitments, to the extent that the then-outstanding FILO Loans would exceed the FILO Commitments following such amortization, then the FILO Loans shall either be (i) repaid in an amount so that then-outstanding FILO Loans shall not exceed the FILO Commitments following such amortization or (ii) converted to Non-FILO U.S. Loans in an amount such that the then-outstanding FILO Loans do not exceed the FILO Commitments following such amortization and provided that sufficient U.S. Excess Availability exists therefor. Such repayment or conversion pursuant to the preceding sentence shall be applied first to FILO Loans that are Base Rate Loans, and then to FILO Loans that are Term SOFR Loans, and U.S. Borrowers shall make any payments required pursuant to Section 3.9. On the FILO Commitment Termination Date, all FILO Loans must be repaid in full.

Voluntary Reduction or Termination of Commitments. (a) The U.S. Revolver Commitments shall terminate on the U.S. Revolver Commitment Termination Date and the Foreign Revolver Commitments shall terminate on the Foreign Revolver Commitment Termination Date, in each case, unless sooner terminated in accordance with this Agreement. Upon at least five Business Days prior written notice to Agent from the applicable Borrower Agent, (i) the U.S. Borrowers may, at their option, terminate the U.S. Revolver Commitments and/or (ii) the Foreign Borrowers may, at their option, terminate the Foreign Revolver Commitments. If the U.S. Borrowers elect to reduce to zero or terminate the U.S. Revolver Commitments pursuant to this Section, the Foreign Revolver Commitments shall automatically terminate concurrently with the termination of the U.S. Revolver Commitments. Any notice of termination given by a Borrower Agent shall specify the date of effectiveness of the termination and shall be irrevocable; provided that a notice of termination of the U.S. Revolver Commitments or the Foreign Revolver Commitments may state that such notice is conditioned upon the occurrence or non-occurrence of any event specified therein (including the effectiveness of another other credit facility or facilities as specified thereinfacilities), in which case such notice may be revoked or delayed by the applicable Borrower Agent (by notice to Agent on or prior to the specified effective date) if such condition is not satisfiedsatisfied or delayed. On the U.S. Revolver Commitment Termination Date, the U.S. Domiciled Obligors Borrowers shall make Full Payment of all U.S. Facility Obligations. On the Foreign Revolver Commitment Termination Date, the Foreign Domiciled Obligors Borrowers shall make Full Payment of all Foreign Facility Obligations. (b) U.S. Borrowers may permanently reduce the U.S. Revolver Commitments, on a ratable basis for all U.S. Lenders, and Foreign Borrowers may permanently reduce the Foreign Revolver Commitments, on a ratable basis for all Foreign Lenders, in each case, so long as (i) no Overadvance would result therefrom, (ii) no such permanent reduction of the U.S. Revolver Commitments would result in the Foreign Revolver Commitments exceeding 50% of the Commitments and (iii) Agent receives at least five Business Days prior written notice, which notice shall specify the date of effectiveness of the reduction and the amount of the reduction and shall be irrevocable once given. Each reduction shall be in a minimum amount of $5,000,000 or an increment of $1,000,000 in excess thereof.