Common use of Mandatory Adjustments of Commitments, etc Clause in Contracts

Mandatory Adjustments of Commitments, etc. (a) The Total ------------------------------------------ Commitment (and the Term Commitment and Revolving Commitment of each Bank and the Swingline Commitment) shall terminate on the Expiration Date unless the Initial Borrowing Date has occurred on or before such date. (b) The Total Term Commitment shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the making of Term Loans on such date). (c) The Total Revolving Commitment shall be reduced in an amount of $3,125,000 on each of the last Business Day of each March, June, September and December of each year commencing June 1998 (each such reduction, a "Scheduled RF Reduction"). (d) On each day on which (x) the Aggregate Remainder has been increased and (y) after giving effect to such increase, the Aggregate Remainder exceeds the Working Capital Sublimit as then in effect, the Total Revolving Commitment and the Acquisition Sublimit shall be mandatorily reduced by an amount equal to (I) such excess less (II) the aggregate reductions, if any, theretofore made to the Total Revolving Commitment pursuant to this clause (d), provided that the aggregate reductions to the Total Revolving Commitment made pursuant to this clause (d) shall not exceed $80,000,000. (e) The Total Revolving Commitment (and the Revolving Commitment of each Bank) shall terminate on the RF Maturity Date. (f) Each partial reduction of the Total Revolving Commitment provided for in this Section 3.03 shall apply pro rata to the Revolving Commitment (if --- ---- any) of each Bank.

Mandatory Adjustments of Commitments, etc. (a) The Total ------------------------------------------ Commitment (and the Term Commitment and Revolving Commitment of each Bank and the Swingline Commitment) shall terminate in its entirety on the Expiration Date September 30, 1996 unless the Initial Borrowing Date has occurred on or before such date. (b) The Each of the Total A Term Loan Commitment and Total B Term Loan Commitment shall terminate in its entirety on the Initial Borrowing Date (Date, after giving effect to the making of Term Loans on such date). (c) The Total Revolving Commitment shall be reduced in an amount of $3,125,000 on each of the last Business Day of each March, June, September and December of each year commencing June 1998 (each such reduction, a "Scheduled RF Reduction"). (d) On each day on which (x) the Aggregate Remainder has been increased and (y) after giving effect to such increase, the Aggregate Remainder exceeds the Working Capital Sublimit as then in effect, the Total Revolving Commitment and the Acquisition Sublimit shall be mandatorily reduced by an amount equal to (I) such excess less (II) the aggregate reductions, if any, theretofore made to the Total Revolving Commitment pursuant to this clause (d), provided that the aggregate reductions to the Total Revolving Commitment made pursuant to this clause (d) shall not exceed $80,000,000. (e) The Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on the RF earlier of (x) the date on which a Change of Control Event occurs and (y) the Revolving Loan Maturity Date. (d) On each date upon which a mandatory repayment of Term Loans pursuant to Section 4.02(A)(c), (d), (e), (f), (g) or (h) is required (and exceeds in amount the aggregate principal amount of Term Loans then outstanding) or would be required if an unlimited amount of Term Loans were then outstanding, the Total Revolving Loan Commitment shall be permanently reduced by the amount, if any, by which the amount required to be applied pursuant to said Sections (determined as if an unlimited amount of Term Loans were actually outstanding) exceeds the aggregate principal amount of Term Loans then outstanding. Notwithstanding anything to the contrary contained in the immediately preceding sentence, in no event shall the Total Revolving Loan Commitment be reduced to an amount less than $15,000,000 pursuant to or as a result of this Section 3.03(d). (e) Each partial reduction or adjustment of the Total A Term Loan Commitment, the Total B Term Loan Commitment or the Total Revolving Loan Commitment provided for in pursuant to this Section 3.03 (or pursuant to Section 4.02) shall apply pro rata proportionately to the A Term Loan Commitment, the B Term Loan Commitment or the Revolving Commitment (if --- ---- any) Loan Commitment, as the case may be, of each BankBank with such a Commitment.

Mandatory Adjustments of Commitments, etc. (a) The Total ------------------------------------------ A Term Commitment (and the A Term Commitment and Revolving Commitment of each Bank and the Swingline CommitmentA Term Lender) shall terminate on the Expiration Date unless the Initial Borrowing Date has occurred on or before such date. (b) The Total Term Commitment shall terminate in its entirety on the Initial Borrowing Closing Date (after giving effect to the making of A Term Loans on such date). (b) The Total Initial B Term Commitment (and the Initial B Term Commitment of each Initial B Term Lender) shall terminate in its entirety on the Closing Date (after giving effect to the making of Initial B Term Loans on such date). (c) The Total Revolving Delayed-Draw B Term Commitment shall be reduced in an amount of $3,125,000 on each of (and the last Business Day Delayed-Draw B Term Commitment of each March, June, September and December Lender with such a Commitment) shall terminate in its entirety (to the extent not theretofore reduced to zero or terminated) on the Delayed-Draw B Term Commitment Termination Date (after giving effect to any incurrence of each year commencing June 1998 (each Delayed-Draw B Term Loans on such reduction, a "Scheduled RF Reduction"date). (d) On The Total Delayed-Draw B Term Commitment shall (i) be reduced on each day date on which Delayed-Draw B Term Loans are incurred (after giving effect to the making of Delayed-Draw B Term Loans on such date) in an amount equal to the aggregate principal amount of the Delayed-Draw B Term Loans incurred on such date and (ii) prior to the termination of the Total Delayed-Draw B Term Commitment as provided in Section 2.03(c) and the immediately preceding clause (i) of this Section 2.03(d), be reduced on each date on which both (x) no B Term Loans are outstanding (after giving effect to the Aggregate Remainder has been increased application on or prior to such date of the provisions of Section 3.03(A)) and (y) after giving effect B Term Loans, had there been any still outstanding, would have been required to such increasebe repaid pursuant to any of Sections 3.03(A)(b), (c), (d), (e) or (f), by the Aggregate Remainder exceeds the Working Capital Sublimit as then in effect, the Total Revolving Commitment and the Acquisition Sublimit shall be mandatorily reduced by an amount equal to (I) such excess less (II) the aggregate reductionsamount, if any, theretofore made by which the amount required to the Total Revolving Commitment be applied pursuant to this clause said Sections as a result of the events described therein (d), provided that determined as if an unlimited amount of B Term Loans were actually outstanding) exceeds the aggregate reductions to the Total Revolving Commitment made pursuant to this clause (d) shall not exceed $80,000,000principal amount of B Term Loans being repaid as a result of such events. (e) The Total Revolving Commitment (to the extent outstanding) shall be reduced on each date on which both (x) no Term Loans are outstanding (after giving effect to the application on or prior to such date of the provisions of Sections 3.03(A)) and the Total Delayed-Draw B Term Commitment has terminated (after giving effect to the application on or prior to such date of the provisions of Sections 2.03(b) and (c)) and (y) Term Loans, had there been any still outstanding, would have been required to be repaid pursuant to any of Sections 3.03(A)(b), (c), (d), (e) or (f), by the amount, if any, by which the amount required to be applied pursuant to said Sections as a result of the events described therein (determined as if an unlimited amount of Term Loans were actually outstanding) equals or exceeds the sum of the Delayed-Draw B Term Commitments being terminated and the aggregate principal amount of Term Loans being repaid, in either case as a result of such events; provided, however, that in no event shall the Total Revolving Commitment be reduced below $100,000,000 as a result of each Bank) shall terminate on the RF Maturity Dateapplication of this Section 2.03(e). (f) The Total Revolving Commitment shall terminate in its entirety on the earlier of (x) the RF Maturity Date and (y) the date on which a Change of Control occurs. (g) Each partial reduction of the Total Revolving Commitment provided for in Commitments under a Facility pursuant to this Section 3.03 2.03 shall apply pro rata proportionately to reduce the Revolving Commitment (if --- ---- any) of each BankLender under such Facility.

Mandatory Adjustments of Commitments, etc. (a) The Total ------------------------------------------ ----------------------------------------- Revolving Loan Commitment (and the Term Commitment and Revolving Loan Commitment of each Bank and the Swingline CommitmentBank) shall terminate on the Expiration Date earlier of (x) the date on which a Change of Control Event occurs and (y) the Maturity Date. In addition, the Total Revolving Loan Commitment (and the Revolving Loan Commitment of each Bank) shall terminate on March 30, 1998 unless the Initial Borrowing Date has occurred on or before such date. (b) The Total Term Commitment shall terminate in its entirety on the Initial Borrowing Date (after giving effect to the making of Term Loans on such date). (c) The Total Revolving Loan Commitment shall be reduced in an amount of $3,125,000 on each of date set forth below by the last Business Day of each March, June, September and December of each year commencing June 1998 amount set forth opposite such date below (each such reduction, as the same may be reduced as provided in Sections 3.02 and 3.03(h), a "Scheduled RF Commitment Reduction")): Date Amount ---- ------ April 30, 2001 $ 2,500,000 July 31, 2001 $ 2,500,000 October 31, 2001 $ 2,500,000 January 31, 2002 $ 2,500,000 April 30, 2002 $ 7,500,000 July 31, 2002 $ 7,500,000 October 31, 2002 $ 7,500,000 Maturity Date $37,500,000 (1) if all or any portion of such Net Proceeds are not so used (or contractually committed to be used) within such one year period, the Total Revolving Loan Commitment shall be permanently reduced on the last day of such period by an amount equal to 75% of such remaining portion and (2) if all or any portion of such Net Proceeds are not so used within such one year period referred to in clause (1) above because such amount is contractually committed to be used and subsequent to such date such contract is terminated or expires without such portion being so used, then the Total Revolving Loan Commitment shall be permanently reduced on the date of such termination or expiration by an amount equal to 75% of such remaining portion. (d) On each day In addition to any other mandatory commitment reduction pursuant to this Section 3.03 but except as otherwise provided in Section 3.03(f) below, on which (x) the Aggregate Remainder has been increased and (y) after giving effect to such increase, date of the Aggregate Remainder exceeds the Working Capital Sublimit as then in effectreceipt thereof by Holdings and/or any of its Subsidiaries, the Total Revolving Loan Commitment and the Acquisition Sublimit shall be mandatorily permanently reduced by an amount equal to 100% of the proceeds (Inet of underwriting discounts, fees and commissions and other costs and expenses associated therewith) such excess less of the incurrence of Indebtedness by Holdings and/or any of its Subsidiaries (II) other than Indebtedness permitted to be incurred by Section 8.04 as in effect on the aggregate reductions, if any, theretofore made to the Total Revolving Commitment pursuant to this clause (dEffective Date), provided that the aggregate reductions to the Total Revolving Commitment made pursuant to this clause (d) shall not exceed $80,000,000. (e) The In addition to any other mandatory commitment reduction pursuant to this Section 3.03 but except as otherwise provided in Section 3.03(f) below, within 10 days following each date on which Holdings or any of its Subsidiaries receives any proceeds from any Recovery Event, the Total Revolving Loan Commitment shall be reduced by an amount equal to 100% of the proceeds of such Recovery Event (net of costs, expenses and taxes incurred in connection with such Recovery Event); provided that so long as no Default or Event of Default -------- then exists and such proceeds do not exceed $20,000,000, such proceeds shall not give rise to a reduction of the Total Revolving Loan Commitment pursuant to this Section 3.03(e) on such date to the extent that the Borrower has delivered a certificate to the Agent on or prior to such date stating that such proceeds shall be used to replace or restore any properties or assets in respect of each Bankwhich such proceeds were paid within one year following the date of the receipt of such proceeds (which certificate shall set forth the estimates of the proceeds to be so expended), and provided further, that (i) if the amount of such ---------------- proceeds exceeds $20,000,000, then the Total Revolving Loan Commitment shall terminate be permanently reduced by the portion in excess of $20,000,000, (ii) if all or any portion of such proceeds not giving rise to a reduction of the Total Revolving Loan Commitment pursuant to the preceding proviso are not so used (or contractually committed to be used) within one year after the date of the receipt of such proceeds, the Total Revolving Loan Commitment shall be permanently reduced on the RF Maturity Datelast day of such period by an amount equal to such remaining portion and (iii) if all or any portion of such proceeds are not so used within the one year period referred to in clause (ii) above because such amount is contractually committed to be used and subsequent to such date such contract is terminated or expires without such portion being so used, then the Total Revolving Loan Commitment shall be permanently reduced on the date of such termination or expiration in an amount equal to such remaining portion. (f) Notwithstanding anything to the contrary contained in Sections 3.03(c), (d), and (e) above, in no event shall the Total Revolving Loan Commitment be reduced to an amount less than $15,000,000 pursuant to or as a result of any such Section. (g) Each partial reduction or adjustment of the Total Revolving Loan Commitment provided for in pursuant to this Section 3.03 shall apply pro rata proportionately to the Revolving Loan Commitment (if --- ---- any) of each Bank. (h) Any amount required to be applied to reduce the Total Revolving Loan Commitment pursuant to this Section 3.03 shall be applied to reduce the then remaining Scheduled Commitment Reductions pro rata based upon the then --- ---- remaining amount of such Scheduled Commitment Reductions after giving effect to all prior reductions thereto.