Common use of Reductions in Commitments Clause in Contracts

Reductions in Commitments. Subject to the limitations set forth below, the Borrower may permanently reduce the aggregate Commitments, in whole, or ratably among the Groups, in part, in a minimum amount of $10,000,000 (or a larger integral multiple of $1,000,000), upon at least fifteen (15) Business Days’ written notice to the Co-Agents (each, a “Commitment Reduction Notice”), which notice shall specify the aggregate amount of any such reduction of the aggregate Commitments and the Committed Lenders’ respective Ratable Shares thereof. Notwithstanding the foregoing, no Commitment may be reduced below the aggregate outstanding Credit Exposure thereunder unless accompanied by a simultaneous prepayment of Principal or pledge and deposit of cash collateral into the LC Collateral Account in an aggregate amount equal to such excess Credit Exposure. In addition to and without limiting any other requirements for termination, prepayment and/or the funding of the LC Collateral Account hereunder, no termination of the Administrative Agent’s security interest in the Collateral shall be effective unless and until (x) the amount on deposit in the LC Collateral Account is at least equal to the then Outstanding Face Amount plus the Expected LC Fees, (y) the Aggregate Principal is reduced to zero and (z) all accrued and unpaid fees and all other amounts owed to the Agents, the LC Issuer or the Lenders under this Agreement and each of the other Transaction Documents have been paid or Cash Collateralized in full. Each Commitment Reduction Notice shall be irrevocable once delivered to the Co-Agents and, as applicable, the LC Issuer.

Reductions in Commitments. Subject to the limitations set forth below, the Borrower (i) The Company may permanently reduce the aggregate Commitments, Aggregate Revolving Loan Commitment in whole, or in part ratably among the GroupsLenders, in part, in a an aggregate minimum amount of $10,000,000 (or a larger 25,000,000 with respect thereto and integral multiple multiples of $1,000,0005,000,000 in excess of that amount with respect thereto (unless the Aggregate Revolving Loan Commitment is reduced in whole), upon at least fifteen three (153) Business Days’ Day's prior written notice to the Co-Agents (each, a “Commitment Reduction Notice”)Administrative Agent, which notice shall specify the aggregate amount of any such reduction reduction; provided, however, that the amount of the aggregate Commitments and the Committed Lenders’ respective Ratable Shares thereof. Notwithstanding the foregoing, no Aggregate Revolving Loan Commitment may not be reduced below the aggregate principal Dollar Amount of the outstanding Revolving Credit Exposure thereunder unless accompanied Obligations. All accrued facility fees shall be payable on the effective date of any termination of all or any part the obligations of the Lenders to make Loans hereunder. Each Subsidiary Borrower may, upon three (3) Business Days prior written notice to the Administrative Agent and to the applicable Alternate Currency Bank, terminate entirely at any time or reduce from time to time by an aggregate amount of $5,000,000 or any larger multiple of $1,000,000 (or as set forth on the applicable Alternate Currency Addendum), the unused portions of the applicable Alternate Currency Commitment as specified by the applicable Subsidiary Borrower in such notice to the Administrative Agent and the applicable Alternate Currency Bank; provided, however, that at no time shall the Alternate Currency Commitments be reduced to a simultaneous figure less than the total of the outstanding principal amount of all Alternate Currency Loans. (ii) If at any time and for any reason the Company shall, or it shall permit any Subsidiary to, consummate any Asset Sale (other than Asset Sales permitted under Sections 7.3(B)(i) and (ii)) or Sale and Leaseback Transaction which represents the disposition, together with all other Asset Sales and Sale and Leaseback Transactions since the Closing Date (each such Asset Sale and each such Sale and Leaseback Transaction being valued at book value), in the aggregate of greater than fifteen percent (15%) of the Consolidated Net Assets of the Company as of the date of such Asset Sale or Sale and Leaseback Transaction (calculated without giving effect to such Asset Sale or Sale and Leaseback Transaction, as applicable) (the "EXCESS PROCEEDS"), which Asset Sales and Sale and Leaseback Transactions shall be permitted only so long as no Default or Unmatured Default shall have occurred and is continuing as of the date of such transaction or, after the consummation of the Asset Sale or Sale and Leaseback Transaction, as applicable, and after giving effect thereto, would exist, the Aggregate Revolving Loan Commitment shall be permanently reduced by an amount equal to the portion of such Excess Proceeds as required by Section 7.2(N) and the Company shall immediately make a mandatory prepayment of Principal or pledge and deposit of cash collateral into the LC Collateral Account Obligations in an aggregate amount equal to such excess Credit Exposure. In addition to and without limiting portion of such Excess Proceeds. (iii) If all or any other requirements for termination, prepayment and/or the funding portion of the LC Collateral Account hereunder, no termination private placement indebtedness of the Administrative Agent’s security interest in Company and its Subsidiaries described on Schedule 1.1.2 and Schedule 6.22 shall remain outstanding on or after the Collateral 60th day after the Closing Date, the Aggregate Revolving Loan Commitment shall be effective unless permanently reduced by the portion of such outstanding Indebtedness as required by Section 7.2(N) and until (x) the Company shall immediately make a mandatory prepayment of the Obligations an amount on deposit in the LC Collateral Account is at least equal to the then Outstanding Face Amount plus the Expected LC Fees, (y) the Aggregate Principal is reduced to zero and (z) all accrued and unpaid fees and all other amounts owed to the Agents, the LC Issuer or the Lenders under this Agreement and each such portion of the other Transaction Documents have been paid or Cash Collateralized in full. Each Commitment Reduction Notice shall be irrevocable once delivered to the Co-Agents and, as applicable, the LC Issuersuch outstanding Indebtedness.

Reductions in Commitments. Subject to the limitations set forth below, the Borrower The Company may permanently reduce (i) the aggregate Commitments, Aggregate Tranche A Revolving Loan Commitment in whole, or in part ratably among the GroupsLenders with a Tranche A Revolving Loan Commitment, in part, in a an aggregate minimum amount of $10,000,000 (or a larger 5,000,000 and in integral multiple multiples of $1,000,0001,000,000 in excess of that amount (unless the Aggregate Tranche A Revolving Loan Commitment is reduced in whole), (ii) the Aggregate Tranche B Revolving Loan Commitment in whole, or in part ratably among the Lenders with a Tranche B Revolving Loan Commitment, in an aggregate minimum amount of $5,000,000 and in integral multiples of $1,000,000 in excess of that amount (unless the Aggregate Tranche B Revolving Loan Commitment is reduced in whole), (iii) the Swing Line Commitments in whole or in part in amounts of $1,000,000 upon at least fifteen three (153) Business Days’ Day's prior written notice to the Co-Agents (each, a “Commitment Reduction Notice”)Administrative Agent and the Swing Line Bank, which notice shall specify the aggregate amount of any such reduction or (iv) in whole and terminate the Aggregate Term Loan Commitment upon any reduction in whole of the aggregate Commitments and Aggregate Revolving Loan Commitment; provided, however, that (a) the Committed Lenders’ respective Ratable Shares thereof. Notwithstanding amount of the foregoing, no Aggregate Tranche A Revolving Loan Commitment may not be reduced below the aggregate principal Dollar Amount of the outstanding Tranche A Revolving Credit Exposure thereunder unless accompanied Obligations or below the aggregate amount of the Swing Line Commitment and (b) the amount of the Aggregate Tranche B Revolving Loan Commitment may not be reduced below the aggregate principal Dollar Amount of the outstanding Tranche B Revolving Obligations or below the aggregate amount of Alternate Currency Commitments. All accrued commitment fees shall be payable on the effective date of any termination of all or any part the obligations of the Lenders to make Loans hereunder. Each Subsidiary Borrower may, upon three (3) Business Days prior written notice to the Administrative Agent and to the applicable Alternate Currency Bank, terminate entirely at any time or reduce from time to time by a simultaneous prepayment of Principal or pledge and deposit of cash collateral into the LC Collateral Account in an aggregate amount equal to such excess Credit Exposure. In addition to and without limiting of $5,000,000 or any other requirements for terminationlarger multiple of $1,000,000 (or as set forth on the applicable Alternate Currency Addendum), prepayment and/or the funding unused portions of the LC Collateral Account hereunder, no termination of applicable Alternate Currency Commitment as specified by the applicable Subsidiary Borrower in such notice to the Administrative Agent’s security interest Agent and the applicable Alternate Currency Bank; provided, however, that at no time shall the Alternate Currency Commitment of any Lender in the Collateral shall respect of any Alternate Currency be effective unless and until (x) the amount on deposit in the LC Collateral Account is at least equal to the then Outstanding Face Amount plus the Expected LC Fees, (y) the Aggregate Principal is reduced to zero and (z) an amount less than the total outstanding principal amount of all accrued and unpaid fees and all other amounts owed to the Agents, the LC Issuer or the Lenders under this Agreement and each Alternate Currency Loans of the other Transaction Documents have been paid or Cash Collateralized such Lender made in full. Each Commitment Reduction Notice shall be irrevocable once delivered to the Co-Agents and, as applicable, the LC Issuersuch Alternate Currency.