Common use of Mandatory Commitment Reductions Clause in Contracts

Mandatory Commitment Reductions. Without duplication: (i) In the event that the Borrower actually receives any Net Cash Proceeds arising from any Equity Issuance or the Borrower or any of its Subsidiaries actually receives any Net Cash Proceeds arising from any Debt Issuance (other than a Debt Issuance under any Qualifying Term Loan Facility and/or any Qualifying Revolving Facility that has reduced the Commitments hereunder pursuant to clause (ii)(A) or (B) below) or Asset Sale, in each case during the period commencing on the Effective Date and ending on the date on which all Commitments are terminated, then the Commitments then outstanding shall, subject to Section 2.10(c)(ii), be automatically reduced in an amount equal to the lesser of (i) 100% of such Net Cash Proceeds on the date of receipt by the Borrower or, as applicable, any of its Subsidiaries of such Net Cash Proceeds and (ii) the amount of Commitments then outstanding. The Borrower shall promptly notify the Administrative Agent (but in any event within 3 Business Days) of the receipt by the Borrower, or, as applicable, any of its Subsidiaries, of such Net Cash Proceeds from any Equity Issuance, Debt Issuance or Asset Sale, and such notice shall be accompanied by a reasonably detailed calculation of the Net Cash Proceeds received to the extent receipt thereof would result in a reduction of the Commitments in accordance with the foregoing. Notwithstanding the foregoing, mandatory commitment reductions with respect to Net Cash Proceeds from Debt Issuances or Asset Sales received by a Foreign Subsidiary shall not be required if and for so long as the Borrower has determined in good faith that repatriation to the Borrower of such Net Cash Proceeds would have material adverse tax consequences or would violate applicable local law or applicable organizational documents of such Subsidiary. Notwithstanding anything to the contrary in this Section 2.08(a)(i), all Net Cash Proceeds described in this Section 2.08(a)(i) received by the Borrower or its Subsidiaries on or after the Closing Date are subject to the Borrower’s election rights set forth in Section 2.10(c)(ii), and to the extent any such Net Cash Proceeds are applied to prepay Loans pursuant to Section 2.10(c)(i), then such Net Cash Proceeds will not be required to be applied to reduce Commitments pursuant to Section 2.08(a)(i). (ii) (A) In the event that the Borrower or any of its Subsidiaries enters into any Qualifying Term Loan Facility for the purpose of financing the Transactions during the period commencing on the Effective Date and ending on the date all of the Commitments hereunder are terminated, automatically upon the effectiveness of the definitive documentation for such Qualifying Term Loan Facility in accordance with all applicable “certain funds” requirements in relation to the Offer under applicable laws and regulations, the Commitments then outstanding shall be reduced in an amount equal to the lesser of (x) 100% of the commitments under such Qualifying Term Loan Facility that are subject to conditions precedent to funding that are no more restrictive than the conditions set forth herein to the funding of the Bridge Facility and (y) the amount of the Commitments then outstanding; provided, however, notwithstanding any provision to the contrary herein, after such reduction in Commitments, any Net Cash Proceeds received by the Borrower or any of its Subsidiaries with respect to such Qualifying Term Loan Facility that has reduced Commitments pursuant to this clause (A) shall not result in any requirement for a further reduction in Commitments or prepayment of Loans. The Borrower shall promptly (but in any event within 3 Business Days of the date thereof) notify the Administrative Agent of the entry into any Qualifying Term Loan Facility.

Mandatory Commitment Reductions. Without duplication: (i) In the event that the Borrower BorrowerParent actually receives any Net Cash Proceeds arising from any Equity Issuance or the Borrower BorrowerParent or any of its Subsidiaries actually receives any Net Cash Proceeds arising from any Debt Issuance (other than a Debt Issuance under any Qualifying Term Loan Facility and/or any Qualifying Revolving Facility that has reduced the Commitments hereunder pursuant to clause (ii)(A) or (B) below, and subject in all events to Section 2.08(a)(iii) below) or Asset Sale, in each case during the period commencing on the Effective Date and ending on the date on which all Commitments are terminated, then the Commitments then outstanding shall, subject to Section 2.10(c)(ii), be automatically reduced in an amount equal to the lesser of (i) 100% of such Net Cash Proceeds on the date of receipt by the Borrower BorrowerParent or, as applicable, any of its Subsidiaries of such Net Cash Proceeds and (ii) the amount of Commitments then outstanding. The Borrower BorrowerParent shall promptly notify the Administrative Agent (but in any event within 3 Business Days) of the receipt by the BorrowerBorrowerParent , or, as applicable, any of its Subsidiaries, of such Net Cash Proceeds from any Equity Issuance, Debt Issuance or Asset Sale, and such notice shall be accompanied by a reasonably detailed calculation of the Net Cash Proceeds received to the extent receipt thereof would result in a reduction of the Commitments in accordance with the foregoing. Notwithstanding the foregoing, mandatory commitment reductions with respect to Net Cash Proceeds from Debt Issuances or Asset Sales received by a Foreign Subsidiary shall not be required if and for so long as the Borrower BorrowerParent has determined in good faith that repatriation to the Borrower BorrowerParent of such Net Cash Proceeds would have material adverse tax consequences or would violate applicable local law or applicable organizational documents of such Subsidiary. Notwithstanding anything to the contrary in this Section 2.08(a)(i), all Net Cash Proceeds described in this Section 2.08(a)(i) received by the Borrower BorrowerParent or its Subsidiaries on or after the Closing Date are subject to the BorrowerBorrower’sParent’s election rights set forth in Section 2.10(c)(ii), and to the extent any such Net Cash Proceeds are applied to prepay Loans pursuant to Section 2.10(c)(i), then such Net Cash Proceeds will not be required to be applied to reduce Commitments pursuant to Section 2.08(a)(i). (ii) (A) In the event that the Borrower BorrowerParent or any of its Subsidiaries enters into any Qualifying Term Loan Facility for the purpose of financing the Transactions during the period commencing on the Effective Date and ending on the date all of the Commitments hereunder are terminated, automatically upon the effectiveness of the definitive documentation for such Qualifying Term Loan Facility in accordance with all applicable “certain funds” requirements in relation to the Offer under applicable laws and regulations, the Commitments then outstanding shall be reduced in an amount equal to the lesser of (x) 100% of the commitments under such Qualifying Term Loan Facility that are subject to conditions precedent to funding that are no more restrictive than the conditions set forth herein to the funding of the Bridge Term Facility and (y) the amount of the Commitments then outstanding; provided, however, notwithstanding any provision to the contrary herein, after such reduction in Commitments, any Net Cash Proceeds received by the Borrower BorrowerParent or any of its Subsidiaries with respect to such Qualifying Term Loan Facility that has reduced Commitments pursuant to this clause (A) shall not result in any requirement for a further reduction in Commitments or prepayment of Loans. The Borrower BorrowerParent shall promptly (but in any event within 3 Business Days of the date thereof) notify the Administrative Agent of the entry into any Qualifying Term Loan Facility.

Mandatory Commitment Reductions. Without duplication: (i) In the event that the Borrower actually receives any Net Cash Proceeds arising The Aggregate Revolving Commitments shall be reduced from any Equity Issuance or the Borrower or any of its Subsidiaries actually receives any Net Cash Proceeds arising from any Debt Issuance (other than a Debt Issuance under any Qualifying Term Loan Facility and/or any Qualifying Revolving Facility that has reduced the Commitments hereunder pursuant time to clause (ii)(A) or (B) below) or Asset Sale, in each case during the period commencing on the Effective Date and ending on the date on which all Commitments are terminated, then the Commitments then outstanding shall, subject to Section 2.10(c)(ii), be automatically reduced in an amount equal to the lesser of (i) 100% of such Net Cash Proceeds on the date of receipt time by the Borrower or, as applicable, any of its Subsidiaries of such Net Cash Proceeds and (ii) the amount of any mandatory prepayment that would be required by subsections 2.9(a)(i) if Revolving Loans were outstanding, whether or not any Revolving Loans are outstanding at such time. Such reduction shall be applied pro rata among the respective Revolving Commitments then outstanding. The Borrower shall promptly notify the Administrative Agent (but in any event within 3 Business Days) of the receipt Banks and shall be effective as of the earlier of the date that such prepayment is made or the date by which such prepayment is (or would be) due and payable hereunder. All accrued commitment fees to the Borrower, or, as applicable, effective date of any reduction or termination of its Subsidiaries, the Aggregate Revolving Commitment shall be paid on the effective date of such Net Cash Proceeds from any Equity Issuance, Debt Issuance reduction or Asset Sale, and such notice shall be accompanied by a reasonably detailed calculation of the Net Cash Proceeds received to the extent receipt thereof would result in a reduction of the Commitments in accordance with the foregoing. Notwithstanding the foregoing, mandatory commitment reductions with respect to Net Cash Proceeds from Debt Issuances or Asset Sales received by a Foreign Subsidiary shall not be required if and for so long as the Borrower has determined in good faith that repatriation to the Borrower of such Net Cash Proceeds would have material adverse tax consequences or would violate applicable local law or applicable organizational documents of such Subsidiary. Notwithstanding anything to the contrary in this Section 2.08(a)(i), all Net Cash Proceeds described in this Section 2.08(a)(i) received by the Borrower or its Subsidiaries on or after the Closing Date are subject to the Borrower’s election rights set forth in Section 2.10(c)(ii), and to the extent any such Net Cash Proceeds are applied to prepay Loans pursuant to Section 2.10(c)(i), then such Net Cash Proceeds will not be required to be applied to reduce Commitments pursuant to Section 2.08(a)(i)termination. (ii) No reduction in the Aggregate Revolving Commitment pursuant to Section 2.7 or subsection 2.9(b)(i) shall reduce the L/C Commitment unless and until the Aggregate Revolving Commitment has been reduced to $20,000,000; thereafter, any reduction in the Aggregate Revolving Commitment pursuant to Section 2.7 shall equally reduce the L/C Commitment. (Aiii) In At no time shall the event that Swingline Commitment exceed the Borrower or Aggregate Revolving Commitment, and any of its Subsidiaries enters into any Qualifying Term Loan Facility for the purpose of financing the Transactions during the period commencing on the Effective Date and ending on the date all reduction of the Commitments hereunder are terminated, automatically upon Aggregate Revolving Commitment which reduces the effectiveness Aggregate Revolving Commitment below the then current amount of the definitive documentation for such Qualifying Term Loan Facility in accordance with all applicable “certain funds” requirements in relation to the Offer under applicable laws and regulations, the Commitments then outstanding Swingline Commitment shall be reduced result in an amount equal to the lesser of (x) 100% automatic corresponding reduction of the commitments under such Qualifying Term Loan Facility that are subject Swingline Commitment to conditions precedent to funding that are no more restrictive than the conditions set forth herein to the funding of the Bridge Facility and (y) the amount of the Commitments then outstanding; providedAggregate Revolving Commitment, howeveras so reduced, notwithstanding without any provision to action on the contrary herein, after such reduction in Commitments, any Net Cash Proceeds received by part of the Borrower or any of its Subsidiaries with respect to such Qualifying Term Loan Facility that has reduced Commitments pursuant to this clause Swingline Bank. (Aiv) The Aggregate Revolving Commitment shall not result in any requirement for a further reduction in Commitments or prepayment of Loans. The Borrower shall promptly (but in any event within 3 Business Days reduce on the third anniversary of the date thereof) notify hereof to $350,000,000 if not previously reduced to or below such amount. Such reduction shall be applied pro rata among the Administrative Agent respective Revolving Commitments of the entry into any Qualifying Term Loan FacilityBanks. All accrued commitment fees to the effective date of such reduction of the Aggregate Revolving Commitment shall be paid on the date of such reduction.

Mandatory Commitment Reductions. Without duplication(i) Requirements: (ia) In the event that the Borrower actually receives any Net Cash Proceeds arising from any Equity Issuance or the Borrower or any of its Subsidiaries actually receives any Net Cash Proceeds arising from any Debt Issuance [Intentionally Omitted]. (other than a Debt Issuance under any Qualifying Term Loan Facility and/or any Qualifying Revolving Facility that has reduced the Commitments hereunder pursuant to clause b) [Intentionally Omitted]. (ii)(Ac) or [Intentionally Omitted]. (Bd) below) or Asset Sale, in each case during the period commencing on the Effective Date and ending on On the date on which any Change of Control occurs, the Total Revolving Loan Commitment shall terminate, the outstanding amount of all Commitments are terminated, then Obligations shall be due and payable in full and the Commitments then outstanding shall, subject to Section 2.10(c)(ii), be automatically reduced Borrower shall Cash Collateralize the L/C Obligations (in an amount equal to the lesser Outstanding Amount thereof). (e) The Outstanding Amount of (i) 100% of such Net Cash Proceeds all Revolving Loans shall be due and payable in full on the Revolving Loan Maturity Date. In addition, if on any date the aggregate Outstanding Amount of receipt by all Revolving Loans and L/C Obligations exceeds the Total Revolving Loan Commitment as then in effect, the Borrower or, as applicable, any of its Subsidiaries of shall repay on such Net Cash Proceeds and (ii) date the amount of Commitments then outstanding. The Borrower shall promptly notify the Administrative Agent (but in any event within 3 Business Days) principal of the receipt by Revolving Loans and/or Cash Collateralize the Borrower, or, as applicable, any of its Subsidiaries, of L/C Obligations in an amount equal to such Net Cash Proceeds from any Equity Issuance, Debt Issuance or Asset Sale, and such notice shall be accompanied by a reasonably detailed calculation of the Net Cash Proceeds received to the extent receipt thereof would result in a reduction of the Commitments in accordance with the foregoing. Notwithstanding the foregoing, mandatory commitment reductions with respect to Net Cash Proceeds from Debt Issuances or Asset Sales received by a Foreign Subsidiary shall not be required if and for so long as the Borrower has determined in good faith that repatriation to the Borrower of such Net Cash Proceeds would have material adverse tax consequences or would violate applicable local law or applicable organizational documents of such Subsidiary. Notwithstanding anything to the contrary in this Section 2.08(a)(i), all Net Cash Proceeds described in this Section 2.08(a)(i) received by the Borrower or its Subsidiaries on or after the Closing Date are subject to the Borrower’s election rights set forth in Section 2.10(c)(ii), and to the extent any such Net Cash Proceeds are applied to prepay Loans pursuant to Section 2.10(c)(i), then such Net Cash Proceeds will not be required to be applied to reduce Commitments pursuant to Section 2.08(a)(i)excess. (ii) Application: (Aa) In the event that [Intentionally Omitted]. (b) With respect to any prepayment of Loans required by this Section 3.03, the Borrower or any may designate the Types of its Subsidiaries enters into any Qualifying Term Loan Facility for Loans which are to be prepaid and the purpose of financing specific Borrowing(s) pursuant to which made; provided that (i) the Transactions during the period commencing on the Effective Date Borrower shall first so designate all Base Rate Loans and Eurodollar Loans with Interest Periods ending on the date all of repayment prior to designating any other Eurodollar Loans; (ii) if any prepayment of Eurodollar Loans made pursuant to a single Borrowing shall reduce the Commitments hereunder are terminatedoutstanding Loans made pursuant to such Borrowing to an amount less than $1,000,000, automatically upon the effectiveness of the definitive documentation for such Qualifying Term Loan Facility in accordance with all applicable “certain funds” requirements in relation to the Offer under applicable laws and regulations, the Commitments then outstanding Borrowing shall be reduced in an amount equal to the lesser of (x) 100% of the commitments under such Qualifying Term Loan Facility that are subject to conditions precedent to funding that are no more restrictive than the conditions set forth herein to the funding of the Bridge Facility immediately converted into Base Rate Loans; and (yiii) each prepayment of any Loans made pursuant to a Borrowing shall be applied pro rata among such Loans. In the amount absence of the Commitments then outstanding; provided, however, notwithstanding any provision to the contrary herein, after such reduction in Commitments, any Net Cash Proceeds received a designation by the Borrower or any of its Subsidiaries with respect to such Qualifying Term Loan Facility that has reduced Commitments pursuant to this clause (A) shall not result as described in any requirement for a further reduction in Commitments or prepayment of Loans. The Borrower shall promptly (but in any event within 3 Business Days of the date thereof) notify preceding sentence, the Administrative Agent of shall, subject to the entry into any Qualifying Term Loan Facilityabove, make such designation in its sole discretion with a view, but no obligation, to minimize breakage costs owing under Section 1.12.

Mandatory Commitment Reductions. Without duplication: (i) In The aggregate Acquisition Revolving Commitments and aggregate W/C Revolving Commitments, in that order of priority, shall be permanently reduced from time to time by the event amount of any mandatory prepayment or Cash Collateralization of the Obligations required by subsection 2.6(a); provided that to the Borrower actually receives extent a sale of assets, an Event of Loss or Timber Harvest shall not result in any Net Cash Proceeds arising from any Equity Issuance or prepayment of the Borrower or any of its Subsidiaries actually receives any Net Cash Proceeds arising from any Debt Issuance (other than a Debt Issuance under any Qualifying Term Loan Facility and/or any Qualifying Revolving Facility that has reduced the Commitments hereunder Loans pursuant to clause (ii)(Asubsection 2.6(a) or (B) below) or Asset Salebecause the Loans have been repaid in full, in each case during first, the period commencing on aggregate Acquisition Revolving Commitment and, second, the Effective Date and ending on the date on which all Commitments are terminatedaggregate W/C Revolving Commitment, then the Commitments then outstanding shall, subject to Section 2.10(c)(ii), shall be automatically permanently reduced in an amount equal to the lesser amount that would otherwise be applied to a prepayment or Cash Collateralization of the Obligations by operation of subsection 2.6(a). Such permanent reduction shall take effect upon the date the corresponding mandatory prepayment is or would (iif Loans were outstanding) 100% be required by subsection 2.6(a) or, in the case of funds actually deposited as Cash Collateral under that subsection, upon the application of such Net Cash Proceeds on cash collateral to the date of receipt by the Borrower orW/C Revolving Loans or Acquisition Revolving Loans, as applicable, any of its Subsidiaries of such Net Cash Proceeds and (ii) the amount of Commitments then outstanding. The Borrower shall promptly notify the Administrative Agent (but in any event within 3 Business Days) of the receipt by the Borrower, or, as applicable, any of its Subsidiaries, of such Net Cash Proceeds from any Equity Issuance, Debt Issuance or Asset Sale, and such notice shall be accompanied by a reasonably detailed calculation of the Net Cash Proceeds received to the extent receipt thereof would result in a reduction of the Commitments in accordance with the foregoing. Notwithstanding the foregoing, mandatory commitment reductions with respect to Net Cash Proceeds from Debt Issuances or Asset Sales received by a Foreign Subsidiary shall not be required if and for so long as the Borrower has determined in good faith that repatriation to the Borrower of such Net Cash Proceeds would have material adverse tax consequences or would violate applicable local law or applicable organizational documents of such Subsidiary. Notwithstanding anything to the contrary in this Section 2.08(a)(i), all Net Cash Proceeds described in this Section 2.08(a)(i) received by the Borrower or its Subsidiaries on or after the Closing Date are subject to the Borrower’s election rights set forth in Section 2.10(c)(ii), and to the extent any such Net Cash Proceeds are applied to prepay Loans pursuant to Section 2.10(c)(i), then such Net Cash Proceeds will not be required to be applied to reduce Commitments pursuant to Section 2.08(a)(i). (ii) (A) In Upon the event that occurrence of a Change of Control, the Borrower or any of its Subsidiaries enters into any Qualifying Term Loan Facility for Company shall notify the purpose of financing Agent thereof and, upon notice to the Transactions during Company by the period commencing on Agent at the Effective Date and ending on the date all direction of the Commitments hereunder are terminated, automatically upon Required Lenders within 90 days after the effectiveness later of the definitive documentation for such Qualifying Term Loan Facility in accordance with all applicable “certain funds” requirements in relation to the Offer under applicable laws and regulationsChange of Control or receipt of such notice of Change of Control, the Commitments then outstanding aggregate Acquisition Revolving Commitment and the aggregate W/C Revolving Commitment shall be permanently reduced to $0 and terminated. (iii) Upon any permanent reduction in the aggregate Acquisition Revolving Commitments or aggregate W/C Revolving Commitments, the corresponding Acquisition Revolving Commitment or W/C Revolving Commitment, as the case may be, of each Bank shall automatically be reduced by an amount equal to the lesser of (x) 100% such Bank's ratable share of the commitments under such Qualifying Term Loan Facility that are subject to conditions precedent to funding that are no more restrictive than the conditions set forth herein to the funding reduction, effective as of the Bridge Facility earlier of the date that any corresponding prepayment is made or the date by which such prepayment is due and (y) payable hereunder. All accrued commitment fees to, but not including the amount effective date of any reduction or termination of the Commitments then outstanding; provided, however, notwithstanding any provision to shall be paid on the contrary herein, after effective date of such reduction in Commitments, any Net Cash Proceeds received by the Borrower or any of its Subsidiaries with respect to such Qualifying Term Loan Facility that has reduced Commitments pursuant to this clause (A) shall not result in any requirement for a further reduction in Commitments or prepayment of Loans. The Borrower shall promptly (but in any event within 3 Business Days of the date thereof) notify the Administrative Agent of the entry into any Qualifying Term Loan Facilitytermination.

Mandatory Commitment Reductions. Without duplication: (i) In When the event that the Borrower actually receives any Net Cash Proceeds arising from any Equity Issuance or the Borrower or any of its Subsidiaries actually receives any Net Cash Proceeds arising from any Debt Issuance (other than a Debt Issuance under any Qualifying Term Loan Facility and/or any Qualifying Revolving Facility that has reduced the Commitments hereunder pursuant to clause (ii)(A) or (B) below) or Asset Sale, in each case during the period commencing on the Effective Date and ending on the date on which all Commitments are terminated, then the Commitments then outstanding shall, subject to Section 2.10(c)(ii), be automatically reduced in an amount equal to the lesser of (i) 100% of such Net Cash Proceeds on the date of receipt by the Borrower or, as applicable, any of its Subsidiaries of such Net Cash Proceeds and (ii) the aggregate amount of Commitments then outstanding. The Borrower shall promptly notify the Administrative Agent (but in any event within 3 Business Days) of the receipt by the Borrower, or, as applicable, any of its Subsidiaries, of such Net Cash Proceeds from any Equity Issuance, Debt Issuance or Asset Sale, and such notice shall be accompanied by a reasonably detailed calculation of the Net Cash Proceeds received to the extent receipt thereof would result in a reduction of the Commitments in accordance with the foregoing. Notwithstanding the foregoing, mandatory commitment reductions with respect to Net Cash Proceeds from Debt Issuances or Asset Sales received by a Foreign Subsidiary shall not be required if and for so long as the Borrower has determined in good faith that repatriation to the Borrower of such Net Cash Proceeds would have material adverse tax consequences or would violate applicable local law or applicable organizational documents of such Subsidiary. Notwithstanding anything to the contrary in this Section 2.08(a)(i), all Net Cash Proceeds described in this Section 2.08(a)(i) received by the Borrower or and its Subsidiaries on or after a consolidated basis from Asset Sales (excluding (A) any Net Proceeds reinvested in accordance with Section 7.02(i) and (B) any Net Proceeds received from the sale of Designated Acres as permitted by Section 7.02(f)) since the Closing Date are subject to the Borrower’s election rights set forth in Section 2.10(c)(ii)equals $1 billion, and to the extent any such Net Cash Proceeds are applied to prepay Loans pursuant to Section 2.10(c)(i)then, then such Net Cash Proceeds will not be required to be applied to reduce Commitments pursuant to Section 2.08(a)(i). (ii) (A) In the event that the Borrower or any of its Subsidiaries enters into any Qualifying Term Loan Facility for the purpose of financing the Transactions during the period commencing on the Effective Date and ending on the date all of the Commitments hereunder are terminated, automatically upon the effectiveness of the definitive documentation for such Qualifying Term Loan Facility in accordance with all applicable “certain funds” requirements in relation to the Offer under applicable laws and regulations, the Commitments then outstanding shall be reduced in an amount equal to the lesser of (x) 100% of the commitments under such Qualifying Term Loan Facility that are subject to conditions precedent to funding that are no more restrictive than the conditions set forth herein to the funding of the Bridge Facility and (y) the amount of the Commitments then outstanding; provided, however, notwithstanding any provision to the contrary herein, after such reduction in Commitments, if any Net Cash Proceeds received from time to time thereafter by the Borrower or any of its Subsidiaries with respect from Asset Sales are applied to prepay any of the Loans pursuant to Section 2.05(b)(ii), the Aggregate Commitments shall be reduced from time to time by the amount of any such Qualifying Term Loan Facility that has prepayment. (ii) The Aggregate Commitments shall be reduced from time to time by the amount of any prepayment of Loans undertaken by the Borrower pursuant to Section 2.05(b)(iii). (iii) Any reduction of the Aggregate Commitments pursuant to this clause (ASection 2.06(b) shall not be applied to the Commitment of each Lender according to its Pro Rata Share and shall be effective upon such prepayment. All facility fees accrued until the effective date of any reduction of the Aggregate Commitments shall be paid on the effective date of such reduction. (iv) Any reduction in the Aggregate Commitments which reduces the Aggregate Commitments below the then current amount of the Letter of Credit Sublimit shall result in any requirement for a further an automatic corresponding reduction in Commitments or prepayment of Loans. The Borrower shall promptly (but in any event within 3 Business Days of the date thereof) notify Letter of Credit Sublimit to the Administrative Agent amount of the entry into Aggregate Commitment as so reduced, without any Qualifying Term Loan Facilityaction on the part of the L/C Issuer. (v) Any reduction of the Aggregate Commitments which reduces the Aggregate Commitments below the then current amount of the Swing Line Sublimit shall result in an automatic corresponding reduction of the Swing Line Sublimit to the amount of the Aggregate Commitments, as so reduced, without any action on the part of the Swing Line Lender. (vi) Once reduced or terminated in accordance with this Section 2.06, neither the Aggregate Commitments, the Letter of Credit Sublimit nor the Swing Line Sublimit may be increased.

Mandatory Commitment Reductions. Without duplication: (i) In The Aggregate Revolving Credit Commitment shall be reduced from time to time by the event that amount of any prepayment of Revolving Loans undertaken by the Borrower actually receives any Net Cash Proceeds arising from any Equity Issuance or the Borrower or any of its Subsidiaries actually receives any Net Cash Proceeds arising from any Debt Issuance (other than a Debt Issuance under any Qualifying Term Loan Facility and/or any Qualifying Revolving Facility that has reduced the Commitments hereunder Company pursuant to clause (ii)(Asubsection 2.7(a)(i) or (B) below) a)(ii). Such reduction shall be applied pro rata among the respective Revolving Credit Commitments and shall be effective upon such prepayment. All accrued commitment fees or Asset Sale, in each case during Facility Fees to the period commencing effective date of any reduction or termination of the Aggregate Revolving Credit Commitment shall be paid on the Effective Date and ending on the effective date on which all Commitments are terminated, then the Commitments then outstanding shall, subject to Section 2.10(c)(ii), be automatically reduced in an amount equal to the lesser of (i) 100% of such Net Cash Proceeds on the date of receipt by the Borrower or, as applicable, any of its Subsidiaries of such Net Cash Proceeds and (ii) the amount of Commitments then outstanding. The Borrower shall promptly notify the Administrative Agent (but in any event within 3 Business Days) of the receipt by the Borrower, or, as applicable, any of its Subsidiaries, of such Net Cash Proceeds from any Equity Issuance, Debt Issuance reduction or Asset Sale, and such notice shall be accompanied by a reasonably detailed calculation of the Net Cash Proceeds received to the extent receipt thereof would result in a reduction of the Commitments in accordance with the foregoing. Notwithstanding the foregoing, mandatory commitment reductions with respect to Net Cash Proceeds from Debt Issuances or Asset Sales received by a Foreign Subsidiary shall not be required if and for so long as the Borrower has determined in good faith that repatriation to the Borrower of such Net Cash Proceeds would have material adverse tax consequences or would violate applicable local law or applicable organizational documents of such Subsidiary. Notwithstanding anything to the contrary in this Section 2.08(a)(i), all Net Cash Proceeds described in this Section 2.08(a)(i) received by the Borrower or its Subsidiaries on or after the Closing Date are subject to the Borrower’s election rights set forth in Section 2.10(c)(ii), and to the extent any such Net Cash Proceeds are applied to prepay Loans pursuant to Section 2.10(c)(i), then such Net Cash Proceeds will not be required to be applied to reduce Commitments pursuant to Section 2.08(a)(i)termination. (ii) (A) In Any reduction in the event that Aggregate Revolving Credit Commitment which reduces the Borrower or any of its Subsidiaries enters into any Qualifying Term Loan Facility for Aggregate Revolving Credit Commitment below the purpose of financing the Transactions during the period commencing on the Effective Date and ending on the date all then current amount of the Commitments hereunder are terminated, automatically upon the effectiveness L/C Commitment shall result in an automatic corresponding reduction of the definitive documentation for such Qualifying Term Loan Facility in accordance with all applicable “certain funds” requirements in relation L/C Commitment to the Offer under applicable laws and regulations, the Commitments then outstanding shall be reduced in an amount equal to the lesser of (x) 100% of the commitments under such Qualifying Term Loan Facility that are subject to conditions precedent to funding that are no more restrictive than the conditions set forth herein to the funding of the Bridge Facility and (y) the amount of the Commitments Aggregate Revolving Credit Commitment as so reduced, without any action on the part of the Issuing Bank. (iii) Any reduction of the Aggregate Revolving Credit Commitment which reduces the Aggregate Revolving Commitment below the then outstanding; provided, however, notwithstanding any provision current amount of the Swingline Commitment shall result in an automatic corresponding reduction of the Swingline Commitment to the contrary herein, after such reduction in Commitments, any Net Cash Proceeds received by the Borrower or any of its Subsidiaries with respect to such Qualifying Term Loan Facility that has reduced Commitments pursuant to this clause (A) shall not result in any requirement for a further reduction in Commitments or prepayment of Loans. The Borrower shall promptly (but in any event within 3 Business Days amount of the date thereof) notify Aggregate Revolving Credit Commitment, as so reduced, without any action on the Administrative Agent part of the entry into any Qualifying Swingline Bank. (iv) The Term Loan FacilityCredit Commitments of all the Banks shall be automatically terminated on the Closing Date upon the Borrowing of the Term Loans on such date. (v) Once reduced in accordance with this Section 2.7(b), neither the Aggregate Revolving Credit Commitment, the L/C Commitment nor the Swingline Commitment may be increased.

Mandatory Commitment Reductions. Without duplication: (i) In The aggregate Acquisition Revolving Commitments and aggregate W/C Revolving Commitments, in that order of priority, shall be permanently reduced from time to time by the event amount of any mandatory prepayment or Cash Collateralization of the Loans required by subsection 2.6(a); provided that to the Borrower actually receives extent a sale of assets, an Event of Loss or Timber Harvest shall not result in any Net Cash Proceeds arising from any Equity Issuance or prepayment of the Borrower or any of its Subsidiaries actually receives any Net Cash Proceeds arising from any Debt Issuance (other than a Debt Issuance under any Qualifying Term Loan Facility and/or any Qualifying Revolving Facility that has reduced the Commitments hereunder Loans pursuant to clause (ii)(Asubsection 2.6(a) or (B) below) or Asset Salebecause the Loans have been repaid in full, in each case during first, the period commencing on aggregate Acquisition Revolving Commitment and, second, the Effective Date and ending on the date on which all Commitments are terminatedaggregate W/C Revolving Commitment, then the Commitments then outstanding shall, subject to Section 2.10(c)(ii), shall be automatically permanently reduced in an amount equal to the lesser amount that would otherwise be applied to a prepayment or Cash Collateralization of the Loans by operation of subsection 2.6(a). Such permanent reduction shall take effect upon the date the corresponding mandatory prepayment is or would (iif Loans were outstanding) 100% be required by subsection 2.6(a) or, in the case of funds actually deposited as Cash Collateral under that subsection, upon the application of such Net Cash Proceeds on cash collateral to the date of receipt by the Borrower orW/C Revolving Loans or Acquisition Revolving Loans, as applicable, any of its Subsidiaries of such Net Cash Proceeds and (ii) the amount of Commitments then outstanding. The Borrower shall promptly notify the Administrative Agent (but in any event within 3 Business Days) of the receipt by the Borrower, or, as applicable, any of its Subsidiaries, of such Net Cash Proceeds from any Equity Issuance, Debt Issuance or Asset Sale, and such notice shall be accompanied by a reasonably detailed calculation of the Net Cash Proceeds received to the extent receipt thereof would result in a reduction of the Commitments in accordance with the foregoing. Notwithstanding the foregoing, mandatory commitment reductions with respect to Net Cash Proceeds from Debt Issuances or Asset Sales received by a Foreign Subsidiary shall not be required if and for so long as the Borrower has determined in good faith that repatriation to the Borrower of such Net Cash Proceeds would have material adverse tax consequences or would violate applicable local law or applicable organizational documents of such Subsidiary. Notwithstanding anything to the contrary in this Section 2.08(a)(i), all Net Cash Proceeds described in this Section 2.08(a)(i) received by the Borrower or its Subsidiaries on or after the Closing Date are subject to the Borrower’s election rights set forth in Section 2.10(c)(ii), and to the extent any such Net Cash Proceeds are applied to prepay Loans pursuant to Section 2.10(c)(i), then such Net Cash Proceeds will not be required to be applied to reduce Commitments pursuant to Section 2.08(a)(i). (ii) (A) In Upon the event that occurrence of a Change of Control, the Borrower Company shall notify the Agent thereof and, upon notice to the Company by the Agent at the direction of the Required Lenders within 90 days after the later of such Change of Control or any receipt of its Subsidiaries enters into any Qualifying Term Loan Facility for such notice of Change of Control, the purpose of financing aggregate Acquisition Revolving Commitment and the Transactions during the period commencing on the Effective Date aggregate W/C Revolving Commitment shall be permanently reduced to $0 and ending terminated on the date all of 10 days after such demand. (iii) Upon any permanent reduction in the aggregate Acquisition Revolving Commitments hereunder are terminated, automatically upon the effectiveness of the definitive documentation for such Qualifying Term Loan Facility in accordance with all applicable “certain funds” requirements in relation to the Offer under applicable laws and regulationsor aggregate W/C Revolving Commitments, the Commitments then outstanding corresponding Acquisition Revolving Commitment or W/C Revolving Commitment, as the case may be, of each Bank shall automatically be reduced in by an amount equal to the lesser of (x) 100% such Bank's ratable share of the commitments under such Qualifying Term Loan Facility that are subject to conditions precedent to funding that are no more restrictive than the conditions set forth herein to the funding reduction, effective as of the Bridge Facility earlier of the date that any corresponding prepayment is made or the date by which such prepayment is due and payable hereunder. All accrued commitment fees to, but not including the effective date of any reduction or termination of the Commitments shall be paid on the effective date of such reduction or termination. (yiv) No reduction in the W/C Revolving Commitments pursuant to Sections 2.5 or 2.6 shall reduce the L/C Commitment unless and until the W/C Revolving Commitments have been reduced to the amount of the Commitments then outstandingL/C Commitment; providedthereafter, however, notwithstanding any provision to the contrary herein, after such reduction in Commitments, any Net Cash Proceeds received by the Borrower or any of its Subsidiaries with respect to such Qualifying Term Loan Facility that has reduced W/C Commitments pursuant to this clause Sections 2.5 or 2.6 shall equally reduce the L/C Commitment. (Av) shall not result in any requirement for a further No reduction in the W/C Revolving Commitments pursuant to Sections 2.5 or prepayment of Loans. The Borrower 2.6 shall promptly (but in any event within 3 Business Days reduce the Swingline Commitment unless and until the W/C Revolving Commitments have been reduced to the amount of the date thereof) notify Swingline Commitment; thereafter, any reduction in the Administrative Agent of W/C Revolving Commitment pursuant to Sections 2.5 or 2.6 shall equally reduce the entry into any Qualifying Term Loan FacilitySwingline Commitment.

Mandatory Commitment Reductions. Without duplication: (i) In The Aggregate Commitment shall be permanently reduced from time to time by the event amount of any mandatory prepayment of Loans required by subsection 2.7(a)(i); provided that to the Borrower actually receives extent such sale of assets or harvest of excess timber shall not result in any Net Cash Proceeds arising from any Equity Issuance or the Borrower or any of its Subsidiaries actually receives any Net Cash Proceeds arising from any Debt Issuance (other than a Debt Issuance under any Qualifying Term Loan Facility and/or any Qualifying Revolving Facility that has reduced the Commitments hereunder prepayment pursuant to clause (ii)(Asubsection 2.7(a)(i) or (B) below) or Asset Salebecause no Loans are outstanding, first, the "Aggregate Commitment," as defined in each case during the period commencing on Facility A Credit Agreement, and second, the Effective Date and ending on the date on which all Commitments are terminated, then the Commitments then outstanding shall, subject to Section 2.10(c)(ii), Aggregate Commitment shall be automatically permanently reduced in an amount equal to the lesser amount that would otherwise be applied to a prepayment of (i) 100% the Facility A Loans by operation of such Net Cash Proceeds on the date of receipt by the Borrower or, as applicable, any of its Subsidiaries of such Net Cash Proceeds and (ii) the amount of Commitments then outstanding. The Borrower shall promptly notify the Administrative Agent (but in any event within 3 Business Dayssubsection 2.7(a)(i) of the receipt Facility A Credit Agreement and the Loans by operation of subsection 2.7(a)(i) hereof, as the Borrower, case may be. Such permanent reduction shall take effect upon the date such mandatory prepayment is required by subsection 2.7(a)(i) or, in the case of funds actually deposited as applicablecash collateral under that subsection, any of its Subsidiaries, upon the application of such Net Cash Proceeds from cash collateral to the Loans. Upon any Equity Issuancesuch permanent reduction in the Aggregate Commitment, Debt Issuance the Commitment of each Bank shall automatically be reduced by an amount equal to such Bank's ratable share of the reduction, effective as of the earlier of the date that any corresponding prepayment is made or Asset Salethe date by which such prepayment is due and payable hereunder. All accrued commitment fees to, and such notice but not including the effective date of any reduction or termination of the Commitments, shall be accompanied by a reasonably detailed calculation of paid on the Net Cash Proceeds received to the extent receipt thereof would result in a reduction of the Commitments in accordance with the foregoing. Notwithstanding the foregoing, mandatory commitment reductions with respect to Net Cash Proceeds from Debt Issuances or Asset Sales received by a Foreign Subsidiary shall not be required if and for so long as the Borrower has determined in good faith that repatriation to the Borrower effective date of such Net Cash Proceeds would have material adverse tax consequences reduction or would violate applicable local law or applicable organizational documents of such Subsidiary. Notwithstanding anything to the contrary in this Section 2.08(a)(i), all Net Cash Proceeds described in this Section 2.08(a)(i) received by the Borrower or its Subsidiaries on or after the Closing Date are subject to the Borrower’s election rights set forth in Section 2.10(c)(ii), and to the extent any such Net Cash Proceeds are applied to prepay Loans pursuant to Section 2.10(c)(i), then such Net Cash Proceeds will not be required to be applied to reduce Commitments pursuant to Section 2.08(a)(i)termination. (ii) No reduction in the Aggregate Commitment pursuant to Section 2.5 or subsection 2.7(b)(i) shall reduce the L/C Commitment unless and until the Aggregate Commitment has been reduced to $10,000,000; thereafter, any reduction in the Aggregate Commitment pursuant to Section 2.5 shall equally reduce the L/C Commitment. (Aiii) In At no time shall the event that Swingline Commitment exceed the Borrower or Aggregate Commitment, and any of its Subsidiaries enters into any Qualifying Term Loan Facility for the purpose of financing the Transactions during the period commencing on the Effective Date and ending on the date all reduction of the Commitments hereunder are terminated, automatically upon Aggregate Commitment which reduces the effectiveness Aggregate Commitment below the then current amount of the definitive documentation for such Qualifying Term Loan Facility in accordance with all applicable “certain funds” requirements in relation to the Offer under applicable laws and regulations, the Commitments then outstanding Swingline Commitment shall be reduced result in an amount equal to the lesser of (x) 100% automatic corresponding reduction of the commitments under such Qualifying Term Loan Facility that are subject Swingline Commitment to conditions precedent to funding that are no more restrictive than the conditions set forth herein to the funding of the Bridge Facility and (y) the amount of the Commitments then outstanding; providedAggregate Commitment, howeveras so reduced, notwithstanding without any provision to action on the contrary herein, after such reduction in Commitments, any Net Cash Proceeds received by the Borrower or any of its Subsidiaries with respect to such Qualifying Term Loan Facility that has reduced Commitments pursuant to this clause (A) shall not result in any requirement for a further reduction in Commitments or prepayment of Loans. The Borrower shall promptly (but in any event within 3 Business Days part of the date thereof) notify the Administrative Agent of the entry into any Qualifying Term Loan FacilitySwingline Bank.