Common use of Optional Clause in Contracts

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum aggregate amount of $5,000,000, or any whole multiple of $1,000,000, in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent not later than 10:00 a.m. three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 1,000,000 or any whole multiple of $1,000,000, 500,000 in excess thereof orthereof, if less(iii) the Borrower shall not terminate or reduce the Revolving Credit Facility if, after giving effect thereto and to any concurrent prepayments hereunder, the entire amount thereof Total Revolving Credit Outstandings would exceed the Revolving Credit Facility, and (iiiiv) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities and Incremental Facilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum aggregate amount of $5,000,0001,000,000, as applicable, or any whole multiple of $1,000,000250,000, in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent not later than 10:00 a.m. three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 1,000,000 or any whole multiple of $1,000,000, 500,000 in excess thereof orthereof, if less(iii) the Borrower shall not terminate or reduce the Revolving Credit Facility if, after giving effect thereto and to any concurrent prepayments hereunder, the entire amount thereof Total Revolving Credit Outstandings would exceed the Revolving Credit Facility, and (iiiiv) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities and Refinancing Facilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 1,000,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three Business Days prior to the date of termination or reductionreduction (unless the Administrative Agent agrees to a shorter period in its discretion), (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, or any whole multiple of $1,000,000, 1,000,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the any Commitments if such termination would have resulted from a refinancing of all or any portion of the applicable FacilityClass or occurrence of other event, which refinancing or other event shall not be consummated or otherwise shall be delayed.

Optional. The A Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent at least three Business Days prior to the date of termination or reductionreduction (unless the Administrative Agent agrees to a shorter period in its discretion), (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,0001,000,000, or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the applicable Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Participating Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided in the immediately preceding sentence, the amount of any such Revolving Credit Commitment reduction shall not otherwise be applied to the applicable Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the a Borrower. Notwithstanding the foregoing, the a Borrower may rescind or postpone any notice of termination of the any Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacility or other conditional event, which refinancing or other event shall not be consummated or otherwise shall be delayed.

Optional. The Parent Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three one (1) Business Days Day prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Dollar Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Dollar Revolving Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Parent Borrower. Notwithstanding the foregoing, the Parent Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount (A) of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, or (B) equal to the entire remaining amount thereof of the Commitments of any Class and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit Sublimit, as the case may be, exceeds the amount of the Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerBorrower or as required by the preceding sentence. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three Business Days prior to the date of termination or reductionreduction (unless the Administrative Agent agrees to a shorter period in its discretion), (ii) any such partial reduction shall be in a minimum aggregate principal amount of $5,000,0001,000,000, or any whole multiple of $1,000,000250,000, in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the CommitmentsCommitments of any Class, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the applicable Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, or any whole multiple of $1,000,000, 1,000,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the any Commitments if such termination would have resulted from a refinancing of all or any portion of the applicable FacilityClass or occurrence of other event, which refinancing or other event shall not be consummated or otherwise shall be delayed.

Optional. The Borrower Company may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum aggregate amount of $5,000,00010,000,000, or any whole multiple of $1,000,000, in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit, the Yen Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit, the Yen Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerCompany. Notwithstanding the foregoing, the Borrower Company may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three Business Days prior to the date of termination or reductionreduction (unless the Administrative Agent agrees to a shorter period in its discretion), (ii) any such partial reduction shall be in a minimum aggregate principal amount of $5,000,0001,000,000, or any whole multiple of $1,000,000250,000, in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum aggregate amount of $5,000,000100,000, or any whole multiple of $1,000,000100,000, in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Classaggregate Revolving Credit Commitments, or from time to time permanently reduce the unused Aggregate Revolving Credit Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount (A) of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof oror (B) equal to the Aggregate Revolving Credit Commitments, if lessat such time, the entire amount thereof and (iii) if, after giving effect to any reduction of the Aggregate Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The amount excess and (iv) the Borrower may not reduce Revolving Credit Commitments under one Class prior to any reduction under an earlier maturing Class of any such Commitment reduction shall not otherwise be applied to the Letter of Revolving Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerCommitments. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of reduction or termination of the Aggregate Revolving Credit Commitments if such reduction or termination would have resulted from a refinancing of all or any part of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower Borrowers may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent at least 11:00 a.m. three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,0001,000,000, or any whole multiple of $1,000,000, 500,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any termination or permanent reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the any Revolving Credit Facility, such sublimit Commitments pursuant to this Section 2.06(a) shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified as directed by the Borrower, including as to any Class of Extended Revolving Credit Commitments or existing Revolving Credit Commitments (including any Incremental Revolving Credit Commitments and Refinancing Revolving Credit Commitments). Notwithstanding the foregoing, the Administrative Borrower may rescind or postpone any notice of termination of any Commitments prior to the Commitments effectiveness of such termination if such termination would have resulted from a refinancing of all or a portion of the applicable FacilityFacility or other conditional event, which refinancing or other conditional event shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 1,000,000 or any whole multiple of $1,000,000, 500,000 in excess thereof orthereof, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excessexcess and (iv) on or prior to the Maturity Date for the Original Maturity Revolving Credit Commitments, any termination or reduction of Extended Maturity Revolving Credit Commitments must be accompanied by a corresponding termination or pro rata reduction of the Original Maturity Revolving Credit Commitments. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the any Class of Commitments if such termination would have resulted from a refinancing in total of all of the applicable a Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three one (1) Business Days Day prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Dollar Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Dollar Revolving Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower Borrowers may, upon written notice by the Parent Borrower to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three one (1) Business Days Day prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Revolving Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Parent Borrower. Notwithstanding the foregoing, the Borrower Borrowers may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable Revolving Credit Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum aggregate amount of $5,000,000100,000, as applicable, or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Parent Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three Business Days prior to the date of termination or reductionreduction (unless the Administrative Agent agrees to a shorter period in its discretion), (ii) any such partial reduction shall be in a minimum aggregate amount of $5,000,0001,000,000, or any whole multiple of $1,000,000250,000, in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Parent Borrower. Notwithstanding the foregoing, the Parent Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacility or other conditional event, which refinancing or other event shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Classaggregate Revolving Credit Commitments, or from time to time permanently reduce the unused Aggregate Revolving Credit Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount (A) of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof oror (B) equal to the Aggregate Revolving Credit Commitments, if lessat such time, the entire amount thereof and (iii) if, after giving effect to any reduction of the Aggregate Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The amount excess and (iv) the Borrower may not reduce Revolving Credit Commitments under one Class prior to any reduction under an earlier maturing Class of any such Commitment reduction shall not otherwise be applied to the Letter of Revolving Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerCommitments. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of reduction or termination of the Aggregate Revolving Credit Commitments if such reduction or termination would have resulted from a refinancing of all or any part of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.. (a)

Optional. The Any Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount (A) of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, or (B) equal to the entire remaining amount thereof of the Commitments of any Class and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit Sublimit, as the case may be, exceeds the amount of the Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerParent Guarantor. Notwithstanding the foregoing, the any relevant Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any ClassRevolving Credit Commitments, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penaltyRevolving Credit Commitments; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 1,000,000 or any whole multiple of $1,000,000, 1,000,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The Except as set forth above, the amount of any such Revolving Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Revolving Credit Commitments if such termination would have resulted from a refinancing of all of the applicable Revolving Credit Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The A Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent at least three (3) Business Days prior to the date of termination or reductionreduction (unless the Administrative Agent agrees to a shorter period in its discretion), (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,0001,000,000, or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the applicable Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Participating Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided in the immediately preceding sentence, the amount of any such Revolving Credit Commitment reduction shall not otherwise be applied to the applicable Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the a Borrower. Notwithstanding the foregoing, the a Borrower may rescind or postpone any notice of termination of the any Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacility or other conditional event, which refinancing or other event shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Classaggregate Revolving Credit Commitments, or from time to time permanently reduce the unused Aggregate Revolving Credit Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount (A) of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof oror (B) equal to the Aggregate Revolving Credit Commitments, if lessat such time, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, Aggregate Revolving Credit Commitments or the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The amount excess and (iv) the Borrower may not reduce Revolving Credit Commitments under one Class prior to any reduction under an earlier maturing Class of any such Commitment reduction shall not otherwise be applied to the Letter of Revolving Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerCommitments. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of reduction or termination of the Aggregate Revolving Credit Commitments if such reduction or termination would have resulted from a refinancing of all or any part of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Dollar Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Dollar Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Dollar Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Lead Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum aggregate amount of $5,000,0001,000,000, as applicable, or any whole multiple of $1,000,000250,000, in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Lead Borrower. Notwithstanding the foregoing, the Lead Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum aggregate amount of $5,000,000, or any whole multiple of $1,000,000, in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Lead Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum aggregate amount of $5,000,0001,000,000, as applicable, or any whole multiple of $1,000,000250,000, in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the 2021 Refinancing Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Lead Borrower. Notwithstanding the foregoing, the Lead Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three one (1) Business Days Day prior to the date of termination or reductionreduction (or, in any case, such shorter period of time as agreed to by the Administrative Agent in its reasonable discretion) and (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 1,000,000 or any whole multiple of $1,000,000, 500,000 in excess thereof or, if less, the entire amount thereof thereof, and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or (x) the Swing Line Sublimit exceeds the amount Revolving Credit Commitment or (y) the Letter of Credit Sublimit exceeds the Revolving Credit FacilityCommitments, such sublimit then the Swing Line Sublimit or the Letter of Credit Sublimit, as applicable, shall be automatically reduced by the amount of such excess. The amount of any excess for so long (but only for so long) as such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrowerexcess exists. Notwithstanding the foregoing, the Borrower may condition any notice of prepayment on the consummation of a Conditional Notice Transaction and rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing Conditional Notice Transaction shall not be consummated or otherwise shall be delayed.

Optional. The Parent Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any ClassRevolving Credit Commitments, or from time to time permanently reduce the unused Commitments of any ClassRevolving Credit Commitments, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three one (1) Business Days Day prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Revolving Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Parent Borrower. Notwithstanding the foregoing, the Parent Borrower may rescind or postpone any notice of termination of the Revolving Credit Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum aggregate amount of $5,000,000, or any whole multiple of $1,000,000, in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacility or any other transaction, which refinancing or other transaction shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent at least three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000500,000, or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Participating Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided in the immediately preceding sentence, the amount of any such Revolving Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the any Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, subject to Section 2.05(b)(iv), terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, or any whole multiple of $1,000,000, 1,000,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the any Commitments if such termination would have resulted from a refinancing of all or any portion of the applicable FacilityClass or occurrence of other event, which refinancing or other event shall not be consummated or otherwise shall be delayed.

Optional. The Borrower Borrowers may, upon written notice to the Administrative Agent, terminate all or any portion of the unused Revolving Credit Commitments of any Class, or from time to time permanently reduce under the unused Commitments of any Class, in each case without premium or penaltyRevolving Credit Facility; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount (A) of $5,000,000, 1,000,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, or (B) equal to the entire remaining amount thereof of the Revolving Credit Commitments and (iii) if, after giving effect to any reduction of the Revolving Credit Commitments, (1) the Letter of Credit Sublimit or the Swing Line Sublimit Sublimit, as the case may be, exceeds the amount of the Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Revolving Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerBorrowers. Notwithstanding the foregoing, the Borrower Borrowers may rescind or postpone any notice of termination of the Revolving Credit Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three one (1) Business Days Day prior to the date of termination or reductionreduction (or, in any case, such shorter period of time as agreed to by the Administrative Agent in its reasonable discretion) and (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 100,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof thereof, and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit FacilityCommitments, then in any such sublimit case the Letter of Credit Sublimit or the Swing Line Sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all or any portion of the applicable Facilityany Facility or Facilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three one (1) Business Days Day prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof orand, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Swing Line Sublimit or the Swing Line L/C Sublimit exceeds the amount of the Revolving Credit Facility, then in any such sublimit case the Swing Line Sublimit or the L/C Sublimit, as applicable, shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction excess and (iv) the Revolving Credit Commitments shall not otherwise be applied reduced to an amount that is less than the Letter of Revolving Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerExposure. Notwithstanding the foregoing, the Borrower may rescind or postpone any Any such notice of termination or reduction of commitments pursuant to this Section 2.06(a) may state that it is conditioned upon the Commitments occurrence or non-occurrence of any event specified therein (including the effectiveness of other credit facilities), in which case such notice may be revoked by the Borrower if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall condition is not be consummated or otherwise shall be delayedsatisfied.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Dollar Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Dollar Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Dollar Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all or a portion of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower Borrowers may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 2,500,000 or any whole multiple of $1,000,000, 500,000 in excess thereof orthereof, if less(iii) the Borrowers shall not terminate or reduce the Revolving Credit Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the entire amount thereof Total Revolver Outstandings would exceed the aggregate Revolving Credit Commitments and (iiiiv) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerBorrowers. Notwithstanding the foregoing, the Borrower Borrowers may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The A Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent at least three Business Days prior to the date of termination or reductionreduction (unless the Administrative Agent agrees to a shorter period in its discretion), (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,0001,000,000, or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the applicable Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Participating Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided in the immediately preceding sentence, the amount of any such Revolving Credit Commitment reduction shall not otherwise be applied to the applicable Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the a Borrower. Notwithstanding the foregoing, the a Borrower may rescind or postpone any notice of termination of the any Commitments if such termination would have resulted from a refinancing lxxiii of all of the applicable FacilityFacility or other conditional event, which refinancing or other event shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate all or any portion of the unused Revolving Credit Commitments of any Class, or from time to time permanently reduce under the unused Commitments of any Class, in each case without premium or penaltyRevolving Credit Facility; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount (A) of $5,000,000, 1,000,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, or (B) equal to the entire remaining amount thereof of the Revolving Credit Commitments and (iii) if, after giving effect to any reduction of the Revolving Credit Commitments, (1) the Letter of Credit Sublimit or the Swing Line Sublimit Sublimit, as the case may be, exceeds the amount of the Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Revolving Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Revolving Credit Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three one (1) Business Days Day prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Dollar Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Dollar Revolving Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days Day prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, or any whole multiple of $1,000,000, 1,000,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the any Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any ClassAggregate Revolving Credit Commitments, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penaltyAggregate Revolving Credit Commitments; provided that (i) any such notice shall be received by the Administrative Agent three one Business Days Day prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount (A) of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof oror (B) equal to the Aggregate Revolving Credit Commitments, if less, the entire amount thereof at such time and (iii) if, after giving effect to any reduction of the Aggregate Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of reduction or termination of the Aggregate Revolving Credit Commitments if such reduction or termination would have resulted from a refinancing of all or any part of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Dollar Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The A Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent at least three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,0001,000,000, or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Participating Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided in the immediately preceding sentence, the amount of any such Revolving Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the a Borrower. Notwithstanding the foregoing, the a Borrower may rescind or postpone any notice of termination of the any Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum aggregate amount of $5,000,000, as applicable, or any whole multiple of $1,000,000, in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit FacilityFacilities, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the any Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any ClassCommitments, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penaltyAggregate Commitments; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 1,000,000 or any whole multiple of $1,000,000, 1,000,000 in excess thereof orthereof, if less, the entire amount thereof and (iii) the Borrower shall not terminate or reduce the Aggregate Commitments if, after giving effect thereto and to any reduction of the Commitmentsconcurrent prepayments hereunder, the Letter of Credit Sublimit or Total Outstandings would exceed the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of Aggregate Commitments and (iv) any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a to be made in connection with any refinancing of all of the applicable FacilityAggregate Commitments with the proceeds of such refinancing or of any incurrence of Indebtedness, which may be, if expressly so stated to be, contingent upon the consummation of such refinancing or incurrence (provided that the failure to terminate or reduce as a result of the failure of such contingency shall not be consummated or otherwise shall be delayedrelieve the Borrower from its obligations in respect thereof under Section 3.05).

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any ClassRevolving Credit Commitments, or from time to time permanently reduce the unused Commitments of any ClassRevolving Credit Commitments, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three one (1) Business Days Day prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Revolving Credit Commitments, the Letter of Credit L/C Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Revolving Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Revolving Credit Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any ClassAggregate Revolving Credit Commitments, or from time to time permanently reduce the unused Commitments of any ClassAggregate Revolving Credit Commitments; provided, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three one Business Days Day prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount (A) of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof oror (B) equal to the Aggregate Revolving Credit Commitments, if less, the entire amount thereof at such time and (iii) if, after giving effect to any reduction of the Aggregate Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of reduction or termination of the Aggregate Revolving Credit Commitments if such reduction or termination would have resulted from a refinancing is conditioned on the consummation of all any other transaction or the occurrence of the applicable Facilityany event, which refinancing transaction or event shall not be consummated or shall not have occurred or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, subject to Section 2.05(b)(iv), terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three Business Days Day prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, or any whole multiple of $1,000,000, 1,000,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the any Commitments if such termination would have resulted from a refinancing of all or any portion of the applicable FacilityClass or occurrence of other event, which refinancing or other event shall not be consummated or otherwise shall be delayed.

Optional. The Borrower Company may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 1,000,000 or any whole multiple of $1,000,000, 500,000 in excess thereof (or, if less, the entire remaining amount thereof of such Commitments) and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerCompany. Notwithstanding the foregoing, the Borrower Company may rescind or postpone any notice of termination or reduction of the Commitments if such termination or reduction would have resulted from a refinancing of all or any portion of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Parent Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount (A) of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, or (B) equal to the entire remaining amount thereof of the Commitments of any Class and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit Sublimit, as the case may be, exceeds the amount of the Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerParent Borrower or as required by the preceding sentence. Notwithstanding the foregoing, the Parent Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum aggregate amount of $5,000,000, as applicable, or any whole multiple of $1,000,000, in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all any of the applicable FacilityFacilities in its entirety, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount (A) of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, or (B) equal to the entire remaining amount thereof of the Commitments of any Class and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit of any Class or the Swing Line Sublimit Sublimit, as the case may be, exceeds the amount of the Revolving Credit FacilityCommitments of the applicable Class, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the applicable Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerBorrower or as required by the preceding sentence. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower Borrowers may, upon written notice to the Administrative AgentAgent by the Lead Borrower, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three Business Days prior to the date of termination or reductionreduction (unless the Administrative Agent agrees to a shorter period in its discretion), (ii) any such partial reduction shall be in a minimum aggregate principal amount of $5,000,0001,000,000, or any whole multiple of $1,000,000250,000, in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Lead Borrower. Notwithstanding the foregoing, the Lead Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any ClassCommitments, or from time to time permanently reduce the unused Term Loan Commitments or New Loan Commitments (but the amount of any Class, such Commitment reduction shall not (except as set forth in each case without premium or penaltyclause (iii) below) be applied to the Swing Line Sublimit unless otherwise specified by the Borrower); provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, reduction and (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 1,000,000 or any whole multiple of $1,000,000, 500,000 in excess thereof or, if less, the entire amount thereof and (iii) if, if after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount sum of the Revolving Credit unused Commitments under the Term Loan Facility and New Loan Facility, such sublimit Swing Line Sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent not later than 10:00 a.m. three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 1,000,000 or any whole multiple of $1,000,000, 500,000 in excess thereof orthereof, if less(iii) the Borrower shall not terminate or reduce the Revolving Credit Facility if, after giving effect thereto and to any concurrent prepayments hereunder, the entire amount thereof Total Revolving Credit Outstandings would exceed the Revolving Credit Facility and (iiiiv) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities and Incremental Facilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower Borrowers may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reductionreduction (unless the Administrative Agent agrees to a shorter period in its discretion), (ii) any such partial reduction shall be in a minimum aggregate principal amount of $5,000,0001,000,000, or any whole multiple of $1,000,000250,000, in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the applicable Borrower. Notwithstanding the foregoing, the applicable Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit Sublimitof any L/C Issuer exceeds the amount of the Revolving Credit FacilityFacilityCommitments of such L/C Issuer, such sublimit shall be automatically reduced by the amount of such excess, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower Borrowers may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 10,000,000 or any whole multiple of $1,000,000, 1,000,000 in excess thereof orthereof, if less(iii) the Borrowers shall not terminate or reduce the Revolving Credit Commitments of any Class if, after giving effect thereto and to any concurrent prepayments hereunder, the entire amount thereof aggregate Outstanding Amount of such Class would exceed the aggregate Revolving Credit Commitments of such Class and (iiiiv) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerBorrowers. Notwithstanding the foregoing, the Borrower Borrowers may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable Revolving Credit Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the aggregate amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days Days’ prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount (A) of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, or (B) equal to the entire remaining amount thereof of the Commitments of any Class and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit Sublimit, as the case may be, exceeds the amount of the Revolving Credit FacilityCommitments (after giving effect to any reallocations pursuant to Sections 2.14, 2.15 or 2.16), such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerBorrower or as required by the preceding sentence. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from the issuance of New Term Loans and/or New Revolving Credit Commitments or a refinancing of all of the applicable FacilityFacilities, which issuance or refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three Business Days prior to the date of termination or reductionreduction (unless the Administrative Agent agrees to a shorter period in its discretion), (ii) any such partial reduction shall be in a minimum aggregate principal amount of $5,000,0001,000,000, or any whole multiple of $1,000,000250,000, in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to Alight Inc. has requested confidential treatment of this registration statement and associated correspondence pursuant to Rule 83 of the Securities and Exchange Commission. any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused unusedUnused Commitments of any Class, or from time to time permanently reduce the unused unusedUnused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days Day prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, or any whole multiple of $1,000,000, 1,000,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the any Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.. (b)

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three one (1) Business Days Day prior to the date of termination or reduction, reduction and (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 1,000,000 or any whole multiple of $1,000,000, 1,000,000 in excess thereof or, if less, the entire amount thereof thereof, and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit FacilityCommitments, then in any such sublimit case the Letter of Credit Sublimit or the Swing Line Sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all or any portion of the applicable Facilityany Facility or Facilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent at least three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate EXHIBIT 10.3 (2) amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Revolving Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerBorrower or as otherwise provided in the immediately preceding sentence. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days Day prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, or any whole multiple of $1,000,000, 1,000,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerBorrower provided further that terminations of any unsued Revolving Credit Commitments shall be made ratably among the Series A Revolving Credit Commitments and the Series B Revolving Credit Commitments. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the any Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent at least three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Revolving Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerBorrower or as otherwise provided in the immediately preceding sentence. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing in total of all of the applicable a Facility, which refinancing shall not be consummated or otherwise shall be delayed.. 55738387_110

Optional. The Parent Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three one Business Days Day prior to the date of termination or reduction, (ii) any such partial reduction by the Parent Borrower shall be in a minimum an aggregate amount of $5,000,0001,000,000 or €1,000,000, as applicable, or any whole multiple of $1,000,000500,000 or €500,000, as applicable, in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Dollar Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Dollar Revolving Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Parent Borrower. Notwithstanding the foregoing, the Parent Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum aggregate amount of $5,000,000, or any whole multiple of $1,000,000, in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess and (iv) if, after giving effect to any reduction of the Commitments, the Swing Line Loan Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or of the Swing Line Sublimit Loan Sublimit, as applicable, unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount (A) of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, or (B) equal to the entire remaining amount thereof of the Commitments of any Class and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit Sublimit, as the case may be, exceeds the amount of the Revolving Credit FacilityCommitments (after giving effect to any reallocations pursuant to Sections 2.14, 2.15 or 2.16), such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerBorrower or as required by the preceding sentence. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from the issuance of New Term Loans and/or New Revolving Credit Commitments or a refinancing of all of the applicable FacilityFacilities, which issuance or refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments (with “unused” for this Section 2.06 meaning, for any portion of any Commitment, that no Loans or participations in Letters of Credit or Swing Line Loans exist in respect of such portion of such Commitment) of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days Day prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, or any whole multiple of $1,000,000, 1,000,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Series C Revolving Credit FacilityFacilities, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the any Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Parent Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days Day prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, or any whole multiple of $1,000,000, 1,000,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit FacilityFacilityFacilities, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Parent Borrower. Notwithstanding the foregoing, the Parent Borrower may rescind or postpone any notice of termination of the any Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any ClassRevolving Credit Commitments, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penaltyRevolving Credit Commitments; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 100,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Revolving Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Revolving Credit Commitments if such termination would have resulted from a refinancing of all of the applicable Revolving Credit Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Revolving Administrative Agent, terminate the unused Commitments of any ClassRevolving Credit Commitments, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penaltyRevolving Credit Commitments; provided that (i) any such notice shall be received by the Revolving Administrative Agent three (3) Business Days prior to the date of termination or reductionreduction (or such shorter period as may be agreed by the Revolving Administrative Agent in its sole discretion), (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof orthereof, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The Subject to clause (iii) above, the amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Revolving Credit Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, subject to Section 2.05(b)(iv), terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three Business Days Day prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, or any whole multiple of $1,000,000, 1,000,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the aggregate amount of the Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the any Commitments if such termination would have resulted from a refinancing of all or any portion of the applicable FacilityClass or occurrence of other event, which refinancing or other event shall not be consummated or otherwise shall be delayed.

Optional. The Lead Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum aggregate amount of $5,000,0001,000,000, as applicable, or any whole multiple of $1,000,000250,000, in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Lead Borrower. Notwithstanding the foregoing, the Lead Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.. (b)

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Dollar Revolving Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Dollar Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Dollar Revolving Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 5,000,000 or any whole multiple of $1,000,000, 500,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the any Commitments if such termination would have resulted from a refinancing of all or any portion of the applicable FacilityClass or occurrence of any other event, which refinancing or other event shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum aggregate amount of $5,000,000, as applicable, or any whole multiple of $1,000,000, in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any ClassAggregate Revolving Commitments, or from time to time permanently reduce the unused Aggregate Revolving Commitments of any Classto an amount not less than the Total Revolving Outstandings; provided, in each case without premium or penalty; provided that that, (i) any such notice shall be received by the Administrative Agent three not later than 12:00 noon five Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 5,000,000 or any whole multiple of $1,000,000, 1,000,000 in excess thereof orthereof, if less, the entire amount thereof and (iii) the Borrower shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any reduction of the Commitmentsconcurrent prepayments hereunder, the Letter Total Revolving Outstandings would exceed the Aggregate Revolving Commitments; provided, that, any notice delivered pursuant to this Section 2.06(a) may be conditioned upon the effectiveness of Credit Sublimit other credit facilities or capital raising, the consummation of a particular Disposition or the Swing Line Sublimit exceeds the amount occurrence of the Revolving Credit Facilitya change of control as specified in such notice, in which case such sublimit shall notice may be automatically reduced revoked by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied Borrower (by notice to the Letter of Credit Sublimit Administrative Agent on or prior to the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind termination or postpone any notice of termination of the Commitments reduction date) if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall condition is not be consummated or otherwise shall be delayedsatisfied.

Optional. The Borrower Borrowers may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, or any whole multiple of $1,000,000, 1,000,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Revolving Credit Commitments, the Letter of Credit Sublimit Sublimit, or the Swing Line Sublimit exceeds the amount of the Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit Sublimit, or the Swing Line Sublimit unless otherwise specified by the applicable Borrower. Notwithstanding the foregoing, the applicable Borrower may rescind or postpone any notice of termination of the any Commitments if such termination would have resulted from a refinancing of all or any portion of the applicable FacilityClass or occurrence of other event, which refinancing or other event shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three one Business Days Day prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Dollar Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Dollar Revolving Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum aggregate amount of $5,000,000, or any whole multiple of $1,000,000, in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess and (iv) if, after giving effect to any reduction of the Commitments, the Swing Line Loan Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or of the Swing Line Sublimit Loan Sublimit, as applicable, unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments portions of any Classthe Term Commitments, the Letter of Credit Sublimit, or the unused Revolving Credit Commitments, or from time to time permanently reduce the unused Commitments portions of any Classthe Term Commitments, in each case without premium the Letter of Credit Sublimit, or penaltythe unused Revolving Credit Commitments; provided provided, that (i) any such notice shall be received by the Administrative Agent three five (5) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction the Borrower shall not terminate or reduce the unused portions of the Term Commitments, the Letter of Credit Sublimit Sublimit, or the Swing Line Sublimit exceeds the amount of the unused Revolving Credit FacilityCommitments if, such sublimit shall be automatically reduced by after giving effect thereto and to any concurrent prepayments hereunder, the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to Total Outstandings would exceed the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerAggregate Commitments. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Parent Borrower may, upon written notice to the Administrative Agent, terminate the unused Revolving Credit Commitments of any Class, or from time to time permanently reduce the unused Revolving Credit Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three one (1) Business Days Day prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof orthereof, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The excess Except as provided above, the amount of any such Revolving Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Parent Borrower. Notwithstanding the foregoing, the Parent Borrower may rescind or postpone condition any notice of termination of the Revolving Credit Commitments if such termination would have resulted from a refinancing of all of the applicable Facilityon any transaction, which refinancing shall transaction has not be been consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three one (1) Business Days Day prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 5,000,000 or any whole multiple of $1,000,000, 1,000,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Dollar Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Dollar Revolving Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the any Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent at least three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Revolving Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerBorrower or as otherwise provided in the immediately preceding sentence. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing in total of all of the applicable a Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three one (1) Business Days Day prior to the date of termination or reduction, reduction and (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 1,000,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof thereof, and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or (x) the Swing Line Sublimit exceeds the amount Revolving Credit Commitment or (y) the Letter of Credit Sublimit exceeds the Revolving Credit FacilityCommitments, then in any such sublimit case the Swing Line Sublimit or the Letter of Credit Sublimit, as applicable, shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all or any portion of the applicable Facilityany Facility or Facilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Parent Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days Day prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, or any whole multiple of $1,000,000, 1,000,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Parent Borrower. Notwithstanding the foregoing, the Parent Borrower may rescind or postpone any notice of termination of the any Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower Borrowers may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, Commitments (x) the Letter of Credit Sublimit exceeds the aggregate amount of the Revolving Credit Commitments or (y) the Swing Line Sublimit exceeds the amount of the Tranche A Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerCompany. Notwithstanding the foregoing, the Borrower Company may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, or any whole multiple of $1,000,000, 1,000,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Revolving Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the any Commitments if such termination would have resulted from a refinancing of all or any portion of the applicable FacilityClass or occurrence of other event, which refinancing or other event shall not be consummated or otherwise shall be delayed.

Optional. The Borrower Company may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Alternative Currency Sublimit, the Letter of Credit Sublimit or Sublimit, the Swing Line Sublimit or the Overdraft Loan Facility Available Amount exceeds the amount of the Multicurrency Revolving Credit FacilityCommitments, such sublimit or the Overdraft Loan Facility Available Amount, as the case may be, shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Alternative Currency Sublimit or the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerCompany. Notwithstanding the foregoing, the Borrower Company may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent at least three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000500,000, or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided in the immediately preceding sentence, the amount of any such Revolving CHAR1\1970297v6 Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the any Commitments if such termination would have resulted from a refinancing of all of the applicable Facility, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum aggregate amount of the lesser of $5,000,0002,000,000 and the unused Commitments of such Class, as applicable, or any whole multiple of $1,000,000, in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Borrower. Notwithstanding the foregoing, the Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Borrower Borrowers may, upon written notice to the Administrative Agent, terminate the unused Commitments of any ClassRevolving Credit Commitments, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penaltyRevolving Credit Commitments; provided that (i) any such notice shall be received by the Administrative Agent three (3) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, CA$500,000 or any whole multiple of $1,000,000, CA$100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit Sublimit, or the Swing Line Sublimit exceeds the amount of the Revolving Credit FacilityCommitments, such sublimit shall be automatically reduced by the amount of such excess. The amount of any such Revolving Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the BorrowerBorrowers. Notwithstanding the foregoing, the Borrower Borrowers may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.

Optional. The Parent Borrower (on its behalf or on behalf of the Co-Borrower) may, upon written notice to the Administrative Agent, terminate the unused Commitments of any Class, or from time to time permanently reduce the unused Commitments of any Class, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent three one (1) Business Days Day prior to the date of termination or reduction, (ii) any such partial reduction shall be in a minimum an aggregate amount of $5,000,000, 500,000 or any whole multiple of $1,000,000, 100,000 in excess thereof or, if less, the entire amount thereof and (iii) if, after giving effect to any reduction of the Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Credit Facility, such sublimit shall be automatically reduced by the amount of such excess. The Except as provided above, the amount of any such Revolving Credit Commitment reduction shall not otherwise be applied to the Letter of Credit Sublimit or the Swing Line Sublimit unless otherwise specified by the Parent Borrower. Notwithstanding the foregoing, the Parent Borrower may rescind or postpone any notice of termination of the Commitments if such termination would have resulted from a refinancing of all of the applicable FacilityFacilities, which refinancing shall not be consummated or otherwise shall be delayed.