Common use of Reduction or Termination of Commitments Clause in Contracts

Reduction or Termination of Commitments. The Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolver Commitments or (prior to funding the Term Loan) permanently reduce the Aggregate Term Loan Commitments or permanently reduce the Aggregate Revolver Commitments to an amount not less than the sum of the Outstanding Amount of the then existing (i) Revolver Principal Debt and (ii) L/C Obligations; provided that (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, and (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 or any whole multiple of $1,000,000 in excess thereof. The Administrative Agent shall promptly notify the affected Lenders of any such notice of reduction or termination. Once reduced in accordance with this Section, the Aggregate Revolver Commitments or Aggregate Term Loan Commitments, as the case may be, may not be increased. Any reduction of the Aggregate Revolver Commitments shall be applied to the Revolver Commitment of each Revolver Lender according to its Pro Rata Share, and any reduction of the Aggregate Term Loan Commitments shall be applied to the Term Loan Commitment of each Term Lender according to its Pro Rata Share. All commitment fees on the portion of the Aggregate Revolver Commitments so terminated which have accrued to the effective date of any termination of the Aggregate Revolver Commitments shall be paid on the effective date of such termination.

Reduction or Termination of Commitments. The Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolver Commitments or (prior to funding the Term LoanInitial Funding Date) permanently reduce the Aggregate Term Loan Commitments Commitment, or permanently reduce the Aggregate Revolver Commitments Commitment to an amount not less than the sum of the Outstanding Amount of the then existing (ia) Revolver Principal Debt and Debt, (iib) L/C Obligations, and (c) Swing Line Loans; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m.a.m. New York, three New York time, five Business Days prior to the date of termination or reduction, and (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 1,000,000 or any whole multiple of $1,000,000 500,000 in excess thereofthereof and (iii) any Revolver Commitment reduction shall be allocated between the Acquisition Subfacility and the Working Capital/Distribution Subfacility in amounts not less than $500,000. The Administrative Agent shall promptly notify the affected Lenders of any such notice of reduction or termination. Once reduced in accordance with this Section, the Aggregate Revolver Commitments or Aggregate Term Loan Commitments, as the case may be, may not be increased. Any reduction of the Aggregate Revolver Commitments Commitment shall be applied to the Revolver Commitment of each Revolver Lender according to its Pro Rata Share, and any reduction of the Aggregate Term Loan Commitments Commitment shall be applied to the Term Loan Commitment of each Term Lender according to its Pro Rata Share. All commitment fees on the portion of the Aggregate Revolver Commitments Commitment so terminated which have accrued to the effective date of any termination of the Aggregate Revolver Commitments shall be paid on the effective date of such termination.

Reduction or Termination of Commitments. The Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolver Commitments Commitments, or (prior to funding the Term LoanInitial Funding Date) permanently reduce the Aggregate Term Loan Commitments Commitment, or permanently reduce the Aggregate Revolver Commitments Commitment to an amount not less than the sum of the Outstanding Amount of the then existing (i) Revolver Principal Debt and (ii) L/C ObligationsDebt; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m., three five Business Days prior to the date of termination or reduction, and (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 5,000,000 or any whole multiple of $1,000,000 in excess thereof. The Administrative Agent shall promptly notify the affected Lenders of any such notice of reduction or termination. Once reduced in accordance with this Section, the Aggregate Revolver Commitments or Aggregate Term Loan Commitments, as the case may be, may not be increased. Any reduction of the Aggregate Revolver Commitments Commitment shall be applied to the Revolver Commitment of each Revolver Lender according to its Pro Rata Share, and any reduction of the Aggregate Term Loan Commitments Commitment shall be applied to the Term Loan Commitment of each Term Loan Lender according to its Pro Rata Share. All commitment fees on the portion of the Aggregate Revolver Commitments Commitment so terminated which have accrued to the effective date of any termination of the Aggregate Revolver Commitments shall be paid on the effective date of such termination.

Reduction or Termination of Commitments. The Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolver Commitments or (prior to funding the Term LoanInitial Funding Date) permanently reduce the Aggregate Term Loan Commitments Commitment, or permanently reduce the Aggregate Revolver Commitments Commitment to an amount not less than the sum of the Outstanding Amount of the then existing (i) Revolver Principal Debt and (ii) L/C Obligations; provided that PROVIDED THAT (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m., three five Business Days prior to the date of termination or reduction, and (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 3,000,000 or any whole multiple of $1,000,000 500,000 in excess thereofthereof and (iii) any Revolver Commitment reduction shall be allocated between the Acquisition Subfacility and the Working Capital Distribution Subfacility in amounts not less than $500,000. The Administrative Agent shall promptly notify the affected Lenders of any such notice of reduction or termination. Once reduced in accordance with this Section, the Aggregate Revolver Commitments or Aggregate Term Loan Commitments, as the case may be, may not be increased. Any reduction of the Aggregate Revolver Commitments Commitment shall be applied to the Revolver Commitment of each Revolver Lender according to its Pro Rata Share, and any reduction of the Aggregate Term Loan Commitments Commitment shall be applied to the Term Loan Commitment of each Term Lender according to its Pro Rata Share. All commitment fees on the portion of the Aggregate Revolver Commitments Commitment so terminated which have accrued to the effective date of any termination of the Aggregate Revolver Commitments shall be paid on the effective date of such termination.

Reduction or Termination of Commitments. The Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolver Commitments Commitments, or (prior from time to funding the Term Loan) time permanently reduce the Aggregate Term Loan Commitments or permanently reduce the Aggregate Revolver Commitments to an amount not less than the sum of the Outstanding Amount of the then existing (i) Revolver Principal Debt and (ii) L/C ObligationsCommitments; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m., three five (5) Business Days prior to the date of termination or reduction, and (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) Borrower shall not terminate or reduce the Aggregate Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Outstandings would exceed the Aggregate Commitments and (iv) if, after giving effect to any reduction of the Aggregate Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Commitments, such Sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent shall will promptly notify the affected Lenders of any such notice of termination or reduction or terminationof the Aggregate Commitments. Once reduced in accordance with this Section, the Aggregate Revolver Commitments or Aggregate Term Loan Commitments, as the case may be, may not be increasedincreased except in accordance with Section 2.1(b). Any reduction of the Aggregate Revolver Commitments shall be applied to the Revolver Commitment of each Revolver Lender according to its Pro Rata Share, and any reduction of the Aggregate Term Loan Commitments shall be applied to the Term Loan Commitment of each Term Lender according to its Pro Rata Share. All commitment Commitment fees on the portion of the Aggregate Revolver Commitments so terminated which have accrued to until the effective date of any termination of the Aggregate Revolver Commitments shall be paid on the effective date of such termination.

Reduction or Termination of Commitments. (a) The Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolver Commitments or (prior to funding the Term Loan) permanently reduce the Aggregate Term Loan Commitments Commitment or permanently reduce the Aggregate Revolver Commitments Commitment to an amount not less than the sum of the Outstanding Amount of the then existing (i) Revolver Principal Debt and (ii) L/C Obligations; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m., three five Business Days prior to the date of termination or reduction, and (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 3,000,000 or any whole multiple of $1,000,000 500,000 in excess thereof. The Administrative Agent shall promptly notify the affected Lenders of any such notice of reduction or termination. Once reduced in accordance with this Section, the Aggregate Revolver Commitments Commitment or Aggregate Term Loan CommitmentsCommitment, as the case may be, may not be increased. Any reduction of the Aggregate Revolver Commitments Commitment shall be applied to the Revolver Commitment of each Revolver Lender according to its Pro Rata Share, and any reduction of the Aggregate Term Loan Commitments Commitment shall be applied to the Term Loan Commitment of each Term Lender according to its Pro Rata Share. All commitment fees on the portion of the Aggregate Revolver Commitments Commitment so terminated which have accrued to the effective date of any termination of the Aggregate Revolver Commitments shall at Administrative Agent’s option either be paid on the effective date of such terminationtermination or on the date when such commitment fee would otherwise be due. (b) The Aggregate Revolver Commitments shall be automatically reduced, dollar for dollar, by any downward purchase price adjustment received by or for the benefit of MW Energy in connection with the ACET Acquisition pursuant to Section 3.1 of the ACET PSA (excluding purchase price adjustments pursuant to Section 3.2 of the ACET PSA) and Borrower agrees to notify Administrative Agent of any such adjustment to the ACET Acquisition purchase price promptly and in any event prior to funding the initial Loan under this Agreement.

Reduction or Termination of Commitments. The Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolver Commitments or (prior to funding the Term Loan) permanently reduce the Aggregate Term Loan Commitments Commitment or permanently reduce the Aggregate Revolver Commitments Commitment to an amount not less than the sum of the Outstanding Amount of the then existing (i) Revolver Principal Debt and (ii) L/C Obligations; provided that (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, and (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 or any whole multiple of $1,000,000 in excess thereof. The Administrative Agent shall promptly notify the affected Lenders of any such notice of reduction or termination. Once reduced in accordance with this Section, the Aggregate Revolver Commitments Commitment or Aggregate Term Loan CommitmentsCommitment, as the case may be, may not be increased. Any reduction of the Aggregate Revolver Commitments Commitment shall be applied to the Revolver Commitment of each Revolver Lender according to its Pro Rata Share, and any reduction of the Aggregate Term Loan Commitments Commitment shall be applied to the Term Loan Commitment of each Term Lender according to its Pro Rata Share. All commitment fees on the portion of the Aggregate Revolver Commitments Commitment so terminated which have accrued to the effective date of any termination of the Aggregate Revolver Commitments shall be paid on the effective date of such termination.

Reduction or Termination of Commitments. The Borrower Company may, upon notice to the Administrative Agent, terminate the Aggregate Revolver Commitments or (prior to funding the Term Loan) permanently reduce the Aggregate Term Loan Commitments Revolving Commitments, or permanently reduce the Aggregate Revolver Revolving Commitments to an amount not less than the sum of then the Outstanding Amount of the then existing (i) Revolver Principal Debt and (ii) L/C ObligationsTotal Revolving Outstandings; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m.12:00 noon, three (3) Business Days prior to the date of termination or reduction, and (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 1,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Company shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments, and (iv) if, after giving effect to any reduction of the Aggregate Revolving Commitments, the Alternative Currency Sublimit, the Letter of Credit Sublimit or the Swing Line Sublimit, exceeds the amount of the Aggregate Revolving Commitments, such sublimit shall be automatically reduced by the amount of such excess. Such notice may state that it is conditioned upon the effectiveness of other credit facilities or consummation of any other transaction, in which case such notice may be revoked by the Company (by notice to the Administrative Agent at least one (1) Business Day prior to the specified effective date) if such condition is not satisfied. The Administrative Agent shall promptly notify the affected Lenders of any such notice of reduction or terminationtermination of the Aggregate Revolving Commitments. The amount of any such Aggregate Revolving Commitment reduction shall not be applied to the Alternative Currency Sublimit or the Letter of Credit Sublimit unless otherwise specified by the Company. Once reduced in accordance with this Section, the Aggregate Revolver Revolving Commitments or Aggregate Term Loan Commitments, as the case may be, may not be increased. Any reduction of the Aggregate Revolver Revolving Commitments shall be applied to the Revolver Revolving Commitment of each Revolver Lender according to its Pro Rata Share, and any reduction of the Aggregate Term Loan Commitments shall be applied to the Term Loan Commitment of each Term Revolving Lender according to its Pro Rata Share. All commitment fees on the portion of the Aggregate Revolver Commitments so terminated which have accrued to until the effective date of any termination of the Aggregate Revolver Revolving Commitments shall be paid on the effective date of such termination.

Reduction or Termination of Commitments. The Borrower Company may, upon notice to the Administrative Agent, terminate the Aggregate Revolver Commitments or (prior to funding the Term Loan) permanently reduce the Aggregate Term Loan Commitments Revolving Commitments, or permanently reduce the Aggregate Revolver Revolving Commitments to an amount not less than the sum of then the Outstanding Amount of the then existing (i) Revolver Principal Debt and (ii) L/C ObligationsTotal Revolving Outstandings; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m.12:00 noon, three (3) Business Days prior to the date of termination or reduction, and (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 1,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Company shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments, and (iv) if, after giving effect to any reduction of the Aggregate Revolving Commitments, the Alternative Currency Sublimit, the Letter of Credit Sublimit or the Swing Line Sublimit, exceeds the amount of the Aggregate Revolving Commitments, such sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent shall promptly notify the affected Lenders of any such notice of reduction or terminationtermination of the Aggregate Revolving Commitments. The amount of any such Aggregate Revolving Commitment reduction shall not be applied to the Alternative Currency Sublimit or the Letter of Credit Sublimit unless otherwise specified by the Company. Once reduced in accordance with this Section, the Aggregate Revolver Revolving Commitments or Aggregate Term Loan Commitments, as the case may be, may not be increased. Any reduction of the Aggregate Revolver Revolving Commitments shall be applied to the Revolver Revolving Commitment of each Revolver Lender according to its Pro Rata Share, and any reduction of the Aggregate Term Loan Commitments shall be applied to the Term Loan Commitment of each Term Revolving Lender according to its Pro Rata Share. All commitment fees on the portion of the Aggregate Revolver Commitments so terminated which have accrued to until the effective date of any termination of the Aggregate Revolver Revolving Commitments shall be paid on the effective date of such termination.

Reduction or Termination of Commitments. The US Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolver Commitments or (prior to funding the Term Loan) permanently reduce the Aggregate Term Revolving Loan Commitments Commitments, or permanently reduce the Aggregate Revolver Revolving Loan Commitments to an amount not less than the sum of the Outstanding Amount Dollar Equivalent of the then existing (i) Revolver Principal Debt and (ii) L/C Outstanding Revolving Credit Obligations; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m.noon, three two Business Days prior to the date of termination or reduction, and (ii) any such partial reduction shall be in an aggregate Dollar Equivalent amount of $10,000,000 5,000,000 or any whole Dollar Equivalent multiple of $1,000,000 500,000 in excess thereof. The Administrative Agent shall promptly notify the affected Lenders of any such notice of reduction or terminationtermination of the Revolving Loan Commitments. Once reduced in accordance with this Section, the Aggregate Revolver Revolving Loan Commitments or Aggregate Term Loan Commitments, as the case may be, may not be increased, except pursuant to Section 2.15 below. Any reduction of the Aggregate Revolver Commitments shall be applied to the Revolver Commitment of each Revolver Lender according to its Pro Rata Share, and any reduction of the Aggregate Term Revolving Loan Commitments shall be applied to the Term Loan Commitment of each Term Lender according to its Pro Rata Share. All commitment fees on the portion of the Aggregate Revolver Commitments so terminated which have Facility Fees accrued to until the effective date of any termination of the Aggregate Revolver Revolving Loan Commitments shall be paid on the effective date of such termination. If, after any reduction of the Revolving Loan Commitments in accordance with this section, the aggregate Dollar Equivalent amount of the Revolving Loan Commitments is less than the Dollar Equivalent amount of the Offshore Currency Sublimit, the Offshore Currency Sublimit shall be reduced to an amount not greater than the Dollar Equivalent of the Revolving Loan Commitments.

Reduction or Termination of Commitments. The Borrower Company may, upon notice to the Administrative Agent, terminate the Aggregate Revolver Commitments or (prior to funding the Term Loan) permanently reduce the Aggregate Term Loan Commitments Commitments, or permanently reduce the Aggregate Revolver Commitments to an amount not less than the sum of the Outstanding Amount of the then existing (i) Revolver Principal Debt and (ii) L/C ObligationsTotal Outstandings; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m., three 12:00 noon one Business Days Day prior to the date of termination or reduction, and (ii) any such partial reduction shall be in an aggregate amount of the Dollar Equivalent Amount of $10,000,000 or any whole multiple of the Dollar Equivalent Amount of $1,000,000 in excess thereofthereof and (iii) if, after giving effect to any reduction of the Aggregate Commitments, the Letter of Credit Sublimit, the Swing Line Sublimit, the Offshore Currency Committed Loan and Swing Line Loan Sublimit or the Offshore Currency Committed Loan, Swing Line Loan or Letter of Credit Sublimit exceeds the amount of the Aggregate Commitments, such Sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent shall promptly notify the affected Lenders of any such notice of reduction or terminationtermination of the Aggregate Commitments. Once reduced in accordance with this Section, the Aggregate Revolver Exhibit 4.1 Commitments or Aggregate Term Loan Commitments, as the case may be, may not be increasedincreased except in accordance with Section 2.03. Any reduction of the Aggregate Revolver Commitments shall be applied to the Revolver Commitment of each Revolver Lender according to its Pro Rata Share, and any reduction of the Aggregate Term Loan Commitments shall be applied to the Term Loan Commitment of each Term Lender according to its Pro Rata ShareApplicable Percentage. All commitment facility fees on the portion of the Aggregate Revolver Commitments so terminated which have accrued to until the effective date of any termination of the Aggregate Revolver Commitments shall be paid on the effective date of such termination.

Reduction or Termination of Commitments. The Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolver Commitments Commitments, or (prior from time to funding the Term Loan) time permanently reduce the Aggregate Term Loan Commitments or permanently reduce the Aggregate Revolver Commitments to an amount not less than the sum of the Outstanding Amount of the then existing (i) Revolver Principal Debt and (ii) L/C ObligationsCommitments; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m., three five (5) Business Days prior to the date of termination or reduction, and (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) Borrower shall not terminate or reduce the Aggregate Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Outstandings would exceed the Aggregate Commitments and (iv) if, after giving effect to any reduction of the Aggregate Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Commitments, such Sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent shall will promptly notify the affected Lenders of any such notice of termination or reduction or terminationof the Aggregate Commitments. Once reduced in accordance with this Section, the Aggregate Revolver Commitments or Aggregate Term Loan Commitments, as the case may be, may not be increased. Any reduction of the Aggregate Revolver Commitments shall be applied to the Revolver Commitment of each Revolver Lender according to its Pro Rata Share, and any reduction of the Aggregate Term Loan Commitments shall be applied to the Term Loan Commitment of each Term Lender according to its Pro Rata Share. All commitment Commitment fees on the portion of the Aggregate Revolver Commitments so terminated which have accrued to until the effective date of any termination of the Aggregate Revolver Commitments shall be paid on the effective date of such termination.

Reduction or Termination of Commitments. The Parent Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolver Commitments or (prior to funding the Term Loan) permanently reduce the Aggregate Term Loan Commitments Commitments, or permanently reduce the Aggregate Revolver Commitments to an amount not less than the sum of the then Outstanding Amount of the then existing (i) Revolver Principal Debt all Loans and (ii) L/C Obligations, without penalty or premium; provided that (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, and (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 or any whole multiple of $1,000,000 in excess thereof, and (iii) if, after giving effect to any reduction of the Aggregate Commitments, the Letter of Credit Sublimit or the Subsidiary Sublimit exceeds the amount of the Aggregate Commitments, such sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent shall promptly notify the affected Lenders of any such notice of reduction or terminationtermination of the Aggregate Commitments. Once reduced in accordance with this Section, the Aggregate Revolver Commitments or Aggregate Term Loan Commitments, as the case may be, may not be increased. Any reduction of the Aggregate Revolver Commitments shall be applied to the Revolver Commitment of each Revolver Lender according to its Pro Rata Share, and any reduction of the Aggregate Term Loan Commitments shall be applied to the Term Loan Commitment of each Term Lender according to its Pro Rata Share. All commitment fees on the portion of the Aggregate Revolver Commitments so terminated which have accrued to the effective date of any termination of the Aggregate Revolver Commitments shall be paid on the effective date of such termination.

Reduction or Termination of Commitments. The Borrower may, upon notice to the Administrative Agent, : (i) terminate the Aggregate Revolver Commitments or (Revolving Commitment prior to funding the Term Loan) permanently reduce the Aggregate Term Loan Commitments or permanently reduce the Aggregate Revolver Commitments Maturity Date to an amount not less than the sum of the Outstanding Amount of the then existing (ia) Revolver Principal Debt and (iib) L/C Obligations; provided that (ii) terminate the Term Loan Commitment prior to the date of disbursement of the Term Loan; and (iii) terminate the Acquisition Facility Commitment prior to the Acquisition Facility Drawdown Termination Date to an amount not less than the Outstanding Amount of the then existing Acquisition Loa Principal Debt; PROVIDED THAT (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m., three five Business Days prior to the date of termination or reduction, and (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 1,000,000 or any whole multiple of $1,000,000 500,000 in excess thereof. The Administrative Agent shall promptly notify the affected Lenders of any such notice of reduction or termination. Once reduced in accordance with this Section, the Aggregate Revolver Commitments or Aggregate Term Loan Commitments, as the case may be, Commitment so reduced may not be increased. Any reduction of the Aggregate Revolver Commitments any Commitment shall be applied to the Revolver corresponding Commitment of each Revolver Lender according to its Pro Rata Share, and any reduction of the Aggregate Term Loan Commitments shall be applied to the Term Loan Commitment of each Term Lender according to its Pro Rata Share. All commitment fees on the portion of the Aggregate Revolver Commitments Commitment so terminated which have accrued to the effective date of any termination of the Aggregate Revolver Commitments such Commitment shall be paid on the effective date of such termination.

Reduction or Termination of Commitments. The Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolver Commitments or Agent (prior to funding the Original Term Loan) permanently reduce the Aggregate Original Term Loan Commitments or and upon notice to the Administrative Agent (prior to the Additional Term Loan Maturity Date) permanently reduce the Aggregate Revolver Commitments to an amount not less than the sum of the Outstanding Amount of the then existing (i) Revolver Principal Debt and (ii) L/C ObligationsAdditional Term Loan Commitments; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m.noon, three Business Days prior to (or if all the outstanding Borrowings are Base Rate Loans, no later than noon on) the date of termination or reduction, and (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 500,000 or any whole multiple of $1,000,000 500,000 in excess thereof. The Administrative Agent shall promptly notify the affected Lenders of any such notice of reduction or termination. Once reduced in accordance with this Section, the Aggregate Revolver Original Term Loan Commitments or Aggregate Additional Term Loan Commitments, as the case may beapplicable, may not be increased. Any reduction of the Aggregate Revolver Commitments shall be applied to the Revolver Commitment of each Revolver Lender according to its Pro Rata Share, and any reduction of the Aggregate Term Loan Commitments shall be applied to the Term Loan Commitment of each Term Lender according to its Pro Rata Share. All Except in connection with a termination or reduction of the entire Aggregate Term Loan Commitments, all commitment fees on the portion of the Aggregate Revolver Term Loan Commitments so terminated reduced which have accrued to the effective date of any termination reduction of the Aggregate Revolver Term Loan Commitments shall at Administrative Agent’s option either be paid on the effective date of such terminationreduction or on the date when such commitment fee would otherwise be due.”

Reduction or Termination of Commitments. The Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolver Commitments or (prior to funding the Term Loan) permanently reduce the Aggregate Term Loan Commitments Commitments, or permanently reduce the Aggregate Revolver Commitments to an amount not less than the sum of the then Outstanding Amount of the then existing (i) Revolver Principal Debt all Loans and (ii) L/C Obligations; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 9:00 a.m., three five (5) Business Days prior to the date of termination or reduction, and (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrower shall not terminate or reduce the Aggregate Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Outstandings would exceed the Aggregate Commitments, and (iv) if, after giving effect to any reduction of the Aggregate Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Commitments, such Sublimit shall be automatically reduced by the amount of such excess. The Administrative Agent shall promptly notify the affected Lenders of any such notice of reduction or terminationtermination of the Aggregate Commitments. Once reduced in accordance with this Section, the Aggregate Revolver Commitments or Aggregate Term Loan Commitments, as the case may be, may not be increased. Any reduction of the Aggregate Revolver Commitments shall be applied to the Revolver Commitment of each Revolver Lender according to its Pro Rata Share, and any reduction of the Aggregate Term Loan Commitments shall be applied to the Term Loan Commitment of each Term Lender according to its Pro Rata Share. All commitment fees on the portion of the Aggregate Revolver Commitments so terminated which have accrued to until the effective date of any termination of the Aggregate Revolver Commitments shall be paid on the effective date of such termination.

Reduction or Termination of Commitments. (a) The Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolver Commitments or (prior to funding the Term Loan) permanently reduce the Aggregate Term Loan Commitments Commitments, or permanently reduce the Aggregate Revolver Commitments to an amount not less than the sum of the then aggregate Outstanding Amount of the then existing (i) Revolver Principal Debt and (ii) L/C Obligationsall Loans; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m., three New York time, five Business Days prior to the date of termination or reduction, and (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 5,000,000 or any whole multiple of $1,000,000 in excess thereof. The Administrative Agent shall promptly notify the affected Lenders of any such notice of reduction or terminationtermination of the Aggregate Commitments. Once reduced in accordance with this Section, the Aggregate Revolver Commitments or Aggregate Term Loan Commitments, as the case may be, may not be increased. Any reduction of the Aggregate Revolver Commitments shall be applied to the Revolver Commitment of each Revolver Lender according to its Pro Rata Share, and any reduction of the Aggregate Term Loan Commitments shall be applied to the Term Loan Commitment of each Term Lender according to its Pro Rata Share. All commitment facility and utilization fees on the portion of the Aggregate Revolver Commitments so terminated which have accrued to until the effective date of any termination of the Aggregate Revolver Commitments shall be paid on the effective date of such termination. (b) In the event the Borrower shall be required to use the Net Proceeds from the transfer of assets to repay Senior Indebtedness as provided in Section 7.05 and such Net Proceeds are applied to prepay Outstanding Amounts, the Aggregate Commitments shall be permanently reduced by the amount of such Net Proceeds paid to the Lenders and so applied. In the event such Net Proceeds are used to repay outstanding commercial paper of the Borrower or any Subsidiary, the Aggregate Commitments shall be permanently reduced by the principal amount of commercial paper so paid.

Reduction or Termination of Commitments. The Borrower Company may, upon notice to the Administrative Agent, terminate the Aggregate Revolver Commitments or (prior to funding the Term Loan) permanently reduce the Aggregate Term Loan Commitments Revolving Credit Commitments, or permanently reduce the Aggregate Revolver Revolving Credit Commitments to an amount not less than the sum then Dollar Equivalent Amount of the aggregate Outstanding Amount of the then existing (i) Revolver Principal Debt all Revolving Loans, Swing Line Loans and (ii) L/C Obligations; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m., three New York time, five Business Days prior to the date of termination or reduction, and (ii) any such partial reduction shall be in an aggregate amount of the Dollar Equivalent Amount of $10,000,000 or any whole multiple of the Dollar Equivalent Amount of $1,000,000 in excess thereof. The Administrative Agent shall promptly notify the affected Revolving Lenders of any such notice of reduction or terminationtermination of the Aggregate Revolving Credit Commitments. Once reduced in accordance with this Section, the Aggregate Revolver Revolving Credit Commitments or Aggregate Term Loan Commitments, as the case may be, may not be increased. Any reduction of the Aggregate Revolver Revolving Credit Commitments shall be applied to the Revolver Revolving Credit Commitment of each Revolver Revolving Lender according to its Pro Rata Share, and any reduction of the Aggregate Term Loan Commitments shall be applied to the Term Loan Commitment of each Term Lender according to its Pro Rata Revolving Share. All commitment facility fees on the portion of the Aggregate Revolver Commitments so terminated which have accrued to until the effective date of any termination of the Aggregate Revolver Revolving Credit Commitments shall be paid on the effective date of such termination.

Reduction or Termination of Commitments. (a) The Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolver Commitments or (prior to funding the Term Loan) permanently reduce the Aggregate Term Loan Commitments Commitments, or permanently reduce the Aggregate Revolver Commitments to an amount not less than the sum of the then Outstanding Amount of the then existing (i) Revolver Principal Debt all Revolving Loans and (ii) L/C Obligations; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 10:00 a.m., three Seattle time, five Business Days prior to the date of termination or reduction, and (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 5,000,000 or any whole multiple of $1,000,000 100,000 in excess thereof. The Administrative Agent shall promptly notify the affected Lenders of any such notice of reduction or terminationtermination of the Aggregate Commitments. Once reduced in accordance with this Section, the Aggregate Revolver Commitments or Aggregate Term Loan Commitments, as the case may be, may not be increased. Any reduction of the Aggregate Revolver Commitments shall be applied to the Revolver Revolving Commitment of each Revolver Lender according to its Pro Rata Share, and any reduction of the . (b) The Aggregate Term Loan Commitments shall be applied permanently reduced by an amount equal to the Term Loan Commitment of each Term Lender according to its Pro Rata Share. All commitment fees on the portion 100% of the Aggregate Revolver Commitments so terminated which have accrued to proceeds (net of sales expenses and taxes actually paid) received by Borrower or any of its Subsidiaries from the effective date sale of any termination property including capital stock of any Subsidiary; provided that sales of the capital stock of Borrower shall not reduce the Aggregate Revolver Commitments Commitment. The foregoing provision shall be paid on not apply to dispositions of property in the effective date ordinary course of such terminationbusiness or sales not exceeding $1,000,000 in any 12 month period.

Reduction or Termination of Commitments. (a) The Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolver Commitments or (prior to funding the Term Loan) permanently reduce the Aggregate Term Loan Commitments Commitments, or permanently reduce the Aggregate Revolver Commitments to an amount not less than the sum of the then aggregate Outstanding Amount of the then existing (i) Revolver Principal Debt all Loans and (ii) L/C Obligations; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m., three New York time, five Business Days prior to the date of termination or reduction, and (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 5,000,000 or any whole multiple of $1,000,000 in excess thereof. The Administrative Agent shall promptly notify the affected Lenders of any such notice of reduction or terminationtermination of the Aggregate Commitments. Once reduced in accordance with this Section, the Aggregate Revolver Commitments or Aggregate Term Loan Commitments, as the case may be, may not be increased. Any reduction of the Aggregate Revolver Commitments shall be applied to the Revolver Commitment of each Revolver Lender according to its Pro Rata Share, and any reduction of the Aggregate Term Loan Commitments shall be applied to the Term Loan Commitment of each Term Lender according to its Pro Rata Share. All commitment facility and utilization fees on the portion of the Aggregate Revolver Commitments so terminated which have accrued to until the effective date of any termination of the Aggregate Revolver Commitments shall be paid on the effective date of such termination. (b) In the event the Borrower shall be required to use the Net Proceeds from the transfer of assets to repay Senior Indebtedness as provided in Section 7.05 and such Net Proceeds are applied to prepay Outstanding Amounts, the Aggregate Commitments shall be permanently reduced by the amount of such Net Proceeds paid to the Lenders and so applied. In the event such Net Proceeds are used to repay outstanding commercial paper of the Borrower or any Subsidiary, the Aggregate Commitments shall be permanently reduced by the principal amount of commercial paper so paid.

Reduction or Termination of Commitments. (a) The Borrower may, upon notice to the Administrative Agent, terminate the Aggregate Revolver Commitments or (prior to funding the Term Loan) permanently reduce the Aggregate Term Loan Commitments Commitments, or permanently reduce the Aggregate Revolver Commitments to an amount not less than the sum of the then Outstanding Amount of the then existing (i) Revolver Principal Debt all Revolving Loans and (ii) L/C Obligations; provided that (i) -------- any such notice shall be received by the Administrative Agent not later than 11:00 10:00 a.m., three Seattle time, five Business Days prior to the date of termination or reduction, and (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 5,000,000 or any whole multiple of $1,000,000 100,000 in excess thereof. The Administrative Agent shall promptly notify the affected Lenders of any such notice of reduction or terminationtermination of the Aggregate Commitments. Once reduced in accordance with this Section, the Aggregate Revolver Commitments or Aggregate Term Loan Commitments, as the case may be, may not be increased. Any reduction of the Aggregate Revolver Commitments shall be applied to the Revolver Revolving Commitment of each Revolver Lender according to its Pro Rata Share, and any reduction of the . (b) The Aggregate Term Loan Commitments shall be applied permanently reduced by an amount equal to the Term Loan Commitment of each Term Lender according to its Pro Rata Share. All commitment fees on the portion 100% of the Aggregate Revolver Commitments so terminated which have accrued to proceeds (net of sales expenses and taxes actually paid) received by Borrower or any of its Subsidiaries from the effective date sale of any termination property including capital stock of any Subsidiary; provided that sales of the capital -------- stock of Borrower shall not reduce the Aggregate Revolver Commitments Commitment. The foregoing provision shall be paid on not apply to dispositions of property in the effective date ordinary course of such terminationbusiness or sales not exceeding $1,000,000 in any 12 month period.