Common use of Voluntary Commitment Reductions Clause in Contracts

Voluntary Commitment Reductions. The Borrower shall have the right, at any time and from time to time after the Restatement Effective Date, upon at least three (3) U.S. Government Securities Business Days’ prior written notice to the Administrative Agent, without premium or penalty, to cancel or reduce permanently all or a portion of (a) the Initial Revolving-A Loan Commitment on a pro rata basis among the Lenders with an Initial Revolving-A Loan Commitment or (b) the Initial Revolving Loan Commitment on a pro rata basis among the Lenders with an Initial Revolving Loan Commitment; provided, however, that in each case any such partial reduction shall be made in an amount not less than $5,000,000 and in integral multiples of not less than $1,000,000. Each permanent reduction of the Initial Revolving-A Loan Commitment permitted pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving-A Loans after such reduction to the Initial Revolving-A Loan Commitment as so reduced. Each permanent reduction of the Initial Revolving Loan Commitment permitted pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving Loans, Swingline Loans and Letter of Credit Obligations, as applicable, after such reduction to the Initial Revolving Loan Commitment as so reduced, and if the aggregate amount of all outstanding Letters of Credit exceeds the Initial Revolving Loan Commitment as so reduced, the Borrower shall be required to deposit Cash Collateral in a Cash Collateral account opened by the Administrative Agent in an amount equal to such excess. Such Cash Collateral shall be applied in accordance with Section 8.2(b). Any reduction of the Initial Revolving Loan Commitment to zero shall be accompanied by payment of all outstanding Initial Revolving Loans and Swingline Loans (and furnishing of Cash Collateral satisfactory to the Administrative Agent for all Letter of Credit Obligations) and shall result in the termination of the Initial Revolving Loan Commitment and the Swingline Commitment. Any reduction of the Initial Revolving-A Loan Commitment to zero shall be accompanied by payment of all outstanding Initial Revolving-A Loans and shall result in the termination of the Initial Revolving-A Loan Commitment. If the reduction of the Initial Revolving-A Loan Commitment or the Initial Revolving Loan Commitment, as applicable, requires the repayment of any Term SOFR Advance, such repayment shall be accompanied by any amount required to be paid pursuant to Section 2.9 hereof.

Voluntary Commitment Reductions. The Borrower shall have the right, at any time and from time to time after the Restatement Effective Date, upon at least three (3) U.S. Government Securities Business Days’ prior written notice to the Administrative Agent, without premium or penalty, to cancel or reduce permanently all or a portion of (a) the Initial Revolving-A Loan Commitment on a pro rata basis among the Lenders with an Initial Revolving-A Loan Commitment or (b) the Initial Revolving Loan Commitment on a pro rata basis among the Lenders with an Initial Revolving Loan Commitment; provided, however, that in each case any such partial reduction shall be made in an amount not less than $5,000,000 and in integral multiples of not less than $1,000,000. Each permanent reduction of the Initial Revolving-A Loan Commitment permitted pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving-A Loans after such reduction to the Initial Revolving-A Loan Commitment as so reduced. Each permanent reduction of the Initial Revolving Loan Commitment permitted pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving Loans, Swingline Loans and Letter of Credit Obligations, as applicable, after such reduction to the Initial Revolving Loan Commitment as so reduced, and if the aggregate amount of all outstanding Letters of Credit exceeds the Initial Revolving Loan Commitment as so reduced, the Borrower shall be required to deposit Cash Collateral in a Cash Collateral account opened by the Administrative Agent in an amount equal to such excess. Such Cash Collateral shall be applied in accordance with Section 8.2(b). Any reduction of the Initial Revolving Loan Commitment to zero shall be accompanied by payment of all outstanding Initial Revolving Loans and Swingline Loans (and furnishing of Cash Collateral satisfactory to the Administrative Agent for all Letter of Credit Obligations) and shall result in the termination of the Initial Revolving Loan Commitment and the Swingline Commitment. Any reduction of the Initial Revolving-A Loan Commitment to zero shall be accompanied by payment of all outstanding Initial Revolving-A Loans and shall result in the termination of the Initial Revolving-A Loan Commitment. If the reduction of the Initial Revolving-A Revolving Loan Commitment or the Initial Revolving Loan Commitment, as applicable, requires the repayment of any Term SOFR Advance, such repayment shall be accompanied by any amount required to be paid pursuant to Section 2.9 hereof.

Voluntary Commitment Reductions. The Borrower shall have the right, at any time and from time to time after the Restatement Effective Agreement Date and prior to the Revolving Loan Maturity Date, Term Loan A Maturity Date, Term Loan B Maturity Date, Term Loan C Maturity Date and Incremental Facility Maturity Date, as applicable, upon at least three (3) U.S. Government Securities Business Days’ ' prior written notice to the Administrative Agent, without premium or penalty, to cancel or reduce permanently all or a portion of the Revolving Loan Commitments (aor the Incremental Facility Commitments) on the Initial Revolving-A Loan Commitment on a pro rata basis among of the Lenders with an Initial Revolving-A Loan Commitment or (b) the Initial respective Revolving Loan Commitment on a pro rata basis among Ratios (or the Incremental Facility Commitment Ratios) of the Lenders with an Initial applicable to the Revolving Loan CommitmentCommitments (or the Incremental Facility Commitments); provided, however, that the Borrower shall reimburse the Lenders and the Administrative Agent, on demand by the applicable Lender or the Administrative Agent, for any loss or out-of-pocket expense incurred by any Lender or the Administrative Agent in each case connection with such prepayment, as set forth in Section 2.10 hereof; provided further, however, that Borrower's failure to confirm any telephonic notice with a written notice, shall not invalidate any notice so given if acted upon by the Administrative Agent; provided further, however, that any such partial reduction shall be made in an amount not less than $5,000,000 1,000,000 and in integral multiples of not less than $1,000,000. Each permanent reduction As of the Initial Revolving-A date of cancellation or reduction set forth in such notice, the Revolving Loan Commitment permitted Commitments (or the Incremental Facility Commitments) shall be permanently reduced to the amount stated in the Borrower's notice for all purposes herein, and the Borrower shall pay to the Administrative Agent for the Lenders the amount necessary to reduce the principal amount of the Revolving Loans and the Swing Line Loans (or Incremental Facility Loans) then outstanding under the Revolving Loan Commitments (or the Incremental Facility Commitments) to not more than the amount of the Revolving Loan Commitments (or the Incremental Facility Commitments) as so reduced, together with accrued interest on the amount so prepaid and commitment fees accrued through the date of the reduction with respect to the amount reduced. Reductions in the Revolving Loan Commitments pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving-A Loans after such reduction applied pro rata to the Initial Revolving-A Loan Commitment as so reduced. Each permanent reduction then remaining reductions set forth in Section 2.5(a) hereof in inverse order of the Initial Revolving Loan Commitment permitted pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving Loans, Swingline Loans and Letter of Credit Obligations, as applicable, after such reduction to the Initial Revolving Loan Commitment as so reduced, and if the aggregate amount of all outstanding Letters of Credit exceeds the Initial Revolving Loan Commitment as so reduced, the Borrower shall be required to deposit Cash Collateral in a Cash Collateral account opened by the Administrative Agent in an amount equal to such excess. Such Cash Collateral shall be applied in accordance with Section 8.2(b). Any reduction of the Initial Revolving Loan Commitment to zero shall be accompanied by payment of all outstanding Initial Revolving Loans and Swingline Loans (and furnishing of Cash Collateral satisfactory to the Administrative Agent for all Letter of Credit Obligations) and shall result in the termination of the Initial Revolving Loan Commitment and the Swingline Commitment. Any reduction of the Initial Revolving-A Loan Commitment to zero shall be accompanied by payment of all outstanding Initial Revolving-A Loans and shall result in the termination of the Initial Revolving-A Loan Commitment. If the reduction of the Initial Revolving-A Loan Commitment or the Initial Revolving Loan Commitment, as applicable, requires the repayment of any Term SOFR Advance, such repayment shall be accompanied by any amount required to be paid pursuant to Section 2.9 hereofreductions set forth therein.

Voluntary Commitment Reductions. The Borrower shall have the right, at any time and from time to time after the Restatement Effective Date, upon at least three (3) U.S. Government Securities Business Days’ prior written notice to the Administrative Agent, without premium or penalty, to cancel or reduce permanently all or a portion of (a) the Initial Revolving-A Loan Commitment on a pro rata basis among the Lenders with an Initial Revolving-A Loan Commitment or (b) the Initial Revolving Loan Commitment on a pro rata basis among the Lenders with an Initial Revolving Loan Commitment; provided, however, that in each case any such partial reduction shall be made in an amount not less than $5,000,000 and in integral multiples of not less than $1,000,000. Each permanent reduction of the Initial Revolving-A Loan Commitment permitted pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving-A Loans after such reduction to the Initial Revolving-A Loan Commitment as so reduced. Each permanent reduction of the Initial Revolving Loan Commitment permitted pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving Loans, Swingline Loans and Letter of Credit Obligations, as applicable, after such reduction to the Initial Revolving Loan Commitment as so reduced, and if the aggregate amount of all outstanding Letters of Credit exceeds the Initial Revolving Loan Commitment as so reduced, the Borrower shall be required to deposit Cash Collateral in a Cash Collateral account opened by the Administrative Agent in an amount equal to such excess. Such Cash Collateral shall be applied in accordance with Section 8.2(b). Any reduction of the Initial Revolving Loan Commitment to zero shall be accompanied by payment of all outstanding Initial Revolving Loans and Swingline Loans (and furnishing of Cash Collateral satisfactory to the Administrative Agent for all Letter of Credit Obligations) and shall result in the termination of the Initial Revolving Loan Commitment and the Swingline Commitment. Any reduction of the Initial Revolving-A Loan Commitment to zero shall be accompanied by payment of all outstanding Initial Revolving-A Loans and shall result in the termination of the Initial Revolving-A Loan Commitment. If the reduction of the Initial Revolving-A Revolving Loan Commitment or the Initial Revolving Loan Commitment, as applicable, requires the repayment of any Term SOFR LIBOR Advance, such repayment shall be accompanied by any amount required to be paid pursuant to Section 2.9 hereof.

Voluntary Commitment Reductions. The Borrower shall have the right, at any time and from time to time after the Restatement Effective Closing Date, upon at least three five (35) U.S. Government Securities Business Days’ prior written notice to the Administrative Agent, without premium or penalty, to cancel or reduce permanently all or a portion of (a) the Initial Revolving-A Revolving Loan Commitment Commitment, on a pro rata basis among the Lenders with an Initial Revolving-A Loan Commitment or (b) the Initial Revolving Loan Commitment on a pro rata basis among the Lenders with an Initial Revolving Loan Commitment; , provided, however, that in each case any such partial reduction shall be made in an amount not less than $5,000,000 and in integral multiples of not less than $1,000,000. Each permanent reduction of the Initial Revolving-A Loan Commitment permitted pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving-A Loans after such reduction to the Initial Revolving-A Loan Commitment as so reduced. Each permanent reduction of the Initial Revolving Loan Commitment permitted pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving Loans, Swingline Loans and Letter of Credit Obligations, as applicable, after such reduction to the Initial Revolving Loan Commitment as so reduced, and if the aggregate amount of all outstanding Letters of Credit exceeds the Initial Revolving Loan Commitment as so reduced, the Borrower shall be required to deposit Cash Collateral in a Cash Collateral account opened by the Administrative Agent in an amount equal to such excess. Such Cash Collateral shall be applied in accordance with Section 8.2(b). Any reduction of the Initial Revolving Loan Commitment to zero shall be accompanied by payment of all outstanding Initial Revolving Loans and Swingline Loans (and furnishing of Cash Collateral satisfactory to the Administrative Agent for all Letter of Credit Obligations) and shall result in the termination of the Initial Revolving Loan Commitment and the Swingline Commitment. Any reduction of the Initial Revolving-A Loan Commitment to zero shall be accompanied by payment of all outstanding Initial Revolving-A Loans and shall result in the termination of the Initial Revolving-A Loan Commitment. If the reduction of the Initial Revolving-A Revolving Loan Commitment or the Initial Revolving Loan Commitment, as applicable, requires the repayment of any Term SOFR LIBOR Advance, such repayment shall be accompanied by any amount required to be paid pursuant to Section 2.9 hereof.

Voluntary Commitment Reductions. The Borrower shall have the right, at any time and from time to time after the Restatement Effective Closing Date, upon at least three (3) U.S. Government Securities Business Days’ prior written notice to the Administrative Agent, without premium or penalty, to cancel or reduce permanently all or a portion of (a) the Initial Revolving-A Loan Commitment on a pro rata basis among the Lenders with an Initial Revolving-A Loan Commitment or (b) the Initial Revolving Loan Commitment on a pro rata basis among the Lenders with an Initial Revolving Loan Commitment; provided, however, that in each case any such partial reduction shall be made in an amount not less than $5,000,000 and in integral multiples of not less than $1,000,000. Each permanent reduction of the Initial Revolving-A Loan Commitment permitted pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving-A Loans after such reduction to the Initial Revolving-A Loan Commitment as so reduced. Each permanent reduction of the Initial Revolving Loan Commitment permitted pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving Loans, Swingline Loans and Letter of Credit Obligations, as applicable, after such reduction to the Initial Revolving Loan Commitment as so reduced, and if the aggregate amount of all outstanding Letters of Credit exceeds the Initial Revolving Loan Commitment as so reduced, the Borrower shall be required to deposit Cash Collateral in a Cash Collateral account opened by the Administrative Agent in an amount equal to such excess. Such Cash Collateral shall be applied in accordance with Section 8.2(b). Any reduction of the Initial Revolving Loan Commitment to zero shall be accompanied by payment of all outstanding Initial Revolving Loans and Swingline Loans (and furnishing of Cash Collateral satisfactory to the Administrative Agent for all Letter of Credit Obligations) and shall result in the termination of the Initial Revolving Loan Commitment and the Swingline Commitment. Any reduction of the Initial Revolving-A Loan Commitment to zero shall be accompanied by payment of all outstanding Initial Revolving-A Loans and shall result in the termination of the Initial Revolving-A Loan Commitment. If the reduction of the Initial Revolving-A Revolving Loan Commitment or the Initial Revolving Loan Commitment, as applicable, requires the repayment of any Term SOFR LIBOR Advance, such repayment shall be accompanied by any amount required to be paid pursuant to Section 2.9 hereof.

Voluntary Commitment Reductions. The Borrower shall have the right, at any time and from time to time after the Restatement Effective Agreement Date and prior to the Maturity Date, upon at least three (3) U.S. Government Securities Business Days’ ' prior written notice to the Administrative Agent, without premium or penalty, to cancel or reduce permanently all or a portion of (a) the Initial Revolving-A Loan Commitment on a pro rata basis among the Lenders with an Initial Revolving-A Loan Commitment or (b) the Initial Revolving Loan Commitment (or the Incremental Facility Commitment) on a pro rata the basis among of the respective Revolving Loan Commitment Ratios (or the Incremental Facility Commitment Ratios) of the Lenders with an Initial applicable to the Revolving Loan Commitment (or the Incremental Facility Commitment); providedPROVIDED, howeverHOWEVER, that in each case any such partial reduction shall be made in an amount not less than $5,000,000 1,000,000 and in integral multiples of not less than $1,000,000. Each permanent reduction As of the Initial Revolving-A date of cancellation or reduction set forth in such notice, the Revolving Loan Commitment permitted (or the Incremental Facility Commitment) shall be permanently reduced to the amount stated in the Borrower's notice for all purposes herein, and the Borrower shall pay to the Administrative Agent for the Lenders the amount necessary to reduce the principal amount of the Revolving Loans (or Incremental Facility Loans) then outstanding under the Revolving Loan Commitment (or the Incremental Facility Commitment) to not more than the amount of the Revolving Loan Commitment (or the Incremental Facility Commitment) as so reduced, together with accrued interest on the amount so prepaid and commitment fees accrued through the date of the reduction with respect to the amount reduced. Reductions in the Revolving Loan Commitment pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving-A Loans after such reduction applied pro rata to the Initial Revolving-A Loan Commitment as so reduced. Each permanent reduction then remaining reductions set forth in Section 2.5(a) hereof in inverse order of the Initial Revolving Loan Commitment permitted pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving Loans, Swingline Loans and Letter of Credit Obligations, as applicable, after such reduction to the Initial Revolving Loan Commitment as so reduced, and if the aggregate amount of all outstanding Letters of Credit exceeds the Initial Revolving Loan Commitment as so reduced, the Borrower shall be required to deposit Cash Collateral in a Cash Collateral account opened by the Administrative Agent in an amount equal to such excess. Such Cash Collateral shall be applied in accordance with Section 8.2(b). Any reduction of the Initial Revolving Loan Commitment to zero shall be accompanied by payment of all outstanding Initial Revolving Loans and Swingline Loans (and furnishing of Cash Collateral satisfactory to the Administrative Agent for all Letter of Credit Obligations) and shall result in the termination of the Initial Revolving Loan Commitment and the Swingline Commitment. Any reduction of the Initial Revolving-A Loan Commitment to zero shall be accompanied by payment of all outstanding Initial Revolving-A Loans and shall result in the termination of the Initial Revolving-A Loan Commitment. If the reduction of the Initial Revolving-A Loan Commitment or the Initial Revolving Loan Commitment, as applicable, requires the repayment of any Term SOFR Advance, such repayment shall be accompanied by any amount required to be paid pursuant to Section 2.9 hereofreductions set forth therein.

Voluntary Commitment Reductions. The After the Restatement Date, the Borrower shall have the right, at any time and from time to time after the Restatement Effective Date, upon at least three five (35) U.S. Government Securities Business Days’ ' prior written notice to the Administrative AgentAgent and the Revolving Lenders, in the case of any reduction in the Revolving Loan Commitments, and the Supplemental Revolving Lenders, in the case of any reduction in the Supplemental Revolving Loan Commitments, given prior to 10:00 a.m. (New York City time) on the fifth Business Day preceding the proposed reduction date, without premium or penalty, to cancel permanently reduce or reduce permanently all or a terminate the unutilized portion of (a) the Initial Revolving-A Loan Commitment on a pro rata basis among aggregate of the Lenders with an Initial Revolving-A Loan Commitment or (b) the Initial Total Revolving Loan Commitment on a pro rata basis among the Lenders with an Initial Commitments or Total Supplemental Revolving Loan CommitmentCommitments in whole at any time or in part from time to time, in a minimum aggregate amount of $5,000,000 (unless the Total Revolving Loan Commitments or Total Supplemental Revolving Loan Commitments, as the case may be, at such time is less than $10,000,000, in which case, in an amount equal to the Total Revolving Loan Commitments or Total Supplemental Revolving Loan Commitments at such time) and, if such reduction is greater than $5,000,000, in integral multiples of $1,000,000 above such minimum; provided, however, that (i) no such reduction or termination of the Revolving Loan Commitments shall be permitted if, after giving effect thereto and to any prepayment or payment of the Revolving Loans and Swing Line Loans on the proposed reduction date, the then outstanding aggregate principal amount of Revolving Loans and Swing Line Loans plus the then aggregate amount of L/C Obligations and F▇▇▇▇▇▇▇ L/C Obligations outstanding would exceed the aggregate Revolving Loan Commitments of the Revolving Lenders then in each case effect, (ii) no such reduction or termination of the Supplemental Revolving Loan Commitments shall be permitted if, after giving effect thereto and to any prepayment or payment of the Supplemental Revolving Loans on the proposed reduction date, the aggregate principal amount of Supplemental Revolving Loans outstanding for all Supplemental Revolving Lenders would exceed the aggregate Supplemental Revolving Loan Commitments of the Supplemental Revolving Lenders then in effect, and (iii) all prepayments of Eurodollar Rate Loans shall be subject to Section 2.16. Any such partial reduction of the Total Revolving Loan Commitments and the Total Supplemental Revolving Loan Commitments shall be made in an amount not less than conjunction with one another on a proportionate basis (with the $5,000,000 and minimum amount specified in integral multiples of not less than $1,000,000. Each permanent reduction of the Initial Revolving-A Loan Commitment permitted pursuant preceding sentence applying to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving-A Loans after such reduction to the Initial Revolving-A Loan Commitment as so reduced. Each permanent reduction of the Initial Revolving Loan Commitment permitted pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving Loans, Swingline Loans and Letter of Credit Obligations, as applicable, after such reduction to the Initial Revolving Loan Commitment as so reduced, and if the aggregate amount of all outstanding Letters of Credit exceeds the Initial Revolving Loan Commitment Commitments and Supplemental Revolving Loan Commitments being reduced) and any such reduction shall apply proportionately to the Revolving Loan Commitments of the Revolving Lenders and the Supplemental Revolving Loan Commitments of the Supplemental Revolving Lenders based on such Lender's Revolving Loan Pro Rata Share or Supplemental Revolving Loan Pro Rata Share, as so reducedapplicable. Simultaneously with each reduction or termination of the Revolving Loan Commitments, the Borrower shall be required pay to deposit Cash Collateral in a Cash Collateral the Agent for the account opened by of each Revolving Lender the Administrative Revolving Loan Commitment Fee accrued on the amount of the Revolving Loan Commitments so reduced or terminated through the date thereof. Simultaneously with each reduction or termination of the Supplemental Revolving Loan Commitments, the Borrower shall pay to the Agent in an for the account of each Supplemental Revolving Lender the Supplemental Revolving Loan Commitment Fee accrued on the amount equal to such excess. Such Cash Collateral shall be applied in accordance with Section 8.2(b)of the Supplemental Revolving Loan Commitments so reduced or terminated through the date thereof. Any reduction of in the Initial Revolving Loan Commitment to zero shall be accompanied by payment of all outstanding Initial Revolving Loans and Swingline Loans (and furnishing the Swing Line Lender below $25,000,000 shall, without any further action on the part of Cash Collateral satisfactory to the Administrative Agent Borrower, cause a dollar for all Letter of Credit Obligations) and shall result dollar reduction in the termination Swing Line Commitment of the Initial Swing Line Lender. Notwithstanding the foregoing, the Borrower shall not be entitled to terminate the Total Revolving Loan Commitment and in full unless, concurrently therewith, the Swingline Commitment. Any reduction Borrower terminates the F▇▇▇▇▇▇▇ Letters of Credit (whether by obtaining a replacement letter of credit therefor, repaying the Initial Revolving-A Loan Commitment to zero shall be accompanied by payment of all outstanding Initial Revolving-A Loans and shall result in the termination of the Initial Revolving-A Loan Commitment. If the reduction of the Initial Revolving-A Loan Commitment F▇▇▇▇▇▇▇ ▇▇▇▇▇ or the Initial Revolving Loan Commitment, as applicable, requires the repayment of any Term SOFR Advance, otherwise) such repayment shall be accompanied by any amount required to be paid pursuant to Section 2.9 hereofthat no F▇▇▇▇▇▇▇ L/C Obligations remain outstanding.

Voluntary Commitment Reductions. The Borrower shall have the right, at any time and from time to time after the Restatement Effective Date, upon at least three (3) U.S. Government Securities Business Days’ prior written notice to the Administrative Agent, without premium or penalty, to cancel or reduce permanently all or a portion of (a) the Initial Revolving-A Loan Commitment on a pro rata basis among the Lenders with an Initial Revolving-A Loan Commitment or (b) the Initial Revolving Loan Commitment on a pro rata basis among the Lenders with an Initial Revolving Loan Commitment or (b) the Initial Revolving-1 Loan Commitment on a pro rata basis among the Lenders with an Initial Revolving-1 Loan Commitment; provided, however, that in each case any such partial reduction shall be made in an amount not less than $5,000,000 and in integral multiples of not less than $1,000,000. Each permanent reduction of the Initial Revolving-A Loan Commitment permitted pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving-A Loans after such reduction to the Initial Revolving-A Loan Commitment as so reduced. Each permanent reduction of the Initial Revolving Loan Commitment permitted pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving Loans, Swingline Loans and Letter of Credit Obligations, as applicable, after such reduction to the Initial Revolving Loan Commitment as so reduced, and if the aggregate amount of all outstanding Letters of Credit exceeds the Initial Revolving Loan Commitment as so reduced, the Borrower shall be required to deposit Cash Collateral in a Cash Collateral account opened by the Administrative Agent in an amount equal to such excess. Such Cash Collateral shall be applied in accordance with Section 8.2(b). Each permanent reduction of the Initial Revolving-1 Loan Commitment permitted pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving-1 Loans after such reduction to the Initial Revolving-1 Loan Commitment as so reduced. Any reduction of the Initial Revolving Loan Commitment to zero shall be accompanied by payment of all outstanding Initial Revolving Loans and Swingline Loans (and furnishing of Cash Collateral satisfactory to the Administrative Agent for all Letter of Credit Obligations) and shall result in the termination of the Initial Revolving Loan Commitment and the Swingline Commitment. Any reduction of the Initial RevolvingRevolving-1Revolving-A Loan Commitment to zero shall be accompanied by payment of all outstanding Initial RevolvingRevolving-1Revolving-A Loans and shall result in the termination of the Initial RevolvingRevolving-1Revolving-A Loan Commitment. If the reduction of the Initial RevolvingRevolvingRevolving-A Loan Commitment or the Initial Revolving Revolving-1 Loan Commitment, as applicable, requires the repayment of any Term SOFR Advance, such repayment shall be accompanied by any amount required to be paid pursuant to Section 2.9 hereof.

Voluntary Commitment Reductions. The Borrower Borrowers shall have the right, at any time and from time to time after the Restatement Effective Agreement Date and prior to the Maturity Date, upon at least three (3) U.S. Government Securities Business Days’ prior written notice to the Administrative Agent, without premium or penalty, to cancel or reduce permanently all or a portion of (a) the Initial Revolving-A Loan Commitment on a pro rata basis among the Lenders with an Initial Revolving-A Loan Commitment or (b) the Initial Revolving Loan Commitment on a pro rata basis among Commitments, the Lenders with an Initial Revolving Loan CommitmentDDTL Commitments or, if applicable, the Incremental Facility Commitments; provided, however, that in each case any such partial reduction shall be made in an amount not less than $5,000,000 5,000,000.00 and in an integral multiples multiple of not less than $1,000,0001,000,000.00. Each permanent reduction As of the Initial Revolving-A date of cancellation or reduction set forth in such notice, the Revolving Loan Commitment permitted pursuant to this Section Commitments, the DDTL Commitments or, if applicable, the Incremental Facility Commitments, shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving-A Loans after such reduction permanently reduced to the Initial Revolving-A Loan Commitment as so reduced. Each permanent reduction of the Initial Revolving Loan Commitment permitted pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving Loans, Swingline Loans and Letter of Credit Obligations, as applicable, after amount stated in such reduction to the Initial Revolving Loan Commitment as so reducednotice for all purposes herein, and if the aggregate amount of all outstanding Letters of Credit exceeds the Initial Revolving Loan Commitment as so reducedBorrowers shall, the Borrower shall be required to deposit Cash Collateral in on a Cash Collateral account opened by the Administrative Agent in an amount equal to such excess. Such Cash Collateral shall be applied in accordance with Section 8.2(b). Any reduction of the Initial Revolving Loan Commitment to zero shall be accompanied by payment of all outstanding Initial Revolving Loans joint and Swingline Loans (and furnishing of Cash Collateral satisfactory several basis, pay to the Administrative Agent for all Letter of Credit Obligations) and shall result in the termination applicable Lenders the amount necessary to reduce the principal amount of the Initial Revolving Loans, the DDT Loans or, if applicable, the Incremental Facility Loans, then outstanding under the Revolving Loan Commitment Commitments, the DDTL Commitments or, if applicable, the Incremental Facility Commitments, to not more than the amount of Revolving Loan Commitments, the DDTL Commitments or, if applicable, the Incremental Facility Commitments, respectively, as so reduced, together with accrued interest on the amount so prepaid and any commitment fees accrued through the Swingline Commitment. Any reduction date of the Initial Revolving-A Loan Commitment reduction with respect to zero shall be accompanied by payment of all outstanding Initial Revolving-A Loans and shall result in the termination of the Initial Revolving-A Loan Commitment. If the reduction of the Initial Revolving-A Loan Commitment or the Initial Revolving Loan Commitment, as applicable, requires the repayment of any Term SOFR Advance, such repayment shall be accompanied by any amount required to be paid pursuant to Section 2.9 hereofreduced.

Voluntary Commitment Reductions. The Borrower shall have the right, at any time and from time to time after the Restatement Effective Date, upon at least three (3) U.S. Government Securities Business Days’ prior written notice to the Administrative Agent, without premium or penalty, to cancel or reduce permanently all or a portion of (a) the Initial Revolving-A Loan Commitment on a pro rata basis among the Lenders with an Initial Revolving-A Loan Commitment or (b) the Initial Revolving Loan Commitment on a pro rata basis among the Lenders with an Initial Revolving Loan Commitment or (b) the Initial Revolving-1 Loan Commitment on a pro rata basis among the Lenders with an Initial Revolving-1 Loan Commitment; provided, however, that in each case any such partial reduction shall be made in an amount not less than $5,000,000 and in integral multiples of not less than $1,000,000. Each permanent reduction of the Initial Revolving-A Loan Commitment permitted pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving-A Loans after such reduction to the Initial Revolving-A Loan Commitment as so reduced. Each permanent reduction of the Initial Revolving Loan Commitment permitted pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving Loans, Swingline Loans and Letter of Credit Obligations, as applicable, after such reduction to the Initial Revolving Loan Commitment as so reduced, and if the aggregate amount of all outstanding Letters of Credit exceeds the Initial Revolving Loan Commitment as so reduced, the Borrower shall be required to deposit Cash Collateral in a Cash Collateral account opened by the Administrative Agent in an amount equal to such excess. Such Cash Collateral shall be applied in accordance with Section 8.2(b). Each permanent reduction of the Initial Revolving-1 Loan Commitment permitted pursuant to this Section shall be accompanied by a payment of principal sufficient to reduce the aggregate outstanding Initial Revolving-1 Loans after such reduction to the Initial Revolving-1 Loan Commitment as so reduced. Any reduction of the Initial Revolving Loan Commitment to zero shall be accompanied by payment of all outstanding Initial Revolving Loans and Swingline Loans (and furnishing of Cash Collateral satisfactory to the Administrative Agent for all Letter of Credit Obligations) and shall result in the termination of the Initial Revolving Loan Commitment and the Swingline Commitment. Any reduction of the Initial Revolving-A Revolving-1 Loan Commitment to zero shall be accompanied by payment of all outstanding Initial Revolving-A Revolving-1 Loans and shall result in the termination of the Initial Revolving-A Loan Commitment. If the reduction of the Initial Revolving-A Loan Commitment or the Initial Revolving Loan Commitment, as applicable, requires the repayment of any Term SOFR Advance, such repayment shall be accompanied by any amount required to be paid pursuant to Section 2.9 hereof.Revolving-1