Common use of Voluntary Commitment Reductions Clause in Contracts

Voluntary Commitment Reductions. (i) Companies may, upon not less than three Business Days’ prior written or telephonic notice confirmed in writing to Administrative Agent (which original written notice Administrative Agent will promptly transmit to each applicable Lender), at any time and from time to time terminate in whole or permanently reduce in part any unused portion of the Multi-Draw Term Loan Commitments; provided, any such partial reduction of the Multi-Draw Term Loan Commitments shall be in an aggregate minimum amount of $500,000 and integral multiples of $100,000 in excess of that amount. (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 Multi-Draw Term Loan Commitments shall be effective on the date specified in Companies notice and shall reduce the Multi-Draw Term Loan Commitment of each 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) Companies Borrower may, upon not less than three Business Days’ prior written or telephonic notice (including by electronic mail) promptly confirmed in writing by delivery of original written notice thereof to Administrative Agent (which original written notice Administrative Agent will promptly transmit by facsimile, electronic mail or telephone to each applicable Lender), at any time and from time to time terminate in whole or permanently reduce in part 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 (after giving effect to any unused portion of the Multi-Draw Term Loan Commitmentsconcurrent prepayments on such date); provided, any such partial reduction of the Multi-Draw Term Loan Revolving Commitments shall be in an aggregate minimum amount of $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount. (ii) Companies’ Borrower’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 Multi-Draw Term Loan Revolving Commitments shall be effective on the date specified in Companies Borrower’s notice and shall reduce the Multi-Draw Term Loan Revolving Commitment of each 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) The Companies may, upon not less than three Business Days’ prior written or telephonic notice 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 terminate in whole or permanently reduce in part (i) 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, or (ii) any unused portion of the Multi-Draw Term Loan Commitments; provided, any such partial reduction of the Multi-Draw Revolving Commitments and the Term Loan Commitments shall be in an aggregate minimum amount of $500,000 and integral multiples of $100,000 in excess of that amount. (ii) Companies’ The Company Representative’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 Multi-Draw Term Loan Revolving Commitments shall be effective on the date specified in Companies the Company Representative’s notice and shall reduce the Multi-Draw Term Loan Revolving Commitment of each 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) Companies The Borrower may, upon not less than three Business Days’ prior written or telephonic notice confirmed in writing thereof to the Administrative Agent (which original written notice the Administrative Agent will promptly transmit deliver to each applicable Lender), at any time and from time to time time, terminate in whole or permanently reduce in part any unused portion part, without premium or penalty, the Revolving Commitments on a pro rata basis as among the various Classes thereof (in accordance with the respective amounts thereof) in an aggregate amount not to exceed the amount by which the Total Revolving Commitments exceed the Total Revolving Outstanding Amount at the time of the Multi-Draw Term Loan Commitmentssuch proposed termination or reduction; provided, provided that any such partial reduction of the Multi-Draw Term Loan Revolving Commitments shall be in an aggregate minimum amount of $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount. (ii) Companies’ The Borrower’s notice to the 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 Multi-Draw Term Loan Revolving Commitments shall be effective on the date specified in Companies the Borrower’s notice and shall reduce the Multi-Draw Term Loan Revolving Commitment of each Lender proportionately to its Pro Rata Share Revolving Percentage 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) Companies Borrowers may, upon not less than three Business Days’ ' prior written or telephonic notice confirmed in writing to Administrative Agent through delivery of a Notice of Payment/Commitment Termination (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 any unused portion 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 Multi-Draw Term Loan CommitmentsTotal 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 Multi-Draw Term Loan Revolving Commitments shall be in an aggregate minimum amount of $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount. (ii) Companies’ . Borrowers' 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 Multi-Draw Term Loan Revolving Commitments shall be effective on the date specified in Companies Borrowers' notice and shall reduce the Multi-Draw Term Loan Revolving 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) Companies Each Borrower may, upon not less than three Business Days’ prior written or telephonic notice confirmed in writing to Administrative Agent (which original written or telephonic notice Administrative Agent will promptly transmit by telefacsimile or telephone to each applicable LenderBank), at any time and from time to time terminate in whole or permanently reduce in part any unused portion part, without premium or penalty, the Tranche 1 Revolving Commitments in an amount up to the amount by which the Tranche 1 Revolving Commitments exceed the Total Utilization of Tranche 1 Revolving Commitments at the Multi-Draw Term Loan Commitmentstime of such proposed termination or reduction; provided, any such partial reduction of the Multi-Draw Term Loan Tranche 1 Revolving Commitments shall be in an aggregate minimum amount Base Currency Amount of $500,000 5,000,000 and integral multiples of $100,000 250,000 in excess of that amount. (ii) Companies’ Each Borrower’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 Multi-Draw Term Loan Revolving Commitments shall be effective on the date specified in Companies each Borrower’s notice and shall reduce the Multi-Draw Term Loan applicable Revolving Commitment of each Lender Bank 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) Companies Company may, upon not less than three one (1) Business Days’ Day’s prior written or telephonic notice 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 terminate in whole or permanently reduce in part any unused portion 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 Multi-Draw Term Loan Commitmentstime of such proposed termination or reduction; provided, (x) any such partial reduction of the Multi-Draw Term Loan Revolving Commitments shall be in an aggregate minimum amount of $500,000 1,000,000 and integral multiples of $100,000 1,000,000 in excess of that amountamount 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) Companies’ 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 Multi-Draw Term Loan applicable Revolving Commitments shall be effective on the date specified in Companies Company’s notice and shall reduce the Multi-Draw Term Loan applicable Revolving Commitment of each applicable 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) Companies The Borrower may, upon not less than three Business Days’ prior written or telephonic notice confirmed in writing to the Administrative Agent (which original written notice the Administrative Agent will promptly transmit by telefacsimile to each applicable Lender), at any time and from time to time terminate in whole or permanently reduce in part any unused portion part, without premium or penalty, the Revolving Commitments in an amount up to the amount by which the Revolving Commitments exceed the Aggregate Total Exposure at the time of the Multi-Draw Term Loan Commitmentssuch proposed termination or reduction; provided, any such partial reduction of the Multi-Draw Term Loan Revolving Commitments shall be in an aggregate minimum amount of $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount. (ii) Companies’ The Borrower’s notice to the 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 Multi-Draw Term Loan Revolving Commitments shall be effective on the date specified in Companies the Borrower’s notice and shall reduce the Multi-Draw Term Loan Revolving Commitment of each Lender proportionately to its Pro Rata Share thereof. Any ; provided, however, if a notice of commitment reduction is given in connection with a conditional transaction or financing, such voluntary termination 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 reduction the Swing Line Sublimit exceeds the amount of the Revolving Commitments, such Sublimit shall be accompanied automatically reduced by any amounts due under the Fee Letter in connection therewithamount of such excess.

Voluntary Commitment Reductions. (i) Companies Company may, upon not less than three two Business Days’ ' prior written or telephonic notice 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 terminate in whole or permanently reduce in part any unused portion of part, without premium or penalty, the Multi-Draw Term Loan Revolving Commitments; provided, provided that (x) the Total Utilization of Revolving Commitments after giving effect to such proposed termination or reduction shall not exceed the aggregate Revolving Commitments after giving effect to any such reduction or termination; and (y) any partial reduction of the Multi-Draw Term Loan Revolving Commitments shall be in an aggregate minimum amount of $500,000 Can$1.0 million and integral multiples of $100,000 Can$100,000 in excess of that amount. (ii) Companies’ 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 Multi-Draw Term Loan Revolving Commitments shall be effective on the date specified in Companies Company's notice and shall reduce the Multi-Draw Term Loan Revolving Commitment of each 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) Companies The Borrowers may, upon not less than three Business Days’ prior written or telephonic notice confirmed in writing to the Administrative Agent (which original written notice Administrative Agent will promptly transmit to each applicable Lender)Agent, at any time and from time to time terminate in whole or permanently reduce in part any unused portion 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 Multi-Draw Term Loan Commitmentstime of such proposed termination or reduction; provided, provided that any such partial reduction of the Multi-Draw Term Loan Revolving Commitments shall be in an aggregate minimum amount of $500,000 and integral multiples of $100,000 in excess of that amount. (ii) Companies’ A Borrower’s notice to the 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. Any such notice may state that such notice is conditioned upon the occurrence or non-occurrence of any event specified therein (including the effectiveness of other credit facilities), and in which case such termination notice may be revoked by such Borrower (by written notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. (iii) Each reduction of the Multi-Draw Term Loan Revolving Commitments shall be effective on made ratably among the date specified Lenders in Companies notice and shall reduce the Multi-Draw Term Loan Commitment of each 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 therewithaccordance with their respective Revolving Commitments.

Voluntary Commitment Reductions. (i) Companies Company may, upon not less than three Business Days’ prior written or telephonic notice 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 terminate in whole or permanently reduce in part any unused portion 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 Multi-Draw Term Loan Commitmentstime of such proposed termination or reduction; provided, any such partial reduction of the Multi-Draw Term Loan Revolving Commitments shall be in an aggregate minimum amount of $500,000 5,000,000 and integral multiples of $100,000 1,000,000 in excess of that amount; provided, any such reduction or termination shall be accompanied by payment of any fees required under Section 2.11(e). (ii) Companies’ 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 Multi-Draw Term Loan Revolving Commitments shall be effective on the date specified in Companies Company’s notice and shall reduce the Multi-Draw Term Loan Revolving Commitment of each 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) The Companies may, upon not less than three Business Days’ prior written or telephonic notice confirmed in writing to Administrative Agent (which original written or telephonic notice Administrative Agent will promptly transmit by electronic means or telephone to each applicable Lender), at any time and from time to time terminate in whole or permanently reduce in part (x) the Revolving Commitments in an amount up to the amount by which the Revolving Commitments exceed the aggregate principal amount of 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 $500,000 and integral multiples of $100,000 in excess of that amount. (ii) The 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 Commitments or the Multi-Draw Term Loan Commitments shall be effective on the date specified in Companies the Companies’ notice and shall reduce the Revolving Commitment or the Multi-Draw Term Loan Commitment of each Lender Lender, as applicable, 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) Companies Company may, upon not less than three Business Days’ prior written or telephonic notice confirmed in writing to Administrative Agent (which original written notice Administrative Agent will promptly transmit to each applicable Lender), at any time and from time to time terminate in whole or permanently reduce in part (i) 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, or (ii) any unused portion of the Multi-Draw Term Loan Commitments; provided, any such partial reduction of the Multi-Draw Revolving Commitments or the Term Loan Commitments shall be in an aggregate minimum amount of $500,000 1,000,000 and integral multiples of $100,000 in excess of that amount. (ii) Companies’ 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 Multi-Draw Term Loan relevant Commitments shall be effective on the date specified in Companies Company’s notice and shall reduce the Multi-Draw Term Loan relevant Commitment of each 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) Companies Subject to Section 2.12(c), Borrowers may, upon not less than three (3) Business Days’ prior written or telephonic notice 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 terminate in whole or permanently reduce in part any unused portion the Revolving Commitments in an amount up to the amount by which the Revolving Commitments exceed the Total Utilization of Revolving Commitments at the Multi-Draw Term Loan Commitmentstime of such proposed termination or reduction; provided, that any such partial reduction of the Multi-Draw Term Loan Revolving Commitments shall be in an aggregate minimum amount of $500,000 and integral multiples of $100,000 in excess of that amount; 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) Companies’ The Borrower Representative’s notice to Administrative Agent shall be irrevocable (unless otherwise agreed to by Administrative Agent in its sole discretion) and 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 Multi-Draw Term Loan Revolving Commitments shall be effective on the date specified in Companies the Borrower Representative’s notice and shall reduce the Multi-Draw Term Loan Revolving Commitment of each 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.