Common use of Termination or Reduction of Revolving Commitments Clause in Contracts

Termination or Reduction of Revolving Commitments. (a) The Borrowers may, upon irrevocable notice from the Lead Borrower to the Agent, terminate the Aggregate Revolving Commitments or from time to time permanently reduce the Aggregate Revolving Commitments; provided that (i) any such notice shall be received by the Agent not later than 11:00 a.m. five (5) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrowers shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments. (b) If, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit or Swing Line Sublimit shall be automatically reduced by the amount of such excess. (c) The Agent will promptly notify the Revolving Lenders of any termination or reduction of the Letter of Credit Sublimit, Swing Line Sublimit or the Aggregate Revolving Commitments under this Section 0. Upon any reduction of the Aggregate Revolving Commitments, the Revolving Commitment of each Revolving Lender shall be reduced by such Revolving Lender’s Applicable Percentage of such reduction amount. If, as a result of such termination or reduction, (i) the Outstanding Amount of L/C Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, the Borrowers shall contemporaneously with such reduction or termination, Cash Collateral such excess amount, and (B) the Committed Loans or the Swing Line Loans hereunder would exceed the Aggregate Revolving Commitments or the Swing Line Sublimit, as applicable, the Borrowers shall contemporaneously with such reduction or termination, pay the Agent an amount equal to such excess.

Termination or Reduction of Revolving Commitments. On the earlier to occur of (ai) The Borrowers the date that is six months from the Original Closing Date and (ii) the date of any issuance of the Capital Stock of Global Signal (other than as a result of the exercise of any options or warrants outstanding on the date hereof or any issuance of Capital Stock in connection with the consummation of the Carl Lewis Transaction), the aggregate Net Cash Proceeds of which ▇▇▇▇▇▇ $▇,000,0000, the Borrower shall permanently reduce the Aggregate Revolving Commitments, after giving effect thereto and to any concurrent prepayments hereunder, to an amount not to exceed $15,000,000. Further, the Borrower may, upon irrevocable notice from the Lead Borrower to the Administrative Agent, terminate the Aggregate Revolving Commitments Commitments, or from time to time permanently reduce the Aggregate Revolving Commitments; provided that (i) any such notice shall be irrevocable and shall be received by the Administrative Agent not later than 11:00 a.m. five (5) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 500,000 or any whole multiple of $1,000,000 100,000 in excess thereof, and (iii) the Borrowers Borrower shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments. (b) If, after giving effect to . The Administrative Agent will promptly notify the Lenders of any such notice of termination or reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit or Swing Line Sublimit shall be automatically reduced by the amount of such excess. (c) The Agent will promptly notify the Revolving Lenders of any termination or reduction of the Letter of Credit Sublimit, Swing Line Sublimit or the Aggregate Revolving Commitments under this Section 0. Upon any Any reduction of the Aggregate Revolving Commitments, Commitments shall be applied to the Revolving Commitment of each Lender according to its Applicable Revolving Lender shall be reduced by such Revolving Lender’s Applicable Percentage Percentage. All fees accrued until the effective date of such reduction amount. If, as a result any termination of such termination or reduction, (i) the Outstanding Amount of L/C Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, the Borrowers shall contemporaneously with such reduction or termination, Cash Collateral such excess amount, and (B) the Committed Loans or the Swing Line Loans hereunder would exceed the Aggregate Revolving Commitments or shall be paid on the Swing Line Sublimit, as applicable, the Borrowers shall contemporaneously with effective date of such reduction or termination, pay the Agent an amount equal to such excess.

Termination or Reduction of Revolving Commitments. (a) The Borrowers may, upon irrevocable written notice from the Lead Borrower to the Administrative Agent, terminate the Aggregate Revolving Commitments unused Commitments, or from time to time permanently reduce the Aggregate Revolving unused Commitments, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. at least five (5) Business Days days prior to the date of termination or reduction, reduction and (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 5,000,000 or any whole multiple of $1,000,000 in excess thereofthereof or, (iii) the Borrowers shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunderif less, the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments. (b) If, entire amount thereof. If after giving effect to any reduction or termination of the Aggregate Revolving CommitmentsCommitments under this Section 2.04, the Letter of Credit Sublimit, the Alternate Currency Sublimit, the Designated Borrower Sublimit, the Swingline Sublimit or the Swing Line Alternate Currency LC Sublimit exceeds the amount of Aggregate Commitments at such time, the Aggregate Revolving Commitments, such Letter of Credit Sublimit, the Alternate Currency Sublimit, the Designated Borrower Sublimit, the Swingline Sublimit or Swing Line Sublimit the Alternate Currency LC Sublimit, as the case may be, shall be automatically reduced by the amount of such excess. (c) . The Administrative Agent will promptly notify the Revolving Lenders of any termination or reduction of the Letter of Credit Sublimit, Swing Line the Swingline Sublimit, the Alternate Currency Sublimit, the Designated Borrower Sublimit, the Alternate Currency LC Sublimit or the Aggregate Revolving Commitments under this Section 02.04. The amount of any such reduction of the Aggregate Commitments shall not be applied to the Alternate Currency Sublimit unless otherwise specified by the Company. Upon any reduction of the Aggregate Revolving Commitments, the Revolving Commitment of each Revolving Lender shall be reduced by such Revolving Lender’s Applicable Percentage Pro Rata Share of such reduction amount. If, as a result All fees in respect of the Credit Facility accrued until the effective date of any termination of the Credit Facility shall be paid on the effective date of such termination or reduction, (i) the Outstanding Amount of L/C Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, the Borrowers shall contemporaneously with such reduction or termination, Cash Collateral such excess amount, and (B) the Committed Loans or the Swing Line Loans hereunder would exceed the Aggregate Revolving Commitments or the Swing Line Sublimit, as applicable, the Borrowers shall contemporaneously with such reduction or termination, pay the Agent an amount equal to such excess.

Termination or Reduction of Revolving Commitments. (a) Unless previously terminated, the Revolving Commitments will terminate on the Revolving Maturity Date. (b) The Borrowers Parent Borrower may, upon irrevocable notice from the Lead Borrower to the Administrative Agent, terminate the Aggregate Revolving Commitments Commitments, or from time to time permanently reduce the Aggregate Revolving Commitments; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. 12:00 Noon five (5) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrowers Parent Borrower shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, (A) the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments. , (bB) If, after giving effect to any reduction the Outstanding Amount of the Aggregate Revolving Commitments, Letters of Credit would exceed the Letter of Credit Sublimit or Sublimit, (C) the Outstanding Amount of Swing Line Loans would exceed the Swing Line Sublimit, (D) the Outstanding Amount of Negotiated Rate Loans would exceed the Negotiated Rate Sublimit or (E) the Outstanding Amount of all Loans denominated in Alternative Currencies exceeds the an amount equal to one hundred and five percent (105%) of the Aggregate Revolving Commitments, Alternative Currency Sublimit. Each notice of termination shall specify such Letter of Credit Sublimit or Swing Line Sublimit shall be automatically reduced by election to terminate and the amount of such excess. (c) effective date thereof. The Administrative Agent will promptly notify the Revolving Lenders of any such notice of termination or reduction of the Letter of Credit Sublimit, Swing Line Sublimit or the Aggregate Revolving Commitments under this Section 0. Upon any reduction of the Aggregate Revolving Commitments, . The amount of any such Aggregate Revolving Commitment reduction shall not be applied to the Alternative Currency Sublimit or the Letter of Credit Sublimit unless otherwise specified by the Parent Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of each Revolving Lender shall be reduced by such Revolving Lender’s according to its Applicable Percentage Percentage. All fees accrued until the effective date of such reduction amount. If, as a result any termination of such termination or reduction, (i) the Outstanding Amount of L/C Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, the Borrowers shall contemporaneously with such reduction or termination, Cash Collateral such excess amount, and (B) the Committed Loans or the Swing Line Loans hereunder would exceed the Aggregate Revolving Commitments shall be paid on the effective date of such termination. A notice delivered by the Parent Borrower pursuant to this Section 2.07 may state that such notice is conditioned upon an event, such as the effectiveness of other credit facilities, the receipt of proceeds from the issuance of Equity Interests or other Indebtedness or the Swing Line Sublimitreceipt of proceeds from a Disposition, as applicable, in which case such notice may be revoked by the Borrowers shall contemporaneously with Parent Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such reduction or termination, pay the Agent an amount equal to such excesscondition is not satisfied.

Termination or Reduction of Revolving Commitments. (a) The Borrowers mayParent Borrower shall have the right, upon irrevocable not less than three Business Days’ notice from the Lead Borrower to the AgentAdministrative Agent (which will promptly notify the Lenders thereof), to terminate the Aggregate Tranche A Revolving Commitments, the Tranche B Revolving Commitments or any Tranche of Extended Revolving Commitments or, from time to time permanently time, to reduce the Aggregate amount of the Tranche A Revolving Commitments, the Tranche B Revolving Commitments or any Tranche of Extended Revolving Commitments, in each case pro rata among the Lenders of the applicable Tranche and otherwise subject to subsection 3.8(a); provided that (i) any no such notice shall be received by the Agent not later than 11:00 a.m. five (5) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrowers shall not terminate or reduce the Aggregate Revolving Commitments permitted if, after giving effect thereto and to any concurrent prepayments hereunderof the Revolving Loans and Swing Line Loans made on the effective date thereof, the Total aggregate principal amount of the Revolving Outstandings Loans and Swing Line Loans then outstanding (including, without limitation, in the case of Revolving Loans and Swing Line Loans then outstanding in any Designated Foreign Currency, the Dollar Equivalent of the aggregate principal amount thereof), when added to the sum of the then outstanding L/C Obligations, would exceed the Aggregate Revolving Commitments. (b) IfCommitments then in effect and provided, after giving effect further, that notwithstanding anything to the contrary in this Agreement, the Borrower may rescind or postpone any reduction notice of termination of any Revolving Credit Commitments if such termination would have resulted from a refinancing of the Aggregate Revolving CommitmentsFacility, the Letter of Credit Sublimit which refinancing shall not be consummated or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit or Swing Line Sublimit otherwise shall be automatically reduced by the amount of delayed. Any such excess. (c) The Agent will promptly notify the Revolving Lenders of any termination or reduction of the Letter of Credit Sublimit, Swing Line Sublimit or the Aggregate Revolving Commitments under this Section 0. Upon any reduction of the Aggregate Revolving Commitments, the Revolving Commitment of each Revolving Lender shall be reduced by such Revolving Lender’s Applicable Percentage of such reduction amount. If, as a result of such termination or reduction, (i) the Outstanding Amount of L/C Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, the Borrowers shall contemporaneously with such reduction or termination, Cash Collateral such excess amount, and (B) the Committed Loans or the Swing Line Loans hereunder would exceed the Aggregate Revolving Commitments or the Swing Line Sublimit, as applicable, the Borrowers shall contemporaneously with such reduction or termination, pay the Agent in an amount equal to $10.0 million or a whole multiple of $1.0 million in excess thereof and shall reduce permanently the applicable Revolving Commitments then in effect. The Tranche A Revolving Commitments shall terminate on the Tranche A Revolving Maturity Date, the Tranche B Revolving Commitments shall terminate on the Tranche B Revolving Maturity Date and each Tranche of Extended Revolving Commitments shall terminate on the applicable Extended Revolving Maturity Date.” (l) Subsection 2.4(a) is hereby amended by (i) inserting the word “applicable” immediately prior to the term “Maturity Date” in the first place that such excessterm appears in such subsection, (ii) inserting the word “therefor” immediately following the term “Maturity Date” in the first place that such term appears in such subsection and (iii) inserting the words “Tranche B” immediately prior to the term “Maturity Date” in the second place that such term appears in such subsection. (m) Subsection 2.4(c) is hereby amended by replacing the word “and” immediately prior to the phrase “each Interest Period” with “,” and inserting the words “and whether such Loan is a Tranche A Revolving Loan, Tranche B Revolving Loan, an Extended Revolving Loan or a Swing Line Loan,” immediately prior to clause (ii) of such subsection. (n) Subsection 2.5 is hereby amended and restated as follows:

Termination or Reduction of Revolving Commitments. (a) Unless previously terminated, the Revolving Commitments will terminate on the Revolving Maturity Date. (b) The Borrowers Borrower may, upon irrevocable notice from the Lead Borrower to the Administrative Agent, terminate the Aggregate Revolving Commitments Commitments, or from time to time permanently reduce the Aggregate Revolving Commitments; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. 12:00 Noon five (5) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrowers Borrower shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, (A) the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments. , (bB) If, after giving effect to any reduction the Outstanding Amount of the Aggregate Revolving Commitments, Letters of Credit would exceed the Letter of Credit Sublimit or Sublimit, (C) the Outstanding Amount of Swing Line Loans would exceed the Swing Line Sublimit, (D) the Outstanding Amount of Negotiated Rate Loans would exceed the Negotiated Rate Sublimit or (E) the Outstanding Amount of all Loans denominated in Alternative Currencies exceeds the an amount equal to 105% of the Aggregate Revolving Commitments, Alternative Currency Sublimit. Each notice of termination shall specify such Letter of Credit Sublimit or Swing Line Sublimit shall be automatically reduced by election to terminate and the amount of such excess. (c) effective date thereof. The Administrative Agent will promptly notify the Revolving Lenders of any such notice of termination or reduction of the Letter of Credit Sublimit, Swing Line Sublimit or the Aggregate Revolving Commitments under this Section 0. Upon any reduction of the Aggregate Revolving Commitments, . The amount of any such Aggregate Revolving Commitment reduction shall not be applied to the Alternative Currency Sublimit or the Letter of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of each Revolving Lender shall be reduced by such Revolving Lender’s according to its Applicable Percentage Percentage. All fees accrued until the effective date of such reduction amount. If, as a result any termination of such termination or reduction, (i) the Outstanding Amount of L/C Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, the Borrowers shall contemporaneously with such reduction or termination, Cash Collateral such excess amount, and (B) the Committed Loans or the Swing Line Loans hereunder would exceed the Aggregate Revolving Commitments shall be paid on the effective date of such termination. A notice delivered by the Borrower pursuant to this Section 2.07 may state that such notice is conditioned upon an event, such as the effectiveness of other credit facilities, the receipt of the proceeds from the issuance of Equity Interests or other Indebtedness or the Swing Line Sublimitreceipt of the proceeds from a Disposition, as applicable, in which case such notice may be revoked by the Borrowers shall contemporaneously with Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such reduction or termination, pay the Agent an amount equal to such excesscondition is not satisfied.

Termination or Reduction of Revolving Commitments. (a) The Borrowers may, upon irrevocable written notice from the Lead Borrower to the Administrative Agent, terminate the Aggregate Revolving Commitments unused Commitments, or from time to time permanently reduce the Aggregate Revolving unused Commitments, in each case without premium or penalty; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. at least five (5) Business Days days prior to the date of termination or reduction, reduction and (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 5,000,000 or any whole multiple of $1,000,000 in excess thereofthereof or, (iii) the Borrowers shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunderif less, the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments. (b) If, entire amount thereof. If after giving effect to any reduction or termination of the Aggregate Revolving CommitmentsCommitments under this Section 2.04, the Letter of Credit Sublimit, the Alternate Currency Sublimit, the UK Borrower Sublimit, the Swingline Sublimit or the Swing Line Alternate Currency LC Sublimit exceeds the amount of Aggregate Commitments at such time, the Aggregate Revolving Commitments, such Letter of Credit Sublimit, the Alternate Currency Sublimit, the UK Borrower Sublimit, the Swingline Sublimit or Swing Line Sublimit the Alternate Currency LC Sublimit, as the case may be, shall be automatically reduced by the amount of such excess. (c) . The Administrative Agent will promptly notify the Revolving Lenders of any termination or reduction of the Letter of Credit Sublimit, Swing Line the Swingline Sublimit, the Alternate Currency Sublimit, the UK Borrower Sublimit, the Alternate Currency LC Sublimit or the Aggregate Revolving Commitments under this Section 02.04. The amount of any such reduction of the Aggregate Commitments shall not be applied to the Alternate Currency Sublimit unless otherwise specified by the Company. Upon any reduction of the Aggregate Revolving Commitments, the Revolving Commitment of each Revolving Lender shall be reduced by such Revolving Lender’s Applicable Percentage Pro Rata Share of such reduction amount. If, as a result All fees in respect of the Credit Facility accrued until the effective date of any termination of the Credit Facility shall be paid on the effective date of such termination or reduction, (i) the Outstanding Amount of L/C Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, the Borrowers shall contemporaneously with such reduction or termination, Cash Collateral such excess amount, and (B) the Committed Loans or the Swing Line Loans hereunder would exceed the Aggregate Revolving Commitments or the Swing Line Sublimit, as applicable, the Borrowers shall contemporaneously with such reduction or termination, pay the Agent an amount equal to such excess.

Termination or Reduction of Revolving Commitments. (a) The Borrowers may, upon irrevocable notice to the Administrative Agent from the Lead Borrower to the Agent, terminate the Aggregate Revolving Commitments Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit, or from time to time permanently reduce the Aggregate Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. five (5) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrowers shall not terminate or reduce (A) the Aggregate Revolving Credit Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Revolving Credit Outstandings would exceed the Aggregate Revolving Credit Commitments. , (bB) Ifthe Letter of Credit Sublimit if, after giving effect thereto, the Outstanding Amount of Letter of Credit Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, or (C) the Swing Line Sublimit if, after giving effect thereto and to any concurrent prepayments hereunder, the Outstanding Amount of Swing Line Loans would exceed the Swing Line Sublimit and (iv) if, after giving effect to any reduction or termination of the Aggregate Revolving Credit Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving Credit Commitments, such Letter of Credit Sublimit or Swing Line Sublimit shall be automatically reduced by the amount of such excess. (c) . The Administrative Agent will promptly notify the Revolving Lenders of any such notice of termination or reduction of the Aggregate Revolving Credit Commitments, the Letter of Credit Sublimit, Swing Line Sublimit or the Aggregate Revolving Commitments under this Section 0Swing Line Sublimit. Upon any Any reduction of the Aggregate Revolving Commitments, Credit Commitments shall be applied to the Revolving Credit Commitment of each Revolving Lender shall be reduced by such according to its Applicable Revolving Lender’s Applicable Percentage Credit Percentage. All fees accrued until the effective date of such reduction amount. If, as a result any termination of such termination or reduction, (i) the Outstanding Amount of L/C Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, the Borrowers shall contemporaneously with such reduction or termination, Cash Collateral such excess amount, and (B) the Committed Loans or the Swing Line Loans hereunder would exceed the Aggregate Revolving Credit Commitments or shall be paid on the Swing Line Sublimit, as applicable, the Borrowers shall contemporaneously with effective date of such reduction or termination, pay the Agent an amount equal to such excess.

Termination or Reduction of Revolving Commitments. (a) The Borrowers Borrower may, upon irrevocable notice from the Lead Borrower to the Administrative Agent, terminate the Aggregate Revolving Commitments Commitments, or from time to time permanently reduce the Aggregate Revolving CommitmentsCommitments to an amount not less than the Outstanding Amount of Revolving Loans, Swing Line Loans and L/C Obligations; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. five (5) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 5 million or any whole multiple of $1,000,000 1 million in excess thereof, thereof and (iii) the Borrowers shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments. (b) If, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit or Swing Line Sublimit sublimit shall be automatically reduced by the amount of such excess. (c) . The Administrative Agent will promptly notify the Revolving Lenders of any such notice of termination or reduction of the Letter of Credit Sublimit, Swing Line Sublimit or the Aggregate Revolving Commitments under this Section 0Commitments. Upon any Any reduction of the Aggregate Revolving Commitments, Commitments shall be applied to the Revolving Commitment of each Lender according to its Applicable Percentage. All fees accrued with respect thereto until the effective date of any termination of the Revolving Lender Commitments shall be reduced by such Revolving Lender’s Applicable Percentage paid on the effective date of such reduction amount. If, as a result of such termination or reduction, termination. (b) If any Lender (i) the Outstanding Amount of L/C Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimitbecomes a Defaulting Lender or (ii) is a Non-Consenting Lender (each such Lender, a “Non-Compliant Lender”), the Borrowers shall contemporaneously Borrower may, with such reduction or termination, Cash Collateral such excess amountthe prior written consent of the Administrative Agent, and (B) notwithstanding any provision of this Agreement requiring pro rata payments to the Committed Loans or Lenders, elect to reduce the Swing Line Loans hereunder would exceed the Aggregate Revolving Commitments or the Swing Line Sublimit, as applicable, the Borrowers shall contemporaneously with such reduction or termination, pay the Agent by an amount equal to such excessNon-Compliant Lender’s Revolving Commitment and repay such Non-Compliant Lender an amount equal to the principal amount of all Loans owing to it, all interest and fees accrued for its account through but excluding the date of such repayment, and all other amounts payable to it hereunder, payable in immediately available funds, so long as, after giving effect to the termination of such Non-Compliant Lender’s Revolving Commitments and the repayments described in this clause (c), any L/C Obligations of such Non-Compliant Lender shall be reallocated among the Lenders that are not Non-Compliant Lenders in accordance with their respective Applicable Percentage, but only to the extent that the sum of the aggregate principal amount of all Revolving Loans made by each such Lender, all Swing Line Loans made by each such Lender and such Lender’s L/C Obligations prior to giving effect to such reallocation plus the L/C Obligations to be reallocated to such Lender does not exceed such Lender’s Applicable Percentage, and with respect to any portion of the L/C Obligations that may not be reallocated, the Borrower shall deliver to the Administrative Agent, for the benefit of the L/C Issuer, cash collateral or other security satisfactory to the Administrative Agent, with respect any such remaining L/C Obligations.

Termination or Reduction of Revolving Commitments. (a) Unless previously terminated, the Revolving Commitments will terminate on the Revolving Maturity Date. (b) The Borrowers Borrower may, upon irrevocable notice from the Lead Borrower to the Administrative Agent, terminate the Aggregate Revolving Commitments Commitments, or from time to time permanently reduce the Aggregate Revolving Commitments; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. 12:00 Noon five (5) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrowers Borrower shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, (A) the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments. , (bB) If, after giving effect to any reduction the Outstanding Amount of the Aggregate Revolving Commitments, Letters of Credit would exceed the Letter of Credit Sublimit or Sublimit, (C) the Outstanding Amount of Swing Line Loans would exceed the Swing Line Sublimit, (D) the Outstanding Amount of Negotiated Rate Loans would exceed the Negotiated Rate Sublimit or (E) the Outstanding Amount of all Loans denominated in Alternative Currencies exceeds the an amount equal to 105% of the Aggregate Revolving Commitments, Alternative Currency Sublimit. Each notice of termination shall specify such Letter of Credit Sublimit or Swing Line Sublimit shall be automatically reduced by election to terminate and the amount of such excess. (c) effective date thereof. The Administrative Agent will promptly notify the Revolving Lenders of any such notice of termination or reduction of the Letter of Credit Sublimit, Swing Line Sublimit or the Aggregate Revolving Commitments under this Section 0. Upon any reduction of the Aggregate Revolving Commitments, . The amount of any such Aggregate Revolving Commitment reduction shall not be applied to the Alternative Currency Sublimit or the Letter of Credit Sublimit unless otherwise specified by the Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Commitment of each Revolving Lender shall be reduced by such Revolving Lender’s according to its Applicable Percentage Percentage. All fees accrued until the effective date of such reduction amount. If, as a result any termination of such termination or reduction, (i) the Outstanding Amount of L/C Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, the Borrowers shall contemporaneously with such reduction or termination, Cash Collateral such excess amount, and (B) the Committed Loans or the Swing Line Loans hereunder would exceed the Aggregate Revolving Commitments shall be paid on the effective date of such termination. A notice delivered by the Borrower pursuant to this Section 2.07 may state that such notice is conditioned upon the effectiveness of other credit facilities or the Swing Line Sublimitreceipt of proceeds from the issuance of other Indebtedness, as applicable, in which case such notice may be revoked by the Borrowers shall contemporaneously with Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such reduction or termination, pay the Agent an amount equal to such excesscondition is not satisfied.

Termination or Reduction of Revolving Commitments. (a) The Borrowers Borrower may, upon irrevocable three Domestic Business Days' notice from the Lead Borrower to the Agent, terminate the Aggregate Revolving Commitments at any time, or proportionately permanently reduce from time to time permanently reduce the Aggregate Revolving Commitments; provided that (i) any such notice shall be received by the Agent not later than 11:00 a.m. five (5) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 100,000 or any whole larger multiple of $1,000,000 in excess thereof, (iii) the Borrowers shall not terminate or reduce unused portions of the Aggregate Revolving Commitments. If the Revolving Commitments ifare terminated in their entirety, after giving effect thereto and to any concurrent prepayments hereunder, all accrued commitment fees shall be payable on the Total Revolving Outstandings would exceed the Aggregate Revolving Commitmentseffective date of such termination. (b) IfThe Revolving Commitments shall terminate on the Termination Date, after giving effect to any reduction of the Aggregate and all Revolving Commitments, the Loans then outstanding and all Letter of Credit Sublimit or the Swing Line Sublimit exceeds the amount of the Aggregate Revolving CommitmentsLiabilities (in each case, such Letter of Credit Sublimit or Swing Line Sublimit together with accrued interest thereon) shall be automatically reduced by the amount of due and payable on such excessdate. (c) The Agent will promptly notify Revolving Commitments of all Banks shall be permanently, automatically and ratably reduced immediately upon receipt by the Borrower or any Subsidiary of any proceeds from any Specified Real Estate Sale or the Headquarters Refinancing in an amount equal to (i) after giving effect to such Specified Real Estate Sale or Headquarters Refinancing, the amount, if any, by which the total Net Proceeds received by the Borrower or any Subsidiary subsequent to the Effective Date in respect of Specified Real Estate Sales and the Headquarters Refinancing exceeds $11,000,000, minus (ii) the aggregate amount by which the Revolving Lenders Commitments have been previously reduced pursuant to this Section 2.09(c). (d) If at any time the Borrower or any Subsidiary shall receive any proceeds from (i) any Disposition of any termination Real Estate Investment or any other real property of the Borrower or any Subsidiary (including without limitation any proceeds received by the Borrower or any Subsidiary as consideration for the granting of any right or option providing for a Disposition but excluding (A) operating receipts from Real Estate Investments and (B) any proceeds received by the Borrower or any Subsidiary from (I) any Specified Real Estate Sales or (II) the Headquarters Refinancing); or (ii) any Disposition of any Other Assets (including, without limitation any proceeds received by the Borrower or any Subsidiary as consideration for the granting of any right or option providing for a Disposition but excluding (A) payments in the ordinary course on construction contracts, (B) operating receipts from Real Estate Investments, (C) liability insurance proceeds, (D) income of not more than $100,000 earned from Temporary Cash Investments during any fiscal year and (E) in-kind proceeds resulting from trade-ins or other Dispositions of obsolete or surplus equipment), then the Revolving Commitments shall be permanently, automatically and ratably reduced in an amount equal to the amount, if any, by which 100% of the Net Proceeds realized by the Borrower or any Subsidiary in respect of such Disposition exceeds the aggregate amount of Term Loans required to be prepaid in respect of such Disposition pursuant to Section 2.10(b) hereof; provided that no such reduction shall be required pursuant to clause 2.09(d)(ii) unless and until the aggregate amount of Net Proceeds from all Dispositions of Other Assets after the Effective Date and not previously applied to reduce the Revolving Commitments pursuant to clause 2.09(d)(ii) shall equal or exceed $125,000 or any higher integral multiple of $125,000, at which time the Revolving Commitments shall be reduced in amount equal to $125,000 or such higher integral multiple of $125,000, as the case may be. (e) On each day on which the Revolving Commitments are reduced pursuant to this Section 2.09, the Borrower shall repay such principal amount (together with accrued interest thereon) of each Bank's outstanding Revolving Loans as may be necessary so that after such repayment, the aggregate unpaid principal amount of each Bank's Revolving Loans plus such Bank's LC Exposure does not exceed the amount of such Bank's Revolving Commitment after giving effect to such reduction. In the event that the aggregate amount of the Revolving Commitments is reduced to an amount less than the aggregate amount of Letter of Credit Liabilities at such time in respect of all Letters of Credit, the Borrower hereby agrees that it shall forthwith, without any demand or taking of any other action by the Required Banks or the Agent, pay to the Agent an amount in immediately available funds equal to the difference to be held as security for the Letter of Credit Sublimit, Swing Line Sublimit or Liabilities for the Aggregate Revolving Commitments under this Section 0. Upon any reduction benefit of the Aggregate Revolving Commitments, the Revolving Commitment of each Revolving Lender shall be reduced by such Revolving Lender’s Applicable Percentage of such reduction amount. If, as a result of such termination or reduction, (i) the Outstanding Amount of L/C Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, the Borrowers shall contemporaneously with such reduction or termination, Cash Collateral such excess amount, and (B) the Committed Loans or the Swing Line Loans hereunder would exceed the Aggregate Revolving Commitments or the Swing Line Sublimit, as applicable, the Borrowers shall contemporaneously with such reduction or termination, pay all Banks pursuant to arrangements satisfactory to the Agent an amount equal to such excessand the Banks.

Termination or Reduction of Revolving Commitments. (a) The Borrowers Parent Borrower may, upon irrevocable notice from the Lead Borrower to the Administrative Agent, terminate the Aggregate Revolving Commitments Commitments, or from time to time permanently reduce the Aggregate Revolving Commitments, in each case, in whole or in part, without penalty; provided that (i) any such notice shall be received by the Administrative Agent not later than 11:00 a.m. five (5) 12:00 noon three Business Days prior to the date of termination or reductionreduction (it being understood that such notice may state that the termination or reduction of the Aggregate Revolving Commitments is conditioned upon the effectiveness of other credit facilities or the closing of another transaction, the proceeds of which will be used to prepay any outstanding Obligations, in which case such termination or reduction may be conditional upon the effectiveness of such other credit facilities or the closing of such other transaction), (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 5,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrowers Parent Borrower shall not terminate or reduce the Aggregate Revolving Commitments if, after giving effect thereto and to any concurrent prepayments hereunder, the Total Revolving Outstandings would exceed the Aggregate Revolving Commitments. , and (biv) Ifif, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit or the Swing Line Alternative Currency Sublimit exceeds the amount of the Aggregate Revolving Commitments, such Letter of Credit Sublimit or Swing Line Sublimit sublimit shall be automatically reduced by the amount of such excess. (c) . The Administrative Agent will promptly notify the Revolving Lenders of any such notice of termination or reduction of the Letter of Credit Sublimit, Swing Line Sublimit or the Aggregate Revolving Commitments under this Section 0. Upon any reduction of the Aggregate Revolving Commitments, . The amount of any such Aggregate Revolving Commitments reduction shall not be applied to the Alternative Currency Sublimit or the Letter of Credit Sublimit unless otherwise specified by the Parent Borrower. Any reduction of the Aggregate Revolving Commitments shall be applied to the Revolving Credit Commitment of each Revolving Lender shall be reduced by such Revolving Lender’s according to its Applicable Percentage Percentage. All fees accrued until the effective date of such reduction amount. If, as a result any termination of such termination or reduction, (i) the Outstanding Amount of L/C Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, the Borrowers shall contemporaneously with such reduction or termination, Cash Collateral such excess amount, and (B) the Committed Loans or the Swing Line Loans hereunder would exceed the Aggregate Revolving Commitments or shall be paid on the Swing Line Sublimit, as applicable, the Borrowers shall contemporaneously with effective date of such reduction or termination, pay the Agent an amount equal to such excess.

Termination or Reduction of Revolving Commitments. (a) The Revolving Commitments shall terminate on the Revolving Termination Date, unless sooner terminated in accordance with this Agreement. Upon at least three (3) Business Days prior written notice to Administrative Agent at any time, Borrowers may, upon irrevocable notice from the Lead Borrower to the Agentat their option, terminate the Aggregate Revolver Commitments and this credit facility. Any notice of termination given by Borrowers may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may be revoked by Borrowers (by notice to Administrative Agent on or prior to the specified effective date) if such condition is not satisfied. Administrative Agent shall give each Lender prompt notice of its receipt of any such notice of termination (or revocation of any such notice). On the Revolving Commitments Termination Date, Borrowers shall make Payment in Full of all Obligations. (b) On the effective date of any termination of the Revolving Commitments, all Obligations shall be immediately due and payable. All undertakings of Borrowers contained in the Loan Documents shall survive any termination, and Administrative Agent shall retain its Liens in the Collateral and all of its rights and remedies under the Loan Documents, until Payment in Full of all Obligations. Notwithstanding Payment in Full of all Obligations, Administrative Agent shall not be required to terminate its Liens in any Collateral unless, with respect to any damages Administrative Agent may incur as a result of the dishonor or return of Payment Items applied to Obligations, Administrative Agent receives (a) a written agreement in form and substance reasonably satisfactory to Administrative Agent, executed by Borrowers and any Person whose advances are used in whole or in part to satisfy the Obligations (which Person must be acceptable to Administrative Agent), indemnifying Administrative Agent and Lenders from any such damages, or (b) such Cash Collateral as Administrative Agent, in its reasonable discretion, deems necessary to protect against any such damages. The obligation of each Loan Party and Lender with respect to each indemnity given by it in any Loan Document, and each other term, provision, or section of this Agreement or any other Loan Document which states as much, shall survive Payment in Full of the Obligations and any release or termination relating to this Agreement, the other Loan Documents, or the credit facility established hereunder or thereunder. (c) Borrowers shall have the right, upon not less than three Business Days’ notice to Administrative Agent, from time to time time, to permanently reduce the Aggregate amount of the Revolving Commitments; provided that (i) any no such notice reduction of Revolving Commitments shall be received by the Agent not later than 11:00 a.m. five (5) Business Days prior to the date of termination or reduction, (ii) any such partial reduction shall be in an aggregate amount of $10,000,000 or any whole multiple of $1,000,000 in excess thereof, (iii) the Borrowers shall not terminate or reduce the Aggregate Revolving Commitments permitted if, after giving effect thereto and to any concurrent prepayments hereunderof the Loans made on the effective date thereof, the Total Revolving Outstandings Extensions of Credit would exceed the Aggregate Total Revolving Commitments. . Any such reduction shall be in an amount equal to $10,000,000 (b) If, after giving effect to any reduction of the Aggregate Revolving Commitments, the Letter of Credit Sublimit or the Swing Line Sublimit exceeds the such lesser amount of Revolving Commitments then in effect), or integral multiples of $2,500,000 in excess thereof, and shall permanently reduce the Aggregate Revolving Commitments, such Letter of Credit Sublimit or Swing Line Sublimit Commitments then in effect. Any notice to reduce the Revolving Commitments shall be automatically reduced by specify the amount of such excess. (c) The reduction and shall be irrevocable once given. Administrative Agent will promptly notify the Revolving Lenders shall give each Lender prompt notice of its receipt of any termination or reduction such notice of the Letter of Credit Sublimit, Swing Line Sublimit or the Aggregate Revolving Commitments under this Section 0. Upon any reduction of the Aggregate Revolving Commitments, the Revolving Commitment of each Revolving Lender shall be reduced by such Revolving Lender’s Applicable Percentage of such reduction amount. If, as a result of such termination or reduction, (i) the Outstanding Amount of L/C Obligations not fully Cash Collateralized hereunder would exceed the Letter of Credit Sublimit, the Borrowers shall contemporaneously with such reduction or termination, Cash Collateral such excess amount, and (B) the Committed Loans or the Swing Line Loans hereunder would exceed the Aggregate Revolving Commitments or the Swing Line Sublimit, as applicable, the Borrowers shall contemporaneously with such reduction or termination, pay the Agent an amount equal to such excess.