Common use of Voluntary Commitment Reductions Clause in Contracts

Voluntary Commitment Reductions. (i) At any time and from time to time, the Borrower may, without premium or penalty but subject to compliance with the conditions set forth in this Section 2.10(b), terminate in whole or permanently reduce in part the Term Loan Commitments of any Class; provided that each such partial reduction of the Term Loan Commitments of such Class shall be in an aggregate amount of $5,000,000 or an integral multiple of $1,000,000 in excess of such amount or in the amount of the remaining aggregate amount of the Term Loan Commitments of such class. (ii) To make a voluntary termination or reduction of the Term Loan Commitments of any Class pursuant to Section 2.10(b)(i), the Borrower shall notify the Administrative Agent not later than 12:00 noon (New York City time) at least three Business Days prior to the date of effectiveness of such termination or reduction. Each such notice shall specify the termination or reduction date (which shall be a Business Day) and the amount of any partial reduction, and may be given by telephone or in writing (and, if given by telephone, shall promptly be confirmed in writing). Each such notice shall be irrevocable, and the termination or reduction of the Term Loan Commitments of the applicable Class specified therein shall become effective on the date specified therein. Promptly following receipt of any such notice, the Administrative Agent shall advise the Term Lenders of the applicable Class of the details thereof. Each voluntary reduction of the Term Loan Commitments of any Class shall reduce the Term Loan Commitments of such Class of the Lenders in accordance with their applicable Pro Rata Shares.

Voluntary Commitment Reductions. (i) At Each Borrower may, upon not less than three (3) Business Days’ prior written notice confirmed in writing to the Administrative Agent and the Revolving Administrative Agent (which original written notice the Administrative Agent shall promptly transmit by telefacsimile or telephone to each applicable Lender), at any time and from time to time, the Borrower may, without premium or penalty but subject to compliance with the conditions set forth in this Section 2.10(b), time terminate in whole or permanently reduce in part part, without premium or penalty, the Term Loan Revolving Commitments in an amount up to the amount by which the Revolving Commitments exceed the Total Utilization of Revolving Commitments at the time of such proposed termination or reduction; provided, that any Class; provided that each such partial reduction of (x) the Term Loan U.S. Revolving Commitments of such Class shall be in an aggregate minimum amount of $5,000,000 or an and integral multiple multiples of $1,000,000 in excess of such that amount or and (y) the Canadian Revolving Commitments shall be in the an aggregate minimum amount of the remaining aggregate amount $100,000 and integral multiples of the Term Loan Commitments $50,000 in excess of such classthat amount. (ii) To make a voluntary termination or reduction of the Term Loan Commitments of any Class pursuant A Borrower’s notice to Section 2.10(b)(i), the Borrower shall notify the Administrative Agent not later than 12:00 noon (New York City time) at least three Business Days prior to and the date of effectiveness of such termination or reduction. Each such notice Revolving Administrative Agent shall specify designate the termination or reduction date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and may be given by telephone or in writing (and, if given by telephone, shall promptly be confirmed in writing). Each such notice shall be irrevocable, and the termination or reduction of the Term Loan Revolving Commitments of the applicable Class specified therein shall become be effective on the date specified therein. Promptly following receipt of any in such notice, the Administrative Agent shall advise the Term Lenders of the applicable Class of the details thereof. Each voluntary reduction of the Term Loan Commitments of any Class Borrower’s notice and shall reduce the Term Loan Commitments Revolving Commitment of such Class of the Lenders in accordance with their applicable each Lender proportionately to its Pro Rata SharesShare thereof.

Voluntary Commitment Reductions. (i) At The Company may, upon not less than three (3) Business Days’ prior written notice pursuant to delivery to the Administrative Agent of a Notice of Loan Prepayment or telephonic notice confirmed in writing to the Administrative Agent pursuant to delivery to the Administrative Agent of a Notice of Loan Prepayment (which original written or telephonic notice the Administrative Agent will promptly transmit by electronic mail or telephone to each applicable Lender), at any time and from time to time, the Borrower may, without premium or penalty but subject to compliance with the conditions set forth in this Section 2.10(b), time terminate in whole or permanently reduce in part part, without premium or penalty, the Term Loan Revolving Credit Commitments of each Class or any Class, in the Company’s discretion, in an amount up to the amount by which the Revolving Credit Commitments exceed the Total Revolving Credit Outstandings at the time of such proposed termination or reduction; provided that each provided, any such partial reduction of the Term Loan Revolving Credit Commitments of such Class shall be in an aggregate minimum amount of $5,000,000 or an and integral multiple multiples of $1,000,000 in excess of such amount or in the amount of the remaining aggregate amount of the Term Loan Commitments of such classthat amount. (ii) To make a voluntary termination or reduction of the Term Loan Commitments of any Class pursuant The Company’s notice to Section 2.10(b)(i), the Borrower shall notify the Administrative Agent not later than 12:00 noon (New York City time) at least three Business Days prior to shall designate the date of effectiveness of such termination or reduction. Each such notice shall specify the termination or reduction date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and may be given by telephone or in writing (and, if given by telephone, shall promptly be confirmed in writing). Each such notice shall be irrevocable, and the termination or reduction of the Term Loan Revolving Credit Commitments of the applicable Class specified therein shall become be effective on the date specified therein. Promptly following receipt in the Company’s notice and shall reduce the Applicable Revolving Credit Percentage of any such notice, the Administrative Agent shall advise the Term Lenders each Revolving Credit Lender of the applicable Class of the details thereof. Each voluntary reduction of the Term Loan Commitments of any Class shall reduce the Term Loan Commitments of such Class of the Lenders in accordance with their applicable Pro Rata Shareson a pro rata basis.

Voluntary Commitment Reductions. (iA) At any time after the first anniversary of the Closing Date, the Borrower may, upon not less than five (5) Business Days’ prior written notice to Administrative Agent (which written notice Administrative Agent will promptly transmit to each applicable Lender), at any time and from time to time, the Borrower may, without premium or penalty but subject to compliance with the conditions set forth in this Section 2.10(b), time terminate in whole or permanently reduce in part any unused portion of the Delayed Draw Term Loan Commitments of Commitments; provided, any Class; provided that each such partial reduction of the Delayed Draw Term Loan Commitments of such Class shall be in an aggregate minimum amount of One Million Dollars ($5,000,000 or an 1,000,000) and integral multiple multiples of One Hundred Thousand Dollars ($1,000,000 100,000) in excess of such that amount or in or, if less, the remaining amount of the remaining aggregate amount of the Delayed Draw Term Loan Commitments of such classCommitments. (iiB) To make a voluntary termination or reduction of the Term Loan Commitments of any Class pursuant Borrower’s notice to Section 2.10(b)(i), the Borrower shall notify the Administrative Agent not later than 12:00 noon (New York City time) at least three Business Days prior to shall designate the date of effectiveness of such termination or reduction. Each such notice shall specify the termination or reduction date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and may be given by telephone or in writing (and, if given by telephone, shall promptly be confirmed in writing). Each such notice shall be irrevocable, and the termination or reduction of the Delayed Draw Term Loan Commitments of the applicable Class specified therein shall become be effective on the date specified therein. Promptly following receipt of any such notice, the Administrative Agent shall advise the Term Lenders of the applicable Class of the details thereof. Each voluntary reduction of the Term Loan Commitments of any Class in Borrower’s notice and shall reduce the Delayed Draw Term Loan Commitments Commitment of such Class each Lender proportionately to its pro rata share of the Lenders in accordance with their applicable Pro Rata SharesType of Delayed Draw Term Loans so reduced.

Voluntary Commitment Reductions. (ia) At Company may, upon not less than three (3) Business Days’ prior written notice to Administrative Agent and each Class B Revolving Lender, at any time and from time to time, the Borrower may, without premium or penalty but subject to compliance with the conditions set forth in this Section 2.10(b), time terminate in whole or permanently reduce in part the Term Loan Revolving Commitments in an amount up to the amount by which the Class A Revolving Commitments exceed the Total Utilization of Class A Revolving Commitments or the Class B Revolving Commitments exceed the Total Utilization of Class B Revolving Commitments, as applicable, in each case at the time of such proposed termination or reduction; provided, any Class; provided that each such partial reduction of the Term Loan Class A Revolving Commitments of such Class shall be in an aggregate minimum amount of $5,000,000 or an 500,000 and integral multiple multiples of $1,000,000 100,000 in excess of that amount and any such amount or partial reduction of the Class B Revolving Commitments shall be in the an aggregate minimum amount of the remaining aggregate amount $100,000 and integral multiples of the Term Loan Commitments $100,000 in excess of such classthat amount. (iib) To make a voluntary termination or reduction of the Term Loan Commitments of any Class pursuant to Section 2.10(b)(i), the Borrower shall notify the Administrative Agent not later than 12:00 noon (New York City time) at least three Business Days prior to the date of effectiveness of such termination or reduction. Each such Company’s notice shall specify designate the termination or reduction date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and may be given by telephone or in writing (and, if given by telephone, shall promptly be confirmed in writing). Each such notice shall be irrevocable, and the termination or reduction of the Term Loan Revolving Commitments of the applicable Class specified therein shall become be effective on the date specified therein. Promptly following receipt of any such notice, the Administrative Agent shall advise the Term Lenders of the applicable Class of the details thereof. Each voluntary reduction of the Term Loan Commitments of any Class in Company’s notice and shall reduce the Term Loan Commitments Revolving Commitment of such each applicable Class of the Lenders in accordance with their A Revolving Lender and/or Class B Revolving Lender proportionately to its applicable Pro Rata SharesShare thereof.

Voluntary Commitment Reductions. (i1) At The Borrower may, upon not less than three Business Days’ prior written notice to the Administrative Agent (which written notice the Administrative Agent will promptly transmit by electronic means to each applicable Lender), at any time and from f rom time to time, the Borrower may, without premium or penalty but subject to compliance with the conditions set forth in this Section 2.10(b), terminate in whole or permanently reduce in part the Term Commitments in an amount up to the amount by which the Commitments exceed the Loan Commitments Amount at the time of any Classsuch proposed termination or reduction (each, a “Voluntary Commitment Reduction”); provided that each (x) any such partial reduction of the Term Loan Commitments of such Class shall be in an aggregate minimum amount of $5,000,000 or an and integral multiple multiples of $1,000,000 in excess of such amount that amount; (y) unless the Commitments will be terminated in whole, no Default or Event of Default has occurred and is continuing or would result therefrom; and (z) suf f icient amounts are on deposit in the amount of Principal Collection Account in the remaining aggregate amount of relevant Specified Currencies to pay the Term Loan Commitments of such classother amounts that will be owing in connection therewith (including any related Make-Whole Amount). (ii2) To make a voluntary termination or reduction of the Term Loan Commitments of any Class pursuant The Borrower’s notice to Section 2.10(b)(i), the Borrower shall notify the Administrative Agent not later than 12:00 noon (New York City time) at least three Business Days prior to shall designate the date of effectiveness of such termination or reduction. Each such notice shall specify the termination or reduction date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and may be given by telephone or in writing (and, if given by telephone, shall promptly be confirmed in writing). Each such notice shall be irrevocable, and the termination or reduction of the Term Loan Commitments of the applicable Class specified therein shall become effective be 65 ef fective on the date specified therein. Promptly following receipt of any such notice, in the Administrative Agent shall advise the Term Lenders of the applicable Class of the details thereof. Each voluntary reduction of the Term Loan Commitments of any Class Borrower’s notice and shall reduce the Term Loan Commitments Commitment of such Class of the Lenders in accordance with their applicable Pro Rata Shareseach Lender proportionately to its pro rata share thereof .

Voluntary Commitment Reductions. (i) At Company may, upon not less than three Business Days' prior written or telephonic notice confirmed in writing to Administrative Agent (which original written or telephonic notice Administrative Agent will promptly transmit by telefacsimile or telephone to each applicable Lender), at any time and from time to time, the Borrower may, without premium or penalty but subject to compliance with the conditions set forth in this Section 2.10(b), time terminate in whole or permanently reduce in part the part, without premium or penalty: (1) undrawn Revolving Credit Commitments; and/or (2) undrawn Tranche A Term Loan Commitments of Commitments; provided, any Class; provided that each such partial reduction of the Revolving Credit Commitments or Tranche A Term Loan Commitments of such Class shall in each case be in an aggregate minimum amount of $5,000,000 or an and integral multiple multiples of $1,000,000 in excess of such amount or in the amount of the remaining aggregate amount of the Term Loan Commitments of such classthat amount. (ii) To make a voluntary termination or reduction of the Term Loan Commitments of any Class pursuant Company's notice to Section 2.10(b)(i), the Borrower shall notify the Administrative Agent not later than 12:00 noon (New York City time) at least three Business Days prior to shall designate the date of effectiveness of such termination or reduction. Each such notice shall specify the termination or reduction date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and may be given by telephone or in writing (and, if given by telephone, shall promptly be confirmed in writing). Each such notice shall be irrevocable, and the termination or reduction of the Revolving Credit Commitments and/or Tranche A Term Loan Commitments of the applicable Class specified therein shall become be effective on the date specified therein. Promptly following receipt of any such notice, the Administrative Agent shall advise the Term Lenders of the applicable Class of the details thereof. Each voluntary reduction of the Term Loan Commitments of any Class in Company's notice and shall reduce the Revolving Credit Commitment and/or the Tranche A Term Loan Commitments Commitment, as applicable, of such Class of the Lenders in accordance with their applicable each Lender proportionately to its Pro Rata SharesShare thereof. (iii) Company may, upon the terms and procedures specified in the applicable Joinder Agreement, terminate in whole or permanently reduce in part, without premium or penalty: (1) undrawn New Revolving Credit Commitments; and/or (2) undrawn New Term Loan Commitments.

Voluntary Commitment Reductions. (i) At The Company may, upon not less than three (3) Business Days’ prior written notice pursuant to delivery to the Administrative Agent of a Notice of Loan Prepayment or telephonic notice confirmed in writing to the Administrative Agent pursuant to delivery to the Administrative Agent of a Notice of Loan Prepayment (which original written or telephonic notice the Administrative Agent will promptly transmit by telefacsimile or telephone to each applicable Lender), at any time and from time to time, the Borrower may, without premium or penalty but subject to compliance with the conditions set forth in this Section 2.10(b), time terminate in whole or permanently reduce in part part, without premium or penalty, the Term Loan Revolving Credit Commitments of each Class or any Class, in the Company’s discretion, in an amount up to the amount by which the Revolving Credit Commitments exceed the Total Revolving Credit Outstandings at the time of such proposed termination or reduction; provided that each provided, any such partial reduction of the Term Loan Revolving Credit Commitments of such Class shall be in an aggregate minimum amount of $5,000,000 or an and integral multiple multiples of $1,000,000 in excess of such amount or in the amount of the remaining aggregate amount of the Term Loan Commitments of such classthat amount. (ii) To make a voluntary termination or reduction of the Term Loan Commitments of any Class pursuant The Company’s notice to Section 2.10(b)(i), the Borrower shall notify the Administrative Agent not later than 12:00 noon (New York City time) at least three Business Days prior to shall designate the date of effectiveness of such termination or reduction. Each such notice shall specify the termination or reduction date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and may be given by telephone or in writing (and, if given by telephone, shall promptly be confirmed in writing). Each such notice shall be irrevocable, and the termination or reduction of the Term Loan Revolving Credit Commitments of the applicable Class specified therein shall become be effective on the date specified therein. Promptly following receipt in the Company’s notice and shall reduce the Applicable Revolving Credit Percentage of any such notice, the Administrative Agent shall advise the Term Lenders each Revolving Credit Lender of the applicable Class of the details thereof. Each voluntary reduction of the Term Loan Commitments of any Class shall reduce the Term Loan Commitments of such Class of the Lenders in accordance with their applicable Pro Rata Shareson a pro rata basis.

Voluntary Commitment Reductions. (i) At Company may, upon not less than three Business Days' prior written or telephonic notice confirmed in writing to Administrative Agent (which original written or telephonic notice Administrative Agent will promptly transmit by telefacsimile or telephone to each applicable Lender), at any time and from time to time, the Borrower may, without premium or penalty but subject to compliance with the conditions set forth in this Section 2.10(b), time terminate in whole or permanently reduce in part part, without premium or penalty, (A) during the Term Loan Delayed Draw Commitment Period, the Delayed Draw Commitments in an amount up to the aggregate amount of the Delayed Draw Commitments and (B) during the Revolving Commitment Period, the Revolving Commitments in an amount up to the amount by which the Revolving Commitments exceed the Total Utilization of Revolving Commitments at the time of such proposed termination or reduction; PROVIDED, any Class; provided that each such partial reduction of the Term Loan Commitments of such Class shall be in an aggregate minimum amount for each Class of $5,000,000 or an integral multiple Commitments of $1,000,000 and integral multiples of $500,000 in excess of such amount or in the amount of the remaining aggregate amount of the Term Loan Commitments of such classthat amount. (ii) To make a voluntary termination or reduction of the Term Loan Commitments of any Class pursuant Company's notice to Section 2.10(b)(i), the Borrower shall notify the Administrative Agent not later than 12:00 noon (New York City time) at least three Business Days prior to shall designate the date of effectiveness of such termination or reduction. Each such notice shall specify the termination or reduction date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and may be given by telephone or in writing (and, if given by telephone, shall promptly be confirmed in writing). Each such notice shall be irrevocable, and the termination or reduction of the Term Loan Commitments of the applicable Class specified therein shall become be effective on the date specified therein. Promptly following receipt of any such notice, the Administrative Agent shall advise the Term Lenders of the applicable Class of the details thereof. Each voluntary reduction of the Term Loan Commitments of any Class in Company's notice and shall reduce the Term Loan Commitments Commitment of such Class of the Lenders in accordance with their applicable each Lender proportionately to its Pro Rata SharesShare thereof.

Voluntary Commitment Reductions. (i1) At The Borrower may, upon not less than three Business Days’ prior written notice to the Administrative Agent (which written notice the Administrative Agent will promptly transmit by electronic means to each applicable Lender), at any time and from time to time, the Borrower may, without premium or penalty but subject to compliance with the conditions set forth in this Section 2.10(b), terminate in whole or permanently reduce in part the Term Commitments in an amount up to the amount by which the Commitments exceed the Loan Commitments Amount at the time of any Classsuch proposed termination or reduction (each, a “Voluntary Commitment Reduction”); provided that each (x) any such partial reduction of the Term Loan Commitments of such Class shall be in an aggregate minimum amount of $5,000,000 or an and integral multiple multiples of $1,000,000 in excess of such amount that amount; 65 (y) unless the Commitments will be terminated in whole, no Default or Event of Default has occurred and is continuing or would result therefrom; and (z) sufficient amounts are on deposit in the amount of Principal Collection Account in the remaining aggregate amount of relevant Specified Currencies to pay the Term Loan Commitments of such classother amounts that will be owing in connection therewith (including any related Make-Whole Amount). (ii2) To make a voluntary termination or reduction of the Term Loan Commitments of any Class pursuant The Borrower’s notice to Section 2.10(b)(i), the Borrower shall notify the Administrative Agent not later than 12:00 noon (New York City time) at least three Business Days prior to shall designate the date of effectiveness of such termination or reduction. Each such notice shall specify the termination or reduction date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and may be given by telephone or in writing (and, if given by telephone, shall promptly be confirmed in writing). Each such notice shall be irrevocable, and the termination or reduction of the Term Loan Commitments of the applicable Class specified therein shall become be effective on the date specified therein. Promptly following receipt of any such notice, in the Administrative Agent shall advise the Term Lenders of the applicable Class of the details thereof. Each voluntary reduction of the Term Loan Commitments of any Class Borrower’s notice and shall reduce the Term Loan Commitments Commitment of such Class of the Lenders in accordance with their applicable Pro Rata Shareseach Lender proportionately to its pro rata share thereof.

Voluntary Commitment Reductions. (iA) At any time after the first anniversary of the Closing Date, the Borrower may, upon not less than five (5) Business Days’ prior written to Administrative Agent (which written notice Administrative Agent will promptly transmit to each applicable Lender), at any time and from time to time, the Borrower may, without premium or penalty but subject to compliance with the conditions set forth in this Section 2.10(b), time terminate in whole or permanently reduce in part any unused portion of the Delayed Draw Term Loan Commitments of Commitments; provided, any Class; provided that each such partial reduction of the Delayed Draw Term Loan Commitments of such Class shall be in an aggregate minimum amount of One Million Dollars ($5,000,000 or an 1,000,000) and integral multiple multiples of One Hundred Thousand Dollars ($1,000,000 100,000) in excess of such that amount or in or, if less, the remaining amount of the remaining aggregate amount of the Delayed Draw Term Loan Commitments of such classCommitments. (iiB) To make a voluntary termination or reduction of the Term Loan Commitments of any Class pursuant Borrower’s notice to Section 2.10(b)(i), the Borrower shall notify the Administrative Agent not later than 12:00 noon (New York City time) at least three Business Days prior to shall designate the date of effectiveness of such termination or reduction. Each such notice shall specify the termination or reduction date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and may be given by telephone or in writing (and, if given by telephone, shall promptly be confirmed in writing). Each such notice shall be irrevocable, and the termination or reduction of the Delayed Draw Term Loan Commitments of the applicable Class specified therein shall become be effective on the date specified therein. Promptly following receipt of any such notice, the Administrative Agent shall advise the Term Lenders of the applicable Class of the details thereof. Each voluntary reduction of the Term Loan Commitments of any Class in Borrower’s notice and shall reduce the Delayed Draw Term Loan Commitments Commitment of such Class each Lender proportionately to its pro rata share of the Lenders in accordance with their applicable Pro Rata SharesType of Delayed Draw Term Loans so reduced.

Voluntary Commitment Reductions. (i) At Company may, upon not less than three Business Days' prior written or telephonic notice confirmed in writing to Administrative Agent (which original written or telephonic notice Administrative Agent will promptly transmit by telefacsimile or telephone to each applicable Lender), at any time and from time to time, the Borrower may, without premium or penalty but subject to compliance with the conditions set forth in this Section 2.10(b), time terminate in whole or permanently reduce in part part, without premium or penalty, (A) during the Term Loan Delayed Draw Commitment Period, the Delayed Draw Commitments in an amount up to the aggregate amount of the Delayed Draw Commitments and (B) during the Revolving Commitment Period, the Revolving Commitments in an amount up to the amount by which the Revolving Commitments exceed the Total Utilization of Revolving Commitments at the time of such proposed termination or reduction; provided, any Class; provided that each such partial reduction of the Term Loan Commitments of such Class shall be in an aggregate minimum amount for each Class of $5,000,000 or an integral multiple Commitments of $1,000,000 and integral multiples of $500,000 in excess of such amount or in the amount of the remaining aggregate amount of the Term Loan Commitments of such classthat amount. (ii) To make a voluntary termination or reduction of the Term Loan Commitments of any Class pursuant Company's notice to Section 2.10(b)(i), the Borrower shall notify the Administrative Agent not later than 12:00 noon (New York City time) at least three Business Days prior to shall designate the date of effectiveness of such termination or reduction. Each such notice shall specify the termination or reduction date (which shall be a Business Day) of such termination or reduction and the amount of any partial reduction, and may be given by telephone or in writing (and, if given by telephone, shall promptly be confirmed in writing). Each such notice shall be irrevocable, and the termination or reduction of the Term Loan Commitments of the applicable Class specified therein shall become be effective on the date specified therein. Promptly following receipt of any such notice, the Administrative Agent shall advise the Term Lenders of the applicable Class of the details thereof. Each voluntary reduction of the Term Loan Commitments of any Class in Company's notice and shall reduce the Term Loan Commitments Commitment of such Class of the Lenders in accordance with their applicable each Lender proportionately to its Pro Rata SharesShare thereof.