Common use of Voluntary Reductions of the Commitments Clause in Contracts

Voluntary Reductions of the Commitments. The Borrower shall have the 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 without penalty or premium upon not less than 5 Business Days prior written notice to the Administrative Agent of each such termination or 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 of Commitments shall not be less than $10,000,000 and integral multiples of $1,000,000 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, that a Prepayment Notice providing for termination of the Commitments may state that such Prepayment Notice is conditioned on the closing of other financing facilities, in which case such Prepayment Notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the date such termination of the Commitments is to become effective) if such condition is not satisfied. Promptly after receipt of a Prepayment Notice with respect to a Class of Commitments, the Administrative Agent shall notify each Lender of such Class of the proposed termination or reduction. Commitments, once reduced or terminated pursuant to this Section, may not be increased or reinstated. 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 to the Administrative Agent for the account of the Lenders of the applicable Class, including but not limited to any applicable compensation due to any Lender in accordance with Section 5.4.

Voluntary Reductions of the Commitments. The Borrower shall have the right to may 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 LoansLoans and the aggregate amount of all Letter of Credit Liabilities) or the Term Loan Commitments at any time and from time to time without penalty or premium upon not less than 5 five Business Days prior written notice to the Administrative Agent of each such termination or 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 of the Commitments shall not be less than $10,000,000 5,000,000 and integral multiples of $1,000,000 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, that a Prepayment Notice providing for termination of the Commitments may state that such Prepayment Notice is conditioned on the closing of other financing facilities, in which case such Prepayment Notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the date such termination of the Commitments is to become effective) if such condition is not satisfiedAgent. Promptly after receipt of a Prepayment Notice with respect to a Class of Commitments, the Administrative Agent shall notify each Lender of such Class of the proposed termination or reduction. The Commitments, once reduced or terminated pursuant to this Section, may not be increased or reinstatedincreased. If the Commitments of a Class are terminated or reduced to zero, the The Borrower shall pay all interest and fees on the Commitments so reduced or terminated that have Revolving Loans accrued to the date of such reduction or termination of the Commitments to the Administrative Agent for the account of the Lenders Lenders. Any reduction in the aggregate amount of the applicable Class, including but not limited Commitments shall result in a proportionate reduction (rounded to any applicable compensation due to any Lender the next lowest integral multiple of multiple of $100,000) in accordance with Section 5.4the Swingline Commitment and the L/C Commitment Amount.

Voluntary Reductions of the Commitments. The Borrower shall have the right to terminate or reduce the aggregate unused amount of the Revolving Commitments of each Class (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 without penalty or premium upon not less than 5 five (5) Business Days prior written notice to the Administrative Agent of each such termination or 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 of the Commitments shall not be less than $10,000,000 and integral multiples of $1,000,000 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 Commitment Reduction Notice”); provided, that a Prepayment Notice providing for termination however, the Borrower may not reduce the aggregate amount of the Revolving Commitments may state that such Prepayment Notice is conditioned on the closing of other financing facilities, in which case such Prepayment Notice may be revoked by below $75,000,000 unless the Borrower (by notice to terminates the Administrative Agent on or prior to the date such termination of the Revolving Commitments is to become effective) if such condition is not satisfiedin full. Promptly after receipt of a Prepayment Commitment Reduction Notice with respect to a Class of Commitments, the Administrative Agent shall notify each Lender of such Class of the proposed termination or Commitment reduction. The Commitments, once reduced or terminated pursuant to this Section, may not be increased or reinstated. If the Commitments of a Class are terminated or reduced to zero, the The Borrower shall pay all interest and fees on the Commitments so reduced or terminated that have Loans accrued to the date of such reduction or termination of the Commitments to the Administrative Agent for the account of the Lenders of the applicable ClassLenders, including including, but not limited to to, any applicable compensation due to any each Lender in accordance with Section 5.4. For avoidance of doubt, only undrawn Term Loan Commitments may be terminated or reduced pursuant to this Section.

Voluntary Reductions of the Commitments. The Borrower shall have the 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 Liabilities), the aggregate principal amount of all outstanding Bid Rate Loans and Swingline Loans) Term Facility 1 Commitments or the Term Loan Facility 2 Commitments at any time and from time to time without penalty or premium upon not less than 5 Business Days prior written notice to the Administrative Agent of each such termination or 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 of the Commitments shall not be less than $10,000,000 5,000,000 and integral multiples of $1,000,000 in excess of that amount in the aggregate) and shall be irrevocable once given and effective only upon receipt by the Administrative Agent (“Prepayment Commitment Reduction Notice”); provided, that a Prepayment Notice providing for termination however, the Borrower may not reduce the aggregate amount of the Revolving Commitments may state that such Prepayment Notice is conditioned on the closing of other financing facilities, in which case such Prepayment Notice may be revoked by below $100,000,000 unless the Borrower (by notice to is terminating the Administrative Agent on or prior to the date such termination of the Revolving Commitments is to become effective) if such condition is not satisfiedin full. Promptly after receipt of a Prepayment Commitment Reduction Notice with respect to a Class of Commitments, Commitments the Administrative Agent shall notify each Lender of such Class of the proposed termination or Commitment reduction. The Commitments, once reduced or terminated pursuant to this Section, may not be increased or reinstated. If the Commitments of a Class are terminated or reduced to zero, the Borrower shall pay all interest and fees on the Commitments so reduced or terminated that have accrued to the date of such reduction or termination to the Administrative Agent for the account of the Lenders of the applicable Class, including but not limited to any applicable compensation due to any Lender in accordance with Section 5.4.

Voluntary Reductions of the Commitments. The Borrower shall have the 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 without penalty or premium upon not less than 5 Business Days prior written notice to the Administrative Agent of each such termination or 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 of Commitments shall not be less than $10,000,000 5,000,000 and integral multiples of $1,000,000 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, that a Prepayment Notice providing for termination of the Commitments may state that such Prepayment Notice is conditioned on the closing of other financing facilities, in which case such Prepayment Notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the date such termination of the Commitments is to become effective) if such condition is not satisfied. Promptly after receipt of a Prepayment Notice with respect to a Class of Commitments, the Administrative Agent shall notify each Lender of such Class of the proposed termination or reduction. Commitments, once reduced or terminated pursuant to this Section, may not be increased or reinstated. 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 to the Administrative Agent for the account of the Lenders of the applicable Class, including but not limited to any applicable compensation due to any Lender in accordance with Section 5.4.

Voluntary Reductions of the Commitments. The Borrower shall have the 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 without penalty or premium upon not less than 5 Business Days prior written notice to the Administrative Agent of each such termination or 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 of the Commitments shall not be less than $10,000,000 1,000,000 and integral multiples of $1,000,000 500,000 in excess of that amount in the aggregate) and shall be irrevocable once given and effective only upon receipt by the Administrative Agent (“Prepayment Reduction Notice”); provided, that a Prepayment Notice providing for termination however, the Borrower may not reduce the aggregate amount of the Commitments may state that such Prepayment Notice is conditioned on the closing of other financing facilities, in which case such Prepayment Notice may be revoked by below $50,000,000 unless the Borrower (by notice to the Administrative Agent on or prior to the date such termination of is terminating the Commitments is to become effective) if such condition is not satisfiedin full. Promptly after receipt of a Prepayment Reduction Notice with respect to a Class of Commitments, the Administrative Agent shall notify each Lender of such Class of the proposed termination or Commitment reduction. The Commitments, once reduced or terminated pursuant to this Section, may not be increased or reinstated, except as provided pursuant to Section 2.17. If the Commitments of a Class are terminated or reduced to zero, the The Borrower shall pay all interest and fees on the Commitments so reduced or terminated that have Revolving Loans accrued to the date of such reduction or termination of the Commitments to the Administrative Agent for the account of the Lenders of the applicable ClassLenders, including but not limited to any applicable compensation due to any each Lender in accordance with Section 5.44.4.

Voluntary Reductions of the Commitments. The Borrower shall have the right to may 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 LoansLoans and the aggregate amount of all Letter of Credit Liabilities) or the Term Loan Commitments at any time and from time to time without penalty or premium upon not less than 5 five Business Days prior written notice to the Administrative Agent of each such termination or 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 of the Commitments shall not be less than $10,000,000 5,000,000 and integral multiples of $1,000,000 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, that a Prepayment Notice providing for termination of the Commitments may state that such Prepayment Notice is conditioned on the closing of other financing facilities, in which case such Prepayment Notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the date such termination of the Commitments is to become effective) if such condition is not satisfied. Promptly after receipt of a Prepayment Notice with respect to a Class of Commitments, the Administrative Agent shall notify each Lender by telecopy, or other similar form of such Class transmission of the proposed Commitment termination or reduction. The Commitments, once reduced or terminated pursuant to this Section, may not be increased or reinstatedincreased. If the Commitments of a Class are terminated or reduced to zero, the The Borrower shall pay all interest and fees on the Commitments so reduced or terminated that have Revolving Loans accrued to the date of such reduction or termination of the Commitments to the Administrative Agent for the account of the Lenders of the applicable ClassLenders, including but not limited to any applicable compensation due to any each Lender in accordance with Section 5.4. of this Agreement. Any reduction in the aggregate amount of the Commitments shall result in a proportionate reduction (rounded to the next lowest integral multiple of multiple of $100,000) in the Swingline Commitment and the L/C Commitment Amount.

Voluntary Reductions of the Commitments. The Borrower shall have the 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 without penalty or premium upon not less than 5 Business Days (or such shorter period as agreed to by the Administrative Agent) prior written notice to the Administrative Agent of each such termination or 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 of Commitments shall not be less than $10,000,000 5,000,000 and integral multiples of $1,000,000 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, that a Prepayment Notice providing for termination or reduction of the Commitments may state that such Prepayment Notice is conditioned on the closing of other financing facilitiesfacilities or any other event, in which case such Prepayment Notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the date such termination or reduction of the Commitments is to become effective) if such condition is not satisfied. Promptly after receipt of a Prepayment Notice with respect to a Class of Commitments, the Administrative Agent shall notify each Lender of such Class of the proposed termination or reduction. Commitments, once reduced or terminated pursuant to this Section, may not be increased or reinstated. 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 to the Administrative Agent for the account of the Lenders of the applicable Class, including but not limited to any applicable compensation due to any Lender in accordance with Section 5.4.

Voluntary Reductions of the Commitments. (a) The Borrower shall have the 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 outstanding principal amount of the Revolving Loans, and the aggregate amount of all Letter LC Exposure, in each case after giving effect to any concurrent prepayment 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 without penalty or premium upon not less than 5 five (5) Business Days prior written notice to the Administrative Agent of each such termination or 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 of Commitments shall not be less than $10,000,000 and integral multiples of $1,000,000 in excess of that amount in the aggregateaccordance with Section 3.5) and shall be irrevocable once given and effective only upon receipt by the Administrative Agent (“Prepayment Notice”)Agent; provided, provided that a Prepayment Notice providing for notice of termination of the Revolving Commitments delivered by the Borrower may state that such Prepayment Notice notice is conditioned on upon the closing effectiveness of other financing credit facilities, in which case such Prepayment Notice notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the date such termination of the Commitments is to become effectivespecified effective date) if such condition is not satisfied. Promptly after receipt of a Prepayment Notice with respect The Agent will promptly transmit such notice to a Class of Commitmentseach Revolving Lender. The Revolving Commitments may not be reduced below $50,000,000 in the aggregate unless the Borrower terminates the Revolving Commitments in their entirety, and, once terminated or reduced, the Administrative Agent shall notify each Lender of such Class of the proposed termination or reduction. Commitments, once reduced or terminated pursuant to this Section, Revolving Commitments may not be increased or reinstated. If the Commitments of a Class are terminated or reduced to zero, the . (b) The Borrower shall pay all fees on have the right to terminate or reduce the aggregate unused amount of the Term Commitments so reduced (for which purpose use of the Term Commitments shall be deemed to include the outstanding principal amount of the Term Loans after giving effect to any concurrent prepayment of Loans) at any time and from time to time without penalty or terminated that have accrued premium upon not less than five (5) Business Days prior written notice to the Agent of each such termination or reduction, which notice shall specify the effective date thereof and the amount of any such reduction or termination to the Administrative Agent for the account of the Lenders of the applicable Class, including but not limited to any applicable compensation due to any Lender (in accordance with Section 5.43.5) and shall be irrevocable once given and effective only upon receipt by the Agent; provided that a notice of termination of the Term Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may be revoked by the Borrower (by notice to the Agent on or prior to the specified effective date) if such condition is not satisfied. The Agent will promptly transmit such notice to each Term Lender. Once terminated or reduced, the Term Commitments may not be increased or reinstated.

Voluntary Reductions of the Commitments. The Borrower shall have the 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 without penalty or premium upon not less than 5 Business Days prior written notice to the Administrative Agent of each such termination or 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 of Commitments shall not be less than $10,000,000 5,000,000 and integral multiples of $1,000,000 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, that a Prepayment Notice providing for termination of the Commitments may state that such Prepayment Notice is conditioned on the closing of other financing facilities, in which case such Prepayment Notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the date such termination of the Commitments is to become effective) if such condition is not satisfied. Promptly after receipt of a Prepayment Notice with respect to a Class of Commitments, the Administrative Agent shall notify each Lender of such Class of the proposed termination or reduction. Commitments, once reduced or terminated pursuant to this Section, may not be increased or reinstated. 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 to the Administrative Agent for the account of the Lenders of the applicable Class, including but not limited to any applicable compensation due to any Lender in accordance with Section 5.4.

Voluntary Reductions of the Commitments. The Borrower shall have the 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 without penalty or premium upon not less than 5 five (5) Business Days prior written notice to the Administrative Agent of each such termination or 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 of the Commitments shall not be less than $10,000,000 and integral multiples of $1,000,000 5,000,000 in excess of that amount in the aggregateaggregate or, in the case of the Term Loan Commitments, the aggregate amount of such Term Loan Commitments) and shall be irrevocable once given and effective only upon receipt by the Administrative Agent (“Prepayment Commitment Reduction Notice”); provided, that a Prepayment Notice providing for termination however, the Borrower may not reduce the aggregate amount of the Revolving Commitments may state that such Prepayment Notice is conditioned on the closing of other financing facilities, in which case such Prepayment Notice may be revoked by below $75,000,000 unless the Borrower (by notice to terminates the Administrative Agent on or prior to the date such termination of the Revolving Commitments is to become effective) if such condition is not satisfiedin full. Promptly after receipt of a Prepayment Commitment Reduction Notice with respect to a Class of Commitments, the Administrative Agent shall notify each Lender of such Class of the proposed termination or Commitment reduction. The Commitments, once reduced or terminated pursuant to this Section, may not be increased or reinstated. If the Commitments of a Class are terminated or reduced to zero, the The Borrower shall pay all interest and fees on the Commitments so reduced or terminated that have Loans accrued to the date of such reduction or termination of the Commitments to the Administrative Agent for the account of the Lenders of the applicable ClassLenders, including including, but not limited to to, any applicable compensation due to any each Lender in accordance with Section 5.4.

Voluntary Reductions of the Commitments. The Borrower shall have the right to may 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 time, prior to the first to occur of (x) the advance by the Lenders of the full amount of their Commitments described in clause (a) of the definition thereof and (y) the Commitment Expiration Date, without penalty or premium upon not less than 5 three (3) Business Days prior written notice to the Administrative Agent of each such termination or 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 of the Commitments shall not be less than $10,000,000 and integral multiples of $1,000,000 in excess of that amount in the aggregate) and shall be irrevocable once given (other than in connection with a proposed refinancing and termination of the Commitments in their entirety that does not close) and effective only upon receipt by the Administrative Agent (“Prepayment Commitment Reduction Notice”); provided, that a Prepayment Notice providing for termination however, the Borrower may not reduce the aggregate amount of the Commitments may state that such Prepayment Notice is conditioned on the closing of other financing facilities, in which case such Prepayment Notice may be revoked by below $100,000,000 unless the Borrower (by notice to the Administrative Agent on or prior to the date such termination of the is terminating all Commitments is to become effective) if such condition is not satisfiedin full. Promptly after receipt of a Prepayment Commitment Reduction Notice with respect to a Class of Commitments, the Administrative Agent shall notify each Lender of such Class of the proposed termination or Commitment reduction. Without limitation of the provisions of Section 2.16., the Commitments, once reduced or terminated pursuant to this Section, may not be increased or reinstated. If In the Commitments case of a Class are terminated or reduced to zerotermination of the Commitments, the Borrower shall pay all fees interest on the Commitments so reduced or terminated that have Loans and all fees, if any, accrued to the date of such reduction or termination of the Commitments to the Administrative Agent for the account of the Lenders Lenders. In the case of any reduction or termination of the applicable ClassCommitments resulting in a repayment of the Loans pursuant to Section 2.7. or Section 2.8.(a) (as applicable), including but not limited to the Borrower shall also pay any applicable compensation due to any each Lender in accordance with Section 5.4. of this Agreement.