Common use of Voluntary Commitment Reductions Clause in Contracts

Voluntary Commitment Reductions. (i) Each Borrower may, upon not less than three (3) Business Days’ prior written notice confirmed in writing to the Administrative Agent and the Revolving Administrative Agent (which original written notice the Administrative Agent shall promptly transmit by telefacsimile or telephone to each applicable Lender), at any time and from time to time terminate in whole or permanently reduce in part, without premium or penalty, the Revolving Commitments in an amount up to the amount by which the Revolving Commitments exceed the Total Utilization of Revolving Commitments at the time of such proposed termination or reduction; provided, that any such partial reduction of (x) the U.S. Revolving Commitments shall be in an aggregate minimum amount of $5,000,000 and integral multiples of $1,000,000 in excess of that amount and (y) the Canadian Revolving Commitments shall be in an aggregate minimum amount of $100,000 and integral multiples of $50,000 in excess of that amount. (ii) A Borrower’s notice to the Administrative Agent and the Revolving Administrative Agent shall designate the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and such termination or reduction of the Revolving Commitments shall be effective on the date specified in such Borrower’s notice and shall reduce the Revolving Commitment of each Lender proportionately to its Pro Rata Share thereof.

Voluntary Commitment Reductions. (iA) Each At any time after the first anniversary of the Closing Date, the Borrower may, upon not less than three five (35) Business Days’ prior written notice confirmed in writing to the Administrative Agent and the Revolving Administrative Agent (which original written notice the Administrative Agent shall will promptly transmit by telefacsimile or telephone to each applicable Lender), at any time and from time to time terminate in whole or permanently reduce in part, without premium or penalty, part any unused portion of the Revolving Commitments in an amount up to the amount by which the Revolving Commitments exceed the Total Utilization of Revolving Commitments at the time of such proposed termination or reductionDelayed Draw Term Loan Commitments; provided, that any such partial reduction of (x) the U.S. Revolving Delayed Draw Term Loan Commitments shall be in an aggregate minimum amount of One Million Dollars ($5,000,000 1,000,000) and integral multiples of One Hundred Thousand Dollars ($1,000,000 100,000) in excess of that amount and (y) or, if less, the Canadian Revolving Commitments shall be in an aggregate minimum remaining amount of $100,000 and integral multiples of $50,000 in excess of that amountthe Delayed Draw Term Loan Commitments. (iiB) A Borrower’s notice to the Administrative Agent and the Revolving Administrative Agent shall designate the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and such termination or reduction of the Revolving Delayed Draw Term Loan Commitments shall be effective on the date specified in such Borrower’s notice and shall reduce the Revolving Delayed Draw Term Loan Commitment of each Lender proportionately to its Pro Rata Share thereofpro rata share of the Type of Delayed Draw Term Loans so reduced.

Voluntary Commitment Reductions. (i) Each Borrower The Company may, upon not less than three (3) Business Days’ prior written notice pursuant to delivery to the Administrative Agent of a Notice of Loan Prepayment or telephonic notice confirmed in writing to the Administrative Agent and pursuant to delivery to the Revolving Administrative Agent of a Notice of Loan Prepayment (which original written or telephonic notice the Administrative Agent shall will promptly transmit by telefacsimile electronic mail or telephone to each applicable Lender), at any time and from time to time terminate in whole or permanently reduce in part, without premium or penalty, the Revolving Credit Commitments of each Class or any Class, in the Company’s discretion, in an amount up to the amount by which the Revolving Credit Commitments exceed the Total Utilization of Revolving Commitments Credit Outstandings at the time of such proposed termination or reduction; provided, that any such partial reduction of (x) the U.S. Revolving Credit Commitments shall be in an aggregate minimum amount of $5,000,000 and integral multiples of $1,000,000 in excess of that amount and (y) the Canadian Revolving Commitments shall be in an aggregate minimum amount of $100,000 and integral multiples of $50,000 in excess of that amount. (ii) A BorrowerThe Company’s notice to the Administrative Agent and the Revolving Administrative Agent shall designate the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and such termination or reduction of the Revolving Credit Commitments shall be effective on the date specified in such Borrowerthe Company’s notice and shall reduce the Applicable Revolving Commitment Credit Percentage of each Revolving Credit Lender proportionately to its Pro Rata Share thereofof the applicable Class on a pro rata basis.

Voluntary Commitment Reductions. (i) Each Borrower may, upon not less than three (3) Business Days’ prior written notice confirmed in writing to the Administrative Agent and the Revolving Administrative Agent (which original written notice the Administrative Agent shall promptly transmit by telefacsimile or telephone to each applicable Lender), at At any time and from time to time time, the Borrower may, without premium or penalty but subject to compliance with the conditions set forth in this Section 2.10(b), terminate in whole or permanently reduce in part, without premium or penalty, part the Revolving Term Loan Commitments in an amount up to the amount by which the Revolving Commitments exceed the Total Utilization of Revolving Commitments at the time of such proposed termination or reductionany Class; provided, provided that any each such partial reduction of (x) the U.S. Revolving Term Loan Commitments of such Class shall be in an aggregate minimum amount of $5,000,000 and or an integral multiples multiple of $1,000,000 in excess of that such amount and (y) or in the Canadian Revolving Commitments shall be in an aggregate minimum amount of $100,000 and integral multiples the remaining aggregate amount of $50,000 in excess the Term Loan Commitments of that amountsuch class. (ii) A Borrower’s notice To make a voluntary termination or reduction of the Term Loan Commitments of any Class pursuant to Section 2.10(b)(i), the Borrower shall notify the Administrative Agent and not later than 12:00 noon (New York City time) at least three Business Days prior to the Revolving Administrative Agent date of effectiveness of such termination or reduction. Each such notice shall designate specify the termination or reduction date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and may be given by telephone or in writing (and, if given by telephone, shall promptly be confirmed in writing). Each such notice shall be irrevocable, and the termination or reduction of the Revolving Term Loan Commitments of the applicable Class specified therein shall be become effective on the date specified in therein. Promptly following receipt of any such Borrower’s notice and notice, the Administrative Agent shall advise the Term Lenders of the applicable Class of the details thereof. Each voluntary reduction of the Term Loan Commitments of any Class shall reduce the Revolving Commitment Term Loan Commitments of each Lender proportionately to its such Class of the Lenders in accordance with their applicable Pro Rata Share thereofShares.

Voluntary Commitment Reductions. (i1) Each The Borrower may, upon not less than three (3) Business Days’ prior written notice confirmed in writing to the Administrative Agent and the Revolving Administrative Agent (which original written notice the Administrative Agent shall will promptly transmit by telefacsimile or telephone electronic means to each applicable Lender), at any time and from time to time time, terminate in whole or permanently reduce in part, without premium or penalty, part the Revolving Commitments in an amount up to the amount by which the Revolving Commitments exceed the Total Utilization of Revolving Commitments Loan Amount at the time of such proposed termination or reductionreduction (each, a “Voluntary Commitment Reduction”); provided, provided that (x) any such partial reduction of (x) the U.S. Revolving Commitments shall be in an aggregate minimum amount of $5,000,000 and integral multiples of $1,000,000 in excess of that amount and amount; (y) unless the Canadian Revolving Commitments shall will be terminated in an aggregate minimum amount whole, no Default or Event of $100,000 Default has occurred and integral multiples of $50,000 is continuing or would result therefrom; and (z) sufficient amounts are on deposit in excess of the Principal Collection Account in the relevant Specified Currencies to pay the other amounts that amountwill be owing in connection therewith (including any related Make-Whole Amount). (ii2) A The Borrower’s notice to the Administrative Agent and the Revolving Administrative Agent shall designate the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and such termination or reduction of the Revolving Commitments shall be effective on the date specified in such the Borrower’s notice and shall reduce the Revolving Commitment of each Lender proportionately to its Pro Rata Share pro rata share thereof.. 65

Voluntary Commitment Reductions. (ia) Each Borrower Company may, upon not less than three (3) Business Days’ prior written notice confirmed in writing to the Administrative Agent and the each Class B Revolving Administrative Agent (which original written notice the Administrative Agent shall promptly transmit by telefacsimile or telephone to each applicable Lender), at any time and from time to time terminate in whole or permanently reduce in part, without premium or penalty, part the Revolving Commitments in an amount up to the amount by which the Class A Revolving Commitments exceed the Total Utilization of Class A Revolving Commitments or the Class B Revolving Commitments exceed the Total Utilization of Class B Revolving Commitments, as applicable, in each case at the time of such proposed termination or reduction; provided, that any such partial reduction of (x) the U.S. Class A Revolving Commitments shall be in an aggregate minimum amount of $5,000,000 500,000 and integral multiples of $1,000,000 100,000 in excess of that amount and (y) any such partial reduction of the Canadian Class B Revolving Commitments shall be in an aggregate minimum amount of $100,000 and integral multiples of $50,000 100,000 in excess of that amount. (iib) A BorrowerCompany’s notice to the Administrative Agent and the Revolving Administrative Agent shall designate the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and such termination or reduction of the Revolving Commitments shall be effective on the date specified in such BorrowerCompany’s notice and shall reduce the Revolving Commitment of each applicable Class A Revolving Lender and/or Class B Revolving Lender proportionately to its applicable Pro Rata Share thereof.

Voluntary Commitment Reductions. (i1) Each The Borrower may, upon not less than three (3) Business Days’ prior written notice confirmed in writing to the Administrative Agent and the Revolving Administrative Agent (which original written notice the Administrative Agent shall will promptly transmit by telefacsimile or telephone electronic means to each applicable Lender), at any time and from f rom time to time time, terminate in whole or permanently reduce in part, without premium or penalty, part the Revolving Commitments in an amount up to the amount by which the Revolving Commitments exceed the Total Utilization of Revolving Commitments Loan Amount at the time of such proposed termination or reductionreduction (each, a “Voluntary Commitment Reduction”); provided, provided that (x) any such partial reduction of (x) the U.S. Revolving Commitments shall be in an aggregate minimum amount of $5,000,000 and integral multiples of $1,000,000 in excess of that amount and amount; (y) unless the Canadian Revolving Commitments shall will be terminated in an aggregate minimum amount whole, no Default or Event of $100,000 Default has occurred and integral multiples of $50,000 is continuing or would result therefrom; and (z) suf f icient amounts are on deposit in excess of the Principal Collection Account in the relevant Specified Currencies to pay the other amounts that amountwill be owing in connection therewith (including any related Make-Whole Amount). (ii2) A The Borrower’s notice to the Administrative Agent and the Revolving Administrative Agent shall designate the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and such termination or reduction of the Revolving Commitments shall be effective 65 ef fective on the date specified in such the Borrower’s notice and shall reduce the Revolving Commitment of each Lender proportionately to its Pro Rata Share thereofpro rata share thereof .

Voluntary Commitment Reductions. (iA) Each At any time after the first anniversary of the Closing Date, the Borrower may, upon not less than three five (35) Business Days’ prior written notice confirmed in writing to the Administrative Agent and the Revolving Administrative Agent (which original written notice the Administrative Agent shall will promptly transmit by telefacsimile or telephone to each applicable Lender), at any time and from time to time terminate in whole or permanently reduce in part, without premium or penalty, part any unused portion of the Revolving Commitments in an amount up to the amount by which the Revolving Commitments exceed the Total Utilization of Revolving Commitments at the time of such proposed termination or reductionDelayed Draw Term Loan Commitments; provided, that any such partial reduction of (x) the U.S. Revolving Delayed Draw Term Loan Commitments shall be in an aggregate minimum amount of One Million Dollars ($5,000,000 1,000,000) and integral multiples of One Hundred Thousand Dollars ($1,000,000 100,000) in excess of that amount and (y) or, if less, the Canadian Revolving Commitments shall be in an aggregate minimum remaining amount of $100,000 and integral multiples of $50,000 in excess of that amountthe Delayed Draw Term Loan Commitments. (iiB) A Borrower’s notice to the Administrative Agent and the Revolving Administrative Agent shall designate the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and such termination or reduction of the Revolving Delayed Draw Term Loan Commitments shall be effective on the date specified in such Borrower’s notice and shall reduce the Revolving Delayed Draw Term Loan Commitment of each Lender proportionately to its Pro Rata Share thereofpro rata share of the Type of Delayed Draw Term Loans so reduced.

Voluntary Commitment Reductions. (i1) Each The Borrower may, upon not less than three (3) Business Days’ prior written notice confirmed in writing to the Administrative Agent and the Revolving Administrative Agent (which original written notice the Administrative Agent shall will promptly transmit by telefacsimile or telephone electronic means to each applicable Lender), at any time and from time to time time, terminate in whole or permanently reduce in part, without premium or penalty, part the Revolving Commitments in an amount up to the amount by which the Revolving Commitments exceed the Total Utilization of Revolving Commitments Loan Amount at the time of such proposed termination or reductionreduction (each, a “Voluntary Commitment Reduction”); provided, provided that (x) any such partial reduction of (x) the U.S. Revolving Commitments shall be in an aggregate minimum amount of $5,000,000 and integral multiples of $1,000,000 in excess of that amount and amount; 65 (y) unless the Canadian Revolving Commitments shall will be terminated in an aggregate minimum amount whole, no Default or Event of $100,000 Default has occurred and integral multiples of $50,000 is continuing or would result therefrom; and (z) sufficient amounts are on deposit in excess of the Principal Collection Account in the relevant Specified Currencies to pay the other amounts that amountwill be owing in connection therewith (including any related Make-Whole Amount). (ii2) A The Borrower’s notice to the Administrative Agent and the Revolving Administrative Agent shall designate the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and such termination or reduction of the Revolving Commitments shall be effective on the date specified in such the Borrower’s notice and shall reduce the Revolving Commitment of each Lender proportionately to its Pro Rata Share pro rata share thereof.

Voluntary Commitment Reductions. (i) Each Borrower Company may, upon not less than three (3) Business Days’ ' prior written or telephonic notice confirmed in writing to the Administrative Agent and the Revolving Administrative Agent (which original written or telephonic notice the Administrative Agent shall will promptly transmit by telefacsimile or telephone to each applicable Lender), at any time and from time to time terminate in whole or permanently reduce in part, without premium or penalty, (A) during the Delayed Draw Commitment Period, the Delayed Draw Commitments in an amount up to the aggregate amount of the Delayed Draw Commitments and (B) during the Revolving Commitment Period, the Revolving Commitments in an amount up to the amount by which the Revolving Commitments exceed the Total Utilization of Revolving Commitments at the time of such proposed termination or reduction; provided, that any such partial reduction of (x) the U.S. Revolving Commitments shall be in an aggregate minimum amount for each Class of Commitments of $5,000,000 1,000,000 and integral multiples of $1,000,000 in excess of that amount and (y) the Canadian Revolving Commitments shall be in an aggregate minimum amount of $100,000 and integral multiples of $50,000 500,000 in excess of that amount. (ii) A Borrower’s Company's notice to the Administrative Agent and the Revolving Administrative Agent shall designate the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and such termination or reduction of the Revolving Commitments shall be effective on the date specified in such Borrower’s Company's notice and shall reduce the Revolving Commitment of each Lender proportionately to its Pro Rata Share thereof.

Voluntary Commitment Reductions. (i) Each Borrower Company may, upon not less than three (3) Business Days’ ' prior written or telephonic notice confirmed in writing to the Administrative Agent and the Revolving Administrative Agent (which original written or telephonic notice the Administrative Agent shall will promptly transmit by telefacsimile or telephone to each applicable Lender), at any time and from time to time terminate in whole or permanently reduce in part, without premium or penalty, the : (1) undrawn Revolving Commitments in an amount up to the amount by which the Revolving Commitments exceed the Total Utilization of Revolving Commitments at the time of such proposed termination or reductionCredit Commitments; and/or (2) undrawn Tranche A Term Loan Commitments; provided, that any such partial reduction of (x) the U.S. Revolving Credit Commitments or Tranche A Term Loan Commitments shall in each case be in an aggregate minimum amount of $5,000,000 and integral multiples of $1,000,000 in excess of that amount and (y) the Canadian Revolving Commitments shall be in an aggregate minimum amount of $100,000 and integral multiples of $50,000 in excess of that amount. (ii) A Borrower’s Company's notice to the Administrative Agent and the Revolving Administrative Agent shall designate the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and such termination or reduction of the Revolving Credit Commitments and/or Tranche A Term Loan Commitments shall be effective on the date specified in such Borrower’s Company's notice and shall reduce the Revolving Credit Commitment and/or the Tranche A Term Loan Commitment, as applicable, of each Lender proportionately to its Pro Rata Share thereof. (iii) Company may, upon the terms and procedures specified in the applicable Joinder Agreement, terminate in whole or permanently reduce in part, without premium or penalty: (1) undrawn New Revolving Credit Commitments; and/or (2) undrawn New Term Loan Commitments.

Voluntary Commitment Reductions. (i) Each Borrower The Company may, upon not less than three (3) Business Days’ prior written notice pursuant to delivery to the Administrative Agent of a Notice of Loan Prepayment or telephonic notice confirmed in writing to the Administrative Agent and pursuant to delivery to the Revolving Administrative Agent of a Notice of Loan Prepayment (which original written or telephonic notice the Administrative Agent shall will promptly transmit by telefacsimile or telephone to each applicable Lender), at any time and from time to time terminate in whole or permanently reduce in part, without premium or penalty, the Revolving Credit Commitments of each Class or any Class, in the Company’s discretion, in an amount up to the amount by which the Revolving Credit Commitments exceed the Total Utilization of Revolving Commitments Credit Outstandings at the time of such proposed termination or reduction; provided, that any such partial reduction of (x) the U.S. Revolving Credit Commitments shall be in an aggregate minimum amount of $5,000,000 and integral multiples of $1,000,000 in excess of that amount and (y) the Canadian Revolving Commitments shall be in an aggregate minimum amount of $100,000 and integral multiples of $50,000 in excess of that amount. (ii) A BorrowerThe Company’s notice to the Administrative Agent and the Revolving Administrative Agent shall designate the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and such termination or reduction of the Revolving Credit Commitments shall be effective on the date specified in such Borrowerthe Company’s notice and shall reduce the Applicable Revolving Commitment Credit Percentage of each Revolving Credit Lender proportionately to its Pro Rata Share thereofof the applicable Class on a pro rata basis.

Voluntary Commitment Reductions. (i) Each Borrower Company may, upon not less than three (3) Business Days’ ' prior written or telephonic notice confirmed in writing to the Administrative Agent and the Revolving Administrative Agent (which original written or telephonic notice the Administrative Agent shall will promptly transmit by telefacsimile or telephone to each applicable Lender), at any time and from time to time terminate in whole or permanently reduce in part, without premium or penalty, (A) during the Delayed Draw Commitment Period, the Delayed Draw Commitments in an amount up to the aggregate amount of the Delayed Draw Commitments and (B) during the Revolving Commitment Period, the Revolving Commitments in an amount up to the amount by which the Revolving Commitments exceed the Total Utilization of Revolving Commitments at the time of such proposed termination or reduction; providedPROVIDED, that any such partial reduction of (x) the U.S. Revolving Commitments shall be in an aggregate minimum amount for each Class of Commitments of $5,000,000 1,000,000 and integral multiples of $1,000,000 in excess of that amount and (y) the Canadian Revolving Commitments shall be in an aggregate minimum amount of $100,000 and integral multiples of $50,000 500,000 in excess of that amount. (ii) A Borrower’s Company's notice to the Administrative Agent and the Revolving Administrative Agent shall designate the date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and such termination or reduction of the Revolving Commitments shall be effective on the date specified in such Borrower’s Company's notice and shall reduce the Revolving Commitment of each Lender proportionately to its Pro Rata Share thereof.