Common use of Voluntary Commitment Reductions Clause in Contracts

Voluntary Commitment Reductions. (i) Borrowers may, upon not less than three Business Days' prior written notice through delivery of a Notice of Payment/Commitment Termination (which notice Administrative Agent will promptly transmit by telefacsimile or telephone to each applicable Lender), at any time and from time to time irrevocably 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 sum of (x) the Total Utilization of Revolving Commitments plus (y) the aggregate outstanding principal amount of Protective Advances at the time of such proposed termination or reduction; provided, any such partial reduction of the 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. Borrowers' notice to 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 Borrowers' notice and shall reduce the Revolving Commitment of each Revolving Lender proportionately to its Pro Rata Share thereof.

Voluntary Commitment Reductions. (i) Borrowers Companies may, upon not less than three Business Days' ’ prior written or telephonic notice through delivery of a Notice of Payment/Commitment Termination confirmed in writing to Administrative Agent (which original written notice Administrative Agent will promptly transmit by telefacsimile or telephone to each applicable Lender), at any time and from time to time irrevocably 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 sum of (x) the Total Utilization of Revolving Commitments plus (y) the aggregate outstanding principal amount of Protective Advances at the time of such proposed termination or reductionMulti-Draw Term Loan Commitments; provided, any such partial reduction of the Revolving Multi-Draw Term Loan 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. Borrowers' . (ii) Companies’ notice to Administrative Agent shall be irrevocable (unless otherwise agreed to by Administrative Agent in its sole discretion) and 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 Multi-Draw Term Loan Commitments shall be effective on the date specified in Borrowers' Companies notice and shall reduce the Revolving Multi-Draw Term Loan Commitment of each Revolving Lender proportionately to its Pro Rata Share thereof. Any such voluntary termination or reduction shall be accompanied by any amounts due under the Fee Letter in connection therewith.

Voluntary Commitment Reductions. (i) Borrowers The Companies may, upon not less than three Business Days' ’ prior written or telephonic notice through delivery of a Notice of Payment/Commitment Termination from the Company Representative confirmed in writing to Administrative Agent (which original written or telephonic notice Administrative Agent will promptly transmit by telefacsimile or telephone to each applicable Lender), at any time and from time to time irrevocably terminate in whole or permanently reduce in part, without premium or penalty, part (i) the Revolving Commitments in an amount up to the amount by which the Revolving Commitments exceed the sum of (x) the Total Utilization of Revolving Commitments plus (y) the aggregate outstanding principal amount of Protective Advances at the time of such proposed termination or reduction, or (ii) any unused portion of the Term Loan Commitments; provided, any such partial reduction of the Revolving Commitments and the Term Loan 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. Borrowers' . (ii) The Company Representative’s notice to 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 Borrowers' the Company Representative’s notice and shall reduce the Revolving Commitment of each Revolving Lender proportionately to its Pro Rata Share thereof.

Voluntary Commitment Reductions. (i) Borrowers Borrower may, upon not less than three Business Days' ’ prior written notice through (including by electronic mail) promptly confirmed by delivery of a Notice of Payment/Commitment Termination original written notice thereof to Administrative Agent (which original written notice Administrative Agent will promptly transmit by telefacsimile facsimile, electronic mail or telephone to each applicable Lender), at any time and from time to time irrevocably 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 sum of (x) the Total Utilization of Revolving Commitments plus (y) the aggregate outstanding principal amount of Protective Advances at the time of such proposed termination or reductionreduction (after giving effect to any concurrent prepayments on such date); provided, any such partial reduction of the 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. Borrowers' . (ii) Borrower’s notice to 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 Borrowers' Borrower’s notice and shall reduce the Revolving Commitment of each Revolving Lender proportionately to its Pro Rata Share thereof.

Voluntary Commitment Reductions. (i) Borrowers Company may, upon not less than three Business Days' ’ prior written or telephonic notice through delivery of a Notice of Payment/Commitment Termination confirmed in writing to Administrative Agent (which original written or telephonic notice Administrative Agent will promptly transmit by telefacsimile or telephone to each applicable Lender), at any time and from time to time irrevocably 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 sum of (x) the Total Utilization of Revolving Commitments plus (y) the aggregate outstanding principal amount of Protective Advances at the time of such proposed termination or reduction; provided, any such partial reduction of the 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. Borrowers' ; provided, any such reduction or termination shall be accompanied by payment of any fees required under Section 2.11(e). (ii) Company’s notice to 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 Borrowers' Company’s notice and shall reduce the Revolving Commitment of each Revolving Lender proportionately to its Pro Rata Share thereof.

Voluntary Commitment Reductions. (i) Borrowers Company may, upon not less than three one (1) Business Days' Day’s prior written or telephonic notice through delivery of a Notice of Payment/Commitment Termination promptly confirmed in writing to Administrative Agent (which original written or telephonic notice Administrative Agent will promptly transmit by telefacsimile or telephone to each applicable Lender), at any time and from time to time irrevocably 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 sum of (x) the Total Utilization of Revolving Commitments plus (y) the aggregate outstanding principal amount of Protective Advances at the time of such proposed termination or reduction; provided, (x) any such partial reduction of the Revolving Commitments shall be in an aggregate minimum amount of $5,000,000 1,000,000 and integral multiples of $1,000,000 in excess of that amount. Borrowers' amount and (y) any such reduction or termination may, at the discretion of Company, be applied first to Tranche B Revolving Commitments and second to Tranche A Revolving Commitments. (ii) Company’s notice to 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 applicable Revolving Commitments shall be effective on the date specified in Borrowers' Company’s notice and shall reduce the applicable Revolving Commitment of each Revolving applicable Lender proportionately to its Pro Rata Share thereof.

Voluntary Commitment Reductions. (i) Borrowers The Borrower may, upon not less than three Business Days' ’ prior written notice through delivery of a Notice of Payment/Commitment Termination to the Administrative Agent (which original written notice the Administrative Agent will promptly transmit by telefacsimile or telephone to each applicable Lender), at any time and from time to time irrevocably 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 sum of (x) the Aggregate Total Utilization of Revolving Commitments plus (y) the aggregate outstanding principal amount of Protective Advances Exposure at the time of such proposed termination or reduction; provided, any such partial reduction of the 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. Borrowers' . (ii) The Borrower’s notice to the 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 Borrowers' the Borrower’s notice and shall reduce the Revolving Commitment of each Revolving Lender proportionately to its Pro Rata Share thereof; provided, however, if a notice of commitment reduction is given in connection with a conditional transaction or financing, such notice may be revoked, subject to Section 2.16(c). (iii) If, after giving effect to any reduction of the Revolving Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Revolving Commitments, such Sublimit shall be automatically reduced by the amount of such excess.

Voluntary Commitment Reductions. (i) Subject to Section 2.12(c), Borrowers may, upon not less than three (3) Business Days' ’ prior written notice through delivery of a Notice of Payment/Commitment Termination to Administrative Agent (which notice Administrative Agent will promptly transmit by telefacsimile or telephone to each applicable Lender), at any time and from time to time irrevocably 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 sum of (x) the Total Utilization of Revolving Commitments plus (y) the aggregate outstanding principal amount of Protective Advances at the time of such proposed termination or reduction; provided, that any such partial reduction of the 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. Borrowers' ; provided further, that until the date on which the Working Capital Agreement is terminated, the Revolving Commitments may not be reduced or terminated without the prior consent of the Working Capital Agent and the Working Capital Lenders. (ii) The Borrower Representative’s notice to Administrative Agent on behalf of the Borrowers 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 Borrowers' the Borrower Representative’s notice and shall reduce the Revolving Commitment of each Revolving Lender proportionately to its Pro Rata Share thereof.

Voluntary Commitment Reductions. (i) Borrowers The Companies may, upon not less than three Business Days' ’ prior written or telephonic notice through delivery of a Notice of Payment/Commitment Termination confirmed in writing to Administrative Agent (which original written or telephonic notice Administrative Agent will promptly transmit by telefacsimile electronic means or telephone to each applicable Lender), at any time and from time to time irrevocably terminate in whole or permanently reduce in part, without premium or penalty, part (x) the Revolving Commitments in an amount up to the amount by which the Revolving Commitments exceed the sum of (x) the Total Utilization of Revolving Commitments plus (y) the aggregate outstanding principal amount of Protective Advances all outstanding Revolver Loans at the time of such proposed termination or reduction, or (y) any unused portion of the Multi-Draw Term Loan Commitments; provided, any such partial reduction of the Revolving Commitments and the Multi-Draw Term Loan 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. Borrowers' . (ii) The Companies’ notice to 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 or the Multi-Draw Term Loan Commitments shall be effective on the date specified in Borrowers' the Companies’ notice and shall reduce the Revolving Commitment or the Multi-Draw Term Loan Commitment of each Revolving Lender Lender, as applicable, proportionately to its Pro Rata Share thereof.

Voluntary Commitment Reductions. (i) Borrowers Company may, upon not less than three two Business Days' prior written or telephonic notice through delivery of a Notice of Payment/Commitment Termination confirmed in writing to Administrative Agent (which original written or telephonic notice Administrative Agent will promptly transmit by telefacsimile or telephone to each applicable Lender), at any time and from time to time irrevocably 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 sum of Commitments; provided that (x) the Total Utilization of Revolving Commitments plus (y) the aggregate outstanding principal amount of Protective Advances at the time of after giving effect to such proposed termination or reduction; provided, reduction shall not exceed the aggregate Revolving Commitments after giving effect to any such reduction or termination; and (y) any partial reduction of the Revolving Commitments shall be in an aggregate minimum amount of $5,000,000 Can$1.0 million and integral multiples of $1,000,000 Can$100,000 in excess of that amount. Borrowers' . (ii) Company's notice to 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 Borrowers' Company's notice and shall reduce the Revolving Commitment of each Revolving Lender proportionately to its Pro Rata Share thereof.

Voluntary Commitment Reductions. (i) Borrowers Company may, upon not less than three Business Days' ’ prior written notice through delivery of a Notice of Payment/Commitment Termination to Administrative Agent (which original written notice Administrative Agent will promptly transmit by telefacsimile or telephone to each applicable Lender), at any time and from time to time irrevocably terminate in whole or permanently reduce in part, without premium or penalty, part (i) the Revolving Commitments in an amount up to the amount by which the Revolving Commitments exceed the sum of (x) the Total Utilization of Revolving Commitments plus (y) the aggregate outstanding principal amount of Protective Advances at the time of such proposed termination or reduction, or (ii) any unused portion of the Term Loan Commitments; provided, any such partial reduction of the Revolving Commitments or the Term Loan Commitments shall be in an aggregate minimum amount of $5,000,000 1,000,000 and integral multiples of $1,000,000 100,000 in excess of that amount. Borrowers' . (ii) Company’s notice to Administrative Agent shall be irrevocable (unless otherwise agreed to by Administrative Agent in its sole discretion) and 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 relevant Commitments shall be effective on the date specified in Borrowers' Company’s notice and shall reduce the Revolving relevant Commitment of each Revolving Lender proportionately to its Pro Rata Share thereof.