Common use of Revolving Committed Amount Clause in Contracts

Revolving Committed Amount. If on any date the aggregate Revolving Outstandings exceed the Revolving Committed Amount, the applicable Borrower shall repay, and there shall become due and payable (together with accrued interest thereon), on such date an aggregate principal amount of Swing Line Loans equal to such excess. If the outstanding Swing Line Loans have been repaid in full, the applicable Borrower shall prepay, and there shall become due and payable (together with accrued interest thereon), Revolving Loans in such amounts as are necessary so that, after giving effect to the repayment of the Swing Line Loans and the repayment of Revolving Loans, the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. If the outstanding Revolving Loans and Swing Line Loans have been repaid in full, the applicable Borrower shall Cash Collateralize L/C Obligations so that, after giving effect to the repayment of Swing Line Loans and Revolving Loans and the Cash Collateralization of L/C Obligations pursuant to this subsection (i), the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. In determining the aggregate Revolving Outstandings for purposes of this Agreement, L/C Obligations shall be reduced to the extent that they are Cash Collateralized as contemplated by this subsection (i). Each prepayment of Revolving Loans required pursuant to this subsection (i) shall be applied ratably among outstanding Revolving Loans based on the respective amounts of principal then outstanding. Each Cash Collateralization of L/C Obligations required by this subsection (i) shall be applied ratably among L/C Obligations based on the respective amounts thereof then outstanding.

Revolving Committed Amount. If on any date the aggregate Revolving Outstandings exceed the Revolving Committed Amount, the applicable Borrower shall repay, and there shall become due and payable (together with accrued interest thereon), on such date an aggregate principal amount of Swing Line Loans equal to such excess. If the outstanding Swing Line Loans have been repaid in full, the applicable Borrower shall prepay, and there shall become due and payable (together with accrued interest thereon), Revolving Loans in such amounts as are necessary so that, after giving effect to the repayment of the Swing Line Loans and the repayment of Revolving Loans, the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. If the outstanding Revolving Loans and Swing Line Loans have been repaid in full, the applicable Borrower shall Cash Collateralize L/C Obligations so that, after giving effect to the repayment of Swing Line Loans and Revolving Loans and the Cash Collateralization of L/C Obligations pursuant to this subsection (i), the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. In determining the aggregate Revolving Outstandings for purposes of this Agreement, L/C Obligations shall be reduced to the extent that they are Cash Collateralized as contemplated by this subsection (i). Each prepayment of Revolving Loans required pursuant to this subsection (i) shall be applied ratably among outstanding Revolving Loans based on the respective amounts of principal then outstanding. Each Cash Collateralization of L/C Obligations required by this subsection (i) shall be applied ratably among L/C Obligations based on the respective amounts thereof then outstanding.

Revolving Committed Amount. If on any date the aggregate Revolving Outstandings exceed the Revolving Committed Amount, the applicable Borrower shall repay, and there shall become due and payable (together with accrued interest thereon), on such date an aggregate principal amount of Swing Line Swingline Loans equal to such excess. If the outstanding Swing Line Swingline Loans have been repaid in full, the applicable Borrower shall prepay, and there shall become due and payable (together with accrued interest thereon), Revolving Loans in such amounts as are necessary so that, after giving effect to the repayment of the Swing Line Swingline Loans and the repayment of Revolving Loans, the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. If the outstanding Revolving Loans and Swing Line Swingline Loans have been repaid in full, the applicable Borrower shall Cash Collateralize L/C LC Obligations so that, after giving effect to the repayment of Swing Line Swingline Loans and Revolving Loans and the Cash Collateralization of L/C LC Obligations pursuant to this subsection (i), the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. In determining the aggregate Revolving Outstandings for purposes of this Agreementsubsection (i), L/C LC Obligations shall be reduced to the extent that they are Cash Collateralized as contemplated by this subsection (i). Each prepayment of Revolving Loans required pursuant to this subsection (i) shall be applied ratably among outstanding Revolving Loans based on the respective amounts of principal then outstanding. Each Cash Collateralization of L/C LC Obligations required by this subsection (i) shall be applied ratably among L/C LC Obligations based on the respective amounts thereof then outstanding.

Revolving Committed Amount. (x) If on at any date time after the Closing Date, the sum of the aggregate principal amount of outstanding Revolving Outstandings Loans plus outstanding Swingline Loans plus outstanding LOC Obligations plus the Foreign Currency Reserve shall exceed the Revolving Committed Amount, the applicable Borrower Borrowers shall repay, immediately prepay the Revolving Loans and there shall become due Swingline Loans and payable (together with accrued interest thereon), on such date an aggregate principal amount of Swing Line after all Revolving Loans equal to such excess. If the outstanding Swing Line and Swingline Loans have been repaid repaid) Cash Collateralize the LOC Obligations in full, the applicable Borrower shall prepay, and there shall become due and payable an amount sufficient to eliminate such excess (together with accrued interest thereonsuch prepayment to be applied as set forth in clause (iv) below), Revolving Loans in such amounts as are necessary so that(y) if, after giving effect to the repayment of the Swing Line Loans and the repayment of Revolving Loanson any Revaluation Date, the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. If the outstanding Revolving Loans made to the Company denominated in a Foreign Currency, together with the outstanding LOC Obligations with respect to Letters of Credit denominated in a Foreign Currency and Swing Line the Foreign Currency Reserve attributable to the Company’s borrowings shall exceed the Foreign Currency Sublimit, the Company shall immediately prepay such Loans and (after all such Loans have been repaid repaid) cash collateralize such LOC Obligations in fullan amount sufficient to eliminate such excess (such prepayment to be applied as set forth in clause (iv) below) and (z) if, on any Revaluation Date, the applicable Borrower shall Cash Collateralize L/C Obligations so that, after giving effect to the repayment of Swing Line Loans and Revolving Loans and the Cash Collateralization of L/C Obligations pursuant to this subsection (i), the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. In determining the aggregate Revolving Outstandings for purposes of this Agreement, L/C Obligations shall be reduced to the extent that they are Cash Collateralized as contemplated by this subsection (i). Each prepayment of Revolving Loans required pursuant to this subsection (i) shall be applied ratably among outstanding Revolving Loans based on made to the respective amounts of principal then outstanding. Each Cash Collateralization of L/C Obligations required by this subsection U.K. Borrower, together with the Foreign Currency Reserve attributable to the U.K. Borrower’s borrowings shall exceed $75,000,000, the U.K. Borrower shall immediately prepay such Loans in an amount sufficient to eliminate such excess (i) shall such prepayment to be applied ratably among L/C Obligations based on the respective amounts thereof then outstandingas set forth in clause (iv) below).

Revolving Committed Amount. If on any date the aggregate Revolving Outstandings exceed the Revolving Committed Amount, the applicable Borrower shall repay, and there shall become due and payable (together with accrued interest thereon), on such date an aggregate principal amount of Swing Line Loans equal to such excess. If the outstanding Swing Line Loans have been repaid in full, the applicable Borrower shall prepay, and there shall become due and payable (together with accrued interest thereon), Revolving Loans in such amounts as are necessary so that, after giving effect to the repayment of the Swing Line Loans and the repayment of Revolving Loans, the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. If the outstanding Revolving Loans and Swing Line Revolving Loans have been repaid in full, the applicable Borrower shall Cash Collateralize L/C Obligations so that, after giving effect to the repayment of Swing Line Loans and Revolving Loans and the Cash Collateralization of L/C Obligations pursuant to this subsection (i), the aggregate Revolving Outstandings do does not exceed the Revolving Committed Amount. In determining the aggregate Revolving Outstandings for purposes of this Agreementsubsection (i), L/C Obligations shall be reduced to the extent that they are Cash Collateralized as contemplated by this subsection (i). Each prepayment of Revolving Loans required pursuant to this subsection (i) shall be applied ratably among outstanding Revolving Loans based on the respective amounts of principal then outstanding. Each Cash Collateralization of L/C Obligations required by this subsection (i) shall be applied ratably among L/C Obligations based on the respective amounts thereof then outstanding.

Revolving Committed Amount. If on any date the aggregate Revolving Outstandings exceed the Revolving Committed Amount, the applicable Borrower shall repay, and there shall become due and payable (together with accrued interest thereon), on such date an aggregate principal amount of Swing Line Loans equal to such excess. If the outstanding Swing Line Loans have been repaid in full, the applicable Borrower shall prepay, and there shall become due and payable (together with accrued interest thereon), Revolving Loans in such amounts as are necessary so that, after giving effect to the repayment of the Swing Line Loans and the repayment of Revolving Loans, the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. If the outstanding Revolving Loans and Swing Line Loans have been repaid in full, the applicable Borrower shall Cash Collateralize L/C Obligations so that, after giving effect to the repayment of Swing Line Loans and Revolving Loans and the Cash Collateralization of L/C Obligations pursuant to this subsection clause (i), the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. In determining the aggregate Revolving Outstandings for purposes of this Agreement, L/C Obligations shall be reduced to the extent that they are Cash Collateralized as contemplated by this subsection clause (i). Each prepayment of Revolving Loans required pursuant to this subsection clause (i) shall be applied ratably among outstanding Revolving Loans based on the respective amounts of principal then outstanding. Each Cash Collateralization of L/C Obligations required by this subsection clause (i) shall be applied ratably among L/C Obligations based on the respective amounts thereof then outstanding.

Revolving Committed Amount. If on any date the aggregate Revolving Outstandings exceed the Revolving Committed Amount, the applicable Borrower shall repay, and there shall become due and payable (together with accrued interest thereon), on such date an aggregate principal amount of Swing Line Loans equal to such excess. If the outstanding Swing Line Loans have been repaid in full, the applicable Borrower shall prepay, and there shall become due and payable (together with accrued interest thereon), Revolving Loans in such amounts as are necessary so that, after giving effect to the repayment of the Swing Line Loans and the repayment of Revolving Loans, the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. If the outstanding Revolving Loans and Swing Line Loans have been repaid in full, the applicable Borrower shall Cash Collateralize L/C Obligations so that, after giving effect to the repayment of Swing Line Loans and Revolving Loans and the Cash Collateralization of L/C Obligations pursuant to this subsection (i), the aggregate Revolving Outstandings do does not exceed the Revolving Committed Amount. In determining the aggregate Revolving Outstandings for purposes of this Agreementsubsection (i), L/C Obligations shall be reduced to the extent that they are Cash Collateralized as contemplated by this subsection (i). Each prepayment of Revolving Loans required pursuant to this subsection (i) shall be applied ratably among outstanding Revolving Loans based on the respective amounts of principal then outstanding. Each Cash Collateralization of L/C Obligations required by this subsection (i) shall be applied ratably among L/C Obligations based on the respective amounts thereof then outstanding.

Revolving Committed Amount. (x) If on at any date time after the Restatement Effective Date, the sum of the aggregate principal amount of outstanding Revolving Outstandings Loans plus outstanding Swingline Loans plus outstanding LOC Obligations plus outstanding Additional Alternative Currency Loans shall exceed the Revolving Committed AmountAmount (other than as a result of currency fluctuations), the Company or the applicable Borrower shall repay, promptly prepay the Revolving Loans and there shall become due Swingline Loans and payable Additional Alternative Currency Loans and (together with accrued interest thereon)after all Revolving Loans and Swingline Loans and Additional Alternative Currency Loans have been repaid) Cash Collateralize the LOC Obligations in an amount sufficient to eliminate such excess (such prepayment to be applied as set forth in clause (v) below) and (y) if, on such date an any Revaluation Date, (A) the sum of the aggregate principal amount of Swing Line Loans equal to such excess. If outstanding Revolving Loans, plus the outstanding Swing Line LOC Obligations plus outstanding Obligations with respect to Swingline Loans have been repaid plus outstanding Additional Alternative Currency Loans shall exceed 105% of the Revolving Committed Amount (in fulleach case, based on the applicable Borrower shall prepay, and there shall become due and payable (together with accrued interest thereon), Revolving Loans in Dollar Equivalent of such amounts as are necessary so thatof such Revaluation Date), after giving effect to the repayment of the Swing Line Loans and the repayment of Revolving Loans, the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. If or (B) the outstanding Revolving Loans denominated in a Foreign Currency, plus the outstanding LOC Obligations with respect to Letters of Credit denominated in a Foreign Currency plus outstanding Obligations with respect to Swingline Loans denominated in a Foreign Currency plus outstanding Additional Alternative Currency Loans shall exceed 105% of the Foreign Currency Sublimit (in each case, based on the Dollar Equivalent of such amounts as of such Revaluation Date), the Borrowers shall promptly prepay such Loans and Swing Line (after all such Loans have been repaid in full, the applicable Borrower shall repaid) Cash Collateralize L/C such LOC Obligations so that, after giving effect in an amount sufficient to the repayment of Swing Line Loans and Revolving Loans and the Cash Collateralization of L/C Obligations pursuant eliminate any such excess with respect to this subsection clause (i), the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. In determining the aggregate Revolving Outstandings for purposes of this Agreement, L/C Obligations shall be reduced A) or (B) above (such prepayment to the extent that they are Cash Collateralized as contemplated by this subsection (i). Each prepayment of Revolving Loans required pursuant to this subsection (i) shall be applied ratably among outstanding Revolving Loans based on the respective amounts of principal then outstanding. Each Cash Collateralization of L/C Obligations required by this subsection as set forth in clause (iv) shall be applied ratably among L/C Obligations based on the respective amounts thereof then outstandingbelow).

Revolving Committed Amount. If on any date the aggregate Revolving Outstandings exceed the Revolving Committed Amount, the applicable Borrower shall repay, and there shall become due and payable (together with accrued interest thereon), on such date an aggregate principal amount of Swing Line Loans equal to such excess. If the outstanding Swing Line Loans have been repaid in full, the applicable Borrower shall prepay, and there shall become due and payable (together with accrued interest thereon), Revolving Loans in such amounts as are necessary so that, after giving effect to the repayment of the Swing Line Loans and the repayment of Revolving Loans, the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. If the outstanding Revolving Loans and Swing Line Loans have been repaid in full, the applicable Borrower shall Cash Collateralize L/C Obligations so that, after giving effect to the repayment of Swing Line Loans and Revolving Loans and the Cash Collateralization of L/C Obligations pursuant to this subsection clause (i), the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. Each prepayment of Loans denominated in any Alternative Currency required pursuant to this clause (i) shall be applied ratably among outstanding Loans denominated in such Alternative Currency based on the respective amounts of principal then outstanding. In determining the aggregate Revolving Outstandings for purposes of this Agreement, L/C Obligations shall be reduced to the extent that they are Cash Collateralized as contemplated by this subsection clause (i). Each prepayment of Revolving Loans required pursuant to this subsection clause (i) shall be applied ratably among outstanding Revolving Loans based on the respective amounts of principal then outstanding. Each Cash Collateralization of L/C Obligations required by this subsection clause (i) shall be applied ratably among L/C Obligations based on the respective amounts thereof then outstanding.

Revolving Committed Amount. (x) If on at any date time after the Closing Date, the sum of the aggregate principal amount of outstanding Revolving Outstandings Loans plus outstanding Swingline Loans plus outstanding LOC Obligations plus outstanding Additional Alternative Currency Loans shall exceed the Revolving Committed AmountAmount (other than as a result of currency fluctuations), the Company or the applicable Borrower shall repay, promptly prepay the Revolving Loans and there shall become due Swingline Loans and payable Additional Alternative Currency Loans and (together with accrued interest thereon)after all Revolving Loans and Swingline Loans and Additional Alternative Currency Loans have been repaid) Cash Collateralize the LOC Obligations in an amount sufficient to eliminate such excess (such prepayment to be applied as set forth in clause (v) below) and (y) if, on such date an any Revaluation Date, (A) the sum of the aggregate principal amount of Swing Line Loans equal to such excess. If outstanding Revolving Loans, plus the outstanding Swing Line LOC Obligations plus outstanding Obligations with respect to Swingline Loans have been repaid plus outstanding Additional Alternative Currency Loans shall exceed 105% of the Revolving Committed Amount (in fulleach case, based on the applicable Borrower shall prepay, and there shall become due and payable (together with accrued interest thereon), Revolving Loans in Dollar Equivalent of such amounts as are necessary so thatof such Revaluation Date), after giving effect to the repayment of the Swing Line Loans and the repayment of Revolving Loans, the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. If or (B) the outstanding Revolving Loans denominated in a Foreign Currency, plus the outstanding LOC Obligations with respect to Letters of Credit denominated in a Foreign Currency plus outstanding Obligations with respect to Swingline Loans denominated in a Foreign Currency plus outstanding Additional Alternative Currency Loans shall exceed 105% of the Foreign Currency Sublimit (in each case, based on the Dollar Equivalent of such amounts as of such Revaluation Date), the Borrowers shall promptly prepay such Loans and Swing Line (after all such Loans have been repaid in full, the applicable Borrower shall repaid) Cash Collateralize L/C such LOC Obligations so that, after giving effect in an amount sufficient to the repayment of Swing Line Loans and Revolving Loans and the Cash Collateralization of L/C Obligations pursuant eliminate any such excess with respect to this subsection clause (i), the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. In determining the aggregate Revolving Outstandings for purposes of this Agreement, L/C Obligations shall be reduced A) or (B) (such prepayment to the extent that they are Cash Collateralized as contemplated by this subsection (i). Each prepayment of Revolving Loans required pursuant to this subsection (i) shall be applied ratably among outstanding Revolving Loans based on the respective amounts of principal then outstanding. Each Cash Collateralization of L/C Obligations required by this subsection as set forth in clause (iv) shall be applied ratably among L/C Obligations based on the respective amounts thereof then outstandingbelow).

Revolving Committed Amount. If Each Borrower shall repay to the Administrative Agent for the ratable account of (x) the Non-Extended Revolving Lenders on any date the aggregate Non-Extended Maturity Date with respect to the Non-Extended Revolving Outstandings exceed the Revolving Committed AmountCommitments, the applicable Borrower shall repay, and there shall become due and payable (together with accrued interest thereon), on such date an aggregate principal amount of Swing Line all of the Non-Extended Revolving Loans equal outstanding on such date and (y) the Extended Revolving Lenders on the Extended Maturity Date with respect to the Extended Revolving Commitments, the aggregate principal amount of all of the Extended Revolving Loans outstanding on such excessdate. If In addition, (A) if at any time after the Effective Date, the sum of the aggregate principal amount of outstanding Swing Line Revolving Loans plus outstanding Swingline Loans plus LOC Obligations shall exceed the lesser of (I) the Revolving Committed Amount (including as a result of the termination of the Non-Extended Revolving Commitments on the Non-Extended Maturity Date) or (II) the Working Capital Amount, each Borrower, immediately shall prepay its Revolving Loans and the Swingline Loans in an amount sufficient to eliminate such excess or (B) if the amount of unrestricted cash and Cash Equivalents in the aggregate on the consolidated balance sheet of the Company and its Subsidiaries (excluding any amounts held in the Blocked Account that are included on such balance sheet as cash or Cash Equivalents) exceeds $160,000,000 for a period of 7 consecutive Business Days, each Borrower immediately shall prepay on such day (x) first, its outstanding Swingline Loans and, (y) second, after all of its Swingline Loans have been repaid in fullfull or if none of its Swingline Loans are outstanding, the applicable Borrower shall prepay, and there shall become due and payable (together with accrued interest thereon), Revolving Loans in such amounts as are necessary so that, after giving effect to the repayment of the Swing Line Loans and the repayment of its outstanding Revolving Loans, in an amount sufficient to eliminate such excess. In respect of any prepayment pursuant to the aggregate immediately preceding sentence, each Revolving Outstandings do not exceed Lender shall receive its pro rata share of any such prepayment based on its Revolving Commitment Percentage; provided that at such Borrower’s election in connection with any prepayment of Revolving Loans pursuant to this Section 2.6(b)(i) (other than a prepayment pursuant to Section 2.6(b)(i)(A) to the extent clause (I) thereof would require such prepayment), such prepayment shall not, so long as no Default and no Event of Default then exists, be applied to any Revolving Loan of a Defaulting Lender. If for any reason, at any time during the five (5) Business Day period immediately preceding the Non-Extended Maturity Date, (x) the Non-Extended Revolving Lenders’ Allocable Revolving Percentage of the Revolving Committed Amount. If Exposure attributable to LOC Obligations and outstanding Swingline Loans exceeds (y) the outstanding amount of the Extended Revolving Loans and Swing Line Loans have been repaid in fullCommitments minus the Extended Revolving Lenders’ Allocable Revolving Percentage of the total Revolving Exposure at such time, the applicable then each Borrower shall Cash Collateralize L/C promptly prepay or cause to be promptly prepaid Revolving Loans, Swingline Loans and/or cash collateralize the LOC Obligations so that, after giving effect in an aggregate amount necessary to eliminate such excess; provided that the repayment of Swing Line Loans and Revolving Loans and Borrowers shall not be required to cash collateralize the Cash Collateralization of L/C LOC Obligations pursuant to this subsection (i), sentence unless after the aggregate Revolving Outstandings do not exceed prepayment in full of the Revolving Committed Amount. In determining the aggregate Revolving Outstandings for purposes of this Agreement, L/C Obligations shall be reduced to the extent that they are Cash Collateralized as contemplated by this subsection (i). Each prepayment of Revolving Loans required pursuant to this subsection (i) shall be applied ratably among outstanding Revolving and Swingline Loans based on the respective amounts of principal then outstanding. Each Cash Collateralization of L/C Obligations required by this subsection (i) shall be applied ratably among L/C Obligations based on the respective amounts thereof then outstandingsuch excess has not been eliminated.

Revolving Committed Amount. If on any date the aggregate Revolving Outstandings exceed the Revolving Committed Amount, the applicable Borrower shall repay, and there shall become due and payable (together with accrued interest thereon), on such date an aggregate principal amount of Swing Line Loans equal to such excess. If the outstanding Swing Line Loans have been repaid in full, the applicable Borrower shall prepay, and there shall become due and payable (together with accrued interest thereon), Revolving Loans in such amounts as are necessary so that, after giving effect to the repayment of the Swing Line Loans and the repayment of Revolving Loans, the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. If the outstanding Revolving Loans and Swing Line Loans have been repaid in full, the applicable Borrower shall Cash Collateralize L/C Obligations so that, after giving effect to the repayment of Swing Line Loans and Revolving Loans and the Cash Collateralization of L/C Obligations pursuant to this subsection (i), the aggregate Revolving Outstandings do does not exceed the Revolving Committed Amount. In determining the aggregate Revolving Outstandings for purposes of this Agreementsubsection (i), L/C Obligations shall be reduced to the extent that they are Cash Collateralized as contemplated by this subsection (i). In the event and on such occasion that the aggregate Foreign Currency Revolving Outstandings exceeds the Maximum Foreign Currency Sublimit, the Borrower shall prepay Foreign Currency Swing Line Loans in an aggregate amount equal to such excess. Foreign Currency and the aggregate Foreign Currency Revolving Outstandings still exceeds the Maximum Foreign Currency SublimitForeign Currency Foreign Currency Foreign Currency Foreign Currency Maximum Foreign Currency Sublimit Each prepayment of Revolving Loans required pursuant to this subsection (i) shall be applied ratably among outstanding Revolving Loans based on the respective amounts of principal then outstanding; provided, that no prepayment made of Revolving Loans shall be applied to Revolving Loans of any Defaulting Lender. Each Cash Collateralization of L/C Obligations required by this subsection (i) shall be applied ratably among L/C Obligations based on the respective amounts thereof then outstanding.

Revolving Committed Amount. If on any date the aggregate Revolving Outstandings exceed the Revolving Committed Amount, the applicable Borrower shall repay, and there shall become due and payable (together with accrued interest thereon), on such date an aggregate principal amount of Swing Line Loans equal to such excess. If the outstanding Swing Line Loans have been repaid in full, the applicable Borrower shall prepay, and there shall become due and payable (together with accrued interest thereon), Revolving Loans in such amounts as are necessary so that, after giving effect to the repayment of the Swing Line Loans and the repayment of the Revolving Loans, the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. If the outstanding Revolving Loans and Swing Line Loans have been repaid in full, the applicable Borrower shall Cash Collateralize L/C Obligations so that, after giving effect to the repayment of Swing Line Loans and Revolving Loans and the Cash Collateralization of L/C Obligations pursuant to this subsection (i), the aggregate Revolving Outstandings do does not exceed the Revolving Committed Amount. In determining the aggregate Revolving Outstandings for purposes of this Agreementsubsection (i), L/C Obligations shall be reduced to the extent that they are Cash Collateralized as contemplated by this subsection (i). In the event and on such occasion that the aggregate Foreign Currency Revolving Outstandings exceeds the Maximum Foreign Currency Sublimit, the Borrower shall prepay Foreign Currency Swing Line Loans in an aggregate amount equal to such excess. If the outstanding Foreign Currency Swing Line Loans have been repaid in full and the aggregate Foreign Currency Revolving Outstandings still exceeds the Maximum Foreign Currency Sublimit, the Borrower shall prepay, and there shall become due and payable (together with accrued interest thereon), Foreign Currency Revolving Loans in such amounts as are necessary so that, after giving effect to the repayment of the Foreign Currency Swing Line Loans and the repayment of Foreign Currency Revolving Loans, the aggregate Foreign Currency Revolving Outstandings do not exceed the Maximum Foreign Currency Sublimit. Each prepayment of Revolving Loans required pursuant to this subsection (i) shall be applied ratably among outstanding Revolving Loans based on the respective amounts of principal then outstanding; provided, that no prepayment made of Revolving Loans shall be applied to Revolving Loans of any Defaulting Lender. Each Cash Collateralization of L/C Obligations required by this subsection (i) shall be applied ratably among L/C Obligations based on the respective amounts thereof then outstanding.

Revolving Committed Amount. If on any date the aggregate Revolving Outstandings exceed the Revolving Committed Amount, the applicable Borrower shall repay, and there shall become due and payable (together with accrued interest thereon), on such date an aggregate principal amount of Swing Line Loans equal to such excess. If the outstanding Swing Line Loans have been repaid in full, the applicable Borrower shall prepay, and there shall become due and payable (together with accrued interest thereon), Revolving Loans in such amounts as are necessary so that, after giving effect to the repayment of the Swing Line Loans and the repayment of Revolving Loans, the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. If the outstanding Revolving Loans and Swing Line Loans have been repaid in full, the applicable Borrower shall Cash Collateralize L/C Obligations so that, after giving effect to the repayment of Swing Line Loans and Revolving Loans and the Cash Collateralization of L/C Obligations pursuant to this subsection (i), the aggregate Revolving Outstandings do does not exceed the Revolving Committed Amount. In determining the aggregate Revolving Outstandings for purposes of this Agreementsubsection (i), L/C Obligations shall be reduced to the extent that they are Cash Collateralized as contemplated by this subsection (i). In the event and on such occasion that the aggregate Foreign Currency Revolving Outstandings exceeds the Maximum Foreign Currency Sublimit, the Borrower shall prepay Foreign Currency Swing Line Loans in an aggregate amount equal to such excess. If the outstanding Foreign Currency Swing Line Loans have been repaid in full and the aggregate Foreign Currency Revolving Outstandings still exceeds the Maximum Foreign Currency Sublimit, the Borrower shall prepay, and there shall become due and payable (together with accrued interest thereon), Foreign Currency Revolving Loans in such amounts as are necessary so that, after giving effect to the repayment of the Foreign Currency Swing Line Loans and the repayment of Foreign Currency Revolving Loans, the aggregate Foreign Currency Revolving Outstandings do not exceed the Maximum Foreign Currency Sublimit. Each prepayment of Revolving Loans required pursuant to this subsection (i) shall be applied ratably among outstanding Revolving Loans based on the respective amounts of principal then outstanding; provided, that no prepayment made of Revolving Loans shall be applied to Revolving Loans of any Defaulting Lender. Each Cash Collateralization of L/C Obligations required by this subsection (i) shall be applied ratably among L/C Obligations based on the respective amounts thereof then outstanding.

Revolving Committed Amount. (x) If on at any date time after the Closing Date, the sum of the aggregate principal amount of outstanding Revolving Outstandings Loans plus outstanding Swingline Loans plus outstanding LOC Obligations plus outstanding Additional Alternative Currency Loans shall exceed the Revolving Committed AmountAmount (other than as a result of currency fluctuations), the Company or the applicable Borrower shall repay, promptly prepay the Revolving Loans and there shall become due Swingline Loans and payable Additional Alternative Currency Loans and (together with accrued interest thereon)after all Revolving Loans and Swingline Loans and Additional Alternative Currency Loans have been repaid) Cash Collateralize the LOC Obligations in an amount sufficient to eliminate such excess (such prepayment to be applied as set forth in clause (v) below) and (y) if, on such date an any Revaluation Date, (A) the sum of the aggregate principal amount of Swing Line Loans equal to such excess. If outstanding Revolving Loans, plus the outstanding Swing Line LOC Obligations plus outstanding Obligations with respect to Swingline Loans have been repaid plus outstanding Additional Alternative Currency Loans shall exceed 105% of the Revolving Committed Amount (in fulleach case, based on the applicable Borrower shall prepay, and there shall become due and payable (together with accrued interest thereon), Revolving Loans in Dollar Equivalent of such amounts as are necessary so thatof such Revaluation Date), after giving effect to the repayment of the Swing Line Loans and the repayment of Revolving Loans, the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. If or (B) the outstanding Revolving Loans denominated in a Foreign Currency, plus the outstanding LOC Obligations with respect to Letters of Credit denominated in a Foreign Currency plus outstanding Obligations with respect to Swingline Loans denominated in a Foreign Currency plus outstanding Additional Alternative Currency Loans shall exceed 105% of the Foreign Currency Sublimit (in each case, based on the Dollar Equivalent of such amounts as of such Revaluation Date), the Borrowers shall promptly prepay such Loans and Swing Line (after all such Loans have been repaid in full, the applicable Borrower shall repaid) Cash Collateralize L/C such LOC Obligations so that, after giving effect in an amount sufficient to the repayment of Swing Line Loans and Revolving Loans and the Cash Collateralization of L/C Obligations pursuant eliminate any such excess with respect to this subsection clause (i), the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. In determining the aggregate Revolving Outstandings for purposes of this Agreement, L/C Obligations shall be reduced A) or (B) above (such prepayment to the extent that they are Cash Collateralized as contemplated by this subsection (i). Each prepayment of Revolving Loans required pursuant to this subsection (i) shall be applied ratably among outstanding Revolving Loans based on the respective amounts of principal then outstanding. Each Cash Collateralization of L/C Obligations required by this subsection as set forth in clause (iv) shall be applied ratably among L/C Obligations based on the respective amounts thereof then outstandingbelow).

Revolving Committed Amount. If Each Borrower shall repay to the Administrative Agent for the ratable account of (x) the Non-Extended Revolving Lenders on any date the aggregate Non-Extended Maturity Date with respect to the Non-Extended Revolving Outstandings exceed the Revolving Committed AmountCommitments, the applicable Borrower shall repay, and there shall become due and payable (together with accrued interest thereon), on such date an aggregate principal amount of Swing Line all of the Non-Extended Revolving Loans equal outstanding on such date and (y) the Extended Revolving Lenders on the Extended Maturity Date with respect to the Extended Revolving Commitments, the aggregate principal amount of all of the Extended Revolving Loans outstanding on such excessdate. If In addition, (A) if at any time after the Effective Date, the sum of the aggregate principal amount of outstanding Swing Line Revolving Loans plus outstanding Swingline Loans plus LOC Obligations shall exceed the lesser of (I) the Revolving Committed Amount (including as a result of the termination of the Non-Extended Revolving Commitments on the Non-Extended Maturity Date) or (II) the Working Capital Amount, each Borrower, immediately shall prepay its Revolving Loans and the Swingline Loans in an amount sufficient to eliminate such excess or (B) if the amount of unrestricted cash and Cash Equivalents in the aggregate on the consolidated balance sheet of the Company and its Subsidiaries exceeds $100,000,000 for a period of 7 consecutive Business Days, each Borrower immediately shall prepay on such day (x) first, its outstanding Swingline Loans and, (y) second, after all of its Swingline Loans have been repaid in fullfull or if none of its Swingline Loans are outstanding, the applicable Borrower shall prepay, and there shall become due and payable (together with accrued interest thereon), Revolving Loans in such amounts as are necessary so that, after giving effect to the repayment of the Swing Line Loans and the repayment of its outstanding Revolving Loans, the aggregate Revolving Outstandings do not exceed the Revolving Committed Amountin an amount sufficient to eliminate such excess. If the outstanding Revolving Loans and Swing Line Loans have been repaid in full, the applicable Borrower shall Cash Collateralize L/C Obligations so that, after giving effect In respect of any prepayment pursuant to the repayment immediately preceding sentence, each Revolving Lender shall receive its pro rata share of Swing Line Loans and any such prepayment based on its Revolving Loans and the Cash Collateralization of L/C Obligations pursuant to this subsection (i), the aggregate Revolving Outstandings do not exceed the Revolving Committed Amount. In determining the aggregate Revolving Outstandings for purposes of this Agreement, L/C Obligations shall be reduced to the extent Commitment Percentage; provided that they are Cash Collateralized as contemplated by this subsection (i). Each at such Borrower’s election in connection with any prepayment of Revolving Loans required pursuant to this subsection Section 2.6(b)(i) (iother than a prepayment pursuant to Section 2.6(b)(i)(A) to the extent clause (I) thereof would require such prepayment), such prepayment shall not, so long as no Default and no Event of Default then exists, be applied ratably among outstanding to any Revolving Loans based on Loan of a Defaulting Lender. If for any reason, at any time during the respective amounts of principal then outstanding. Each Cash Collateralization of L/C Obligations required by this subsection (i) shall be applied ratably among L/C Obligations based on the respective amounts thereof then outstanding.five

Revolving Committed Amount. If on any date the aggregate Revolving Outstandings exceed the lesser of the Revolving Committed AmountAmount and $20,000,000, the applicable Borrower shall repay, and there shall become due and payable (together with accrued interest thereon), on such date an aggregate principal amount of Swing Line Swingline Loans equal to such excess. If the outstanding Swing Line Swingline Loans have been repaid in full, the applicable Borrower shall prepay, and there shall become due and payable (together with accrued interest thereon), Revolving Loans in such amounts as are necessary so that, after giving effect to the repayment of the Swing Line Swingline Loans and the repayment of Revolving Loans, the aggregate Revolving Outstandings do not exceed the lesser of the Revolving Committed AmountAmount and $20,000,000. If the outstanding Revolving Loans and Swing Line Swingline Loans have been repaid in full, the applicable Borrower shall Cash Collateralize L/C LC Obligations so that, after giving effect to the repayment of Swing Line Swingline Loans and Revolving Loans and the Cash Collateralization of L/C LC Obligations pursuant to this subsection (i), the aggregate Revolving Outstandings do not exceed the lesser of the Revolving Committed AmountAmount and $20,000,000. In determining the aggregate Revolving Outstandings for purposes of this Agreementsubsection (i), L/C LC Obligations shall be reduced to the extent that they are Cash Collateralized as contemplated by this subsection (i). Each prepayment of Revolving Loans required pursuant to this subsection (i) shall be applied ratably among outstanding Revolving Loans (including ratably across Classes of Revolving Loans) based on the respective amounts of principal then outstanding. Each Cash Collateralization of L/C LC Obligations required by this subsection (i) shall be applied ratably among L/C LC Obligations based on the respective amounts thereof then outstanding.