Common use of Voluntary Reductions of Commitments Clause in Contracts

Voluntary Reductions of Commitments. Borrowers shall have the right, at any time and from time to time, to terminate in whole or permanently reduce in part, without premium or penalty, (i) the Revolving Loan Commitments in an amount up to the amount by which the Revolving Loan Commitments exceed the Total Utilization of Revolving Loan Commitments, (ii) the Tranche B Commitments in an amount up to the amount by which the Tranche B Commitments exceed the aggregate principal amount of Tranche B Acquisition Term Loans then outstanding and (iii) the Tranche D Commitments in an amount up to the amount by which the Tranche D Commitments exceed the aggregate principal amount of Tranche D Acquisition Term Loans then outstanding. Borrowers shall give not less than five Business Days' prior written notice to Administrative Agent designating the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction. Promptly after receipt of a notice of such termination or partial reduction, Administrative Agent shall notify each Lender of the proposed termination or reduction. Such termination or partial reduction of the Revolving Loan Commitments or Tranche B Commitments or Tranche D Commitments, as the case may be, shall be effective on the date specified on Borrowers' notice and shall reduce the Revolving Loan Commitments or Tranche B Commitments or Tranche C Commitments or Tranche D Commitments, as the case may be, of each Lender proportionately to its Pro Rata Share. Any such partial reduction of the Revolving Loan Commitments or Tranche B Commitments or Tranche D Commitments shall be in an aggregate minimum amount of $5,000,000, and integral multiples of $1,000,000 in excess of that amount.

Voluntary Reductions of Commitments. Borrowers shall have Any Borrower may, ----------------------------------- upon not less than three Business Days' prior written notice given to the rightAdministrative Agent by 12:00 Noon (New York City time) on the date required, at any time and from time to time, to without premium or penalty, terminate in whole or permanently reduce in part, without premium part the Commitments; provided that (a) no Borrower may terminate or penaltyreduce the Term Loan Commitments to an amount less than the Total Utilization of Term Loan Commitments, (ib) no Borrower may terminate or reduce the Revolving Loan Commitments in to an amount up to the amount by which the Revolving Loan Commitments exceed less than the Total Utilization of Revolving Loan Commitments, (iic) any such partial reduction of the Tranche B Commitments shall be in an aggregate minimum amount up of $1,000,000 and integral multiples of $200,000 in excess of that amount and (d) no Borrower may terminate or reduce the Term Loan Commitments or the Revolving Loan Commitments if such termination or reduction could reasonably be expected to have a Material Adverse Effect. The applicable Borrower's notice to the amount by which the Tranche B Commitments exceed the aggregate principal amount of Tranche B Acquisition Term Loans then outstanding and (iii) the Tranche D Commitments in an amount up to the amount by which the Tranche D Commitments exceed the aggregate principal amount of Tranche D Acquisition Term Loans then outstanding. Borrowers shall give not less than five Business Days' prior written notice to Administrative Agent designating shall designate (i) the date (which shall be a Business Day) of such termination or reduction, (ii) whether the termination or reduction applies to Revolving Loan Commitments or Term Loan Commitments and (iii) the amount of any partial reductionsuch reduction or termination. Promptly after receipt Notice of a notice of such reduction or termination having been given as aforesaid, such termination or partial reduction, Administrative Agent shall notify each Lender of the proposed termination or reduction. Such termination or partial reduction of the Revolving Loan specified Commitments or Tranche B Commitments or Tranche D Commitments, as the case may be, shall be effective on the date specified on Borrowers' in the applicable Borrower's notice and shall reduce the Revolving Loan Commitments or Tranche B Commitments or Tranche C Commitments or Tranche D Commitments, as the case may be, specified Commitment of each Lender proportionately to by its Pro Rata Share. Any such partial reduction of the Revolving Loan Commitments or Tranche B Commitments or Tranche D Commitments shall be in an aggregate minimum amount of $5,000,000, and integral multiples of $1,000,000 in excess of that amountShare thereof.

Voluntary Reductions of Commitments. Borrowers shall have the rightCompany may, upon not less than three Business Days’ prior written or telephonic notice confirmed in writing to Administrative Agent, or upon such lesser number of days’ prior written or telephonic notice, as determined by Administrative Agent in its sole discretion, at any time and from time to time, to terminate in whole or permanently reduce in part, without premium or penalty, (i) the Revolving Loan Commitments Commitment Amount in an amount up to the amount by which the Revolving Loan Commitments exceed Commitment Amount exceeds the Total Utilization of Revolving Loan Commitments, (ii) Commitments at the Tranche B Commitments time of such proposed termination or reduction; provided that any such partial reduction of the Revolving Loan Commitment Amount shall be in an amount up to the amount by which the Tranche B Commitments exceed the aggregate principal minimum amount of Tranche B Acquisition Term Loans then outstanding $1,000,000 and (iii) the Tranche D Commitments integral multiples of $500,000 in an amount up to the amount by which the Tranche D Commitments exceed the aggregate principal amount excess of Tranche D Acquisition Term Loans then outstandingthat amount. Borrowers The Notice of Prepayment shall give not less than five Business Days' prior written notice to Administrative Agent designating designate the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction. Promptly after receipt of a notice of , and such termination or partial reduction, Administrative Agent shall notify each Lender of the proposed termination or reduction. Such termination or partial reduction of the Revolving Loan Commitments or Tranche B Commitments or Tranche D Commitments, as the case may be, shall be effective on the date specified on Borrowers' in Company’s notice and shall reduce the amount of the Revolving Loan Commitments or Tranche B Commitments or Tranche C Commitments or Tranche D Commitments, as the case may be, Commitment of each Revolving Lender proportionately to its Pro Rata Share. Administrative Agent will promptly notify each Revolving Lender of such notice. Any such partial voluntary reduction of the Revolving Loan Commitment Amount shall be applied as specified in subsection 2.4B(iv). All written notices delivered pursuant to this subsection 2.4B(ii) shall be in the form of a Notice of Prepayment, all notices, whether written or telephonic, delivered pursuant to this subsection 2.4B(ii) shall be irrevocable and Company shall be bound to the termination or reduction of the Revolving Loan Commitments or Tranche B Commitments or Tranche D Commitments shall be referenced in such notice; provided that in connection with the termination of all commitments under this Agreement and the repayment in full of all Obligations under this Agreement (including the cash collateralization of all Letters of Credit in an aggregate minimum amount equal to 105% of $5,000,000the maximum amount which may be drawn thereunder), and integral multiples any related termination may be made conditional on the closing of $1,000,000 in excess of that amountthe transaction from which the funds required for such repayment are to be received.

Voluntary Reductions of Commitments. Borrowers shall have the rightmay, upon not less than three Business Days' prior written or telephonic notice confirmed in writing to Administrative Agent (which original written or telephonic notice Administrative Agent will promptly transmit by telefacsimile or telephone to each Lender), at any time and from time to time, to time terminate in whole or permanently reduce in part, without premium or penalty, (ia) the Series A Revolving Loan Commitments in an amount up to the amount by which the Series A Revolving Loan Commitments exceed the Total Utilization of Series A Revolving Loan CommitmentsCommitments at the time of such proposed termination or reduction, (iib) the Tranche Series B Term Loan Commitments in an amount up to the amount by which the Tranche Series B Term Loan Commitments exceed the aggregate principal amount of Tranche Series B Acquisition Term Loans then outstanding and at the time of such proposed termination or reduction or (iiic) the Tranche D Incremental Facility Commitments in an amount up to the amount by which the Tranche D Incremental Facility Commitments exceed the aggregate principal amount of Tranche D Acquisition all outstanding Incremental Loans at the time of such proposed termination or reduction; provided that any such partial reduction of the Series A Revolving Loan Commitments, Series B Term Loans then outstandingLoan Commitments or Incremental Facility Commitments shall be in an aggregate minimum amount of $5,000,000 and integral multiples of $1,000,000 in excess of that amount. Borrowers shall give not less than five Business Days' prior written Borrower's notice to Administrative Agent designating shall designate the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction. Promptly after receipt of a notice of , and such termination or partial reduction, Administrative Agent shall notify each Lender of the proposed termination or reduction. Such termination or partial reduction of the Series A Revolving Loan Commitments, Series B Term Loan Commitments or Tranche B Incremental Facility Commitments or Tranche D Commitments, as the case may be, shall be effective on the date specified on Borrowers' in Borrower's notice and shall reduce the Series A Revolving Loan Commitments or Tranche B Commitments or Tranche C Commitments or Tranche D Commitments, as the case may be, Series B Term Loan Commitment or Incremental Facility Commitment of each Lender proportionately to its Pro Rata Share. Any such partial voluntary reduction of the Series A Revolving Loan Commitments, Series B Term Loan Commitments or Tranche B Commitments or Tranche D Incremental Facility Commitments shall be applied as specified in an aggregate minimum amount of $5,000,000, and integral multiples of $1,000,000 in excess of that amountsubsection 2.4B(iv).

Voluntary Reductions of Commitments. Borrowers Borrower may, upon not less than three Business Days' prior written or telephonic notice confirmed in writing to Administrative Agent (who shall have promptly notify each Revolving Lender or LC Facility Lender, as the rightcase may be, of such notice), at any time and from time to time, to time terminate in whole or permanently reduce in part, without premium or penalty, (ia) the Revolving Loan Commitments in an amount up to the amount by which the Revolving Loan Commitments exceed the Total Utilization of Revolving Loan Commitments, Commitments at the time of such proposed termination or reduction; provided that any such partial reduction of the Revolving Loan Commitments shall be in an aggregate minimum amount of $1,000,000 and multiples of $500,000 in excess of that amount and (iib) the Tranche B LC Facility Commitments in an amount up to the amount by which the Tranche B LC Facility Commitments exceed the Total Utilization of LC Facility Commitments at the time of such proposed termination or reduction; provided that any such partial reduction of the LC Facility Commitments shall be in an aggregate principal minimum amount of Tranche B Acquisition Term Loans then outstanding $2,500,000 and (iii) the Tranche D Commitments multiples of $500,000 in an amount up to the amount by which the Tranche D Commitments exceed the aggregate principal amount excess of Tranche D Acquisition Term Loans then outstandingthat amount. Borrowers shall give not less than five Business Days' prior written Borrower's notice to Administrative Agent designating shall designate the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction. Promptly after receipt of a notice of , and such termination or partial reduction, Administrative Agent shall notify each Lender of the proposed termination or reduction. Such termination or partial reduction of the Revolving Loan Commitments or Tranche B Commitments or Tranche D CommitmentsLC Facility Commitment, as the case may be, shall be effective on the date specified on Borrowers' in Borrower's notice and shall reduce the Revolving Loan Commitments Commitment or Tranche B Commitments or Tranche C Commitments or Tranche D CommitmentsLC Facility Commitment, as the case may be, of each Revolving Lender or LC Facility Lender, respectively, proportionately to its Pro Rata Share. Any such partial voluntary reduction of the Revolving Loan Commitments or Tranche B Commitments or Tranche D Commitments LC Facility Commitment, as the case may be, shall be applied as specified in an aggregate minimum amount of $5,000,000, and integral multiples of $1,000,000 in excess of that amountsubsection 2.4B(iv).

Voluntary Reductions of Commitments. Borrowers shall have the rightmay, upon not less than one Business Day's prior written or telephonic notice confirmed in writing to Administrative Agent (which original written or telephonic notice Administrative Agent will promptly transmit by telefacsimile or telephone to each Lender), at any time and from time to time, to time terminate in whole or permanently reduce in part, without premium or penalty, (ia) the Revolving Loan Tranche A Commitments in an amount up to the amount by which the Revolving Loan Tranche A Commitments exceed the Total Utilization of Revolving Loan Commitments, Tranche A Commitments at the time of such proposed termination or reduction or (iib) the Tranche B Commitments in an amount up to the amount by which the Tranche B Commitments exceed the aggregate principal amount Total Utilization of Tranche B Acquisition Term Loans then outstanding and (iii) Commitments at the time of such proposed termination or reduction; provided that any such partial reduction of either the Tranche D A Commitments or the Tranche B Commitments shall be in an aggregate minimum amount up to the amount by which of $5,000,000 and integral multiples of $1,000,000 in excess of that amount; and provided further, however, that no such partial reduction of the Tranche D B Commitments exceed shall be permitted prior to entry of the aggregate principal amount Final Borrowing Order and the deemed issuance of the Tranche D Acquisition Term Loans then outstandingB Letters of Credit. Borrowers shall give not less than five Business DaysBorrowers' prior written notice to Administrative Agent designating shall designate the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction. Promptly after receipt of a notice of , and such termination or partial reduction, Administrative Agent shall notify each Lender reduction of any of the proposed termination or reduction. Such termination or partial reduction of the Revolving Loan Commitments or Tranche B Commitments or Tranche D Commitments, as the case may be, shall be effective on the date specified on Borrowers' in Company's notice and shall reduce the Revolving Loan Commitments or Tranche B Commitments or Tranche C Commitments or Tranche D Commitments, as the case may be, particular type of Commitment of each Lender proportionately to its Pro Rata Share. Any No such partial voluntary reduction of the Revolving Loan Commitments shall be permitted if such reduction would result in (1) the Tranche A Commitments being less than the sum of (x) the Tranche A Letter of Credit Sublimit then in effect plus (y) the Tranche A Loss Sharing Sublimit plus (z) the aggregate principal amount of all outstanding Tranche A Loans (other than Tranche A Loss Sharing Loans and Tranche A Loans made to reimburse a drawing under a Tranche A Letter of Credit under subsection 3.3), or (2) the Tranche B Commitments or being less than the sum of (x) the Tranche D Commitments shall be B Letter of Credit Usage then in an effect plus (y) the aggregate minimum principal amount of $5,000,000, and integral multiples of $1,000,000 in excess of that amountall outstanding Tranche B Loans.

Voluntary Reductions of Commitments. Borrowers shall have The Borrower may, upon not less than three Business Days’ prior written notice given to the rightAdministrative Agent by 12:00 Noon (New York time) on the date required, at any time and from time to time, to without premium or penalty, terminate in whole or permanently reduce in partpart the Revolving Loan Commitments, without premium the Delayed Draw Term Loan Commitments or penalty, the Additional Delayed Draw Term Loan Commitments; provided that (ia) the Borrower may not terminate or reduce the Revolving Loan Commitments in to an amount up to the amount by which the Revolving Loan Commitments exceed less than the Total Utilization of Revolving Loan Commitments, (iib) the Tranche B Borrower may not terminate or reduce the Delayed Draw Term Loan Commitments to an amount less than the Total Utilization of Delayed Draw Term Loan Commitments, (c) the Borrower may not terminate or reduce the Additional Delayed Draw Term Loan Commitments to an amount less than the Total Utilization of Additional Delayed Draw Term Loan Commitments, and (d) any such partial reduction of the Revolving Loan Commitments, the Delayed Draw Term Loan Commitments or the Additional Delayed Draw Term Loan Commitments (as the case may be) shall be in an aggregate minimum amount up of $1,000,000 and integral multiples of $100,000 in excess of that amount. The Borrower’s notice to the amount by which the Tranche B Commitments exceed the aggregate principal amount of Tranche B Acquisition Term Loans then outstanding and (iii) the Tranche D Commitments in an amount up to the amount by which the Tranche D Commitments exceed the aggregate principal amount of Tranche D Acquisition Term Loans then outstanding. Borrowers shall give not less than five Business Days' prior written notice to Administrative Agent designating shall designate (x) the date (which shall be a Business Day) of such termination or reduction, (y) whether the termination or reduction applies to the Revolving Loan Commitments, the Delayed Draw Term Loan Commitments or the Additional Delayed Draw Term Loan Commitments and (z) the amount of any partial reductionsuch reduction or termination. Promptly after receipt Notice of a notice of such reduction or termination having been given as aforesaid, such termination or partial reduction, Administrative Agent shall notify each Lender of the proposed termination or reduction. Such termination or partial reduction of the Revolving Loan specified Commitments or Tranche B Commitments or Tranche D Commitments, as the case may be, shall be effective on the date specified on Borrowers' in the Borrower’s notice and shall reduce the Revolving Loan Commitments or Tranche B Commitments or Tranche C Commitments or Tranche D Commitments, as the case may be, specified Commitment of each Lender proportionately to by its Pro Rata Share. Any such partial reduction of the Revolving Loan Commitments or Tranche B Commitments or Tranche D Commitments shall be in an aggregate minimum amount of $5,000,000, and integral multiples of $1,000,000 in excess of that amountShare thereof.

Voluntary Reductions of Commitments. Borrowers The Borrower shall have the right, right to terminate or reduce the aggregate unused amount of the Revolving Commitments (for which purpose use of the Revolving Commitments shall be deemed to include the aggregate amount of all Letter of Credit Liabilities and the aggregate principal amount of all outstanding Bid Rate Loans and Swingline Loans) or the Term Loan Commitments at any time and from time to time, to terminate in whole time without penalty or permanently reduce in part, without premium or penalty, (i) the Revolving Loan Commitments in an amount up to the amount by which the Revolving Loan Commitments exceed the Total Utilization of Revolving Loan Commitments, (ii) the Tranche B Commitments in an amount up to the amount by which the Tranche B Commitments exceed the aggregate principal amount of Tranche B Acquisition Term Loans then outstanding and (iii) the Tranche D Commitments in an amount up to the amount by which the Tranche D Commitments exceed the aggregate principal amount of Tranche D Acquisition Term Loans then outstanding. Borrowers shall give upon not less than five three (3) Business Days' Days prior written notice to the Administrative Agent designating the date (which shall be a Business Day) of each such termination or reduction reduction, which notice shall specify the Class of Commitments subject to such termination or reduction, the effective date thereof and the amount of any such reduction (which in the case of any partial reductionreduction of Commitments shall not be less than $10,000,000 and integral multiples of $5,000,000 in excess of that amount in the aggregate) and shall be irrevocable once given and effective only upon receipt by the Administrative Agent (“Prepayment Notice”); provided, however, that such Prepayment Notice may be revoked or modified in connection with a requested termination of the aggregate amount of all Commitments that is contingent on the consummation of a refinancing, change of control event or other capital transaction that does not close on the originally anticipated closing date. Promptly after receipt of a notice Prepayment Notice with respect to a Class of such termination or partial reductionCommitments, the Administrative Agent shall notify each Lender of such Class of the proposed termination or reduction. Such Commitments, once reduced or terminated pursuant to this Section, may not be increased or reinstated, except in accordance with Section 2.17. If the Commitments of a Class are terminated or reduced to zero, the Borrower shall pay all fees on the Commitments so reduced or terminated that have accrued to the date of such reduction or termination or partial reduction to the Administrative Agent for the account of the Revolving Loan Commitments or Tranche B Commitments or Tranche D Commitments, as the case may be, shall be effective on the date specified on Borrowers' notice and shall reduce the Revolving Loan Commitments or Tranche B Commitments or Tranche C Commitments or Tranche D Commitments, as the case may be, of each Lender proportionately to its Pro Rata Share. Any such partial reduction Lenders of the Revolving Loan Commitments or Tranche B Commitments or Tranche D Commitments shall be applicable Class, including but not limited to any applicable compensation due to any Lender in an aggregate minimum amount of $5,000,000, and integral multiples of $1,000,000 in excess of that amountaccordance with Section 4.4.

Voluntary Reductions of Commitments. Borrowers The Borrower shall have the right, right to terminate or reduce the aggregate unused amount of the Revolving Commitments (for which purpose use of the Revolving Commitments shall be deemed to include the aggregate amount of all Letter of Credit Liabilities and the aggregate principal amount of all outstanding Bid Rate Loans and Swingline Loans) or the Term Loan Commitments at any time and from time to time, to terminate in whole time without penalty or permanently reduce in part, without premium or penalty, (i) the Revolving Loan Commitments in an amount up to the amount by which the Revolving Loan Commitments exceed the Total Utilization of Revolving Loan Commitments, (ii) the Tranche B Commitments in an amount up to the amount by which the Tranche B Commitments exceed the aggregate principal amount of Tranche B Acquisition Term Loans then outstanding and (iii) the Tranche D Commitments in an amount up to the amount by which the Tranche D Commitments exceed the aggregate principal amount of Tranche D Acquisition Term Loans then outstanding. Borrowers shall give upon not less than five three (3) Business Days' Days prior written notice to the Administrative Agent designating the date (which shall be a Business Day) of each such termination or reduction reduction, which notice shall specify the Class of Commitments subject to such termination or reduction, the effective date thereof and the amount of any such reduction (which in the case of any partial reduction. reduction of Commitments shall not be less than $10,000,000 and integral multiples of $5,000,000 in excess of that amount in the aggregate) and shall be irrevocable once given and effective only upon receipt by the Administrative Agent (“Prepayment Notice”); provided, however, that such Prepayment Notice may be revoked or modified in connection with a requested termination of the aggregate amount of all Commitments that is contingent on the consummation of a refinancing, change of control event or other capital transaction that does not close on the originally anticipated closing date.. Promptly after receipt of a notice Prepayment Notice with respect to a Class of such termination or partial reductionCommitments, the Administrative Agent shall notify each Lender of such Class of the proposed termination or reduction. Such Commitments, once reduced or terminated pursuant to this Section, may not be increased or reinstated, except in accordance with Section 2.17. If the Commitments of a Class are terminated or reduced to zero, the Borrower shall pay all fees on the Commitments so reduced or terminated that have accrued to the date of such reduction or termination or partial reduction to the Administrative Agent for the account of the Revolving Loan Commitments or Tranche B Commitments or Tranche D Commitments, as the case may be, shall be effective on the date specified on Borrowers' notice and shall reduce the Revolving Loan Commitments or Tranche B Commitments or Tranche C Commitments or Tranche D Commitments, as the case may be, of each Lender proportionately to its Pro Rata Share. Any such partial reduction Lenders of the Revolving Loan Commitments or Tranche B Commitments or Tranche D Commitments shall be applicable Class, including but not limited to any applicable compensation due to any Lender in an aggregate minimum amount of $5,000,000, and integral multiples of $1,000,000 in excess of that amountaccordance with Section 4.4.

Voluntary Reductions of Commitments. Borrowers Borrower may, upon not less than three Business Days’ prior written or telephonic notice confirmed in writing to Administrative Agent (who shall have promptly notify each Revolving Lender or LC Facility Lender or Synthetic Letter of Credit Lender, as the rightcase may be, of such notice), at any time and from time to time, to time terminate in whole or permanently reduce in part, without premium or penalty, (ia) the Revolving Loan Commitments in an amount up to the amount by which the Revolving Loan Commitments exceed the Total Utilization of Revolving Loan CommitmentsCommitments at the time of such proposed termination or reduction; provided that any such partial reduction of the Revolving Loan Commitments shall be in an aggregate minimum amount of $1,000,000 and multiples of $500,000 in excess of that amount, (iib) the Tranche B LC Facility Commitments in an amount up to the amount by which the Tranche B LC Facility Commitments exceed the Total Utilization of LC Facility Commitments at the time of such proposed termination or reduction; provided that any such partial reduction of the LC Facility Commitments shall be in an aggregate principal minimum amount of Tranche B Acquisition Term Loans then outstanding $2,500,000 and multiples of $500,000 in excess of that amount, and (iiic) the Tranche D Synthetic Letter of Credit Commitments in an amount up to the amount by which the Tranche D Synthetic Letter of Credit Commitments exceed the Total Utilization of Synthetic Letter of Credit Commitments at the time of such proposed termination or reduction; provided that any such partial reduction of the Synthetic Letter of Credit Commitments shall be in an aggregate principal minimum amount of Tranche D Acquisition Term Loans then outstanding$1,000,000 and multiples of $500,000 in excess of that amount. Borrowers shall give not less than five Business Days' prior written Borrower’s notice to Administrative Agent designating shall designate the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction. Promptly after receipt of a notice of , and such termination or partial reduction, Administrative Agent shall notify each Lender of the proposed termination or reduction. Such termination or partial reduction of the Revolving Loan Commitments or Tranche B Commitments LC Facility Commitment or Tranche D Synthetic Letter of Credit Commitments, as the case may be, shall be effective on the date specified on Borrowers' in Borrower’s notice and shall reduce the Revolving Loan Commitments Commitment, LC Facility Commitment or Tranche B Commitments or Tranche C Commitments or Tranche D CommitmentsSynthetic Letter of Credit Commitment, as the case may be, of each Revolving Lender, LC Facility Lender or Synthetic Letter of Credit Lender, respectively, proportionately to its Pro Rata Share. Any such partial voluntary reduction of the Revolving Loan Commitments or Tranche B Commitments LC Facility Commitment or Tranche D Commitments Synthetic Letter of Credit Commitments, as the case may be, shall be applied as specified in an aggregate minimum amount of $5,000,000, and integral multiples of $1,000,000 in excess of that amountsubsection 2.4B(iv).

Voluntary Reductions of Commitments. Borrowers shall have the rightCompany may, upon not ----------------------------------- less than three Business Days' prior written or telephonic notice confirmed in writing to Administrative Agent (which original written or telephonic notice Administrative Agent will promptly transmit by telefacsimile or telephone to each Lender), at any time and from time to time, to time terminate in whole or permanently reduce in part, without premium or penalty, (ia) the Tranche A Revolving Loan Commitments in an amount up to the amount by which the Tranche A Revolving Loan Commitments exceed the Total Utilization of Tranche A Revolving Loan Commitments, Commitments at the time of such proposed termination or reduction after giving effect to any payments or prepayments made on the date of such termination or reduction and (iib) (1) from the Closing Date through and including the Tranche B Expiration Date, the Tranche B Revolving Loan Commitments in an amount up to the amount by which the Tranche B Revolving Loan Commitments exceed the aggregate principal amount sum of (A) the Total Utilization of Tranche B Acquisition Term Loans then outstanding Revolving Loan Commitments at the time of such proposed termination or reduction after giving effect to any payments or prepayments made on the date of such termination or reduction plus (B) the ---- Offer Reserve at the time of such proposed termination or reduction and (iii2) after the Tranche D Commitments B Expiration Date, the Tranche B Revolving Loan Commitments, if any, in an amount up to the amount by which the Tranche D B Revolving Loan Commitments exceed the Total Utilization of Tranche B Revolving Loan Commitments at the time of such proposed termination or reduction after giving effect to any payments or prepayments made on the date of such termination or reduction; provided that any such partial -------- reduction of the Revolving Loan Commitments shall be in an aggregate principal minimum amount of Tranche D Acquisition Term Loans then outstanding$1,000,000 and integral multiples of $1,000,000 in excess of that amount. Borrowers shall give not less than five Business Days' prior written Company's notice to Administrative Agent designating shall designate the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction. Promptly after receipt of a notice of , and such termination or partial reduction, Administrative Agent shall notify each Lender of the proposed termination or reduction. Such termination or partial reduction of the Tranche A Revolving Loan Commitments or the Tranche B Commitments or Tranche D Revolving Loan Commitments, as the case may be, shall be effective on the date specified on Borrowers' in Company's notice and shall reduce the Tranche A Revolving Loan Commitments Commitment or the Tranche B Commitments or Tranche C Commitments or Tranche D CommitmentsRevolving Loan Commitment, as the case may be, of each Lender proportionately to its Pro Rata Share. Any such partial reduction of the Revolving Loan Commitments or Tranche B Commitments or Tranche D Commitments shall be in an aggregate minimum amount of $5,000,000, and integral multiples of $1,000,000 in excess of that amount.

Voluntary Reductions of Commitments. Borrowers Borrower may, upon not less than three Business Days’ prior written or telephonic notice confirmed in writing to Administrative Agent (who shall have promptly notify each Revolving Lender or Synthetic Letter of Credit Lender, as the rightcase may be, of such notice), at any time and from time to time, to time terminate in whole or permanently reduce in part, without premium or penalty, (ia) the Revolving Loan Commitments in an amount up to the amount by which the Revolving Loan Commitments exceed the Total Utilization of Revolving Loan CommitmentsCommitments at the time of such proposed termination or reduction; provided that any such partial reduction of the Revolving Loan Commitments shall be in an aggregate minimum amount of $1,000,000 and multiples of $500,000 in excess of that amount, and (iib) the Tranche B Synthetic Letter of Credit Commitments in an amount up to the amount by which the Tranche B Synthetic Letter of Credit Commitments exceed the Total Utilization of Synthetic Letter of Credit Commitments at the time of such proposed termination or reduction; provided that any such partial reduction of the Synthetic Letter of Credit Commitments shall be in an aggregate principal minimum amount of Tranche B Acquisition Term Loans then outstanding $1,000,000 and (iii) the Tranche D Commitments multiples of $500,000 in an amount up to the amount by which the Tranche D Commitments exceed the aggregate principal amount excess of Tranche D Acquisition Term Loans then outstandingthat amount. Borrowers shall give not less than five Business Days' prior written Borrower’s notice to Administrative Agent designating shall designate the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction. Promptly after receipt of a notice of , and such termination or partial reduction, Administrative Agent shall notify each Lender of the proposed termination or reduction. Such termination or partial reduction of the Revolving Loan Commitments or Tranche B Commitments or Tranche D Synthetic Letter of Credit Commitments, as the case may be, shall be effective on the date specified on Borrowers' in Borrower’s notice and shall reduce the Revolving Loan Commitments Commitment or Tranche B Commitments or Tranche C Commitments or Tranche D CommitmentsSynthetic Letter of Credit Commitment, as the case may be, of each Revolving Lender or Synthetic Letter of Credit Lender, respectively, proportionately to its Pro Rata Share. Any such partial voluntary reduction of the Revolving Loan Commitments or Tranche B Commitments or Tranche D Commitments Synthetic Letter of Credit Commitments, as the case may be, shall be applied as specified in an aggregate minimum amount of $5,000,000, and integral multiples of $1,000,000 in excess of that amountsubsection 2.4B(iv).

Voluntary Reductions of Commitments. Borrowers shall have the rightCompany may, upon not less than one Business Day prior written or telephonic notice confirmed in writing to Administrative Agent (which notice Administrative Agent will promptly transmit by facsimile, telegram, telex or telephone to each Lender), (a) at any time and from time to time, to time terminate in whole or permanently reduce in part, without premium or penalty, (i) the Revolving Loan Commitments in an amount up to the amount by which the Revolving Loan Commitments exceed exceeds the Total Utilization of Revolving Loan Commitments, (ii) Commitments at the Tranche B time of such proposed termination or reduction after giving effect to any payments or prepayments made on the date of such termination or reduction; provided that any such partial reduction of the Revolving Loan Commitments shall be in an amount up to the amount by which the Tranche B Commitments exceed the aggregate principal minimum amount of Tranche B Acquisition Term Loans then outstanding $250,000 and (iii) the Tranche D Commitments integral multiples of $250,000 in an amount up to the amount by which the Tranche D Commitments exceed the aggregate principal amount excess of Tranche D Acquisition Term Loans then outstandingthat amount. Borrowers shall give not less than five Business Days' prior written Company's notice to Administrative Agent designating shall designate the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction. Promptly after receipt of a notice of , and such termination or partial reduction, Administrative Agent shall notify each Lender of the proposed termination or reduction. Such termination or partial reduction of the Revolving Loan Commitments or Tranche B Commitments or Tranche D Commitments, as the case may be, shall be effective on the date specified on Borrowers' in Company's notice and shall reduce the Revolving Loan Commitments or Tranche B Commitments or Tranche C Commitments or Tranche D Commitments, as the case may be, Commitment of each Lender proportionately to its Pro Rata Share. Any ; and provided, further, that if the reduction in Revolving Loan Commitments will be accompanied by a repayment of any Eurodollar Rate Loans pursuant to subsection 2.4B(iii)(b), then Company shall have given three Business Days' prior written notice to Administrative Agent; and (b) at any time and from time to time after each Additional Credit Closing Date, terminate in whole or permanently reduce in part, without premium or penalty, any Additional Credit Commitments in an amount up to the amount by which the Additional Credit Commitments exceeds the aggregate amount of Additional Credit Loans outstanding at the time of such proposed termination or reduction after giving effect to any payments or prepayments made on the date of such termination or reduction; provided that any such partial reduction of the Revolving Loan Commitments or Tranche B Commitments or Tranche D Additional Credit Commitments shall be in an aggregate minimum amount of $5,000,000, 250,000 and integral multiples of $1,000,000 250,000 in excess of that amount. Company's notice to Administrative Agent 49 shall designate the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction and the Additional Credit Commitment(s) which are to be so terminated or reduced, and such termination or reduction of the Additional Credit Commitments shall be effective on the date specified in Company's notice and shall reduce such Additional Credit Commitment of each Additional Credit Lender proportionately to its Pro Rata Share; and provided, further, that if the reduction in Additional Credit Commitments will be accompanied by a repayment of any Eurodollar Rate Loans pursuant to subsection 2.4B(iii)(b), then Company shall have given three Business Days' prior written notice to Administrative Agent. (c) In the event Company is entitled to replace a non-consenting Lender pursuant to subsection 10.6B, Company shall have the right, upon five Business Days' written notice to Administrative Agent (which notice Administrative Agent shall promptly transmit to each of the Lenders), to terminate the entire Revolving Loan Commitment and Additional Credit Commitments of such Lender, so long as (1) all Loans, together with accrued and unpaid interest, fees and other amounts owing to such Lender are repaid, including without limitation amounts owing to such Lender pursuant to subsection 2.6D, pursuant to subsection 2.4B(i)(b) concurrently with the effectiveness of such termination (at which time Schedule 2.1 and Schedule A to any applicable Additional Credit Facility Supplement shall be deemed modified to reflect such changed amounts) and (2) the consents required by subsection 10.6B in connection with the prepayment pursuant to subsection 2.4B(i)(b) shall have been obtained, and at such time, such Lender shall no longer constitute a ``Lender'' for purposes of this Agreement, except with respect to indemnifications under this Agreement (including, without limitation, subsections 2.6D, 2.7, 3.5, 3.6, 5.12, 10.3 and 10.4), which shall survive as to such Lender.