Reduction and Termination of Commitments Clause Samples

Reduction and Termination of Commitments. (a) Unless previously terminated, all Revolving Commitments and LC Commitments shall terminate on the Revolving Commitment Termination Date. (b) Upon at least three (3) Business Days’ prior written notice (or telephonic notice promptly confirmed in writing) to the Administrative Agent (which notice shall be irrevocable), the Borrower may reduce the Aggregate Revolving Commitments in part or terminate the Aggregate Revolving Commitments in whole; provided that (i) any partial reduction shall apply to reduce proportionately and permanently the Revolving Commitment of each Lender, (ii) any partial reduction pursuant to this Section shall be in an amount of at least $1,000,000 and any larger multiple of $500,000, and (iii) no such reduction shall be permitted which would reduce the Aggregate Revolving Commitment Amount to an amount less than the aggregate outstanding Revolving Credit Exposure of all Lenders; provided, further, that such notice of reduction or termination may be contingent upon the effectiveness of a replacement credit facility, similar financing or any asset sale or equity offering or similar event. Any such reduction in the Aggregate Revolving Commitment Amount below the principal amount of the LC Commitment shall result in a dollar-for-dollar reduction in the LC Commitment. (c) With the written approval of the Administrative Agent (not to be unreasonably withheld, conditioned or delayed), the Borrower may terminate (on a non-ratable basis) the unused amount of the Revolving Commitments of a Defaulting Lender, and in such event the provisions of Section 2.24 will apply to all amounts thereafter paid by the Borrower for the account of any such Defaulting Lender under this Agreement (whether on account of principal, interest, fees, indemnity or other amounts); provided that such termination will not be deemed to be a waiver or release of any claim that the Borrower, the Administrative Agent, the Issuing Bank or any other Lender may have against such Defaulting Lender.

Reduction and Termination of Commitments. The Borrower may, upon at least three Business Days’ prior notice to the Administrative Agent, terminate in whole or reduce in part ratably the unused portions of the respective Revolving Credit Commitments of the Revolving Credit Lenders without penalty or premium; provided, however, that each partial reduction shall be in an aggregate amount of not less than $5,000,000 or an integral multiple of $1,000,000 in excess thereof. All outstanding Revolving Credit Commitments shall terminate on the Revolving Credit Termination Date.

Reduction and Termination of Commitments. The Initial Lender’s Commitment shall (x) automatically and permanently be reduced by the amount of any Borrowing of a Loan and (y) automatically and permanently terminate on the earlier of (i) 5:00 p.m. (New York City time) on December 15, 2020 and (ii) the date of the subsequent Borrowing hereunder. The Borrower may, upon not less than three (3) Business Days’ notice to the Initial Lender and the Administrative Agent, terminate the Commitment or, from time to time, reduce the Commitment. Any such reduction in the Commitment shall be in an amount equal to $1,000,000 or a whole multiple thereof, and shall permanently reduce the Commitment.

Reduction and Termination of Commitments. The Borrower shall have the right at any time and from time to time upon five (5) Business Days' prior written notice to the Agent to reduce by $5,000,000 or an integral multiple of $1,000,000 in excess thereof (provided that in no event shall the Total Commitment be reduced in such manner to an amount less than $80,000,000) or to terminate entirely the unborrowed portion of the Commitments, whereupon the Commitments of the Banks shall be reduced PRO RATA in accordance with their respective Commitment Percentages of the amount specified in such notice or, as the case may be, terminated, any such termination or reduction to be without penalty except as otherwise set forth in Section 4.8; provided, however, that no such termination or reduction shall be permitted if, after giving effect thereto, the Outstanding Loans would exceed the Commitments of the Lenders as so terminated or reduced. Promptly after receiving any notice from the Borrower delivered pursuant to this Section 2.3, the Agent will notify the Lenders of the substance thereof. Upon the effective date of any such reduction or termination, the Borrower shall pay to the Agent for the respective accounts of the Lenders the full amount of any facility fee under Section 2.2 then accrued on the amount of the reduction. No reduction or termination of the Commitment may be reinstated.

Reduction and Termination of Commitments. (a) Unless previously terminated, all Revolving Commitments shall terminate on the Revolving Commitment Termination Date. (b) Upon at least three (3) Business Days’ prior written notice (or telephonic notice promptly confirmed in writing) to the Administrative Agent (which notice shall be irrevocable), the Borrower may reduce the Aggregate Revolving Commitments in part or terminate the Aggregate Revolving Commitments in whole; provided, however, that (i) any partial reduction shall apply to reduce proportionately and permanently the Revolving Commitment of each Lender, (ii) any partial reduction pursuant to this Section 2.9 shall be in an amount of at least $5,000,000 and any larger multiple of $1,000,000, and (iii) no such reduction shall be permitted which would reduce the Aggregate Revolving Commitments to an amount less than the outstanding Revolving Credit Exposures of all Lenders. Any such reduction in the Aggregate Revolving Commitments shall result in a proportionate reduction (rounded to the next lowest integral multiple of $100,000) in the Swingline Commitment, the Franchisee Facility Commitment and the LC Commitment.

Reduction and Termination of Commitments. (a) After the Closing Date, Borrower may from time to time, upon at least 30 days' prior notice to the Agent prior to the beginning of a calendar quarter, receipt of which notice Agent shall promptly notify the Banks, temporarily reduce, for such calendar quarter, the unused portion of the Revolving Commitments of all Banks by an aggregate amount of up to $10,000,000, in minimum multiples of $1,000,000 (such reduced Commitment, the "Unavailable Commitment"). Each Unavailable Commitment shall automatically be restored at the end of the applicable calendar quarter, subject to Borrower's continuing rights to make temporarily reductions, or to terminate or permanently reduce unused portions of the Revolving Commitments, hereunder in accordance with the applicable provisions of this Section 2.7. For purposes of this Agreement, the face amount of each outstanding Letter of Credit shall constitute a used portion of the Revolving Commitments of the Banks.

Reduction and Termination of Commitments. All Commitments shall terminate on the Termination Date. Upon at least three Business Days' prior written notice (or telephonic notice promptly confirmed in writing) to the Administrative Agent (which notice shall be irrevocable), the Borrower may reduce the Aggregate Commitments in part or terminate the Aggregate Commitments in whole; provided, that (i) any partial reduction shall apply to reduce proportionately and permanently the Commitment of each Lender, (ii) any partial reduction pursuant to this Section 2.6 shall be in an amount of at least $5,000,000 and any larger multiple of $1,000,000, and (iii) no such reduction shall be permitted that would reduce the Aggregate Commitments to an amount less than the outstanding Credit Exposures of all Lenders. On the date of any required prepayment of Loans pursuant to Section 2.9(b), the Commitments shall automatically reduce by an amount equal to such required prepayment (regardless of whether any Loans are outstanding or are prepaid on such date).

Reduction and Termination of Commitments. Paragraph (a) of Section 2.4 of the Credit Agreement is hereby amended by inserting the following new sentence in paragraph (a) of Section 2.4 immediately after the existing first sentence thereof: The Revolving Commitment of each Revolving Lender in effect from time to time shall be in the maximum amount shown opposite the name of such Lender in Schedule 2.1 (as amended by the 2007 Amendment).

Reduction and Termination of Commitments. The Company may from ---------------------------------------- time to time, in accordance with Section 2.5(c), reduce or terminate the Aggregate Loan Commitment or the Aggregate Receivables Commitment. Any reduction or termination of any Commitment pursuant to this Section 2.5(a) shall be permanent.