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

Voluntary Reduction or Termination of Revolver Commitments. (a) The Canadian Revolver Commitments shall terminate on the Canadian Revolver Commitment Termination Date, the U.K. Revolver Commitments shall terminate on the U.K. Revolver Commitment Termination Date, and the U.S. Revolver Commitments shall terminate on the U.S. Revolver Commitment Termination Date, in each case, unless sooner terminated in accordance with this Agreement. Upon at least 10 days’ prior written notice to Agent from the Borrower Agent, (i) U.S. Borrowers may, at their option, terminate the U.S. Revolver Commitments and this credit facility and/or (ii) the Canadian Borrower may, at its option, terminate the Canadian Revolver Commitments and/or (iii) the U.K. Borrower may, at its option, terminate the U.K. Revolver Commitments, in each case, without premium or penalty (other than funding losses payable pursuant to Section 3.9). If the U.S. Borrowers elect to reduce to zero or terminate the U.S. Revolver Commitments pursuant to the previous sentence, the Canadian Revolver Commitments and U.K. Revolver Commitments shall automatically terminate concurrently with the termination of the U.S. Revolver Commitments. Any notice of termination given by Borrowers pursuant to this Section 2.1.4 shall be irrevocable but may be conditioned on a refinancing or another material event. On the Canadian Revolver Commitment Termination Date, the Canadian Borrower shall make Full Payment of all Canadian Facility Obligations. On the U.K. Revolver Commitment Termination Date, the U.K. Borrower shall make Full Payment of all U.K. Facility Obligations. On the U.S. Revolver Commitment Termination Date, the U.S. Borrowers shall make Full Payment of all U.S. Facility Obligations. (b) So long as (i) no Default or Event of Default then exists or would result therefrom, and (ii) no U.S. Overadvance, Canadian Overadvance, or U.K. Overadvance then exists or would result therefrom, the Borrower Agent may permanently and irrevocably reduce the Maximum Facility Amount by giving Agent at least 10 days’ prior irrevocable written notice thereof from a Senior Officer of the Borrower Agent, which notice shall (A) specify the date (which shall be a Business Day) and amount of such reduction (which shall be in a minimum amount of $10,000,000 and increments of $5,000,000 in excess thereof), (B) specify the allocation of such reduction to, and the corresponding reductions of, each of the Maximum U.S. Facility Amount and/or the Maximum Canadian Facility Amount and/or the Maximum U.K. Facility Amount (and the respective U.S. Revolver Commitments, Canadian Revolver Commitments, and the U.K. Revolver Commitments of the U.S. Lenders, the Canadian Lenders, and the U.K. Lenders, respectively, in respect thereof, each of which shall be allocated to such Lenders on a Pro Rata basis at the time of such reduction) and (C) certify the satisfaction of the foregoing conditions precedent (including calculations thereof in reasonable detail) both as of the date of such certificate and as of the effective date of any such proposed reduction. In addition to and without limiting the generality of the foregoing, (1) each reduction in the Maximum U.S. Facility Amount and the U.S. Revolver Commitments shall in no event exceed U.S. Availability and shall be in a minimum amount of $5,000,000 and increments of $1,000,000 in excess thereof, (2) each reduction in the Maximum Canadian Facility Amount and the Canadian Revolver Commitments shall in no event exceed Canadian Availability and shall be in a minimum amount of $5,000,000 and increments of $1,000,000 in excess thereof, and (3) each reduction in the Maximum U.K. Facility Amount and the U.K. Revolver Commitments shall in no event exceed U.K. Availability and shall be in a minimum amount of $5,000,000 and increments of $1,000,000 in excess thereof.

Voluntary Reduction or Termination of Revolver Commitments. (a) The Canadian Revolver Commitments shall terminate on the Canadian Commitment Termination Date. Upon at least 90 days prior written notice to Agent from Borrower Agent at any time after the first Loan Year, Canadian Borrower may, at its option, terminate the Canadian Revolver Commitments. On the Canadian Commitment Termination Date, the U.K. Canadian Borrower shall make Full Payment of all Canadian Facility Obligations. (b) The UK Revolver Commitments shall terminate on the U.K. UK Commitment Termination Date. Upon at least 90 days prior written notice to Agent from Borrower Agent at any time after the first Loan Year, UK Borrower may, at its option, terminate the UK Revolver Commitments. On the UK Commitment Termination Date, and the UK Borrower shall make Full Payment of all UK Facility Obligations. (c) The U.S. Revolver Commitments shall terminate on the U.S. Revolver Commitment Termination Date, in each case, unless sooner terminated in accordance with this Agreement. Upon at least 10 days’ 90 days prior written notice to Agent from Borrower Agent at any time after the Borrower Agentfirst Loan Year, (i) U.S. Borrowers may, at their option, terminate the U.S. Revolver Commitments and this credit facility and/or (ii) the Canadian Borrower may, at its option, terminate the Canadian Revolver Commitments and/or (iii) the U.K. Borrower may, at its option, terminate the U.K. Revolver Commitments, in each case, without premium or penalty (other than funding losses payable pursuant to Section 3.9)facility. If the U.S. Borrowers elect to reduce to zero or terminate the U.S. Revolver Commitments pursuant to the previous sentence, the Canadian Revolver Commitments and U.K. Foreign Revolver Commitments shall automatically terminate concurrently with the termination of the U.S. Revolver Commitments. Any notice of termination given by Borrowers pursuant to this Section 2.1.4 shall be irrevocable but may be conditioned on a refinancing or another material event. On the Canadian Revolver U.S. Commitment Termination Date, the Canadian Borrower shall make Full Payment of all Canadian Facility Obligations. On the U.K. Revolver Commitment Termination Date, the U.K. Borrower shall make Full Payment of all U.K. Facility Obligations. On the U.S. Revolver Commitment Termination Date, the U.S. Borrowers shall make Full Payment of all U.S. Facility Obligations. (bd) So long as (i) no Default or Event Any notice of Default then exists or would result therefrom, and (ii) no U.S. Overadvance, Canadian Overadvance, or U.K. Overadvance then exists or would result therefrom, the termination given by Borrower Agent shall be irrevocable. (e) Borrowers may permanently and irrevocably reduce the Maximum Facility Amount by giving Agent Revolver Commitments, on a ratable basis for all Lenders, upon at least 10 days’ 90 days prior irrevocable written notice thereof from a Senior Officer of Borrower Agent to Agent delivered at any time after the Borrower Agentfirst Loan Year, which notice shall (Ai) specify the date (which shall be a Business Day) and amount of such reduction (which shall be in a minimum amount of $10,000,000 and increments of $5,000,000 in excess thereof)the reduction, (Bii) specify the allocation of such the reduction to, and the corresponding reductions of, each of the Maximum U.S. Facility Amount Foreign Revolver Commitment and/or the Maximum Canadian Facility Amount and/or the Maximum U.K. Facility Amount (and the respective U.S. Revolver Commitments, Canadian Revolver Commitments, and the U.K. Revolver Commitments of the U.S. Lenders, the Canadian Lenders, and the U.K. Lenders, respectively, in respect thereof, Commitment (each of which shall be allocated to such the Lenders among the affected Borrower Groups on a Pro Rata ratable basis at the time of such reduction) and (Ciii) certify the satisfaction of the foregoing conditions precedent (including calculations thereof in reasonable detail) both as of the date of such certificate and as of the effective date of any such proposed reductionbe irrevocable once given. In addition to and without limiting the generality of the foregoing, (1) each Each reduction in the Maximum U.S. Facility Amount and the U.S. Revolver Commitments shall in no event exceed U.S. Availability and shall be in a minimum amount of $5,000,000 and increments 5,000,000, or an increment of $1,000,000 in excess thereof, (2) each reduction in the Maximum Canadian Facility Amount and the Canadian Revolver Commitments shall ; provided that in no event exceed Canadian Availability and shall may any reduction of a Borrower Group Commitment be in a minimum amount of $5,000,000 and increments of $1,000,000 in excess thereofmade pursuant to this Section 2.1.4(e) if, and (3) each reduction in after giving effect thereto, the Maximum U.K. Facility Amount and the U.K. U.S. Revolver Commitments shall in no event exceed U.K. Availability and shall would be in a minimum amount less than 75% of $5,000,000 and increments of $1,000,000 in excess thereofthe Commitments.

Voluntary Reduction or Termination of Revolver Commitments. (a) The Canadian Revolver Commitments shall terminate on the Canadian Revolver Commitment Termination Date, the U.K. Revolver Commitments shall terminate on the U.K. Revolver Commitment Termination Date, Date and the U.S. Revolver Commitments shall terminate on the U.S. Revolver Commitment Termination Date, in each case, unless sooner terminated in accordance with this Agreement. Upon at least 10 days’ prior written notice to Agent from the Borrower Agent, (i) U.S. Borrowers may, at their option, terminate the U.S. Revolver Commitments and this credit facility and/or (ii) the Canadian Borrower may, at its option, terminate the Canadian Revolver Commitments and/or (iii) the U.K. Borrower may, at its option, terminate the U.K. Revolver CommitmentsCommitment, in each case, without premium or penalty (other than funding losses payable pursuant to Section 3.9). If the U.S. Borrowers elect to reduce to zero or terminate the U.S. Revolver Commitments pursuant to the previous sentence, the Canadian Revolver Commitments and U.K. Revolver Commitments shall automatically terminate concurrently with the termination of the U.S. Revolver Commitments. Any notice of termination given by Borrowers pursuant to this Section 2.1.4 shall be irrevocable but may be conditioned on a refinancing or another material event. On the Canadian Revolver Commitment Termination Date, the Canadian Borrower shall make Full Payment of all Canadian Facility Obligations. On the U.K. Revolver Commitment Termination Date, the U.K. Borrower shall make Full Payment of all U.K. Facility Obligations. On the U.S. Revolver Commitment Termination Date, the U.S. Borrowers shall make Full Payment of all U.S. Facility Obligations. (b) So long as (i) no Default or Event of Default then exists or would result therefrom, and (ii) no U.S. Overadvance, Overadvance or Canadian Overadvance, or U.K. Overadvance then exists or would result therefrom, the Borrower Agent may permanently and irrevocably reduce the Maximum Facility Amount by giving Agent at least 10 days’ prior irrevocable written notice thereof from a Senior Officer of the Borrower Agent, which notice shall (A) specify the date (which shall be a Business Day) and amount of such reduction (which shall be in a minimum amount of $10,000,000 and increments of $5,000,000 in excess thereof), (B) specify the allocation of such reduction to, and the corresponding reductions of, each of the Maximum U.S. Facility Amount and/or the Maximum Canadian Facility Amount and/or the Maximum U.K. Facility Amount (and the respective U.S. Revolver Commitments, Commitments and Canadian Revolver Commitments, and the U.K. Revolver Commitments of the U.S. Lenders, Lenders and the Canadian Lenders, and the U.K. Lenders, respectively, in respect thereof, each of which shall be allocated to such Lenders on a Pro Rata basis at the time of such reduction) and (C) certify the satisfaction of the foregoing conditions precedent (including calculations thereof in reasonable detail) both as of the date of such certificate and as of the effective date of any such proposed reduction. In addition to and without limiting the generality of the foregoing, (1) each reduction in the Maximum U.S. Facility Amount and the U.S. Revolver Commitments shall in no event exceed U.S. Availability and shall be in a minimum amount of $5,000,000 and increments of $1,000,000 in excess thereof, thereof and (2) each reduction in the Maximum Canadian Facility Amount and the Canadian Revolver Commitments shall in no event exceed Canadian Availability and shall be in a minimum amount of $5,000,000 and increments of $1,000,000 in excess thereof, and (3) each reduction in the Maximum U.K. Facility Amount and the U.K. Revolver Commitments shall in no event exceed U.K. Availability and shall be in a minimum amount of $5,000,000 and increments of $1,000,000 in excess thereof.