Common use of Termination and Reduction of Commitments Clause in Contracts

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to $1,000,000, or a whole multiple thereof and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified event, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower Company may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $1,000,000 and (ii) the Borrower Company shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum Dollar Amount of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Total Revolving Credit Exposure would exceed such Lender’s the Aggregate Commitment. (c) The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three five (35) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower Company may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower Company (by notice to the Administrative Agent on prior to, or prior to by 10:00 a.m. on, the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments. The Borrowers shall pay to the Administrative Agent for the account of the Lenders on the date of each termination or reduction of the Commitments any fees accrued through the date of such termination or reduction on the amount of the Commitments so terminated or reduced.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Facility Commitments shall terminate on the Revolving Facility Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Facility Commitments; provided that (i) each reduction of the Revolving Facility Commitments shall be in an amount equal to $1,000,000that is an integral multiple of U.S.$500,000 and not less than U.S.$2.0 million (or, or a whole multiple thereof if less, the remaining amount of the Revolving Facility Commitments), and (ii) the Borrower shall not terminate or reduce the Revolving Facility Commitments if, after giving effect to any concurrent prepayment of the Revolving Facility Loans by the Borrower in accordance with Section 2.11, (x) the sum of the Revolving Facility Credit Exposures Exposure would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentFacility Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Facility Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Facility Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Facility Commitments shall be permanent. Each reduction of the Revolving Facility Commitments shall be made ratably among the Lenders in accordance with their respective Revolving Facility Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) all Commitments shall terminate on August 15, 2022 if the Funding Date shall not have occurred prior to such time, (ii) any unfunded Term Loan Commitments shall terminate on the Funding Date after the funding of Term Loans on such date and (iii) all other Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Commitments and, prior to the Funding Date, the Term Loan Commitments; provided that that, (i) each reduction of the Revolving Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 2,500,000 and not less than $2,500,000 (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (xA) the sum amount of the any Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitmentits Revolving Commitment or (B) the Total Revolving Credit Exposure would exceed the aggregate Revolving Commitments and (iii) each reduction of the Term Loan Commitments shall be in an amount that is an integral multiple of $2,500,000 and not less than $2,500,000. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that that, a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other transactions specified eventtherein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the (i) Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments and (ii) Term Loan Commitments shall be made ratably among the Term Lender’s in accordance with their respective Term Loan Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower Borrowers may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $1,000,000 and (ii) the Borrower Borrowers shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum Dollar Amount of the total Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower Company may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower Company (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Total Revolving Credit Exposure would exceed such Lender’s Commitmentthe aggregate Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other transactions specified eventtherein, in which case the effective date of such notice termination may be delayed or such termination may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective datedate (as such effective date is previously delayed hereunder)) if such condition is not satisfiedsatisfied or that satisfaction of such condition will be delayed. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Termination Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $10,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) 2.09 the sum of the Revolving Credit Exposures would exceed the total Commitments or Commitments. Notwithstanding the foregoing but subject to Section 2.07(d), the Borrower, at its sole discretion, shall have the right, but not the obligation, at any time so long as no Event of Default has occurred and is continuing, to terminate in whole (y) but not in part), any Affected Lender’s Applicable Revolving Credit Exposure would exceed Commitment; provided, however, that (i) the Borrower shall simultaneously prepay all outstanding Loans from such Affected Lender hereunder, together with accrued interest thereon, accrued fees and all other amounts payable for the account of such Affected Lender hereunder, and (ii) the termination of such Affected Lender’s Commitment shall not affect such Lender’s Commitmentrights hereunder as to matters occurring prior to such date. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. (d) Simultaneously with the termination of the Commitment of an Affected Lender pursuant to the last sentence of paragraph (b) of this Section: (i) the LC Exposure of such Affected Lender shall be automatically reallocated among the other Lenders (other than Defaulting Lenders) in accordance with their respective Applicable Percentages but only to the extent that each such Lender’s Credit Exposure does not exceed such Lender’s Commitment; and (ii) if the reallocation described in clause (i) cannot be effected, such Commitment termination shall not be effective unless the Borrower, at its option, shall have Cash Collateralized the amount of the LC Exposure of such Affected Lender that has not been reallocated to the other Lenders pursuant to clause (i). Upon (and subject to) such reallocation and Cash Collateralization, the participating interest of the Affected Lender in any outstanding Letters of Credit shall terminate. (e) Any termination or reduction of the Commitments shall be permanent, except to the extent such Commitments are subsequently increased pursuant to Section 2.19. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments, except in the event of an Affected Lender whose Commitment is terminated pursuant to the last sentence of paragraph (b) of this Section, in which case the Commitment of such Affected Lender may be terminated without reducing the Commitments of the other Lenders.

Termination and Reduction of Commitments. (a) Unless previously terminatedterminated pursuant to the terms of this Agreement, the Commitments shall terminate on the Maturity DateDate (as it may be extended with respect to some or all of the Commitments pursuant to Section 2.21); provided, however, that the Commitments shall terminate on March 29, 2013 at 11:59 p.m., New York City time if the Closing Date shall not have occurred on or before such time. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $20,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Total Revolving Credit Exposure would exceed such Lender’s Commitmentthe Aggregate Commitments as a result thereof. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt closing of proceeds from the issuance of other indebtedness one or any other specified eventmore securities offerings, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall automatically and permanently terminate on the Maturity Date. (b) The Borrower may on three Business Days’ notice at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Aggregate Revolving Credit Exposure would exceed such Lender’s Commitmentthe Aggregate Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments. All fees accrued until the effective date of any termination of the Commitments shall be paid on the effective date of such termination.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Loan Commitments shall terminate on the Maturity Revolving Credit Termination Date. (b) The Borrower may at any time terminate, and from time to time terminate or from time to time reduce, reduce the Revolving Loan Commitments; provided that (iA) each reduction of the Revolving Loan Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $5,000,000 and (iiB) the Borrower shall not terminate or reduce the Revolving Loan Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentLoan Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Loan Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Loan Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Revolving Loan Commitments shall be made ratably among the Revolving Credit Lenders in accordance with their respective Revolving Loan Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the The Commitments shall terminate on the Maturity Termination Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Revolving Credit Loans in accordance with Section 2.112.10, (x) the sum of the Revolving total Credit Exposures would exceed the total Commitments Commitments. In addition to the foregoing, the Borrower may terminate the unused amount of the Commitment of a Defaulting Lender upon not less than five (5) Business Days’ prior notice to the Administrative Agent (which will promptly notify the Lenders thereof), and in such event the provisions of Section 2.20(a)(iii) will apply to all amounts thereafter paid by the Borrower for the account of such Defaulting Lender under this Agreement (whether on account of principal, interest, fees, indemnity or (y) other amounts), provided that such termination will not be deemed to be a waiver or release of any claim the Borrower, the Administrative Agent, the Issuing Bank, or any Lender may have against such Defaulting Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to not later than 11:00 a.m., New York City time on the proposed effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments. (d) Any termination or reduction of the Commitments pursuant to this Section 2.08 or Article VII shall be permanent. Upon any partial termination of the Commitments from time to time if the aggregate Market Value of the Collateral is more than four (4) times the Threshold Value, all calculated as of the date of such partial termination of the Commitments, then the Administrative Agent, the Issuing Bank and the Lenders agree that promptly following such partial termination of the Commitments, a portion of the Collateral shall be released so that the Market Value of the Collateral, calculated as of the date of such partial termination of the Commitments, shall equal or exceed four (4) times the Threshold Value.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower Borrowers may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments of any Class shall be in an amount equal to that is an integral multiple of $1,000,000 and not less than $1,000,000, or a whole multiple thereof and (or, if less, the remaining amount of such Commitments), (ii) the Borrower Borrowers shall not terminate or reduce the U.S. Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the total U.S. Revolving Credit Exposures would exceed the total U.S. Revolving Commitments and (iii) the Borrowers shall not terminate or (y) reduce the Alternative Currency Revolving Commitments if, after giving effect to any Lender’s Applicable concurrent prepayment of the Loans in accordance with Section 2.10, the Dollar Equivalent of the total Alternative Currency Revolving Credit Exposure Exposures would exceed such Lender’s Commitment.the total Alternative Currency Revolving Commitments (cb) The Borrower Borrowers shall notify the Administrative Agent by telephone (confirmed by telecopy or transmission by electronic communication in accordance with Section 9.01(b)) of any election to terminate or reduce the Commitments under paragraph (ba) of this Section at least not later than 12:00 p.m. three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Borrowers pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower Borrowers may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or instruments of Indebtedness or the receipt occurrence of proceeds from the issuance of other indebtedness or any other specified event, in which case such notice may be revoked by the Borrower Borrowers (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each Subject to Section 2.20(a), each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Term Loan Commitments shall terminate at 5:00 p.m., New York City time, on the Closing Date and (ii) all Revolving Commitments shall terminate on the Revolving Credit Maturity Date. (b) The Borrower Borrowers may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000 and not less than $1,000,000, or a whole multiple thereof (or, if less, the remaining amount of such Commitments) and (ii) the Borrower Borrowers shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.09, (x) the sum of the total Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower Holdings shall notify the Administrative Agent by telephone (confirmed by telecopy or transmission by electronic communication in accordance with Section 9.01(b)) of any election to terminate or reduce the Commitments under paragraph clause (b) of this Section at least 2.07 not later than 12:00 p.m. three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower Holdings pursuant to this Section 2.07 shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower Holdings may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or instruments of Indebtedness or the receipt occurrence of proceeds from the issuance of other indebtedness or any other specified event, in which case such notice may be revoked by the Borrower Holdings (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each Subject to Section 2.19(d), each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 100,000 and not less than $1,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.09, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentMaximum Availability. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each Other than in connection with the termination of the Commitment of a Defaulting Lender pursuant to Section 2.18(b), each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments each Lender’s Commitment shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures Exposure would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments, as so reduced. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent, subject to the Borrower’s right to request an increase in the Aggregate Commitment Amount pursuant to Section 2.05. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Initial Dollar Term Commitments and the Blocked Dollar Term Commitments shall each terminate upon the making of the Dollar Term Loans on the Maturity Closing Date. (b) The Borrower or the Blocked Borrower (as applicable) may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments of any Class shall be in an amount equal to that is an integral multiple of $500,000 and not less than $1,000,000, or a whole multiple thereof and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment. (c) The Borrower or the Blocked Borrower (as applicable) shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three one Business Day (3or such shorter period as may be agreed between the Administrative Agent and the Borrower or the Blocked Borrower (as applicable) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower or the Blocked Borrower (as applicable) pursuant to this Section shall be irrevocable; provided that a notice of termination of the any Commitments delivered by the Borrower or the Blocked Borrower (as applicable) may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other indebtedness Indebtedness or any the occurrence of some other specified eventidentifiable event or condition, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective datedate of termination) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsTotal Revolving Loan Commitment; provided that (i) each reduction of the Commitments Total Revolving Loan Commitment shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $10,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments Total Revolving Loan Commitment if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Total Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments Total Revolving Loan Commitment under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments Total Revolving Loan Commitment delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied). Any termination or reduction of the Commitments Total Revolving Loan Commitment shall be permanent. Each reduction of the Commitments Total Revolving Loan Commitment shall be made ratably among the Lenders in accordance with their respective Revolving Loan Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $10,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.12, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s its Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (bSection 2.09(b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.09(c) shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments pursuant to this Section 2.09(c) shall be permanentpermanent and may not be reinstated. Each reduction of the Commitments pursuant to this Section 2.09(c) shall be made ratably among the Lenders in accordance with their respective Applicable Percentages. (d) In connection with any mandatory prepayment pursuant to Section 2.12(c) that, when taken together with all other mandatory prepayments pursuant to Section 2.12(c) during the term of this Agreement, exceeds $5,000,000 (the “Commitment Reduction Threshold”), the Commitments then in effect shall be reduced by an amount equal to the amount of such prepayment (taken together with all other mandatory prepayments pursuant to Section 2.12(c) during the term of this Agreement) in excess of the Commitment Reduction Threshold (or, if less, by the total amount of Commitments then in effect). Any reduction of Commitments pursuant to this Section 2.09(d) shall be permanent and may not be reinstated. Each reduction of the Commitments pursuant to this Section 2.09(d) shall be allocated ratably among the Lenders in proportion to their respective Applicable Percentages. The Administrative Agent shall give prompt notice to each Lender of any such reduction of the Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $10,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.09, (x) the sum of the total Revolving Credit Exposures would exceed the total Commitments Aggregate Commitments. The amount of any such Aggregate Commitment reduction shall not be applied to the Alternative Currency Sublimit unless otherwise specified by the Borrower or (y) any Lender’s Applicable Revolving Credit Exposure if the Alternate Currency Sublimit would exceed such Lender’s Commitmentthe Aggregate Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Promptly following receipt of any notice pursuant to this Section 2.07(c), the Administrative Agent shall advise the Lenders of the contents thereof. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Commitments shall terminate on the Revolving Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; Commitments of any Class, provided that (i) each reduction of the Commitments of any Class shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 500,000 and not less than $1,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans or Swingline Loans in accordance with Section 2.11, (x) the sum of the Aggregate Revolving Credit Exposures Exposure would exceed the total Commitments or (y) any Lender’s Applicable aggregate Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) one Business Days Day prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; , provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other indebtedness Indebtedness or any the occurrence of some other specified eventidentifiable event or condition, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective datedate of termination) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Termination and Reduction of Commitments. (a) Any undrawn Term Loan Commitments shall automatically terminate at 5:00 p.m., New York City time, on the Effective Date. Unless previously terminated, the Revolving Commitments shall terminate on the Revolving Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any class, in whole or in part, without premium or penalty but subject to the break funding payments required by Section 2.16; provided that (i) each reduction of the Commitments of any class shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the Dollar Amount of the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Aggregate Revolving Credit Exposure would exceed such Lender’s Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of any Class.

Termination and Reduction of Commitments. (a) Unless previously terminated, the all U.S. Revolving Commitments and European Revolving Commitments shall terminate on the U.S. Revolving Credit Maturity Date and European Revolving Credit Maturity Date, respectively. (b) The Borrower Borrowers may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000 and not less than $1,000,000, or a whole multiple thereof and (or, if less, the remaining amount of such Commitments), (ii) the Borrower Company shall not terminate or reduce the U.S. Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the total U.S. Revolving Credit Exposures would exceed the total U.S. Revolving Commitments and (iii) the Borrowers shall not terminate or (y) reduce the European Revolving Commitments if, after giving effect to any Lender’s Applicable concurrent prepayment of the Loans in accordance with Section 2.10, the total European Revolving Credit Exposure Exposures would exceed such Lender’s Commitmentthe total European Revolving Commitments. (c) The Borrower Borrowers shall notify the Administrative Agent by telephone (confirmed by telecopy or transmission by electronic communication in accordance with Section 9.01(b)) of any election to terminate or reduce the Commitments under paragraph clause (b) of this Section at least not later than 12:00 p.m. three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Borrowers pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower Borrowers may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or instruments of Indebtedness or the receipt occurrence of proceeds from the issuance of other indebtedness or any other specified event, in which case such notice may be revoked by the Borrower Borrowers (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each Subject to Section 2.20(d), each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Commitments Term Commitment of each Term Lender shall automatically terminate on the earlier of (A) immediately after the making of the Term Loan by such Term Lender on the Term Funding Date and (B) the Term Commitment Termination Date and (ii) the Revolving Commitments shall automatically terminate on the Revolving Maturity Date. (b) The Borrower Company may at any time terminate, or from time to time permanently reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments of a Class shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower Company shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.112.08, (x) the sum of the Aggregate Revolving Credit Exposures Exposure would exceed the total Commitments or (y) any Lender’s Applicable Aggregate Revolving Credit Exposure would exceed such Lender’s Commitment. (c) The Borrower Company shall notify the Applicable Facility Agent (with a copy to the General Administrative Agent Agent) of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Applicable Facility Agent shall advise the Lenders of the applicable Class of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section shall be irrevocable; provided that a notice of termination or reduction of the Commitments delivered by the Borrower of any Class under paragraph (b) of this Section may state that such notice is conditioned upon the consummation occurrence of an acquisition one or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other more events specified eventtherein, in which case such notice may be revoked by the Borrower Company (by notice to the Applicable Facility Agent (with a copy to the General Administrative Agent Agent) on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) all of the Commitments shall terminate on the Maturity Commitment Termination Date and (ii) if the IPO Effective Date has not occurred on or prior to the date that is 12 months after the Restatement Effective Date, the 2020 Incremental Commitments shall terminate in full at 5:00 p.m. on such date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum Total Utilization of the Revolving Credit Exposures Commitments would exceed the total Aggregate Available Commitment Amount and (iii) each reduction of the Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitmentshall be pro rata as between the Original Commitments and the 2020 Incremental Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination or reduction of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventanother transaction, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among applied to the Lenders in accordance with their respective CommitmentsApplicable Percentages.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may W▇▇ ▇▇▇ at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower WIL shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.07, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower WIL shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower WIL pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may W▇▇ ▇▇▇ state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower WIL (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments, and each such reduction of each such Lender’s Commitment shall be applied to the reduction of such Lender’s commitment to make Loans and acquire LC Exposure in the same proportion as each such commitment bears to such Lender’s total Commitment immediately prior to such reduction.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to $1,000,000, or a whole multiple thereof and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $10,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.08, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Total Revolving Credit Exposure would exceed such Lender’s the Aggregate Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventtransactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfiedsatisfied (provided that the failure of such contingency shall not relieve the Borrower from its obligations in respect thereof under Section 2.13). Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments. All Commitment Fees accrued until the effective date of any termination of any Commitments shall be paid on the effective date of such termination.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Commitments shall terminate on the Revolving Maturity Date. (ba) The Borrower may at any time terminate, or from time to time reduce, the Revolving Commitments; provided that (i) each reduction of the Revolving Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (cb) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition one or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other more events specified eventin such notice, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Lenders in accordance with their respective Revolving Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 100,000 and not less than $1,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (xA) the sum amount of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s its Commitment or (B) the Total Revolving Credit Exposure would exceed the Aggregate Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reductionreduction (or such shorter period as the Administrative Agent may reasonably agree), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation occurrence or non-occurrence of an acquisition or sale transaction or upon any event specified therein (including the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventtransactions), in which case such notice may be revoked or extended by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfiedsatisfied or otherwise conditioned on the occurrence or non-occurrence of such event. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminatedterminated pursuant to Section 2.09(b), the Commitments Aggregate Commitment shall terminate be automatically terminated and permanently reduced to zero upon the earlier to occur of (i) 5:00 p.m., New York City time, on ▇▇▇▇▇ ▇▇, ▇▇▇▇, (▇▇) the date of termination of the Purchase and Sale Agreement and (iii) the Borrowing on the Maturity Closing Date. (b) The Borrower may at any time prior to the Closing Date terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment10,000,000. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other transactions specified eventtherein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments. (d) On any date on which a Change of Control occurs, if the Commitments are then in effect, the Aggregate Commitment shall be automatically and immediately reduced to zero.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the (i) all Lenders' Revolving Credit Exposures Loan Advances (including any Revolving Loan Advances to be made but not yet made pursuant to a Request for Advance) outstanding at any time plus (ii) all Lenders' Swing Line Advances to Borrower plus (iii) all Lenders' Competitive Bid Advances outstanding at such time, would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) two Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Acquisition Commitments or the Working Capital Commitments; provided that (i) each reduction of the applicable Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the applicable Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x1) the sum of the Revolving Credit Exposures would exceed the total Commitments, (2) the sum of the Acquisition Credit Exposures would exceed the total Acquisition Commitments or (y3) any Lender’s Applicable Revolving Credit Exposure the sum of the Working Capital Exposures would exceed such Lender’s Commitmentthe total Working Capital Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the applicable Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the applicable Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of any of the Commitments shall be permanent. Each reduction of any of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Term Loan Commitments shall permanently terminate at 5:00 p.m., New York City time, on the Effective Date and (ii) the Revolving Commitments and the Foreign Borrower Commitments shall permanently terminate on the Revolving Maturity Date. (b) The Borrower Company may at any time terminate, or from time to time reduce, the CommitmentsRevolving Commitments or any Foreign Borrower Commitment; provided PROVIDED that (i) each reduction of the Revolving Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and (ii) the Borrower Company shall not terminate or reduce the Revolving Commitments or any Foreign Borrower Commitment if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section Section, at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section shall be irrevocable; provided PROVIDED that a notice of termination of the Revolving Commitments delivered by the Borrower Company may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower Company (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Lenders in accordance with their respective Revolving Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower Borrowers may at any time terminate, or from time to time reduce, the Revolving Commitments; provided that (i) each reduction of the Revolving Commitments shall be in an amount equal to $1,000,000, 1,000,000 or a whole an integral multiple of $500,000 in excess thereof and (ii) the Borrower Borrowers shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.112.09, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower Representative shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under paragraph (b) of this Section Section, at least three (3) five Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Revolving Lenders of the contents thereof. Each notice delivered by the Borrower Representative pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower Representative may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower Representative (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Commitments shall terminate on the Revolving Maturity Date and the Term Loan Commitments (other than any Incremental Term Loan Commitments, which shall terminate as provided for in the applicable Incremental Assumption Agreement) shall terminate upon the making of the Term Loans on the Term Loan Funding Date. Notwithstanding the foregoing, all Term Loan Commitments shall terminate immediately and without further action upon the earlier to occur of (i) 5:00 P.M. (Local Time) on the Outside Date and (ii) the date on which the Merger Agreement terminates in accordance with its terms. Any Incremental Term Loan Commitment shall terminate as provided in the applicable Incremental Assumption Agreement. (b) The Borrower Company may at any time terminate, or from time to time reduce, the CommitmentsCommitments of a Class; provided that (i) each reduction of the Commitments of a Class shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $3,000,000 and (ii) the Borrower Company shall not terminate or reduce the Revolving Commitments of such Class if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.11of such Class, (xi) the outstanding Revolving Credit Exposure of such Class would exceed the Revolving Commitment of such Class or (ii) the sum of the Revolving Credit Exposures plus the Competitive Loan Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower Company shall notify the General Administrative Agent Agent, of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the General Administrative Agent or an affiliate thereof shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified event, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.contents

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) each Lender’s Commitment of any Class shall be automatically reduced by the amount of any Loan of such Class made by such Lender, such reduction to be effective immediately following the making of such Loan by such L▇▇▇▇▇, and (ii) the Commitments shall terminate upon the earlier of (A) the borrowing of the Loans in accordance with Section 2.01 and (B) 11:59 p.m., New York City time, on the Maturity Closing Date. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments pursuant to this paragraph (b) (i) shall be in an amount equal to $1,000,000, or a whole multiple thereof made ratably between the Classes of Commitments and (ii) shall be in a minimum amount equal to the Borrower shall not terminate or reduce lesser of $50,000,000 and the Commitments if, after giving effect to any concurrent prepayment aggregate amount of the Loans Lenders’ Commitments at such time and in accordance with Section 2.11, (x) the sum integral multiples of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment. (c) $10,000,000 over $50,000,000. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments of any Class under this paragraph (b) of this Section at least three (3) Business Days prior to in writing no later than 11:00 a.m., New York City time, on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section paragraph (b) shall be irrevocable; provided that a notice of termination or reduction of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation occurrence of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified event, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. (c) Promptly following receipt of any notice pursuant to paragraph (b) of this Section, the Administrative Agent shall advise the Lenders of the applicable Class of the contents thereof. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the applicable Lenders in accordance with their respective CommitmentsCommitments of such Class.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of (i) all Lenders' Revolving Loan Advances (including any Revolving Loan Advances to be made but not yet made pursuant to a Request for Advance) outstanding at any time plus (ii) the Revolving Credit Exposures LC Obligations of all Lenders at such time plus (iii) all Lenders' Swing Line Advances to Borrower plus (iv) all Lenders' Competitive Bid Advances outstanding at such time, would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) two Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Commitment Termination Date. (ba) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to $1,000,000that is an integral multiple of (pound)1,000,000 and not less than (pound)10,000,000, or a whole multiple thereof and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or and (yiii) if the Borrower reduces the Commitments hereunder, the Borrower shall reduce the Commitments under the Facility A Agreement on a pro rata basis, based on the Commitments outstanding immediately prior to giving effect to any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitmentreduction. (cb) The Borrower shall notify the Administrative Agent Documentation Manager of any election to terminate or reduce the Commitments under paragraph (ba) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent Documentation Manager shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent Documentation Manager on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (ba) The Borrower Company may at any time terminate, or from time to time reduce, the CommitmentsCommitments without penalty; provided PROVIDED that (i) each reduction of the Commitments shall be in an amount equal to $1,000,000, or a whole that is an integral multiple thereof of Euro 1,000,000 and not less than Euro 3,000,000 and (ii) the Borrower Company shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.08, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (cb) The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (ba) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section shall be irrevocable; provided PROVIDED that a notice of termination of the Commitments delivered by the Borrower Company may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower Company (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments. (c) On each date on which the Borrowers are required to prepay Loans pursuant to Section 2.08(b), the Commitments of the Lenders shall be ratably and permanently reduced by the amount of such prepayment.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $20,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving total Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent, subject, however, to the Borrower’s right to increase the Commitments pursuant to Section 2.20. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the The Effective Date Commitments shall automatically and permanently terminate on the Maturity DateEffective Date upon the funding of the Effective Date Term Loans. (b) The Borrower may at any time terminate, or from time to time reduce, the Delayed Draw Commitments; , provided that (i) each reduction of the such Commitments shall be in an the amount equal to of $1,000,000, 5,000,000 or a whole higher integral multiple thereof of $1,000,000 and (ii) unless previously terminated, the Borrower Delayed Draw Commitments shall not automatically and permanently terminate or reduce on the Commitments if, after giving effect to any concurrent prepayment earlier of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or Maturity Date and (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitmentdate of the funding of the Delayed Draw Term Loans upon the funding thereof. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Delayed Draw Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Delayed Draw Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; , provided that a notice of termination of the Delayed Draw Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or Each reduction, and any termination, of the Delayed Draw Commitments shall be permanent and each reduction of the Commitments shall be permanent. Each reduction of the Delayed Draw Commitments shall be made ratably among the Delayed Draw Lenders in accordance with their respective Delayed Draw Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of, and not less than, $1,000,000, or a whole multiple thereof 100,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11SECTION 2.7, (x) the sum aggregate amount of the outstanding Revolving Credit Exposures Loans would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such BUSDOCS/1480716.6 #PageNum# notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower Borrowers may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 5,000,000 and not less than $25,000,000 and (ii) the Borrower Borrowers shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.112.09, (x) the sum of the total Revolving Credit Exposures and Competitive Loan Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower Borrowers shall notify the Administrative Payment Agent of any election to terminate terminate, or reduce of any optional or mandatory reduction of, the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election or requirement and the effective date thereof. Promptly following receipt of any notice, the Administrative Payment Agent shall advise the Lenders of the contents thereof. Each notice delivered by the a Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the a Borrower under paragraph (b) of this Section may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the a Borrower (by notice to the Administrative Payment Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments of any Class shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Total Revolving Credit Exposure would exceed such Lender’s the Aggregate Revolving Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other transactions specified eventtherein, in which case such notice may be revoked or delayed by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders holding such Commitments in accordance with their respective CommitmentsCommitments of such Class.

Termination and Reduction of Commitments. (a) Unless previously terminated, The Original Revolving Commitments terminated on the Fourth Amendment and Restatement Effective Date. The Revolving Commitments and the Swingline Commitment shall automatically terminate on the Revolving Maturity Date and the LC Commitment shall automatically terminate on the date that is fifteen Business Days prior to the Revolving Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments of any Class shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1.0 million and not less than $1.0 million and (ii) the Borrower Revolving Commitments shall not terminate be terminated or reduce the Commitments reduced if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable aggregate amount of Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsCommitments without premium or penalty but subject to Section 2.16 with respect to any Loans in the event such Loans are required to be repaid as a result of such termination or reduction; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000100,000 and not less than $1,000,000 or, or a whole multiple thereof if less, the remaining amount of the total Commitments, and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three two (32) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless ----------------------------------------- previously terminated, the Commitments shall terminate on the Maturity Termination Date. (b) The Prior to the Termination Date, the Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction -------- of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $10,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.09, (x) the sum of the ------------ Revolving Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least ------------- three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of -------- the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsCommitments under the Facility; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $10,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (xA) any Lender’s Credit Exposure would exceed its Commitment or (B) the sum of the Revolving Total Credit Exposures Exposure would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (bSection 2.08(b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may ▇▇▇ ▇▇▇ at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower WIL shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.07, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower WIL shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower WIL pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may ▇▇▇ ▇▇▇ state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower WIL (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments, and each such reduction of each such Lender’s Commitment shall be applied to the reduction of such Lender’s commitment to make Loans and acquire LC Exposure in the same proportion as each such commitment bears to such Lender’s total Commitment immediately prior to such reduction.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Commitments shall terminate on the Revolving Maturity Date. (b) The Borrower may at any time time, without premium or penalty, terminate, or from time to time reduce, the Revolving Commitments; , provided that (i) each reduction of the Revolving Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $10,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; , provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Lenders in accordance with their respective Revolving Commitments. (d) The parties hereto acknowledge that the Tranche A Commitments, the Tranche B Commitments, the Tranche C Commitments and the Tranche D Commitments have terminated.

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Tranche A Term Commitments shall terminate and be automatically and permanently reduced to $0 upon the funding of the Tranche A Term Loans on the ClosingRestatement Date and (ii) the Revolving Commitments shall terminate on the Revolving Maturity Date. (b) The Parent Borrower (on behalf of itself and the Foreign Subsidiary Borrowers) may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments of any Class shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower Revolving Commitments of any Class shall not terminate be terminated or reduce the Commitments reduced if, after giving effect to any concurrent prepayment of the Revolving Loans of such Class in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures of such Class would exceed the total Revolving Commitments or (y) any of such Class. Any reduction in the Revolving Commitments shall be made ratably in accordance with each Revolving Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment. (c) The Parent Borrower (on behalf of itself and the Foreign Subsidiary Borrowers) shall notify the Administrative Agent of any election to terminate or reduce the Commitments of any Class under paragraph (bSection 2.08(b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Parent Borrower (on behalf of itself and the Foreign Subsidiary Borrowers) pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Parent Borrower (on behalf of itself and the Foreign Subsidiary Borrowers) may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt occurrence of proceeds from the issuance of other indebtedness or any other specified eventanother transaction, in which case such notice may be revoked by the Parent Borrower (on behalf of itself and the Foreign Subsidiary Borrowers) (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Revolving Lenders in accordance with their respective Revolving Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to $1,000,000, or a whole that is an integral multiple thereof of Cdn.$1,000,000 and not less than Cdn.$5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.09, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments. (d) The Commitments shall automatically terminate on the date a Change in Control occurs. (e) In the event that the Guarantor, the Borrower or any of the Borrower’s subsidiaries completes a capital markets financing in connection with the Acquisition or otherwise, the Commitments shall be permanently reduced or terminated as provided in Section 2.09(b).

Termination and Reduction of Commitments. (a) Unless previously terminated, the Multi-Year Facility Commitments shall terminate on the Multi-Year Facility Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Multi-Year Facility Commitments; provided that (i) each such reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Multi-Year Facility Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit aggregate Multi-Year Facility Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentMulti-Year Facility Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Multi-Year Facility Commitments shall be made ratably among the Lenders in accordance with their respective Multi-Year Facility Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Commitments shall terminate on the Revolving Maturity Date. (ba) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 2,500,000 and not less than $2,500,000 and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (cb) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of a particular event specified in such notice or other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Revolving Commitments or Term Loan Commitments, as applicable.

Termination and Reduction of Commitments. (a) Unless previously terminated, the The Term Commitments shall terminate on the Effective Date upon the borrowing of the Term Loans. Unless previously terminated, all Revolving Commitments shall terminate on the Revolving Credit Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Commitments; provided that (i) each reduction of the Revolving Commitments shall be in an amount equal to that is an integral multiple of $1,000,0001,000,000 and not less than $5,000,000 (or, or a whole multiple thereof if less, the remaining amount of such Commitments) and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum aggregate principal amount of the total Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt instruments of proceeds from the issuance of other indebtedness or any other specified eventIndebtedness, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Lenders in accordance with their respective Revolving Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that that, (i) each reduction of the Commitments shall be in minimum aggregate amounts of $10,000,000 (unless the total Commitment at such time is less than $10,000,000, in which case, in an amount equal to the total Commitment at such time) and, if such reduction is greater than $1,000,00010,000,000, or a whole multiple thereof in integral multiples of $5,000,000 in excess of such amount (unless the total Commitment is being terminated) and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that that, a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans Advances in accordance with Section 2.112.10, (x) the sum of (i) all Lenders' Revolving Loan Advances (including any Revolving Loan Advances to be made but not yet made pursuant to a Request for Revolving Loan Advance) outstanding at such time plus (ii) the Revolving Credit Exposures LC Obligations of all Lenders outstanding at such time plus (iii) all Swing Line Advances outstanding at such time would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section section at least three (3) two Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to $1,000,000, or a whole that is an integral multiple thereof of US$5,000,000 and not less than US$20,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Aggregate Credit Exposure would exceed such Lender’s Commitmentthe Aggregate Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section 2.09 at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.09 shall be irrevocable; provided that a notice of termination or reduction of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt occurrence of proceeds from the issuance of one or more other indebtedness or any other events specified eventtherein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments. (d) On the Business Day immediately following the date of receipt by the Borrower of Net Cash Proceeds (as defined below) from the incurrence by the Borrower or any Subsidiary of any debt for borrowed money in excess of $500,000,000 issued in the public markets (other than by issuance of commercial paper), the Commitments shall be automatically and permanently reduced by an amount equal to 100% of such Net Cash Proceeds in excess of $500,000,000. “Net Cash Proceeds” means, with respect to the incurrence of any debt for borrowed money by the Borrower or any of its Subsidiaries, the excess of (i) the sum of the cash and cash equivalents received by the Borrower or such Subsidiary in connection with such transaction over (ii) the attorneys’ fees, investment banking fees, accountants’ fees, consulting fees, underwriting discounts, commissions, Taxes, and other customary fees and expenses incurred by the Borrower or such Subsidiary in connection therewith.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to $1,000,000, or a whole that is an integral multiple thereof of U.S.$1,000,000 and not less than U.S.$5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum aggregate Credit Exposure of the Revolving Credit Exposures Lenders would exceed the total aggregate Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitmentof the Lenders. (c) The Borrower shall notify the Global Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three two (32) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Global Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Global Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any Subject to the rights of Borrower under Section 2.20, any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among each of the Lenders in accordance with their respective Commitmentseach such Lender's Applicable Percentage.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Revolving Credit Termination Date. (b) The Borrower may may, upon notice to the Administrative Agent pursuant to Section 2.07(c), at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,0001,000,000 and not less than $10,000,000, or a whole multiple thereof and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.09, (x) the sum of the aggregate Revolving Credit Exposures of all Lenders would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective CommitmentsApplicable Percentage. All fees accrued until the effective date of any termination of the Commitments shall be paid on the effective date of such termination.

Termination and Reduction of Commitments. (a) The Term Commitments (other than the Delayed Term Loan Commitments) shall terminate on the Effective Date upon the borrowing of the Term Loans advanced on the Effective Date. Unless previously terminated, the all Revolving Commitments shall terminate on the Revolving Credit Maturity Date. The Delayed Term Loan Commitments shall terminate at 5:00 p.m. on the Delayed Draw Termination Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Commitments; provided that (i) each reduction of the Revolving Commitments shall be in an amount equal to that is an integral multiple of $1,000,0001,000,000 and not less than $5,000,000 (or, or a whole multiple thereof if less, the remaining amount of such Commitments) and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum aggregate principal amount of the total Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt instruments of proceeds from the issuance of other indebtedness or any other specified eventIndebtedness, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Lenders in accordance with their respective Revolving Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance consummation of other indebtedness or any other specified eventtransactions, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the All European Term A-1 Loan Commitments shall terminate on the Restatement Effective Date immediately upon the funding of the European Term A-1 Loans to be funded thereunder pursuant to Section 2.01. Unless previously terminated, all U.S. Revolving Commitments and European Revolving Commitments shall terminate on the U.S. Revolving Credit Maturity Date and European Revolving Credit Maturity Date, respectively. (b) The Borrower Borrowers may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000 and not less than $1,000,000, or a whole multiple thereof and (or, if less, the remaining amount of such Commitments), (ii) the Borrower Company shall not terminate or reduce the U.S. Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the total U.S. Revolving Credit Exposures would exceed the total U.S. Revolving Commitments and (iii) the Borrowers shall not terminate or (y) reduce the European Revolving Commitments if, after giving effect to any Lender’s Applicable concurrent prepayment of the Loans in accordance with Section 2.10, the total European Revolving Credit Exposure Exposures would exceed such Lender’s Commitmentthe total European Revolving Commitments. (c) The Borrower Borrowers shall notify the Administrative Agent by telephone (confirmed by telecopy or transmission by electronic communication in accordance with Section 9.01(b)) of any election to terminate or reduce the Commitments under paragraph clause (b) of this Section at least not later than 12:00 p.m. three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Borrowers pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower Borrowers may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or instruments of Indebtedness or the receipt occurrence of proceeds from the issuance of other indebtedness or any other specified event, in which case such notice may be revoked by the Borrower Borrowers (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each Subject to Section 2.20(d), each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Commitments shall automatically terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time permanently reduce, the Revolving Commitments; provided that (i) each reduction of the Revolving Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $1,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Aggregate Revolving Credit Exposures Exposure would exceed the total Commitments or (y) any Lender’s Applicable Aggregate Revolving Credit Exposure would exceed such Lender’s Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments under paragraph (b) of this Section at least three (3) one Business Days Day prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a any such notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation occurrence of an acquisition one or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other more events specified eventtherein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments pursuant to this Section (and not, for the avoidance of doubt, any reduction resulting from the termination of any Revolving Commitment of any Lender as provided in Section 2.18(b)) shall be made ratably among the Lenders in accordance with their respective Revolving Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminatedThe Term Loan Commitments shall automatically terminate at 5:00 p.m., New York City time, on the Closing Date (or, if earlier, upon the making of Term Loans hereunder on the Closing Date). The Revolving Commitments, the Commitments Swingline Commitment and the LC Commitment shall automatically terminate on the Revolving Maturity Date. The Revolving Commitments, the Swingline Commitment and the LC Commitments also shall terminate or be reduced as, and to the extent, provided in Section 2.10. (b) The At its option, the Borrower may at any time terminate, or from time to time permanently reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments of any Class shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 250,000 and not less than $500,000 and (ii) the Borrower Revolving Commitments shall not terminate be terminated or reduce the Commitments reduced if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.112.10, (x) the sum aggregate amount of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable aggregate amount of Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent in writing of any election to terminate or reduce the Commitments under paragraph (bSection 2.07(b) of this Section at least three (3) two Business Days prior to the effective date of such termination or reductionreduction (or such shorter period of time as may be agreed to by the Administrative Agent) (which effective date shall be a Business Day), specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.07 shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower in accordance with this Section 2.07 may expressly state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of new credit facilities, similar new Indebtedness or other credit facilities or refinancing transactions and which effectiveness will result in the receipt immediate payment in full in cash of proceeds from all Obligations and the issuance Cash Collateralization of other indebtedness or any other specified eventall outstanding Letters of Credit, in which case such notice may be revoked by the Borrower (by written notice to the Administrative Agent on or prior to 12:00 p.m., New York City time, one Business Day prior to the specified notice effective date) if such condition is not satisfiedsatisfied or not reasonably likely to be satisfied (as reasonably determined by the Borrower) and the Borrower shall pay any amounts due under Section 2.13, if any, in connection with any such revocation. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Term Loan Commitments shall terminate on the Term Loan Commitment Expiration Date and (ii) the Revolving Commitments shall terminate on the Revolving Credit Maturity DateDate (subject to Section 2.25). (b) The Borrower Company may at any time terminate, or from time to time reduce, the Revolving Commitments, the Dollar Term Loan Commitments and/or the Euro Term Loan Commitments; provided that (i) each reduction of the such Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 500,000 and not less than $5,000,000 and (ii) the Borrower Company shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the Dollar Amount of the sum of the Total Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable aggregate Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Revolving Commitments, the Dollar Term Loan Commitments or the Euro Term Loan Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the applicable Class of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments, the Dollar Term Loan Commitments or the Euro Term Loan Commitments delivered by the Borrower Company may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other transactions specified eventtherein, in which case such notice may be revoked by the Borrower Company (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments, the Dollar Term Loan Commitments or the Euro Term Loan Commitments shall be permanent. Each reduction of the Revolving Commitments, the Dollar Term Loan Commitments or the Euro Term Loan Commitments shall be made ratably among the applicable Lenders in accordance with their respective CommitmentsCommitments of the applicable Class.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments Total Commitment (and the Commitment of each Lender) shall terminate on the Maturity Commitment Expiration Date. (ba) The Borrower may Company may, without premium or penalty (but subject to break funding payments required by Section 2.25), at any time terminate, or from time to time reduce, the CommitmentsTotal Commitment; provided that (i) each reduction of the Commitments Total Commitment shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower Company shall not terminate or reduce the Commitments Total Commitment if, after giving effect to such termination or reduction and any concurrent prepayment of the Loans in accordance with Section 2.112.22, (x) the sum of the Revolving aggregate Credit Exposures of all Lenders taken together would exceed the total Total Commitment. Each such reduction shall be applied to the Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed of the Lenders on a pro rata basis based on the amount of such Lender’s CommitmentLenders’ respective Commitments. (cb) The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Commitments Total Commitment under paragraph (b) of this Section 2.09 at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness alternative financing or any other transactions specified eventtherein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or without penalty prior to the specified effective date) time if such condition is not satisfiedsatisfied (each such notice a “Conditional Termination Notice”). Any termination or reduction of the Total Commitment (or the Commitments of any Lender) shall be permanent. Each reduction of the Commitments Total Commitment shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the earliest to occur of (i) March 21, 2012 in the event that the Effective Date has not occurred on or before such date, (ii) the termination of the Borrower’s (or its applicable Subsidiary’s) obligations under the Acquisition Agreement to consummate the Acquisition and (iii) the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $10,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.11, (x) the sum aggregate amount of the outstanding Revolving Credit Exposures Loans would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Aggregate Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) on the Effective Date, the Term Commitments in effect on such date shall terminate upon the making of the relevant Term Loans and (ii) the Revolving Commitments shall terminate on the Revolving Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; Commitments of any Class, provided that (i) each reduction of the Commitments of any Class shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 500,000 and not less than $1,000,000 unless such amount represents all of the remaining Commitments of such Class and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.11, (x) the sum of the aggregate Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable aggregate Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section 2.08 at least three one (31) Business Days Day prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other indebtedness Indebtedness or any the occurrence of some other specified eventidentifiable event or condition, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective datedate of termination) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.Each

Termination and Reduction of Commitments. (a) Unless ----------------------------------------- previously terminated, the Commitments shall terminate on the Maturity Termination Date. (b) The Borrower Company may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments -------- shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 10,000,000 and (ii) the Borrower Company shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.09, (x) the sum of the Revolving Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) one Business Days Day prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section shall be irrevocable; provided that a notice of termination of -------- the Commitments delivered by the Borrower Company may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower Company (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal that is an integral multiple of $1,000,000 and not less than $5,000,000, (ii) any such reduction shall apply only to $1,000,000the General Revolving Commitments until such time that the amount of the General Revolving Commitments equals the amount of the Working Capital Revolving Commitments and, or a whole multiple thereof thereafter, shall reduce both the General Revolving Commitments and the Working Capital Revolving Commitments, and (iiiii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.09, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Commitments Revolving Credit Commitment shall terminate at the close of business on the Revolving Credit Maturity Date, and (ii) the Term Loan Commitment shall terminate on the Maturity Datefirst Business Day after the date on which the Effective Time occurs. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsRevolving Credit Commitment; provided PROVIDED that (i) each reduction of the Commitments Revolving Credit Commitment shall be in an amount that is at least equal to $1,000,000100,000 or any greater multiple of $10,000, or a whole multiple thereof and (ii) the Borrower shall not terminate or reduce the Commitments Revolving Credit Commitment if, after giving effect to any concurrent prepayment of the Loans repayment in accordance with Section 2.11, (x) the sum 2.8 or prepayment in accordance with Section 2.9 of the Revolving Credit Exposures would exceed Loans, the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s the total Revolving Credit Commitment. (c) The Borrower shall notify the Administrative Agent Lender of any election to terminate or reduce the Commitments under paragraph (b) of this Section Revolving Credit Commitment at least three five (35) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant with respect to this Section any termination or reduction of the Revolving Credit Commitment shall be irrevocable; provided PROVIDED that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent Lender on or prior to the specified effective date) if such condition is not satisfied; PROVIDED, FURTHER, that Section 2.14 shall be applicable notwithstanding that such revocation is permitted. Any termination or reduction of the Commitments Revolving Credit Commitment shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Loan Commitments; provided that (i) each reduction of the Revolving Loan Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, 1,000,000 and not less than $5,000,000 (or a whole multiple thereof lesser amount if the outstanding Revolving Loan Commitments are less) and (ii) the Borrower shall not terminate or reduce the Revolving Loan Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentLoan Commitments. (cb) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Loan Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Loan Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Loans Commitments shall be permanent. Each reduction of the Revolving Loan Commitments shall be made ratably among the Lenders in accordance with their respective Revolving Loan Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Total Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Aggregate Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reductionreduction (or such shorter period as may be acceptable to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination or reduction of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other transactions specified eventtherein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Credit Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Credit Commitments; provided that (i) each reduction of the Revolving Credit Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 100,000 and not less than $500,000 and (ii) the Borrower shall not terminate or reduce the Revolving Credit Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum Dollar Equivalent of the total Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Credit Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Credit Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Credit Commitments shall be permanent. Each reduction of the Revolving Credit Commitments shall be made ratably among the Lenders in accordance with their respective Revolving Credit Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $1,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, terminated the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $10,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reductionreduction (or such shorter notice as may be satisfactory to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation occurrence of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified event, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments Total Commitment shall terminate on the Final Maturity Date. (b) Unless previously terminated, the Commitment of each Lender shall terminate in its entirety on such Lender’s Maturity Date. (c) Unless previously terminated, the LC Commitment of each Issuing Bank shall terminate in its entirety on such Issuing Bank’s LC Issuer Maturity Date. (d) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,0001,000,000 and not less than $5,000,000, or a whole multiple thereof and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.09, the Revolving Credit Exposures would exceed the Total Commitment and (iii) at any time within the 30 days prior to the Maturity Date of any Non-Continuing Lender and so long as no Event of Default then exists, the Borrower may terminate the Commitment of such Non-Continuing Lender, provided that (x) all Loans, together with unpaid accrued interest thereon and all accrued but unpaid fees pursuant to Section 2.10, of such Non-Continuing Lender are repaid or paid, as applicable, in full and (y) after giving effect to such termination and repayment, the sum of the Revolving Credit Exposures would does not exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Total Commitment. (ce) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (bSection 2.07(d) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.07(e) shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments pursuant to Section 2.07(d) shall be made ratably among the Lenders in accordance with their respective Commitments, except as expressly provided in subclause (iii) of the proviso appearing in Section 2.07(d).

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $10,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reductionreduction (or such shorter notice as may be satisfactory to the Administrative Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation occurrence of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified event, in which case such notice may be revoked or delayed by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower Company may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000500,000 and not less than $5,000,000, or a whole multiple thereof and (ii) the Borrower Company shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans would exceed the total Commitments, (iii) the Company shall not reduce the total Commitments to an amount less than $50,000,000 unless the Commitments are terminated and (iv) if, after giving effect to any reduction of the Commitments, the LC Sublimit or (y) any Lender’s Applicable Revolving Credit Exposure would exceed the Swing Line Sublimit exceeds the amount of the Commitments, such Lender’s CommitmentSublimit shall be automatically reduced by the amount of such excess. (c) The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section 2.9 shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower Company may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower Company (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsAggregate Commitment; provided that (i) each reduction of the Commitments Aggregate Commitment shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments Aggregate Commitment if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.7(c), (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Aggregate Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments Aggregate Commitment under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments Aggregate Commitment delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments Aggregate Commitment shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 (unless all Commitments are terminated in their entirety) and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) one Business Days Day prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminatedterminated in accordance with the terms hereof, (i) the Revolving Credit Commitments shall automatically terminate on the Maturity DateRevolving Credit Termination Date or earlier, if otherwise required by the terms hereof and (ii) the Swingline Commitment and the L/C Commitment shall terminate in accordance with the applicable provisions of Sections 2.22 and 2.23. (b) The Upon at least three Business Days’ prior irrevocable written or fax notice to the Agent (or such shorter notice as the Agent may agree), the Borrower may at any time in whole permanently terminate, or from time to time in part permanently reduce, the CommitmentsRevolving Credit Commitments or the Swingline Commitment; provided provided, however, that (i) each partial reduction of the Revolving Credit Commitments or the Swingline Commitment shall be in an integral multiple of $1,000,000 and in a minimum amount equal to of $1,000,000, or a whole multiple thereof 5,000,000 and (ii) the Borrower Total Revolving Credit Commitment shall not terminate or reduce be reduced to an amount that is less than the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Aggregate Revolving Credit Exposure would exceed such Lender’s Commitment. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior then in effect. Notwithstanding anything to the effective date of such termination or reductioncontrary contained in this Agreement, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of reduction or termination of the Commitments delivered by the Borrower any Commitment may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities facilities, indentures or the receipt of proceeds from the issuance of other indebtedness similar agreements or any other specified event, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective prepayment date) if such condition is not satisfied. Any ; provided that the Co-Borrowers shall be obligated to pay any amounts due under Section 2.14 as a result of such revocation. (c) The Borrower shall pay to the Agent for the account of the applicable Lenders, on the date of each termination or reduction reduction, the Commitment Fees on the amount of the Revolving Credit Commitments shall be permanent. Each reduction so terminated or reduced after the Closing Date accrued to but excluding the date of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitmentssuch termination or reduction.

Termination and Reduction of Commitments. (a) Unless previously terminated, the (i) all Existing Revolving Commitments shall terminate on the Second Restatement Effective Date and (ii) all Revolving Commitments shall terminate on the Revolving Credit Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Commitments; provided that (i) each reduction of the Revolving Commitments shall be in an amount equal to that is an integral multiple of $1,000,0001,000,000 and not less than $1,000,000 (or, or a whole multiple thereof if less, the remaining amount of such Commitments) and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.112.10 and Cash Collateralization of (or other backstop in respect of) outstanding Letters of Credit, (x) the sum of the total Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent by telephone (confirmed by telecopy or transmission by electronic communication in accordance with Section 9.01(b)) of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least 2.08 not later than 1:00 p.m., New York City time, three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the applicable Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section 2.08 shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or instruments of Indebtedness or the receipt occurrence of proceeds from the issuance of other indebtedness or any other specified event, in which case such notice may be delayed or revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each Subject to Section 2.20(d), each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,0001,000,000 and not less than $5,000,000, or a whole multiple thereof and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.08, (x) the sum of the Revolving Credit Exposures Loans then outstanding would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any Subject to clause (d) below, any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments. (d) The Borrower may, from time to time, on up to three occasions, at its option, seek to increase the total Commitments by up to an aggregate amount of $50,000,000 (resulting in maximum total Commitments of $190,000,000) upon at least thirty (30) days’ prior written notice to the Administrative Agent, which notice shall specify the amount of any such increase and shall be delivered at a time when no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined by any Lender in its sole discretion) in the total Commitments on either a ratable basis to the Lenders or on a non-pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Administrative Agent and the Borrower. In addition to the foregoing, to the extent that the Borrower has elected to permanently reduce the Commitments, the Borrower may, from time to time, increase any portion of any Lender’s Commitment, with such Lender’s consent (or obtain the Commitments of other Lenders or entities reasonably acceptable to the Borrower and the Administrative Agent), in an amount up to the amount by which the Commitments have been so reduced as long as the total Commitments shall not exceed $190,000,000 after giving effect to such increases. Any increase in Commitments pursuant to this paragraph (d) shall require the consent of only the Borrower, the Administrative Agent and the Lenders or other entities providing such increase. No increase in the total Commitments shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form reasonably satisfactory to the Administrative Agent (which shall include the Borrower’s representation that the conditions set forth in Section 4.02 are then satisfied) pursuant to which any such existing Lender states the amount of its Commitment increase, any such new Lender states its Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder and the Borrower accepts such incremental Commitments. Upon the effectiveness of any increase in the total Commitments pursuant hereto, each Lender (new or existing) with an increased or new Commitment shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Commitment, of a ratable interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption or as directed by the Administrative Agent). Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment fees, in each case, as directed by the Administrative Agent. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurodollar Loan shall, for purposes of Section 2.13, be deemed prepayments of such Loan. Any increase of the total Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Commitments shall automatically terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time permanently reduce, the Revolving Commitments; provided that (i) each reduction of the Revolving Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $1,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Aggregate Revolving Credit Exposures Exposure would exceed the total Commitments or (y) any Lender’s Applicable Aggregate Revolving Credit Exposure would exceed such Lender’s Commitment. (c) The Borrower shall notify the Administrative Paying Agent of any election to terminate or reduce the Revolving Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Paying Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a any such notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation occurrence of an acquisition one or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other more events specified eventtherein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Paying Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Commitments shall be permanent. Each reduction of the Revolving Commitments pursuant to this Section (and not, for the avoidance of doubt, any reduction resulting from the termination of any Revolving Commitment of any Lender as provided in Section 2.18(b)) shall be made ratably among the Lenders in accordance with their respective Revolving Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate at 5:00 p.m., New York City time, on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments of any Class shall be in an amount equal to $1,000,000, or a whole that is an integral multiple thereof of C$5,000,000 and not less than C$10,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.11, (x) the sum of the aggregate Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitmentaggregate Commitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) two Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked or extended by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfiedsatisfied or the effectiveness of such other credit facilities is delayed. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Commitments shall terminate on the Revolving Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; Commitments of any Class, provided that (i) each reduction of the Commitments of any Class shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 500,000 and not less than $1,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans or Swingline Loans in accordance with Section 2.11, (x) the sum of the aggregate Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable aggregate Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) one Business Days Day prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; , provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of the proceeds from the issuance of other indebtedness Indebtedness or any the occurrence of some other specified eventidentifiable event or condition, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective datedate of termination) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Termination and Reduction of Commitments. Please do not type any text in this area. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may W▇▇ ▇▇▇ at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower WIL shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.07, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower WIL shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower WIL pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may W▇▇ ▇▇▇ state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower WIL (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments, and each such reduction of each such Lender’s Commitment shall be applied to the reduction of such Lender’s commitment to make Loans and acquire LC Exposure in the same proportion as each such commitment bears to such Lender’s total Commitment immediately prior to such reduction.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Commitments; , provided that (i) each reduction of the Revolving Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower shall not terminate or reduce the Revolving Commitments ifif and to the extent that, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Total Exposures would exceed the total Revolving Commitments, provided that the Borrower may not terminate or reduce pursuant to this Section 2.08(b) the Revolving Commitments or (y) any Lender’s Applicable prior to the date on which the Existing Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments terminate in their entirety. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; , provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Revolving Commitments shall be made ratably among the Lenders in accordance with their respective Revolving Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Term Loan Commitments shall terminate at 5:00 p.m., Dallas, Texas time, on the Effective Date and (ii) the Revolving Credit Commitments shall terminate on the Revolving Credit Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments of any Class shall be in an amount equal to that is an integral multiple of $500,000 and not less than $1,000,000, or a whole multiple thereof if less, the amount of such Commitment, and (ii) the Borrower shall not terminate or reduce the Revolving Credit Commitments if, after giving effect to any concurrent prepayment of the Revolving Loans in accordance with Section 2.112.09, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) two Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Credit Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity DateDate applicable thereto. (b) The Borrower Company may at any time terminate, or from time to time permanently reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments of a Class shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 and (ii) the Borrower Company shall not terminate or reduce the Tranche 1 Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (xA) the sum Credit Exposure of the Revolving Credit Exposures any Lender would exceed the total Commitments its Tranche 1 Commitment or (yB) any Lender’s Applicable Revolving the Total Tranche 1 Credit Exposure would exceed such Lender’s Commitmentthe Total Tranche 1 Commitments. (c) The Borrower Company shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (bSection 2.08(b) of this Section at least three (3) Business Days prior to the effective date of such termination or reductionreduction (or such shorter period as the Administrative Agent may agree to in writing), specifying such election and the effective date thereof. Promptly following receipt of any such notice, the Administrative Agent shall advise the Lenders of the applicable Class of the contents thereof. Each notice delivered by the Borrower Company pursuant to this Section 2.08(c) shall be irrevocable; provided that a notice of termination or reduction of the Commitments delivered by the Borrower of any Class under Section 2.08(b) may state that such notice is conditioned upon the consummation occurrence of an acquisition one or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other more events specified eventtherein, in which case such notice may be revoked by the Borrower Company (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not, or is not expected to be, satisfied. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments of such Class.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $5,000,000 (unless all Commitments are terminated in their entirety) and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures plus the aggregate principal amount of outstanding Competitive Loans would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) one Business Days Day prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 500,000 and not less than $1,000,000 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit DIP Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment. (c) Commitments. The Borrower shall notify the Administrative DIP Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reductionreduction (or such shorter period agreed to by the DIP Agent), specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative DIP Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative DIP Agent on or prior to the specified effective date) if such condition is not satisfied. . (c) Unless otherwise agreed to in writing by all of the DIP Lenders, the Commitments shall terminate by an amount equal to 100% of each mandatory prepayment required to be applied to the DIP Credit by Section 2.10(d) relating to any Disposition. (d) Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminatedThe Company shall have the right, upon not less than three Business Days’ notice to the Administrative Agent, to terminate the Commitments shall terminate on under the Maturity Date. (b) The Borrower may at any time terminateFacility or, or from time to time reducetime, to reduce the Commitmentsamount of Commitments under the Facility; provided provided, that (i) each no such termination or reduction of the such Commitments shall be in an amount equal to $1,000,000, or a whole multiple thereof and (ii) the Borrower shall not terminate or reduce the Commitments permitted if, after giving effect thereto and to any concurrent prepayment prepayments of the Loans in accordance with Section 2.11(if applicable) made on the effective date thereof, (x) the sum Total Extensions of the Revolving Credit Exposures would exceed the total Total Commitments then in effect or (y) the Extensions of Credit of any Lender’s Applicable Revolving Credit Exposure Lender would exceed such Lender’s Commitment. (c) The Borrower shall notify Commitment then in effect. In the event that the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of receives such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise give notice thereof to the relevant Lenders as soon as practicable thereafter. Any such reduction shall be in a minimum amount equal to $25 million or a whole multiple of $10 million in excess thereof and shall reduce permanently the contents thereofCommitments then in effect under the Facility. Each notice delivered by the Borrower Company pursuant to this Section 2.11(a) shall be irrevocable; provided provided, that a notice of termination of the to terminate any Commitments delivered by the Borrower Company may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt a Change of proceeds from the issuance of other indebtedness or any other specified eventControl, in which case case, such notice may be revoked by the Borrower Company (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any Notwithstanding the foregoing, the revocation of a termination notice shall not affect the Company’s obligation to indemnify any Lender in accordance with Section 2.22 for any loss or reduction expense sustained or incurred as a consequence thereof. (b) If, on the date that is 18 months after the Closing Date (such date, the “Commitment Reduction Date”), the sum of (i) the aggregate principal amount of Commitments that are undrawn and available hereunder plus (ii) the aggregate principal amount of Loans outstanding hereunder exceeds $2.0 billion, then the Commitments shall automatically and permanently be permanent. Each reduction reduced (the “Commitment Reduction”) to an aggregate principal amount of $2.0 billion and, in connection therewith, any Loans outstanding under this Agreement on the Commitments Commitment Reduction Date in an aggregate principal amount in excess of $2.0 billion shall be made ratably among immediately due and payable on the Lenders in accordance with their respective CommitmentsCommitment Reduction Date.

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) each Lender’s Commitment of any Class shall be automatically reduced by the amount of any Loan of such Class made by such Lender, such reduction to be effective immediately following the making of such Loan by such L▇▇▇▇▇, and (ii) the Commitments shall terminate upon the earlier of (A) the borrowing of the Loans in accordance with Section 2.01 and (B) 11:59 p.m., New York City time, on the Maturity Commitment Termination Date. (b) The Borrower may at any time terminate, or from time to time reduce, the CommitmentsCommitments of any Class; provided that (i) each reduction of the Commitments pursuant to this paragraph (b) (i) shall be in an amount equal to $1,000,000, or a whole multiple thereof made ratably between the Classes of Commitments and (ii) shall be in a minimum amount equal to the Borrower shall not terminate or reduce lesser of $50,000,000 and the Commitments if, after giving effect to any concurrent prepayment aggregate amount of the Loans Lenders’ Commitments at such time and in accordance with Section 2.11, (x) the sum integral multiples of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment. (c) $10,000,000 over $50,000,000. The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments of any Class under this paragraph (b) of this Section at least three (3) Business Days prior to in writing no later than 11:00 a.m., New York City time, on the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section paragraph (b) shall be irrevocable; provided that a notice of termination or reduction of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation occurrence of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified event, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. (c) In the event and on each occasion that, on or after the Effective Date and prior to the termination of the Commitments in accordance with this Section, either (i) the Borrower receives any Net Proceeds in respect of a Reduction/Prepayment Event described in clause (b) of the definition of such term or (ii) the Borrower or any of its Subsidiaries receives any Net Proceeds in respect of a Reduction/Prepayment Event described in clause (a), (c) or (d) of the definition of such term (or, in the case of clause (d) of the definition of such term, obtains commitments in respect of any Qualifying Term Loan Facility), then (A) subject to the immediately succeeding sentence, the Borrower shall on the date of (or, in the case of a Reduction/Prepayment Event described in clause (c) of the definition of such term, no later than one Business Day after) receipt of such Net Proceeds (or on the date of the effectiveness of the commitments in respect of such Qualifying Term Loan Facility, as applicable) notify the Administrative Agent of such Reduction/Prepayment Event and the amount of Net Proceeds (or commitments, as applicable) resulting therefrom (together with, in each case, a reasonably detailed calculation thereof) and (B) if such Net Proceeds (or such commitments, as applicable) are (1) in respect of a Reduction/Prepayment Event described in clause (a) or (b) of the definition of such term, then the Tranche 1 Commitments will be automatically reduced (on the date of such receipt) by an amount equal to the lesser of (x) the total aggregate amount of the Lenders’ Tranche 1 Commitments at such time and (y) the amount of such Net Proceeds (and to the extent the amount of such Net Proceeds exceeds the total aggregate amount of the Lenders’ Tranche 1 Commitments at such time, the Tranche 2 Commitments will be automatically reduced at such time by the amount of such excess), (2) in respect of a Reduction/Prepayment Event described in clause (d) of the definition of such term, then the Tranche 2 Commitments will be automatically reduced (on the date of such receipt or effectiveness of commitments, as applicable) by an amount equal to the lesser of (x) the total aggregate amount of the Lenders’ Tranche 2 Commitments at such time and (y) the amount of such Net Proceeds or commitments, as applicable (and to the extent the amount of such Net Proceeds or commitments, as applicable, exceeds the total aggregate amount of the Lenders’ Tranche 2 Commitments at such time, the Tranche 1 Commitments will be automatically reduced at such time by the amount of such excess) and (3) in respect of a Reduction/Prepayment Event described in clause (c) of the definition of such term, then the Commitments will be automatically reduced ratably between the Classes thereof (on the date of such receipt) by an amount equal to the lesser of (x) the total aggregate amount of the Lenders’ Commitments at such time and (y) the amount of such Net Proceeds; provided that, in the case of this clause (3), no Commitments shall be reduced pursuant to this clause unless and until the aggregate amount of the Net Proceeds received by the Borrower and its Subsidiaries on or after the Effective Date in respect of all Reduction/Prepayment Events described in clause (c) of the definition of such term and that have not been applied to reduce the Commitments pursuant to this Section 2.06(c) exceeds $500,000,000 (it being understood that, upon such excess occurring, the Borrower shall give notice in respect of all such Reduction/Prepayment Events as set forth in clause (A) above, and the Commitments shall be automatically reduced by the amount of all such Net Proceeds as set forth in this clause (3), in each case, as would have been required had all such Net Proceeds been received on the date such excess occurs). The Borrower shall not be required to deliver any notice referred to in clause (A) above in respect of any Reduction/Prepayment Event described in clause (c) of the definition of such term if a reduction in the Commitments would not be required on account thereof pursuant to the immediately preceding proviso; provided that the Borrower shall be required to deliver a notice in respect thereof if and when required pursuant to the immediately preceding proviso. (d) Promptly following receipt of any notice pursuant to paragraph (b) or (c) of this Section, the Administrative Agent shall advise the Lenders of the applicable Class of the contents thereof. Any termination or reduction of the Commitments of any Class shall be permanent. Each reduction of the Commitments of any Class shall be made ratably among the applicable Lenders in accordance with their respective CommitmentsCommitments of such Class.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Commitments; provided PROVIDED that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 500,000.00 and not less than $1,000,000.00 and (ii) the Borrower shall not terminate or reduce the Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.08, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided PROVIDED that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments. (d) In addition to a reduction of the Commitments pursuant to clause (b) above, the Commitments shall be reduced in accordance with the provisions of Section 2.17.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Revolving Commitments shall terminate on the Revolving Maturity Date. (b) . The Borrower Revolving Borrowers may at any time terminate, or from time to time reduce, the Revolving Commitments; provided that (i) each reduction of the Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, or a whole multiple thereof 1,000,000 and not less than $50,000,000 and (ii) the Borrower Revolving Borrowers shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s Commitment. (c) Commitments. NAI-1539367892v12 The Borrower Revolving Borrowers shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date Closing Date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the a Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower Revolving Borrowers may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower Revolving Borrowers (by notice to the Administrative Agent on or prior to the specified effective closing date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments under the Revolving Facility shall be made ratably among the Lenders in accordance with their respective CommitmentsCommitments under the Revolving Facility.

Termination and Reduction of Commitments. (a) Unless previously terminated, the Commitments shall terminate on the Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Loan Commitments; provided that (i) each reduction of the Revolving Loan Commitments shall be in an amount equal to that is an integral multiple of $1,000,000, 1,000,000 and not less than $5,000,000 (or a whole multiple thereof lesser amount if the outstanding Revolving Loan Commitments are less) and (ii) the Borrower shall not terminate or reduce the Revolving Loan Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.112.10, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable Revolving Credit Exposure would exceed such Lender’s CommitmentLoan Commitments. (cb) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Revolving Loan Commitments under paragraph (ba) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Revolving Loan Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other specified eventfacilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Revolving Loans Commitments shall be permanent. Each reduction of the Revolving Loan Commitments shall be made ratably among the Lenders in accordance with their respective Revolving Loan Commitments.

Termination and Reduction of Commitments. (a) Unless previously terminated, (i) the Term Loan Commitments shall terminate at 3:00 p.m. (New York City time) on the Effective Date and any Incremental Term Loan commitment shall terminate after such loan is extended and (ii) all other Commitments shall terminate on the Revolving Credit Maturity Date. (b) The Borrower may at any time terminate, or from time to time reduce, the Revolving Commitments; provided that (i) each reduction of the Revolving Commitments shall be in an amount equal to that is an integral multiple of $1,000,0001,000,000 and not less than $5,000,000 or, or a whole multiple thereof if less, the entire unused balance of the aggregate Revolving Commitments as of such date and (ii) the Borrower shall not terminate or reduce the Revolving Commitments if, after giving effect to any concurrent prepayment of the Loans in accordance with Section 2.11, (x) the sum of the Revolving Credit Exposures would exceed the total Commitments or (y) any Lender’s Applicable aggregate Revolving Credit Exposure would exceed such Lender’s CommitmentCommitments. (c) The Borrower shall notify the Administrative Agent of any election to terminate or reduce the Commitments under paragraph (b) of this Section at least three (3) Business Days prior to the effective date of such termination or reduction, specifying such election and the effective date thereof. Promptly following receipt of any notice, the Administrative Agent shall advise the Lenders of the contents thereof. Each notice delivered by the Borrower pursuant to this Section shall be irrevocable; provided that a notice of termination of the Commitments delivered by the Borrower may state that such notice is conditioned upon the consummation of an acquisition or sale transaction or upon the effectiveness of other credit facilities or the receipt of proceeds from the issuance of other indebtedness or any other transactions specified eventtherein, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Any termination or reduction of the Commitments shall be permanent. Each reduction of the Commitments shall be made ratably among the Lenders in accordance with their respective Commitments.