Common use of Mandatory Commitment Reductions Clause in Contracts

Mandatory Commitment Reductions. (i) The Aggregate Commitments shall be reduced from time to time by the amount of any mandatory prepayment that would be required by subsection 2.7(a)(i) if Revolving Loans were outstanding, whether or not any Revolving Loans are outstanding at such time. Such reduction shall be applied pro rata among the respective Commitments of the Banks and shall be effective as of the earlier of the date that such prepayment is made or the date by which such prepayment is (or would be) due and payable hereunder. All accrued commitment fees to the effective date of any reduction or termination of the Aggregate Commitment shall be paid on the effective date of such reduction or termination. (ii) No reduction in the Aggregate Commitment pursuant to Section 2.5 or subsection 2.7(b)(i) shall reduce the L/C Commitment unless and until the Aggregate Commitment has been reduced to $20,000,000; thereafter, any reduction in the Aggregate Commitment pursuant to Section 2.5 shall equally reduce the L/C Commitment. (iii) At no time shall the Swingline Commitment exceed the Aggregate Commitment, and any reduction of the Aggregate Commitment which reduces the Aggregate Commitment below the then current amount of the Swingline Commitment shall result in an automatic corresponding reduction of the Swingline Commitment to the amount of the Aggregate Commitment, as so reduced, without any action on the part of the Swingline Bank.

Mandatory Commitment Reductions. (i) The Aggregate Revolving Commitments shall be reduced from time to time by the amount of any mandatory prepayment that would be required by subsection 2.7(a)(isubsections 2.9(a)(i) if Revolving Loans were outstanding, whether or not any Revolving Loans are outstanding at such time. Such reduction shall be applied pro rata among the respective Revolving Commitments of the Banks and shall be effective as of the earlier of the date that such prepayment is made or the date by which such prepayment is (or would be) due and payable hereunder. All accrued commitment fees to the effective date of any reduction or termination of the Aggregate Revolving Commitment shall be paid on the effective date of such reduction or termination. (ii) No reduction in the Aggregate Revolving Commitment pursuant to Section 2.5 2.7 or subsection 2.7(b)(i2.9(b)(i) shall reduce the L/C Commitment unless and until the Aggregate Revolving Commitment has been reduced to $20,000,000; thereafter, any reduction in the Aggregate Revolving Commitment pursuant to Section 2.5 2.7 shall equally reduce the L/C Commitment. (iii) At no time shall the Swingline Commitment exceed the Aggregate Revolving Commitment, and any reduction of the Aggregate Revolving Commitment which reduces the Aggregate Revolving Commitment below the then current amount of the Swingline Commitment shall result in an automatic corresponding reduction of the Swingline Commitment to the amount of the Aggregate Revolving Commitment, as so reduced, without any action on the part of the Swingline Bank. (iv) The Aggregate Revolving Commitment shall reduce on the third anniversary of the date hereof to $350,000,000 if not previously reduced to or below such amount. Such reduction shall be applied pro rata among the respective Revolving Commitments of the Banks. All accrued commitment fees to the effective date of such reduction of the Aggregate Revolving Commitment shall be paid on the date of such reduction.

Mandatory Commitment Reductions. (i) The Aggregate Commitments On each occasion that the Company or any of its Subsidiaries shall be reduced from time required to time by prepay the amount of any mandatory prepayment that would be required by Facility B Loans pursuant to subsection 2.7(a)(i) if Revolving Loans were outstanding2.7(a)(i)(B), whether or not any Revolving Loans are outstanding at such time. Such reduction shall be applied pro rata among the respective Commitments of the Banks and shall be effective as of the earlier of the date that such prepayment is made or the date by which such prepayment is (or would be) due and payable hereunder. All accrued commitment fees to the effective date of any reduction or termination of the Aggregate Commitment shall be permanently reduced by an amount equal to the lesser of (A) the amount by which the Aggregate Commitment exceeds the Collateral Base at the time of such prepayment and (B) the amount of such prepayment pursuant to subsection 2.7(a)(i)(B) minus the amount of any Make–Whole Amount required to be paid to the holders of Senior Notes pursuant to Section 5.2 of the Senior Note Agreements as in effect on the effective date Second Amendment Effective Date in connection with any related prepayment of such reduction or terminationSenior Notes. (ii) No reduction in the Aggregate Commitment pursuant to Section 2.5 or subsection 2.7(b)(i) shall reduce the L/C Commitment unless and until the Aggregate Commitment has been reduced to $20,000,00010,000,000; thereafter, any reduction in the Aggregate Commitment pursuant to Section 2.5 shall equally reduce the L/C Commitment. (iii) At no time shall the Swingline Commitment exceed the Aggregate Commitment, and any reduction of the Aggregate Commitment which reduces the Aggregate Commitment below the then current amount of the Swingline Commitment shall result in an automatic corresponding reduction of the Swingline Commitment to the amount of the Aggregate Commitment, as so reduced, without any action on the part of the Swingline Bank.

Mandatory Commitment Reductions. (i) When the aggregate amount of all Net Proceeds received by the Borrower and its Subsidiaries on a consolidated basis from Asset Sales (excluding (A) any Net Proceeds reinvested in accordance with Section 7.02(i) and (B) any Net Proceeds received from the sale of Designated Acres as permitted by Section 7.02(f)) since the Closing Date equals $1 billion, then, if any Net Proceeds received from time to time thereafter by the Borrower or any of its Subsidiaries from Asset Sales are applied to prepay any of the Loans pursuant to Section 2.05(b)(ii), the Aggregate Commitments shall be reduced from time to time by the amount of any such prepayment. (ii) The Aggregate Commitments shall be reduced from time to time by the amount of any mandatory prepayment that would be required of Loans undertaken by subsection 2.7(a)(ithe Borrower pursuant to Section 2.05(b)(iii). (iii) if Revolving Loans were outstanding, whether or not any Revolving Loans are outstanding at such time. Such Any reduction of the Aggregate Commitments pursuant to this Section 2.06(b) shall be applied pro rata among to the respective Commitments Commitment of the Banks each Lender according to its Pro Rata Share and shall be effective as of the earlier of the date that upon such prepayment is made or the date by which such prepayment is (or would be) due and payable hereunderprepayment. All facility fees accrued commitment fees to until the effective date of any reduction or termination of the Aggregate Commitment Commitments shall be paid on the effective date of such reduction or terminationreduction. (iiiv) No Any reduction in the Aggregate Commitment pursuant to Section 2.5 or subsection 2.7(b)(i) shall reduce the L/C Commitment unless and until the Aggregate Commitment has been reduced to $20,000,000; thereafter, any reduction in the Aggregate Commitment pursuant to Section 2.5 shall equally reduce the L/C Commitment. (iii) At no time shall the Swingline Commitment exceed the Aggregate Commitment, and any reduction of the Aggregate Commitment Commitments which reduces the Aggregate Commitment Commitments below the then current amount of the Swingline Commitment Letter of Credit Sublimit shall result in an automatic corresponding reduction of the Swingline Commitment Letter of Credit Sublimit to the amount of the Aggregate CommitmentCommitment as so reduced, without any action on the part of the L/C Issuer. (v) Any reduction of the Aggregate Commitments which reduces the Aggregate Commitments below the then current amount of the Swing Line Sublimit shall result in an automatic corresponding reduction of the Swing Line Sublimit to the amount of the Aggregate Commitments, as so reduced, without any action on the part of the Swingline BankSwing Line Lender. (vi) Once reduced or terminated in accordance with this Section 2.06, neither the Aggregate Commitments, the Letter of Credit Sublimit nor the Swing Line Sublimit may be increased.

Mandatory Commitment Reductions. (i) The Aggregate Commitments Requirements: (a) [Intentionally Omitted]. (b) [Intentionally Omitted]. (c) [Intentionally Omitted]. (d) On the date on which any Change of Control occurs, the Total Revolving Loan Commitment shall terminate, the outstanding amount of all Obligations shall be reduced from time due and payable in full and the Borrower shall Cash Collateralize the L/C Obligations (in an amount equal to time the Outstanding Amount thereof). (e) The Outstanding Amount of all Revolving Loans shall be due and payable in full on the Revolving Loan Maturity Date. In addition, if on any date the aggregate Outstanding Amount of all Revolving Loans and L/C Obligations exceeds the Total Revolving Loan Commitment as then in effect, the Borrower shall repay on such date the principal of the Revolving Loans and/or Cash Collateralize the L/C Obligations in an amount equal to such excess. (ii) Application: (a) [Intentionally Omitted]. (b) With respect to any prepayment of Loans required by this Section 3.03, the Borrower may designate the Types of Loans which are to be prepaid and the specific Borrowing(s) pursuant to which made; provided that (i) the Borrower shall first so designate all Base Rate Loans and Eurodollar Loans with Interest Periods ending on the date of repayment prior to designating any other Eurodollar Loans; (ii) if any prepayment of Eurodollar Loans made pursuant to a single Borrowing shall reduce the outstanding Loans made pursuant to such Borrowing to an amount less than $1,000,000, such Borrowing shall be immediately converted into Base Rate Loans; and (iii) each prepayment of any mandatory prepayment that would be required by subsection 2.7(a)(i) if Revolving Loans were outstanding, whether or not any Revolving Loans are outstanding at such time. Such reduction made pursuant to a Borrowing shall be applied pro rata among such Loans. In the respective Commitments absence of a designation by the Banks and shall be effective Borrower as of described in the earlier of preceding sentence, the date that such prepayment is made or the date by which such prepayment is (or would be) due and payable hereunder. All accrued commitment fees Administrative Agent shall, subject to the effective date of any reduction or termination of the Aggregate Commitment shall be paid on the effective date of above, make such reduction or terminationdesignation in its sole discretion with a view, but no obligation, to minimize breakage costs owing under Section 1.12. (ii) No reduction in the Aggregate Commitment pursuant to Section 2.5 or subsection 2.7(b)(i) shall reduce the L/C Commitment unless and until the Aggregate Commitment has been reduced to $20,000,000; thereafter, any reduction in the Aggregate Commitment pursuant to Section 2.5 shall equally reduce the L/C Commitment. (iii) At no time shall the Swingline Commitment exceed the Aggregate Commitment, and any reduction of the Aggregate Commitment which reduces the Aggregate Commitment below the then current amount of the Swingline Commitment shall result in an automatic corresponding reduction of the Swingline Commitment to the amount of the Aggregate Commitment, as so reduced, without any action on the part of the Swingline Bank.

Mandatory Commitment Reductions. (i) The Aggregate Commitments Commitment shall be permanently reduced from time to time by the amount of any mandatory prepayment that would be of Loans required by subsection 2.7(a)(i) and by the amount of any Senior Debt incurred by the Company pursuant to subsection 7.6(i) other than Loans; provided that to the extent a sale of assets or harvest of excess timber shall not result in any prepayment pursuant to subsection 2.7(a)(i) because no Loans are outstanding, the Aggregate Commitment shall be permanently reduced in an amount equal to the amount that would otherwise be applied to a prepayment of the Loans by operation of subsection 2.7(a)(i). Such permanent reduction shall take effect upon the date the corresponding mandatory prepayment is or would (if Revolving Loans Senior Debt were outstanding) be required by subsections 2.7(a)(i) or 2.7(a)(iii) or, whether or not in the case of funds actually deposited as cash collateral under those subsections, upon the application of such cash collateral to the Loans. Upon any Revolving Loans are outstanding at such time. Such permanent reduction in the Aggregate Commitment, the Commitment of each Bank shall automatically be applied pro rata among the respective Commitments reduced by an amount equal to such Bank's ratable share of the Banks and shall be reduction, effective as of the earlier of the date that such any corresponding prepayment is made or the date by which such prepayment is (or would be) due and payable hereunder. All accrued commitment fees to to, but not including the effective date of any reduction or termination of the Aggregate Commitment Commitments shall be paid on the effective date of such reduction or termination. (ii) No reduction in the Aggregate Commitment pursuant to Section 2.5 or subsection 2.7(b)(i) shall reduce the L/C Commitment unless and until the Aggregate Commitment has been reduced to $20,000,000; thereafter, any reduction in the Aggregate Commitment pursuant to Section 2.5 shall equally reduce the L/C Commitment. (iii) At no time shall the Swingline Commitment exceed the Aggregate Commitment, and any reduction of the Aggregate Commitment which reduces the Aggregate Commitment below the then current amount of the Swingline Commitment shall result in an automatic corresponding reduction of the Swingline Commitment to the amount of the Aggregate Commitment, as so reduced, without any action on the part of the Swingline Bank.

Mandatory Commitment Reductions. In addition to any optional reduction of the Revolving Credit Commitments effected under Section 3.6(a) hereof, the Borrower shall make the following required reductions,: (i) The Aggregate Commitments shall be reduced from time to time by In the amount of any mandatory prepayment that would be required by subsection 2.7(a)(i) if event the Bolle Australia Acquisition has not been consummated on or before June 30, 1998, the Total Revolving Loans were outstanding, whether or not any Revolving Loans are outstanding at such time. Such reduction shall be applied pro rata among the respective Commitments of the Banks and shall be effective as of the earlier of the date that such prepayment is made or the date by which such prepayment is (or would be) due and payable hereunder. All accrued commitment fees to the effective date of any reduction or termination of the Aggregate Credit Commitment shall be paid permanently reduced by the Dollar equivalent amount of A$5,687,500 on such date determined by the effective date spot rate of such reduction or terminationexchange for Australian Dollars as established by the Agent in accordance with its customary practices. (ii) No reduction In addition to the foregoing, in the Aggregate event the Bolle UK Acquisition has not been consummated on or before June 30, 1998, the Total Revolving Credit Commitment pursuant to Section 2.5 or subsection 2.7(b)(i) shall reduce be permanently reduced by the L/C Commitment unless and until Dollar equivalent amount of Li.1,000,000 on such date determined by the Aggregate Commitment has been reduced to $20,000,000; thereafter, any reduction spot rate of exchange for pounds sterling as established by the Agent in the Aggregate Commitment pursuant to Section 2.5 shall equally reduce the L/C Commitmentaccordance with its customary practices. (iii) At no time In the event that the Term Loan Outstandings are paid in full, any mandatory prepayment required under Section 2.7 shall the Swingline Commitment exceed the Aggregate Commitment, and any be applied as a mandatory reduction of the Aggregate Total Revolving Credit Commitment which reduces hereunder. NB BOLLE CREDIT AGREEMENT (FINAL) Doc No: 190295 Each of the Aggregate foregoing reductions shall permanently reduce the Total Revolving Credit Commitment below and the then current Revolving Credit Commitment of each Lender pro rata. No such reduction shall be permitted that results in the payment of any Fixed Rate Revolving Loan other than on the last day of the Interest Period of such Loan unless such prepayment is accompanied by amounts due, if any, under Section 5.5 hereof. Each reduction of the Revolving Credit Commitment shall be accompanied by payment of the principal amount of the Swingline Commitment shall result in an automatic corresponding reduction Revolving Credit Outstandings to the extent that the sum of the Swingline Dollar Value all Revolving Credit Outstandings and Letter of Credit Outstandings exceeds the Total Revolving Credit Commitment after giving effect to the amount of the Aggregate Commitmentsuch reduction, as so reduced, without any action together with accrued and unpaid interest on the part of the Swingline Bankamounts prepaid.

Mandatory Commitment Reductions. Without duplication: (i) The Aggregate In the event that the Borrower actually receives any Net Cash Proceeds arising from any Equity Issuance or the Borrower or any of its Subsidiaries actually receives any Net Cash Proceeds arising from any Debt Issuance (other than a Debt Issuance under any Qualifying Term Loan Facility and/or any Qualifying Revolving Facility that has reduced the Commitments shall hereunder pursuant to clause (ii)(A) or (B) below) or Asset Sale, in each case during the period commencing on the Effective Date and ending on the date on which all Commitments are terminated, then the Commitments then outstanding shall, subject to Section 2.10(c)(ii), be automatically reduced from time in an amount equal to time the lesser of (i) 100% of such Net Cash Proceeds on the date of receipt by the Borrower or, as applicable, any of its Subsidiaries of such Net Cash Proceeds and (ii) the amount of Commitments then outstanding. The Borrower shall promptly notify the Administrative Agent (but in any event within 3 Business Days) of the receipt by the Borrower, or, as applicable, any of its Subsidiaries, of such Net Cash Proceeds from any Equity Issuance, Debt Issuance or Asset Sale, and such notice shall be accompanied by a reasonably detailed calculation of the Net Cash Proceeds received to the extent receipt thereof would result in a reduction of the Commitments in accordance with the foregoing. Notwithstanding the foregoing, mandatory prepayment that would commitment reductions with respect to Net Cash Proceeds from Debt Issuances or Asset Sales received by a Foreign Subsidiary shall not be required if and for so long as the Borrower has determined in good faith that repatriation to the Borrower of such Net Cash Proceeds would have material adverse tax consequences or would violate applicable local law or applicable organizational documents of such Subsidiary. Notwithstanding anything to the contrary in this Section 2.08(a)(i), all Net Cash Proceeds described in this Section 2.08(a)(i) received by subsection 2.7(a)(i) if Revolving the Borrower or its Subsidiaries on or after the Closing Date are subject to the Borrower’s election rights set forth in Section 2.10(c)(ii), and to the extent any such Net Cash Proceeds are applied to prepay Loans were outstandingpursuant to Section 2.10(c)(i), whether or then such Net Cash Proceeds will not any Revolving Loans are outstanding at such time. Such reduction shall be required to be applied pro rata among the respective to reduce Commitments of the Banks and shall be effective as of the earlier of the date that such prepayment is made or the date by which such prepayment is (or would be) due and payable hereunder. All accrued commitment fees pursuant to the effective date of any reduction or termination of the Aggregate Commitment shall be paid on the effective date of such reduction or terminationSection 2.08(a)(i). (ii) No reduction in (A) In the Aggregate Commitment pursuant to Section 2.5 event that the Borrower or subsection 2.7(b)(i) shall reduce any of its Subsidiaries enters into any Qualifying Term Loan Facility for the L/C Commitment unless purpose of financing the Transactions during the period commencing on the Effective Date and until ending on the Aggregate Commitment has been reduced to $20,000,000; thereafter, any reduction in the Aggregate Commitment pursuant to Section 2.5 shall equally reduce the L/C Commitment. (iii) At no time shall the Swingline Commitment exceed the Aggregate Commitment, and any reduction date all of the Aggregate Commitment which reduces Commitments hereunder are terminated, automatically upon the Aggregate Commitment below the then current amount effectiveness of the Swingline Commitment definitive documentation for such Qualifying Term Loan Facility in accordance with all applicable “certain funds” requirements in relation to the Offer under applicable laws and regulations, the Commitments then outstanding shall result be reduced in an automatic corresponding reduction amount equal to the lesser of (x) 100% of the Swingline Commitment commitments under such Qualifying Term Loan Facility that are subject to conditions precedent to funding that are no more restrictive than the conditions set forth herein to the funding of the Bridge Facility and (y) the amount of the Aggregate CommitmentCommitments then outstanding; provided, as so reducedhowever, without notwithstanding any action on provision to the part contrary herein, after such reduction in Commitments, any Net Cash Proceeds received by the Borrower or any of its Subsidiaries with respect to such Qualifying Term Loan Facility that has reduced Commitments pursuant to this clause (A) shall not result in any requirement for a further reduction in Commitments or prepayment of Loans. The Borrower shall promptly (but in any event within 3 Business Days of the Swingline Bankdate thereof) notify the Administrative Agent of the entry into any Qualifying Term Loan Facility.

Mandatory Commitment Reductions. (i) The Aggregate aggregate Acquisition Revolving Commitments and aggregate W/C Revolving Commitments, in that order of priority, shall be permanently reduced from time to time by the amount of any mandatory prepayment or Cash Collateralization of the Obligations required by subsection 2.6(a); provided that to the extent a sale of assets, an Event of Loss or Timber Harvest shall not result in any prepayment of the Loans pursuant to subsection 2.6(a) because the Loans have been repaid in full, first, the aggregate Acquisition Revolving Commitment and, second, the aggregate W/C Revolving Commitment, shall be permanently reduced in an amount equal to the amount that would otherwise be applied to a prepayment or Cash Collateralization of the Obligations by operation of subsection 2.6(a). Such permanent reduction shall take effect upon the date the corresponding mandatory prepayment is or would (if Loans were outstanding) be required by subsection 2.7(a)(i2.6(a) if or, in the case of funds actually deposited as Cash Collateral under that subsection, upon the application of such cash collateral to the W/C Revolving Loans were outstandingor Acquisition Revolving Loans, whether as applicable. (ii) Upon the occurrence of a Change of Control, the Company shall notify the Agent thereof and, upon notice to the Company by the Agent at the direction of the Required Lenders within 90 days after the later of such Change of Control or not any receipt of such notice of Change of Control, the aggregate Acquisition Revolving Loans are outstanding at such time. Such reduction Commitment and the aggregate W/C Revolving Commitment shall be applied pro rata among permanently reduced to $0 and terminated. (iii) Upon any permanent reduction in the respective aggregate Acquisition Revolving Commitments or aggregate W/C Revolving Commitments, the corresponding Acquisition Revolving Commitment or W/C Revolving Commitment, as the case may be, of each Bank shall automatically be reduced by an amount equal to such Bank's ratable share of the Banks and shall be reduction, effective as of the earlier of the date that such any corresponding prepayment is made or the date by which such prepayment is (or would be) due and payable hereunder. All accrued commitment fees to to, but not including the effective date of any reduction or termination of the Aggregate Commitment Commitments shall be paid on the effective date of such reduction or termination. (ii) No reduction in the Aggregate Commitment pursuant to Section 2.5 or subsection 2.7(b)(i) shall reduce the L/C Commitment unless and until the Aggregate Commitment has been reduced to $20,000,000; thereafter, any reduction in the Aggregate Commitment pursuant to Section 2.5 shall equally reduce the L/C Commitment. (iii) At no time shall the Swingline Commitment exceed the Aggregate Commitment, and any reduction of the Aggregate Commitment which reduces the Aggregate Commitment below the then current amount of the Swingline Commitment shall result in an automatic corresponding reduction of the Swingline Commitment to the amount of the Aggregate Commitment, as so reduced, without any action on the part of the Swingline Bank.

Mandatory Commitment Reductions. (i) The Aggregate Commitments Commitment shall be permanently reduced from time to time by the amount of any mandatory prepayment of Loans required by subsection 2.7(a)(i); provided that to the extent such sale of assets or harvest of excess timber shall not result in any prepayment pursuant to subsection 2.7(a)(i) because no Loans are outstanding, first, the "Aggregate Commitment," as defined in the Facility A Credit Agreement, and second, the Aggregate Commitment shall be permanently reduced in an amount equal to the amount that would otherwise be applied to a prepayment of the Facility A Loans by operation of subsection 2.7(a)(i) of the Facility A Credit Agreement and the Loans by operation of subsection 2.7(a)(i) hereof, as the case may be. Such permanent reduction shall take effect upon the date such mandatory prepayment is required by subsection 2.7(a)(i) if Revolving Loans were outstandingor, whether or not in the case of funds actually deposited as cash collateral under that subsection, upon the application of such cash collateral to the Loans. Upon any Revolving Loans are outstanding at such time. Such permanent reduction in the Aggregate Commitment, the Commitment of each Bank shall automatically be applied pro rata among the respective Commitments reduced by an amount equal to such Bank's ratable share of the Banks and shall be reduction, effective as of the earlier of the date that such any corresponding prepayment is made or the date by which such prepayment is (or would be) due and payable hereunder. All accrued commitment fees to to, but not including the effective date of any reduction or termination of the Aggregate Commitment Commitments, shall be paid on the effective date of such reduction or termination. (ii) No reduction in the Aggregate Commitment pursuant to Section 2.5 or subsection 2.7(b)(i) shall reduce the L/C Commitment unless and until the Aggregate Commitment has been reduced to $20,000,00010,000,000; thereafter, any reduction in the Aggregate Commitment pursuant to Section 2.5 shall equally reduce the L/C Commitment. (iii) At no time shall the Swingline Commitment exceed the Aggregate Commitment, and any reduction of the Aggregate Commitment which reduces the Aggregate Commitment below the then current amount of the Swingline Commitment shall result in an automatic corresponding reduction of the Swingline Commitment to the amount of the Aggregate Commitment, as so reduced, without any action on the part of the Swingline Bank.

Mandatory Commitment Reductions. (i) The Aggregate aggregate Acquisition Revolving Commitments and aggregate W/C Revolving Commitments, in that order of priority, shall be permanently reduced from time to time by the amount of any mandatory prepayment or Cash Collateralization of the Loans required by subsection 2.6(a); provided that to the extent a sale of assets, an Event of Loss or Timber Harvest shall not result in any prepayment of the Loans pursuant to subsection 2.6(a) because the Loans have been repaid in full, first, the aggregate Acquisition Revolving Commitment and, second, the aggregate W/C Revolving Commitment, shall be permanently reduced in an amount equal to the amount that would otherwise be applied to a prepayment or Cash Collateralization of the Loans by operation of subsection 2.6(a). Such permanent reduction shall take effect upon the date the corresponding mandatory prepayment is or would (if Loans were outstanding) be required by subsection 2.7(a)(i2.6(a) if or, in the case of funds actually deposited as Cash Collateral under that subsection, upon the application of such cash collateral to the W/C Revolving Loans were outstandingor Acquisition Revolving Loans, whether as applicable. (ii) Upon the occurrence of a Change of Control, the Company shall notify the Agent thereof and, upon notice to the Company by the Agent at the direction of the Required Lenders within 90 days after the later of such Change of Control or not any receipt of such notice of Change of Control, the aggregate Acquisition Revolving Loans are outstanding at such time. Such reduction Commitment and the aggregate W/C Revolving Commitment shall be applied pro rata among permanently reduced to $0 and terminated on the respective date 10 days after such demand. (iii) Upon any permanent reduction in the aggregate Acquisition Revolving Commitments or aggregate W/C Revolving Commitments, the corresponding Acquisition Revolving Commitment or W/C Revolving Commitment, as the case may be, of each Bank shall automatically be reduced by an amount equal to such Bank's ratable share of the Banks and shall be reduction, effective as of the earlier of the date that such any corresponding prepayment is made or the date by which such prepayment is (or would be) due and payable hereunder. All accrued commitment fees to to, but not including the effective date of any reduction or termination of the Aggregate Commitment Commitments shall be paid on the effective date of such reduction or termination. (iiiv) No reduction in the Aggregate Commitment W/C Revolving Commitments pursuant to Section Sections 2.5 or subsection 2.7(b)(i) 2.6 shall reduce the L/C Commitment unless and until the Aggregate Commitment has W/C Revolving Commitments have been reduced to $20,000,000the amount of the L/C Commitment; thereafter, any reduction in the Aggregate Commitment W/C Commitments pursuant to Section Sections 2.5 or 2.6 shall equally reduce the L/C Commitment. (iiiv) At no time No reduction in the W/C Revolving Commitments pursuant to Sections 2.5 or 2.6 shall reduce the Swingline Commitment exceed unless and until the Aggregate Commitment, and any reduction of the Aggregate Commitment which reduces the Aggregate Commitment below the then current amount of the Swingline Commitment shall result in an automatic corresponding reduction of the Swingline Commitment W/C Revolving Commitments have been reduced to the amount of the Aggregate Swingline Commitment; thereafter, as so reduced, without any action on reduction in the part of W/C Revolving Commitment pursuant to Sections 2.5 or 2.6 shall equally reduce the Swingline BankCommitment.

Mandatory Commitment Reductions. (i) The Aggregate Commitments Revolving Credit Commitment shall be reduced from time to time by the amount of any mandatory prepayment that would be required of Revolving Loans undertaken by the Company pursuant to subsection 2.7(a)(i) if Revolving Loans were outstanding, whether or not any Revolving Loans are outstanding at such time(a)(ii). Such reduction shall be applied pro rata among the respective Revolving Credit Commitments of the Banks and shall be effective as of the earlier of the date that upon such prepayment is made or the date by which such prepayment is (or would be) due and payable hereunderprepayment. All accrued commitment fees or Facility Fees to the effective date of any reduction or termination of the Aggregate Revolving Credit Commitment shall be paid on the effective date of such reduction or termination. (ii) No Any reduction in the Aggregate Revolving Credit Commitment pursuant to Section 2.5 or subsection 2.7(b)(i) shall reduce which reduces the Aggregate Revolving Credit Commitment below the then current amount of the L/C Commitment unless and until the Aggregate Commitment has been reduced to $20,000,000; thereafter, any shall result in an automatic corresponding reduction in the Aggregate Commitment pursuant to Section 2.5 shall equally reduce of the L/C CommitmentCommitment to the amount of the Aggregate Revolving Credit Commitment as so reduced, without any action on the part of the Issuing Bank. (iii) At no time shall the Swingline Commitment exceed the Aggregate Commitment, and any Any reduction of the Aggregate Revolving Credit Commitment which reduces the Aggregate Revolving Commitment below the then current amount of the Swingline Commitment shall result in an automatic corresponding reduction of the Swingline Commitment to the amount of the Aggregate Revolving Credit Commitment, as so reduced, without any action on the part of the Swingline Bank. (iv) The Term Credit Commitments of all the Banks shall be automatically terminated on the Closing Date upon the Borrowing of the Term Loans on such date. (v) Once reduced in accordance with this Section 2.7(b), neither the Aggregate Revolving Credit Commitment, the L/C Commitment nor the Swingline Commitment may be increased.