Common use of Reduction of Commitments Clause in Contracts

Reduction of Commitments. The Parent shall have the right, upon at least three Business Days’ irrevocable notice to the Administrative Agent (or such later time as may be reasonable acceptable to the Administrative Agent), to terminate in whole or reduce ratably in part the unused portion of the Revolving Commitments; provided that each partial reduction shall be in the aggregate amount of $10,000,000 and in integral multiples of $1,000,000 in excess thereof. Any reduction or termination of the Revolving Commitments pursuant to this Section shall be permanent, with no obligation of the Revolving Lenders to reinstate such Revolving Commitments, and the Commitment Fees shall thereafter be computed on the basis of the Revolving Commitments, as so reduced. To the extent that a Revolving Commitment reduction would result in the Revolving Outstanding Amount exceeding the aggregate Revolving Commitments, the Borrowers shall reduce the Revolving Outstanding Amount such that after giving effect to such reduction such excess has been eliminated. Such reductions shall be made to the extent necessary by first prepaying the Revolving Advances outstanding at such time, and second depositing in the Cash Collateral Account an amount of cash equal to 100% of the remaining excess to be held by the Administrative Agent as collateral and applied to satisfy drawings under Letters of Credit as they occur. If after giving effect to any reduction of the Revolving Commitments under this Section, either the Aggregate Letter of Credit Sublimit or the Swingline Sublimit exceeds the aggregate Revolving Commitments as so reduced, the Aggregate Letter of Credit Sublimit, the Swingline Sublimit or both, as the case may be, shall be automatically reduced by the amount of such excess.

Reduction of Commitments. The Parent Borrower shall have the right, upon at least three (3) Business Days’ irrevocable notice to the Administrative Agent (or such later time as may be reasonable acceptable to the Administrative Agent), to terminate in whole or reduce ratably in part the unused portion of the Unused Revolving Credit Commitments; provided that each partial reduction shall be in the minimum aggregate amount of $10,000,000 and in an integral multiples multiple of $1,000,000 in excess thereof. Any 5,000,000; provided further that no such termination or reduction or termination of the Revolving Commitments shall be made pursuant to this Section 2.05, unless after giving effect thereto, the Revolving Credit Facility equals or exceeds the aggregate Letter of Credit Commitments of the Issuing Banks. The Borrower shall have the right, upon at least three (3) Business Days’ notice to the Agent and an Issuing Bank to terminate in whole or reduce the Letter of Credit Commitment of such Issuing Bank; provided that each partial reduction shall be in the minimum amount of $10,000,000 and in an integral multiple of $5,000,000; provided further that no termination or reduction of the Letter of Credit Commitment of any Issuing Bank shall be made pursuant to this Section 2.05, unless after giving effect thereto, the Letter of Credit Commitment of such Issuing Bank equals or exceeds the sum of the Available Amount of all outstanding Letters of Credit issued by such Issuing Bank plus the principal amount of all outstanding Letter of Credit Advances relating to any Letter of Credit issued by such Issuing Bank plus cash collateral deposited with such Issuing Bank with respect to any Exercising Bank or Non-Extending Bank. A notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, and such notice may be revoked by the Borrower (by notice to the Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of any of the Commitments shall be permanent, with no obligation of the Revolving Lenders to reinstate such Revolving Commitments, and the Commitment Fees shall thereafter be computed on the basis of the Revolving Commitments, as so reduced. To the extent that a Revolving Commitment reduction would result in the Revolving Outstanding Amount exceeding the aggregate Revolving Commitments, the Borrowers shall reduce the Revolving Outstanding Amount such that after giving effect to such reduction such excess has been eliminated. Such reductions shall be made to the extent necessary by first prepaying the Revolving Advances outstanding at such time, and second depositing in the Cash Collateral Account an amount of cash equal to 100% of the remaining excess to be held by the Administrative Agent as collateral and applied to satisfy drawings under Letters of Credit as they occur. If after giving effect to any reduction of the Revolving Commitments under this Section, either the Aggregate Letter of Credit Sublimit or the Swingline Sublimit exceeds the aggregate Revolving Commitments as so reduced, the Aggregate Letter of Credit Sublimit, the Swingline Sublimit or both, as the case may be, shall be automatically reduced by the amount of such excess.

Reduction of Commitments. The Parent shall have Company (on behalf of itself and the rightSubsidiary Borrowers) may permanently reduce the Aggregate Revolving Loan Commitment in whole, or in part ratably among the Revolving Lenders, in an aggregate minimum amount of $10,000,000 and integral multiples of $5,000,000 in excess thereof, unless the Aggregate Revolving Loan Commitment is reduced in whole, upon at least three (3) Business Days’ irrevocable prior written notice to the Administrative Agent, which notice shall specify the amount of any such reduction; provided, however, that the amount of the Aggregate Revolving Loan Commitment may not be reduced below the aggregate principal Dollar Amount of the outstanding Revolving Credit Obligations. All accrued facility fees shall be payable on the effective date of any termination of the obligations of the Revolving Lenders to make Revolving Loans hereunder. In addition, each Alternate Currency Borrower may, upon three (3) Business Days’ prior written notice to the Administrative Agent (or such later time as may be reasonable acceptable and to the Administrative Agent)applicable Alternate Currency Bank, to terminate in whole entirely at any time or reduce ratably in part the unused portion of the Revolving Commitments; provided that each partial reduction shall be in the from time to time, by an aggregate amount of $10,000,000 and in integral multiples 5,000,000 or any larger multiple of $1,000,000 (or as otherwise set forth on the applicable Alternate Currency Addendum), the unused portions of the applicable Alternate Currency Commitment as specified by the applicable Alternate Currency Borrower in excess thereofsuch notice to the Administrative Agent and the Alternate Currency Bank; provided, however, that at no time shall the Alternate Currency Commitments be reduced to a figure less than the total of the outstanding principal amount of all Alternate Currency Loans. Any reduction Notwithstanding the foregoing, the Borrowers may rescind or postpone any notice of termination of the Revolving Credit Commitments pursuant to this Section if such termination would have resulted from a refinancing of any Revolving Credit Commitments, which refinancing shall not be consummated or otherwise shall be permanentdelayed; provided, with no obligation that such rescission shall not limit the indemnification requirements of the Revolving Lenders to reinstate such Revolving Commitments, and the Commitment Fees shall thereafter be computed on the basis of the Revolving Commitments, as so reduced. To the extent that a Revolving Commitment reduction would result in the Revolving Outstanding Amount exceeding the aggregate Revolving Commitments, the Borrowers shall reduce the Revolving Outstanding Amount such that after giving effect to such reduction such excess has been eliminated. Such reductions shall be made to the extent necessary by first prepaying the Revolving Advances outstanding at such time, and second depositing in the Cash Collateral Account an amount of cash equal to 100% of the remaining excess to be held by the Administrative Agent as collateral and applied to satisfy drawings under Letters of Credit as they occur. If after giving effect to any reduction of the Revolving Commitments under this Section, either the Aggregate Letter of Credit Sublimit or the Swingline Sublimit exceeds the aggregate Revolving Commitments as so reduced, the Aggregate Letter of Credit Sublimit, the Swingline Sublimit or both, as the case may be, shall be automatically reduced by the amount of such excessSection 4.4.

Reduction of Commitments. The Parent Borrower shall have the right, upon at least three Business Days’ ' irrevocable notice to the Administrative Agent (or such later time as may be reasonable acceptable to the Administrative Agent), to terminate in whole or reduce ratably in part the unused portion of either the Revolving Commitments or the Term Commitments; provided that each partial reduction shall be in the aggregate amount of $10,000,000 and in integral multiples of $1,000,000 in excess thereof. Any reduction or termination of the Revolving Commitments or Term Commitments pursuant to this Section shall be permanent, with no obligation of either the Revolving Lenders or the Term Lenders to reinstate such Revolving Commitments or Term Commitments, respectively, and the Commitment Fees shall thereafter be computed on the basis of the Revolving Commitments or the Term Commitments, as the case may be, as so reduced. To the extent that a Revolving Commitment reduction would result in the Revolving Outstanding Amount exceeding the aggregate Revolving Commitments, the Borrowers Borrower shall reduce the Revolving Outstanding Amount such that after giving effect to such reduction such excess has been eliminated. Such reductions shall be made to the extent necessary by first prepaying the Revolving Advances outstanding at such time, and second depositing in the Cash Collateral Account an amount of cash equal to 100% of the remaining excess to be held by the Administrative Agent as collateral and applied to satisfy drawings under Letters of Credit as they occur. If after giving effect to any reduction of the Revolving Commitments under this Section, either the Aggregate Letter of Credit Sublimit or the Swingline Sublimit exceeds the aggregate Revolving Commitments as so reduced, the Aggregate Letter of Credit Sublimit, the Swingline Sublimit or both, as the case may be, shall be automatically reduced by the amount of such excess.

Reduction of Commitments. (a) The Parent Borrower shall have the right, upon at least three Business Days’ irrevocable fifteen (15) days notice to the Administrative Agent (or such later time as may be reasonable acceptable to the Administrative Agent), to terminate reduce in whole or reduce ratably in part (ratably as to all Lenders) the unused portion Expansion Loan Commitment Amount or the Revolving Credit Commitment Amount or both, provided, however, that the Expansion Loan Commitment Amount and the Revolving Credit Commitment Amount of the Revolving Commitments; provided that each partial reduction Lenders shall not be in reduced to an amount which is less than the aggregate amount of $10,000,000 the Expansion Loans and in integral multiples of $1,000,000 in excess thereof. Any reduction or termination of the Revolving Commitments pursuant to this Section shall be permanentCredit Loans, with no obligation of the Revolving Lenders to reinstate such Revolving Commitmentsrespectively, and the Commitment Fees shall thereafter be computed on the basis of the Revolving Commitments, as so reduced. To the extent that a Revolving Commitment reduction would result in the Revolving Outstanding Amount exceeding the aggregate Revolving Commitments, the Borrowers shall reduce the Revolving Outstanding Amount such that after giving effect to such reduction such excess has been eliminated. Such reductions shall be made to the extent necessary by first prepaying the Revolving Advances then outstanding at such time, and second depositing in the Cash Collateral Account an amount of cash equal to 100% of the remaining excess to be held by the Administrative Agent as collateral and applied to satisfy drawings under Letters of Credit as they occur. If after giving effect to any prepayments made in connection with such reduction and the Borrower shall pay any Prepayment Fee required under Section 3.3.2, provided, further, however, that each partial reduction of the Revolving Commitments under this Section, either the Aggregate Letter of Credit Sublimit Expansion Loan Commitment Amount or the Swingline Sublimit exceeds the Revolving Credit Commitment Amount shall be in an aggregate Revolving Commitments as so reducedamount of $1,000,000 or an integral multiple of $500,000 in excess thereof (or, if less, the Aggregate Letter entire amount thereof). Any notice given pursuant to this subsection (a) of Section 3.3.4 shall be irrevocable, and once the Expansion Loan Commitment Amount or the Revolving Credit Sublimit, the Swingline Sublimit or bothCommitment Amount, as the case may be, is reduced pursuant to this subsection (a) of Section 3.3.4, such amount thereafter may not be reinstated or increased. The Borrower shall not be automatically permitted to reduce the Revolving Credit Commitment Amount unless the Expansion Loan Commitment Amount has been reduced by to zero in accordance with the amount of such excessterms hereof.

Reduction of Commitments. The Parent Borrower shall have the right, upon at least three Business Days’ irrevocable notice to the Administrative Agent (or such later time as may be reasonable acceptable to the Administrative Agent), to terminate in whole or reduce ratably in part the unused portion of the Revolving Commitments; provided that each partial reduction shall be in the aggregate amount of $10,000,000 and in integral multiples of $1,000,000 in excess thereof. Any reduction or termination of the Revolving Commitments pursuant to this Section shall be permanent, with no obligation of the Revolving Lenders to reinstate such Revolving Commitments, and the Commitment Fees shall thereafter be computed on the basis of the Revolving Commitments, as so reduced. To the extent that a Revolving Commitment reduction would result in the Revolving Outstanding Amount exceeding the aggregate Revolving Commitments, the Borrowers Borrower shall reduce the Revolving Outstanding Amount such that after giving effect to such reduction such excess has been eliminated. Such reductions shall be made to the extent necessary by first prepaying the Revolving Advances outstanding at such time, and second depositing in the Cash Collateral Account an amount of cash equal to 100% of the remaining excess to be held by the Administrative Agent as collateral and applied to satisfy drawings under Letters of Credit as they occur. If after giving effect to any reduction of the Revolving Commitments under this Section, either the Aggregate Letter of Credit Sublimit or the Swingline Sublimit exceeds the aggregate Revolving Commitments as so reduced, the Aggregate Letter of Credit Sublimit, the Swingline Sublimit or both, as the case may be, shall be automatically reduced by the amount of such excess.

Reduction of Commitments. The Parent Borrower shall have the right, upon at least three Business Days’ irrevocable notice to the Administrative Agent (or such later time as may be reasonable reasonably acceptable to the Administrative Agent), to terminate in whole or reduce ratably in part the unused portion of the Revolving Commitments; provided that each partial reduction shall be in the aggregate amount of $10,000,000 and in integral multiples of $1,000,000 in excess thereof. Any reduction or termination of the Revolving Commitments pursuant to this Section shall be permanent, with no obligation of the Revolving Lenders to reinstate such Revolving Commitments, and the Commitment Fees shall thereafter be computed on the basis of the Revolving Commitments, as so reduced. To the extent that a Revolving Commitment reduction would result in the Revolving Outstanding Amount exceeding the aggregate Revolving Commitments, the Borrowers Borrower shall reduce the Revolving Outstanding Amount such that after giving effect to such reduction such excess has been eliminated. Such reductions shall be made to the extent necessary by first prepaying the Revolving Advances outstanding at such time, and second depositing in the Cash Collateral Account an amount of cash equal to 100% of the remaining excess to be held by the Administrative Agent as collateral and applied to satisfy drawings under Letters of Credit as they occur. If after giving effect to any reduction of the Revolving Commitments under this Section, either the Aggregate Letter of Credit Sublimit or the Swingline Sublimit exceeds the aggregate Revolving Commitments as so reduced, the Aggregate Letter of Credit Sublimit, the Swingline Sublimit or both, as the case may be, shall be automatically reduced by the amount of such excess.

Reduction of Commitments. (a) The Parent Borrower shall have the right, upon at least three Business Days’ irrevocable fifteen (15) days notice to the Administrative Agent (or such later time as may be reasonable acceptable to the Administrative Agent), to terminate reduce in whole or reduce ratably in part (ratably as to all Lenders) the unused portion Expansion Loan Commitment Amount or the Revolving Credit Commitment Amount or both, PROVIDED, HOWEVER, that the Expansion Loan Commitment Amount and the Revolving Credit Commitment Amount of the Revolving Commitments; provided that each partial reduction Lenders shall not be in reduced to an amount which is less than the aggregate amount of $10,000,000 the Expansion Loans and in integral multiples of $1,000,000 in excess thereof. Any reduction or termination of the Revolving Commitments pursuant to this Section shall be permanentCredit Loans, with no obligation of the Revolving Lenders to reinstate such Revolving Commitmentsrespectively, and the Commitment Fees shall thereafter be computed on the basis of the Revolving Commitments, as so reduced. To the extent that a Revolving Commitment reduction would result in the Revolving Outstanding Amount exceeding the aggregate Revolving Commitments, the Borrowers shall reduce the Revolving Outstanding Amount such that after giving effect to such reduction such excess has been eliminated. Such reductions shall be made to the extent necessary by first prepaying the Revolving Advances then outstanding at such time, and second depositing in the Cash Collateral Account an amount of cash equal to 100% of the remaining excess to be held by the Administrative Agent as collateral and applied to satisfy drawings under Letters of Credit as they occur. If after giving effect to any prepayments made in connection with such reduction and the Borrower shall pay any Prepayment Fee required under SECTION 3.3.2, PROVIDED, FURTHER, HOWEVER, that each partial reduction of the Revolving Commitments under this Section, either the Aggregate Letter of Credit Sublimit Expansion Loan Commitment Amount or the Swingline Sublimit exceeds the Revolving Credit Commitment Amount shall be in an aggregate Revolving Commitments as so reducedamount of $1,000,000 or an integral multiple of $500,000 in excess thereof (or, if less, the Aggregate Letter entire amount thereof). Any notice given pursuant to this subsection (a) of SECTION 3.3.4 shall be irrevocable, and once the Expansion Loan Commitment Amount or the Revolving Credit Sublimit, the Swingline Sublimit or bothCommitment Amount, as the case may be, is reduced pursuant to this subsection (a) of SECTION 3.3.4, such amount thereafter may not be reinstated or increased. The Borrower shall not be automatically permitted to reduce the Revolving Credit Commitment Amount unless the Expansion Loan Commitment Amount has been reduced by to zero in accordance with the amount of such excessterms hereof.

Reduction of Commitments. The Parent Borrower shall have the right, upon at least three Business Days’ ' irrevocable notice to the Administrative Agent (or such later time as may be reasonable acceptable to the Administrative Agent), to terminate in whole or reduce ratably in part the unused portion of the Revolving Commitments; provided that each partial reduction shall be in the aggregate amount of $10,000,000 and in integral multiples of $1,000,000 in excess thereof. Any reduction or termination of the Revolving Commitments pursuant to this Section shall be permanent, with no obligation of the Revolving Lenders to reinstate such Revolving Commitments, and the Commitment Fees shall thereafter be computed on the basis of the Revolving Commitments, as so reduced. To the extent that a Revolving Commitment reduction would result in the Revolving Outstanding Amount exceeding the aggregate Revolving Commitments, the Borrowers Borrower shall reduce the Revolving Outstanding Amount such that after giving effect to such reduction such excess has been eliminated. Such reductions shall be made to the extent necessary by first prepaying the Revolving Advances outstanding at such time, and second depositing in the Cash Collateral Account an amount of cash equal to 100% of the remaining excess to be held by the Administrative Agent as collateral and applied to satisfy drawings under Letters of Credit as they occur. If after giving effect to any reduction of the Revolving Commitments under this Section, either the Aggregate Letter of Credit Sublimit or the Swingline Sublimit exceeds the aggregate Revolving Commitments as so reduced, the Aggregate Letter of Credit Sublimit, the Swingline Sublimit or both, as the case may be, shall be automatically reduced by the amount of such excess.

Reduction of Commitments. The Parent shall have the rightBorrower may, upon at least three Business Days’ irrevocable notice to the Administrative Agent (Agent, terminate the Aggregate Revolving Credit Commitments, or such later from time as may be reasonable acceptable to time permanently reduce the Administrative Agent), to terminate in whole or reduce ratably in part the unused portion of the Aggregate Revolving Credit Commitments; provided that each (i) any such notice shall be received by the Administrative Agent not later than 11:00 A.M. three Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in the an aggregate amount of $10,000,000 and in integral multiples CN$5,000,000 or a whole multiple of $1,000,000 CN$1,000,000 in excess thereof. Any reduction thereof and (iii) the Borrower shall not terminate or termination of the Revolving Commitments pursuant to this Section shall be permanent, with no obligation of the Revolving Lenders to reinstate such Revolving Commitments, and the Commitment Fees shall thereafter be computed on the basis of the Revolving Commitments, as so reduced. To the extent that a Revolving Commitment reduction would result in the Revolving Outstanding Amount exceeding the aggregate Revolving Commitments, the Borrowers shall reduce the Aggregate Revolving Outstanding Amount such that Credit Commitments if, after giving effect thereto and to such reduction such excess has been eliminated. Such reductions shall be made to any concurrent prepayments hereunder, the extent necessary by first prepaying Total Amounts Outstanding would exceed the Aggregate Revolving Advances outstanding at such timeCredit Commitments and (iv) if, and second depositing in the Cash Collateral Account an amount of cash equal to 100% of the remaining excess to be held by the Administrative Agent as collateral and applied to satisfy drawings under Letters of Credit as they occur. If after giving effect to any reduction of the Aggregate Revolving Commitments under this SectionCredit Commitments, either the Swing Line Facility exceeds the amount of the Aggregate Letter of Revolving Credit Sublimit or the Swingline Sublimit exceeds the aggregate Revolving Commitments as so reducedCommitments, the Aggregate Letter of Credit Sublimit, the Swingline Sublimit or both, as the case may be, Swing Line Facility shall be automatically reduced by the amount of such excess. The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Credit Commitments. Any reduction of the Aggregate Revolving Credit Commitments shall be applied to the Revolving Credit Commitment of each Lender according to its Applicable Revolving Credit Percentage. All fees accrued until the effective date of any termination of the Aggregate Revolving Credit Commitments shall be paid on the effective date of such termination.

Reduction of Commitments. The Parent Borrower shall have the right, upon at least three Business Days’ irrevocable not less than 30 days' notice to the Administrative Agent and the Issuing Bank and without premium or penalty (or such later time other than as may arise pursuant to Section 4.11), from time to time to permanently reduce on a pro rata basis the Commitments and the Stated Amount of the Letter of Credit in part by an aggregate minimum amount of US$10,000,000 or any integral multiple of US$5,000,000 in excess thereof; provided, however, that no reduction of the Commitments shall be reasonable acceptable permitted if, after giving effect thereto, the Commitments would be less than $50,000,000; provided, further, however, that no reduction of the Commitments shall be permitted if, after giving effect thereto and to any repayment or prepayment of Loans to be made on the effective date thereof with funds other than the proceeds of CP Notes to be issued on such date, the aggregate Outstanding Extensions of Credit would exceed the Commitments as so reduced and determined on such date. Notwithstanding the foregoing sentence to the contrary, the $50,000,000 limitation and the 30 days' notice requirement, which are contained in the foregoing sentence, shall not apply to any reduction of Commitments being made in connection with an extension of the Stated Termination Date or the refunding of the Obligations pursuant to documentation satisfactory to the Issuing Bank and the Administrative Agent. Any reduction of the Commitments shall be irrevocable. Promptly upon the receipt by the Administrative Agent of such notice, the Administrative Agent shall notify the Banks of such reduction. Promptly upon receipt by the Issuing Bank, the Issuing Bank shall notify the Depositary (with a copy to the Administrative Agent), the Rating Agencies and the Dealers) by notice substantially in the form of Annex C to terminate the Letter of Credit. If the Commitments shall be reduced, all Fees, accrued but unpaid in whole or reduce ratably in part the unused respect of that portion of the Revolving Commitments; provided that each partial reduction Commitments by which the Commitments have been reduced, shall be in the aggregate amount of $10,000,000 immediately due and in integral multiples of $1,000,000 in excess thereofpayable. Any reduction or termination of the Revolving Commitments pursuant to this Section 4.1 shall be permanent, with no obligation of the Revolving Lenders to reinstate such Revolving Commitments, and the Commitment Fees shall thereafter be computed effective on the basis later to occur of: (a) the date on which the Outstanding Extensions of Credit do not exceed the Revolving Commitments, aggregate Commitments (as so reduced) and (b) the expiration of such 30 day notice period. To Outstanding CP Notes may not be redeemed prior to maturity with the extent proceeds of any drawing under the Letter of Credit. In the event that a Revolving Commitment reduction would result in the Revolving Outstanding Amount exceeding the aggregate Revolving CommitmentsCommitments are reduced pursuant hereto, the Borrowers Borrower shall reduce have no right to a refund of any fees previously paid in connection with the Revolving Outstanding Amount such that after giving effect to such reduction such excess has been eliminated. Such reductions shall be made to the extent necessary by first prepaying the Revolving Advances outstanding at such timePrincipal Documents, and second depositing in the Cash Collateral Account an amount including, but not limited to, any refund of cash equal to 100% of the remaining excess to be held by the Administrative Agent as collateral and applied to satisfy drawings under Letters Letter of Credit as they occurFees or Up-Front Fees. If after giving effect to any Any reduction of the Revolving Commitments under pursuant to this Section, either Section 4.1 shall cause the Aggregate Stated Amount of the Letter of Credit Sublimit or the Swingline Sublimit exceeds the aggregate Revolving Commitments as so reduced, the Aggregate Letter of Credit Sublimit, the Swingline Sublimit or both, as the case may be, shall to be automatically reduced by the amount of such excesssame amount.

Reduction of Commitments. The Parent shall have (a) At any time the rightBorrower may, upon at least three five Business Days’ irrevocable ' prior written notice to the Administrative Agent, each Agent, the Account Bank and each Hedge Counterparty, reduce the Facility Amount to an amount not less than the Loans Outstanding, which reduction shall be applied, unless otherwise Consented to by the Administrative Agent (or such later time as may be reasonable acceptable and the Agents, to the Administrative Agent)Commitments of each Lender pro rata based on the Lender Percentage represented by such Commitment. If any such written notice is delivered after 3:00 p.m., New York City time, five Business Days prior, such notice shall be deemed to terminate in whole or reduce ratably in part be received prior to 3:00 p.m., New York City time, on the unused portion of the Revolving Commitments; provided that each next succeeding Business Day. Each partial reduction shall be in the a minimum aggregate amount of $10,000,000 and in 5,000,000 or integral multiples of $1,000,000 in excess thereof. Any request for a reduction or termination of in the Revolving Commitments pursuant to this Section Facility Amount shall be permanent, with no obligation of the Revolving Lenders to reinstate such Revolving Commitments, irrevocable and the Commitment Fees Borrower shall thereafter be computed on the basis of the Revolving Commitments, as so reduceddeliver no more than four such requests in any 12-month period. To the extent that a Revolving Commitment reduction would result in the Revolving Outstanding Amount exceeding the aggregate Revolving Commitments, the Borrowers shall reduce the Revolving Outstanding Amount such that after giving effect to such reduction such excess has been eliminated. Such reductions shall be made to the extent necessary by first prepaying the Revolving Advances outstanding at such time, and second depositing in the Cash Collateral Account an amount of cash equal to 100% of the remaining excess to be held by the Administrative Agent as collateral and applied to satisfy drawings under Letters of Credit as they occur. If after giving effect to (b) In connection with any reduction of the Revolving Commitments under this Section, either the Aggregate Letter of Credit Sublimit or the Swingline Sublimit exceeds the aggregate Revolving Commitments as so reducedFacility Amount, the Borrower shall remit to the Administrative Agent and the Agents, (i) instructions regarding such reduction and (ii) cash for payment to each Lender, in an amount sufficient to pay any Aggregate Letter Unpaids with respect to such reduction, including any associated Breakage Costs; provided, that no such reduction shall be given effect unless the Borrower has complied with the terms of Credit Sublimitany Hedging Agreement requiring that one or more Hedge Transactions be terminated in whole or in part as a result of any such reduction in the Loans Outstanding and the Borrower has paid all Hedge Breakage Costs due to the relevant Hedge Counterparty for any such termination. Upon receipt of any such amounts, the Swingline Sublimit or both, as the case may be, Administrative Agent and Agents shall be automatically reduced by the amount of apply such excess.amounts first to the