Common use of Voluntary Commitment Reduction Clause in Contracts

Voluntary Commitment Reduction. Without premium or penalty, and upon giving not less than three (3) Business Days prior written and irrevocable notice to Administrative Agent, Borrower may terminate in whole or in part the unused portion of the Revolver Commitment, the Telecommunications Commitment, or the Maximum Receivables Commitment (to the extent available hereunder); provided that: (i) each partial termination shall be in an amount of not less than $5,000,000 or a greater integral multiple of $1,000,000; (ii) on any date of determination, the amount of the Revolver Commitment may not be reduced below the Revolver Principal Debt, the Telecommunications Commitment may not be reduced below the Telecommunications Principal Debt, and the Maximum Receivables Commitment (to the extent available hereunder) may not be reduced below the Receivables Principal Debt; and (iii) each reduction of the commitments under any Facility pursuant to this SECTION 2.4 shall be allocated among the Lenders under such Facility in accordance with their respective Commitment Percentages under such Facility. Promptly after receipt of such notice of termination or reduction, Administrative Agent shall notify each affected Lender of the proposed cancellation or reduction. Such termination or partial reduction of any commitment under a Facility shall be effective on the Business Day specified in Borrower's notice (which date must be at least five Business Days after Borrower's delivery of such notice). In the event that the Total Commitment is reduced to zero at a time when there shall be no Principal Debt, this Agreement shall be terminated to the extent specified in SECTION 13.14, and all commitment fees and other fees then earned and unpaid hereunder and all other amounts of the Obligation then due and owing shall be immediately due and payable, without notice or demand by Administrative Agent or any Lender.

Voluntary Commitment Reduction. Without premium or penalty, and upon giving not less than three (3) ten Business Days prior written and irrevocable notice to Administrative Agent, Borrower may terminate in whole or in part the unused portion of the Total Revolver Commitment, the Telecommunications Swing Line Commitment, or the Maximum Receivables Commitment (to commitment under the extent available hereunder)LC Subfacility; provided thatPROVIDED THAT: (i) each partial termination of the Total Revolver Commitment shall be in an amount of not less than $5,000,000 or a greater integral multiple of $1,000,000; each partial termination of the Swing Line Commitment or the commitment under the LC Subfacility shall be in an amount of not less than $1,000,000 or a greater integral multiple of $250,000; (ii) on any date of determination, the amount of the Revolver Commitment may not be reduced below the Revolver Commitment Usage; the amount of any Discretionary Revolver Commitment for any Discretionary Revolver Loan may not be reduced below the Discretionary Revolver Principal Debt, Debt for such Discretionary Revolver Loan; the Telecommunications Swing Line Commitment may not be reduced below the Telecommunications Swing Line Principal Debt, and the Maximum Receivables Commitment (to commitment under the extent available hereunder) may LC Subfacility shall not be reduced below the Receivables Principal DebtLC Exposure; and (iii) each reduction of the commitments under any Facility pursuant to this SECTION 2.4 Total Revolver Commitment shall be allocated ratably among the Lenders Revolver Commitment and the Discretionary Revolver Commitment under such Facility all Discretionary Revolver Loans (for purposes hereof, "RATABLY" shall mean the proportion that the Revolver Commitment or the Discretionary Revolver Commitment under each Discretionary Revolver Loan bears to the Total Revolver Commitment). Concurrently with any reduction in accordance with their respective any Discretionary Revolver Commitment Percentages under such Facilityfor any Discretionary Revolver Loan, the Maximum Discretionary Commitment shall be reduced by a like amount. Promptly after receipt of such notice of termination or reduction, Administrative Agent shall notify each affected Lender of At the proposed cancellation or reduction. Such termination or partial reduction time of any commitment termination under a Facility this SECTION 2.7, Borrower shall pay to Administrative Agent, for the account of each Revolver Lender or each Discretionary Revolver Lender, as applicable, any amounts that may then be effective on the Business Day specified in Borrower's notice (which date must be at least five Business Days after Borrower's delivery of such noticedue under SECTION 3.3(d). In the event that the Total Commitment is reduced to zero at a time when there shall be no Principal Debt, this Agreement shall be terminated to the extent specified in SECTION 13.14, and all commitment fees and other fees then earned accrued and unpaid hereunder and all other amounts of the Obligation fees then due and owing shall payable under this Agreement, the interest attributable to the amount of that reduction, and any related Consequential Loss. Any part of the Revolver Commitment, the Discretionary Revolver Commitment for any Discretionary Revolver Loan, the Maximum Discretionary Commitment, the Swing Line Commitment, or the commitment under the LC Subfacility that is terminated may not be immediately due and payable, without notice or demand by Administrative Agent or any Lenderreinstated.

Voluntary Commitment Reduction. Without premium or penalty, and upon giving not less than three (3) Business Days prior written and irrevocable notice to the Administrative Agent, Borrower the Borrowers may terminate in whole or in part the unused portion of the Total Revolver Commitment, the Telecommunications Commitment, Commitment or the Maximum Receivables Commitment (to commitment under the extent available hereunder)LC Subfacility; provided that: (i) each partial termination of the Total Revolver Commitment shall be in an amount of not less than $5,000,000 or a greater integral multiple of $1,000,000; each partial termination of the commitment under the LC Subfacility shall be in an amount of not less than $1,000,000 or a greater integral multiple of $250,000; (ii) on any date of determination, the amount of the Revolver Commitment may not be reduced below the Revolver Principal Debt, Commitment Usage; the Telecommunications amount of any Discretionary Revolver Commitment for any Discretionary Revolver Loan may not be reduced below the Telecommunications Discretionary Revolver Principal Debt, Debt for such Discretionary Revolver Loan; and the Maximum Receivables Commitment (to commitment under the extent available hereunder) may LC Subfacility shall not be reduced below the Receivables Principal DebtLC Exposure; and (iii) each reduction of the commitments under any Facility pursuant to this SECTION 2.4 Total Revolver Commitment shall be allocated ratably among the Lenders Revolver Commitment and the Discretionary Revolver Commitment under such Facility all Discretionary Revolver Loans (for purposes hereof, "ratably" shall mean the proportion that the Revolver Commitment or the Discretionary Revolver Commitment under all Discretionary Revolver Loan bears to the Total Revolver Commitment). Concurrently with any reduction in accordance with their respective any Discretionary Revolver Commitment Percentages under such Facilityfor any Discretionary Revolver Loan, the Maximum Discretionary Commitment shall be reduced by a like amount. Promptly after receipt of such notice of termination or reduction, Administrative Agent shall notify each affected Lender of At the proposed cancellation or reduction. Such termination or partial reduction time of any commitment termination under a Facility this Section 2.5, the Borrowers shall be effective on the Business Day specified in Borrower's notice (which date must be at least five Business Days after Borrower's delivery of such notice). In the event that the Total Commitment is reduced to zero at a time when there shall be no Principal Debt, this Agreement shall be terminated pay to the extent specified in SECTION 13.14Administrative Agent, and for the account of each Revolver Lender or each Discretionary Revolver Lender (as applicable), any amounts that may then be due under Section 3.3(d), all commitment fees and other fees then earned accrued and unpaid hereunder and all other amounts of the Obligation fees then due and owing shall payable under this Agreement, the interest attributable to the amount of that reduction, and any related Consequential Loss. Any part of the Revolver Commitment, the Discretionary Revolver Commitment for any Discretionary Revolver Loan, the Maximum Discretionary Commitment, or the commitment under the LC Subfacility that is terminated may not be immediately due and payable, without notice or demand by Administrative Agent or any Lenderreinstated.

Voluntary Commitment Reduction. Without premium or penalty, and upon giving not less than three (3) Business Days prior written and irrevocable notice to Administrative Agent, Borrower Restricted Borrowers may terminate in whole or in part the unused portion of the Total Revolver Commitment, the Telecommunications Commitment, Commitment or the Maximum Receivables Commitment (to commitment under the extent available hereunder)LC Subfacility; provided that: : (i) each partial termination of the Total Revolver Commitment shall be in an amount of not less than $5,000,000 or a greater integral multiple of $1,000,000; each partial termination of the commitment under the LC Subfacility shall be in an amount of not less than $1,000,000 or a greater integral multiple of $250,000; (ii) on any date of determination, the amount of the Revolver Commitment may not be reduced below the Revolver Principal Debt, Commitment Usage; the Telecommunications amount of any Discretionary Revolver Commitment for any Discretionary Revolver Loan may not be reduced below the Telecommunications Discretionary Revolver Principal Debt, Debt for such Discretionary Revolver Loan; and the Maximum Receivables Commitment (to commitment under the extent available hereunder) may LC Subfacility shall not be reduced below the Receivables Principal DebtLC Exposure; and (iii) each reduction of the commitments under any Facility pursuant to this SECTION 2.4 Total Revolver Commitment shall be allocated ratably among the Lenders Revolver Commitment and the Discretionary Revolver Commitment under such Facility all Discretionary Revolver Loans (for purposes hereof, "ratably" shall mean the proportion that the Revolver Commitment or the Discretionary Revolver Commitment under each Discretionary Revolver Loan bears to the Total Revolver Commitment). Concurrently with any reduction in accordance with their respective any Discretionary Revolver Commitment Percentages under such Facilityfor any Discretionary Revolver Loan, the Maximum Discretionary Commitment shall be reduced by a like amount. Promptly after receipt of such notice of termination or reduction, Administrative Agent shall notify each affected Lender of At the proposed cancellation or reduction. Such termination or partial reduction time of any commitment termination under a Facility this Section 2.5, Restricted Borrowers shall pay to Administrative Agent, for the account of each Revolver Lender or each Discretionary Revolver Lender, as applicable, any amounts that may then be effective on the Business Day specified in Borrower's notice (which date must be at least five Business Days after Borrower's delivery of such noticedue under Section 3.3(d). In the event that the Total Commitment is reduced to zero at a time when there shall be no Principal Debt, this Agreement shall be terminated to the extent specified in SECTION 13.14, and all commitment fees and other fees then earned accrued and unpaid hereunder and all other amounts of the Obligation fees then due and owing shall payable under this Agreement, the interest attributable to the amount of that reduction, and any related Consequential Loss. Any part of the Revolver Commitment, the Discretionary Revolver Commitment for any Discretionary Revolver Loan, the Maximum Discretionary Commitment, or the commitment under the LC Subfacility that is terminated may not be immediately due and payable, without notice or demand by Administrative Agent or any Lenderreinstated.

Voluntary Commitment Reduction. Without premium or penalty, and upon giving not less than three (3) ten Business Days prior written and irrevocable notice to Administrative Agent, Borrower may terminate in whole or in part the unused portion of the Revolver Commitment, the Telecommunications Swing Line Commitment, or the Maximum Receivables Commitment (to commitment under the extent available hereunder)LC Subfacility; provided thatPROVIDED THAT: (i) each partial termination of the Revolver Commitment shall be in an amount of not less than $5,000,000 or a greater integral multiple of $1,000,000; and each partial termination of the Swing Line Commitment or the commitment under the LC Subfacility shall be in an amount of not less than $1,000,000 or a greater integral multiple of $250,000; and (ii) on any date of determination, the amount of the Revolver Commitment may not be reduced below the Revolver Principal Debt, Commitment Usage; the Telecommunications Swing Line Commitment may not be reduced below the Telecommunications Swing Line Principal Debt, ; and the Maximum Receivables Commitment (to commitment under the extent available hereunder) LC Subfacility may not be reduced below the Receivables Principal Debt; LC Exposure. At the time of any commitment termination under this SECTION 2.7, Borrower shall pay to Administrative Agent, for the account of each Revolver Lender, as applicable, any amounts that may then be due under SECTION 3.3(c), all accrued and (iii) each unpaid fees then due and payable under this Agreement, the interest attributable to the amount of that reduction, and any related Consequential Loss. Any part of the Revolver Commitment, the Swing Line Commitment, or the commitment under the LC Subfacility that is terminated may not be reinstated. MANDATORY COMMITMENT REDUCTIONS. To the extent any payment or reduction of the commitments under any Facility Revolver Principal Debt pursuant to this SECTION 2.4 3.12(b) or any prepayment pursuant to SECTION 3.3(b) or (c) results in a mandatory reduction of the Revolver Commitment, then the Revolver Commitment shall be allocated among reduced by the Lenders under such Facility in accordance with their respective Commitment Percentages under such Facility. Promptly after receipt amount of such notice of termination or reductionpayment, Administrative Agent shall notify and each affected Lender of Revolver Lender's Committed Sum under the proposed cancellation or reduction. Such termination or partial reduction of any commitment under a Revolver Facility shall be effective on the Business Day specified in Borrower's notice (which date must be at least five Business Days after Borrower's delivery of ratably reduced by such notice). In the event that the Total Commitment is reduced to zero at a time when there shall be no Principal Debt, this Agreement shall be terminated to the extent specified in SECTION 13.14, and all commitment fees and other fees then earned and unpaid hereunder and all other amounts of the Obligation then due and owing shall be immediately due and payable, without notice or demand by Administrative Agent or any Lenderamount.