Common use of Voluntary Reduction of Commitments Clause in Contracts

Voluntary Reduction of Commitments. Upon at least three (3) Business Days’ prior written notice (or telephonic notice confirmed in writing) to Administrative Agent at the Notice Address (which notice Administrative Agent shall promptly transmit to each Lender), (i) U.S. Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Original Dollar Revolving Commitments, Extended Dollar Revolving Commitment or Swing Line Commitment in whole or in part, (ii) European Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Original Euro Revolving Commitments, Multicurrency Revolving Commitment or Swing Line Commitment in part or in whole, and (iii) Canadian Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Canadian Revolving Commitments in part or in whole; in each case, provided that (x) any such voluntary termination of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitments, Multicurrency Revolving Commitment or Canadian Revolving Commitment shall apply to proportionately and permanently reduce the Original Dollar Revolving Commitment, the Extended Dollar Revolving Commitment, the Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Canadian Revolving Commitment of each Original Dollar Revolving Lender, Extended Dollar Revolving Lender, Original Euro Revolving Lender, Multicurrency Revolving Lender or Canadian Revolving Lender, as the case may be, (y) any partial voluntary reduction pursuant to this Section 4.1 shall be in the amount of at least $10,000,000 and integral multiples of $5,000,000 in excess of that amount and (z) any such voluntary termination of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Canadian Revolving Commitment shall occur simultaneously with a voluntary prepayment, pursuant to Section 4.3 such that the total of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Canadian Revolving Commitment shall not be reduced below (1) the aggregate principal amount of outstanding Original Dollar Revolving Loans in the case of the Original Dollar Revolving Commitment; (2) the aggregate principal amount of outstanding Extended Dollar Revolving Loans in the case of the Extended Dollar Revolving Commitment, (3) Multicurrency Revolving Loans plus the aggregate Effective Amount of Multicurrency LC Obligations and Swing Line Loans, in the case of Multicurrency Revolving Commitments, (4) Original Euro Revolving Loans, in the case of Original Euro Revolving Commitments and (5) Canadian Revolving Loans plus the Effective Amount of Canadian LC Obligations, in the case of Canadian Revolving Commitments and the Swing Line Commitment shall not be reduced below the aggregate principal amount of Swing Line Loans.

Voluntary Reduction of Commitments. Upon at least three (3) two Business Days’ prior written notice (or telephonic notice confirmed in writing) to Administrative Agent at the Notice Address Office (which notice Administrative Agent shall promptly transmit to each Lender), (i) U.S. Borrower Company shall have the right, without premium or penalty, to terminate the unutilized portion of the Original Dollar Multicurrency Revolving Commitments, Extended Dollar the French Revolving Commitment or the Swing Line Commitment in whole or in partCommitment, (ii) European Borrower shall have as the rightcase may be, without premium or penalty, to terminate the unutilized portion of the Original Euro Revolving Commitments, Multicurrency Revolving Commitment or Swing Line Commitment in part or in whole, and provided that, (iii) Canadian Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Canadian Revolving Commitments in part or in whole; in each case, provided that (xi) any such voluntary termination of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitments, Multicurrency Revolving Commitment or Canadian Revolving Commitment Commitments shall apply to proportionately and permanently reduce the Original Dollar Revolving Commitment, the Extended Dollar Revolving Commitment, the Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Canadian Revolving Commitment of each Original Dollar Multicurrency Revolving Lender, Extended Dollar (ii) any such voluntary termination of the French Revolving Commitments shall apply to proportionately and permanently reduce the French Revolving Commitment of each French Revolving Lender, Original Euro Revolving Lender, Multicurrency Revolving Lender or Canadian Revolving Lender, as the case may be, (yii) any partial voluntary reduction pursuant to this Section 4.1 shall be in the amount of at least $10,000,000 and integral multiples of $5,000,000 in excess of that amount in the relevant currency of the applicable Facility and (ziii) any such voluntary termination of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitment, Multicurrency Revolving Commitment Commitments, French Revolving Commitments or Canadian Revolving Swing Line Commitment shall occur simultaneously with a voluntary prepayment, pursuant to Section 4.3 to the extent necessary such that (A) the total of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitment, Total Multicurrency Revolving Commitment or Canadian Revolving Commitment shall not be reduced below (1) the aggregate principal amount of outstanding Original Dollar Multicurrency Revolving Loans in plus the case of aggregate LC Obligations and the Original Dollar Swing Line Commitment, (B) the Total French Revolving Commitment; (2) Commitment shall not be reduced below the aggregate principal amount of outstanding Extended Dollar French Revolving Loans in the case of the Extended Dollar Revolving Commitment, (3) Multicurrency Revolving Loans plus the aggregate Effective Amount of Multicurrency LC Obligations and Swing Line Loans, in the case of Multicurrency Revolving Commitments, (4) Original Euro Revolving Loans, in the case of Original Euro Revolving Commitments and (5B) Canadian Revolving Loans plus the Effective Amount of Canadian LC Obligations, in the case of Canadian Revolving Commitments and the Swing Line Commitment shall not be reduced below the aggregate principal amount of outstanding Swing Line Loans.

Voluntary Reduction of Commitments. Upon at least three (3) Business Days’ prior written notice (or telephonic notice confirmed in writing) to Administrative Agent at the Notice Address (which notice Administrative Agent shall promptly transmit to each Lender), (i) U.S. Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Original Dollar Revolving Commitments, Extended Dollar Revolving Commitment Commitments or Swing Line Commitment in whole or in part, (ii) European Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Original Euro Revolving Commitments, Multicurrency Revolving Commitment Commitments or Swing Line Commitment in part or in whole, and (iii) Canadian Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Canadian Revolving Commitments in part or in whole; in each case, provided that (x) any such voluntary termination of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitments, Multicurrency Revolving Commitment Commitments or Canadian Revolving Commitment shall apply to proportionately and permanently reduce the Original Dollar Revolving Commitment, the Extended Dollar Revolving Commitment, the Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Canadian Revolving Commitment of each Original Dollar Revolving Lender, Extended Dollar Revolving Lender, Original Euro Revolving Lender, Multicurrency Revolving Lender or Canadian Revolving Lender, as the case may be, (y) any partial voluntary reduction pursuant to this Section 4.1 shall be in the amount of at least $10,000,000 and integral multiples of $5,000,000 in excess of that amount and (z) any such voluntary termination of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Canadian Revolving Commitment Commitments shall occur simultaneously with a voluntary prepayment, pursuant to Section 4.3 such that the total of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Canadian Revolving Commitment Commitments shall not be reduced below (1) the aggregate principal amount of outstanding Original Dollar Revolving Loans plus the aggregate Dollar LC Obligations and U.S. Swing Line Loans, in the case of the Original Dollar Revolving Commitment; (2) the aggregate principal amount of outstanding Extended Dollar Revolving Loans in the case of the Extended Dollar Revolving Commitment, (3) Multicurrency Euro Revolving Loans plus the aggregate Effective Amount of Multicurrency Euro LC Obligations and European Swing Line Loans, in the case of Multicurrency Revolving Commitments, (4) Original Euro Revolving Loans, in the case of Original Euro Revolving Commitments and (5) Canadian Revolving Loans plus the Effective Amount of Canadian LC ObligationsLoans, in the case of Canadian Revolving Commitments and the Swing Line Commitment shall not be reduced below the aggregate principal amount of U.S. Swing Line Loans and the European Swing Line Loans.

Voluntary Reduction of Commitments. Upon at least three (3) Business Days’ ' prior written notice (or telephonic notice promptly confirmed in writing) to the Administrative Agent at the its Notice Address Office (which notice the Administrative Agent shall promptly transmit to each Lenderof the Banks), (i) U.S. Borrower the Company shall have the right, without premium or penalty, to terminate or partially reduce the unutilized portion of Total Unutilized Tranche A Revolving Loan Commitment and/or the Original Dollar Total Unutilized Tranche B Revolving Commitments, Extended Dollar Revolving Commitment or Swing Line Commitment in whole or in part, (ii) European Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Original Euro Revolving Commitments, Multicurrency Revolving Commitment or Swing Line Commitment in part or in whole, and (iii) Canadian Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Canadian Revolving Commitments in part or in wholeLoan Commitment; in each case, provided that (xv) any such voluntary termination of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitments, Multicurrency Revolving Commitment or Canadian Revolving Commitment partial reduction shall apply to proportionately and permanently reduce the Original Dollar Tranche A Revolving Commitment, the Extended Dollar Revolving Commitment, the Original Euro Revolving Commitment, Multicurrency Revolving Loan Commitment or Canadian the Tranche B Revolving Commitment of each Original Dollar Revolving Lender, Extended Dollar Revolving Lender, Original Euro Revolving Lender, Multicurrency Revolving Lender or Canadian Revolving LenderLoan Commitment, as the case may be, of each of the Banks with such Commitments, (yw) any partial voluntary reduction pursuant to this Section 4.1 3.02 shall be in the amount of at least $10,000,000 and integral multiples 2,000,000, (x) the reduction to the Total Unutilized Tranche A Revolving Loan Commitment shall in no case be in an amount which would cause the Tranche A Revolving Loan Commitment of $5,000,000 any Bank to be reduced (as required by the preceding clause (v)) by an amount which exceeds the remainder of (i) the Aggregate Unutilized Tranche A Commitment of such Bank as in excess of that amount and effect immediately before giving effect to such reduction minus (zii) any such voluntary termination Bank's Adjusted Percentage of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Canadian Revolving Commitment shall occur simultaneously with a voluntary prepayment, pursuant to Section 4.3 such that the total sum of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Canadian Revolving Commitment shall not be reduced below (1A) the aggregate principal amount of Swingline Loans then outstanding Original and (B) the Dollar Revolving Loans in the case Equivalent of the Original Dollar Revolving Commitment; (2) the aggregate principal amount of outstanding Extended Canadian Dollar Revolving Loans in the case of the Extended Dollar Revolving Commitmentthen outstanding, (3y) Multicurrency each reduction to the Total Tranche A Revolving Loans plus Loan Commitment pursuant to this Section 3.02 shall reduce the aggregate Effective Amount of Multicurrency LC Obligations and Swing Line Loans, in then remaining Scheduled A Commitment Reductions on a pro rata basis (based upon the case of Multicurrency Revolving Commitments, (4) Original Euro Revolving Loans, in the case of Original Euro Revolving Commitments and (5) Canadian Revolving Loans plus the Effective Amount of Canadian LC Obligations, in the case of Canadian Revolving Commitments and the Swing Line Commitment shall not be reduced below the aggregate then remaining principal amount of Swing Line Loanseach such Scheduled A Commitment Reduction) and (z) each reduction to the Total Tranche B Revolving Loan Commitment pursuant to this Section 3.02 shall reduce the then remaining Scheduled B Commitment Reductions on a pro rata basis (based upon the then remaining principal amount of each such Scheduled B Commitment Reduction).

Voluntary Reduction of Commitments. (a) Upon at least three (3) Business Days’ ' prior written notice (or telephonic notice confirmed in writing) to the Administrative Agent at the Notice Address Office (which notice the Administrative Agent shall promptly transmit to each Lender), (i) U.S. the Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Original Dollar Domestic Revolving Commitments, Extended Dollar the Multicurrency Revolving Commitment or Commitments and/or, the Swing Line Commitment in whole or in partCommitment, (ii) European Borrower shall have as the rightcase may be, without premium or penalty, to terminate the unutilized portion of the Original Euro Revolving Commitments, Multicurrency Revolving Commitment or Swing Line Commitment in part or in whole, and (iii) Canadian Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Canadian Revolving Commitments in part or in whole; in each case, provided that (xw) any such voluntary termination of the Original Dollar Domestic Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Commitments and/or Multicurrency Revolving Commitments, Multicurrency Revolving Commitment or Canadian Revolving Commitment as the case may be, shall apply to proportionately and permanently reduce the Original Dollar Domestic Revolving Commitment, the Extended Dollar Revolving Commitment, the Original Euro Revolving Commitment, Commitment and/or Multicurrency Revolving Commitment or Canadian Revolving Commitment Commitments, as the case may be, of each Original Dollar Revolving Lender, Extended Dollar Revolving Lender, Original Euro Revolving Lender, Multicurrency Domestic Revolving Lender or Canadian Multicurrency Revolving Lender, as the case may be, (yx) any partial voluntary reduction pursuant to this Section 4.1 shall be in the amount of at least $10,000,000 and integral multiples of $5,000,000 in excess of that amount (y) any such voluntary termination of the Domestic Revolving Commitments shall occur simultaneously with a voluntary prepayment, pursuant to Section 4.3 such that the total of the Domestic Revolving Commitments shall not be reduced below the aggregate principal amount of outstanding Domestic Revolving Loans plus the Assigned Dollar Value of the aggregate Domestic LC Obligations and the Assigned Dollar Value of the Swing Line Loans and (z) any such voluntary termination of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Canadian Revolving Commitment shall occur simultaneously with a voluntary prepayment, pursuant to Section 4.3 such that the total of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Canadian Revolving Commitment Commitments shall not be reduced below (1) the Assigned Dollar Value of the aggregate principal amount of outstanding Original Dollar Revolving Loans in the case of the Original Dollar Revolving Commitment; (2) the aggregate principal amount of outstanding Extended Dollar Revolving Loans in the case of the Extended Dollar Revolving Commitment, (3) Multicurrency Revolving Loans plus the aggregate Effective Amount Assigned Dollar Value of the Multicurrency LC Obligations. (b) In the event of certain refusals by a Lender to consent to certain proposed changes, waivers, discharges or terminations with respect to this Agreement which have been approved by the Required Lenders as provided in Section 12.1(b), the Borrower shall have the right, upon five (5) Business Days' prior written notice to the Administrative Agent (which notice the Administrative Agent shall promptly transmit to each of the Lenders), to terminate the entire Domestic Revolving Commitment and/or Multicurrency Revolving Commitment of such Lender, so long as all Loans, together with accrued and unpaid interest, fees and all other amounts, due and owing to such Lender are repaid concurrently with the effectiveness of such termination at which time Schedule 1.1 shall be deemed modified to reflect such changed amounts pursuant to Section 4.3(b) and the Borrower cash collateralizes such Lender's Domestic Revolver Pro Rata Share of the Domestic LC Obligations and such Lender's Multicurrency Revolver Pro Rata Share of the Multicurrency LC Obligations and Swing Line Loans, (in the case manner set forth in Section 4.4(a)) then outstanding. At such time, such Lender shall no longer constitute a "Lender" for purposes of Multicurrency Revolving Commitmentsthis Agreement, (4) Original Euro Revolving Loans, except with respect to indemnifications in the case favor of Original Euro Revolving Commitments and (5) Canadian Revolving Loans plus the Effective Amount of Canadian LC Obligations, in the case of Canadian Revolving Commitments and the Swing Line Commitment such Lender under this Agreement which shall not be reduced below the aggregate principal amount of Swing Line Loanssurvive as to such repaid Lender.

Voluntary Reduction of Commitments. Upon at least three two (32) Business Days’ prior written notice (or telephonic notice confirmed in writing) to Administrative Agent at the Notice Address (which notice Administrative Agent shall promptly transmit to each Lender), (i) U.S. Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Original Dollar Revolving Commitments, Extended Dollar Revolving Commitment Commitments or Swing Line Commitment in whole or in part, (ii) European Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Original Euro Revolving Commitments, Multicurrency Revolving Commitment or Swing Line Commitment in part or in whole, and (iii) Canadian Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Canadian Revolving Commitments in part or in whole; in each case, provided that (x) any such voluntary termination of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitments, Multicurrency Revolving Commitment or Canadian Revolving Commitment shall apply to proportionately and permanently reduce the Original Dollar Revolving Commitment, the Extended Dollar Revolving Commitment, the Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Canadian Revolving Commitment of each Original Dollar Revolving Lender, Extended Dollar Revolving Lender, Original Euro Revolving Lender, Multicurrency Revolving Lender or Canadian Revolving Lender, as the case may be, (y) any 144 partial voluntary reduction pursuant to this Section 4.1 shall be in the amount of at least $10,000,000 and integral multiples of $5,000,000 in excess of that amount and (z) any such voluntary termination of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Canadian Revolving Commitment shall occur simultaneously with a voluntary prepayment, pursuant to Section 4.3 such that the total of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Canadian Revolving Commitment shall not be reduced below (1) the aggregate principal amount of outstanding Original Dollar Revolving Loans plus the aggregate Effective Amount of Dollar LC Obligations, in the case of the Original Dollar Revolving Commitment; (2) the aggregate principal amount of outstanding Extended Dollar Revolving Loans in the case of the Extended Dollar Revolving Commitment, (3) Multicurrency Revolving Loans plus the aggregate Effective Amount of Multicurrency LC Obligations and Swing Line Loans, in the case of Multicurrency Revolving Commitments, (4) Original Euro Revolving Loans, in the case of Original Euro Revolving Commitments and (53) Canadian Revolving Loans plus the Effective Amount of Canadian LC Obligations, in the case of Canadian Revolving Commitments and the Swing Line Commitment shall not be reduced below the aggregate principal amount of Swing Line Loans.

Voluntary Reduction of Commitments. (a) Upon at least three (3) Business Days’ prior written notice (or telephonic notice confirmed in writing) (which notice may be conditioned upon the happening of a future event) to Administrative Agent at the Notice Address (which notice Administrative Agent shall promptly transmit to each Lender), (i) U.S. Borrower Borrowers’ Agent shall have the right, without premium or penalty, to terminate the unutilized portion of the Original Dollar Revolving Commitments, Extended Dollar Revolving Commitment Commitments or Swing Line Commitment in whole or in part, (ii) European Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Original Euro Revolving Commitments, Multicurrency Revolving Commitment or Swing Line Commitment in part or in whole, and (iii) Canadian Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Canadian Revolving Commitments in part or in whole; in each case, provided that (x) any such voluntary termination of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitments, Multicurrency Revolving Commitment or Canadian Multicurrency Revolving Commitment shall apply to proportionately and permanently reduce the Original Dollar Revolving Commitment, the Extended Dollar Revolving Commitment, the Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Canadian Multicurrency Revolving Commitment of each Original Dollar Revolving Lender, Extended Dollar Revolving Lender, Original Euro Revolving Lender, Multicurrency Revolving Lender or Canadian Multicurrency Revolving Lender, as the case may be, (y) any partial voluntary reduction pursuant to this Section 4.1 shall be in the amount of at least $10,000,000 5,000,000 and integral multiples of $5,000,000 1,000,000 in excess of that amount and (z) any such voluntary termination of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Canadian Multicurrency Revolving Commitment shall occur simultaneously with a voluntary prepayment, pursuant to Section 4.3 to the extent necessary such that the total of the Original Total Dollar Revolving Commitment or Multicurrency Revolving Commitment, Extended Dollar Revolving Commitmentas applicable, Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Canadian Revolving Commitment shall not be reduced below (1) the aggregate principal amount of outstanding Original Dollar Revolving Loans plus the aggregate amount of outstanding Dollar LC Obligations in the case of the Original Dollar Revolving Commitment; Commitment or (2) the Effective Amount of the aggregate principal amount of outstanding Extended Dollar Revolving Loans in the case of the Extended Dollar Revolving Commitment, (3) Multicurrency Revolving Loans plus the aggregate Effective Amount of Multicurrency LC Obligations and Swing Line LoansOverdraft Amounts, in the case of Multicurrency Revolving Commitments. (b) The Borrowers may at any time prior to the funding of the Delayed Draw Term Loans terminate or reduce the Delayed Draw Term Loan Commitments, without premium or penalty (4except with respect to the payment of the Delayed Draw Undrawn Fee pursuant to Section 3.2(d)). The Borrowers shall notify the Administrative Agent (which notice may be conditioned upon the happening of a future event) Original Euro Revolving Loansof any election to terminate or reduce the Delayed Draw Term Loan Commitments at least three (3) Business Days prior to the effective date of such termination or reduction, in specifying the case effective date thereof. Any termination or reduction of Original Euro Revolving the Delayed Draw Term Loan Commitments and (5) Canadian Revolving Loans plus the Effective Amount of Canadian LC Obligations, in the case of Canadian Revolving Commitments and the Swing Line Commitment shall not be reduced below the aggregate principal amount of Swing Line Loanspermanent.

Voluntary Reduction of Commitments. Upon at least three two (32) Business Days’ prior written notice (or telephonic notice confirmed in writing) to Administrative Agent at the Notice Address (which notice Administrative Agent shall promptly transmit to each Lender), (i) U.S. Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Original Dollar Revolving Commitments, Extended Dollar Revolving Commitment Commitments or Swing Line Commitment in whole or in part, (ii) European Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Original Euro Revolving Commitments, Multicurrency Revolving Commitment or Swing Line Commitment in part or in whole, and (iii) Canadian Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Canadian Revolving Commitments in part or in whole; in each case, provided that (x) any such voluntary termination of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitments, Multicurrency Revolving Commitment or Canadian Revolving Commitment shall apply to proportionately and permanently reduce the Original Dollar Revolving Commitment, the Extended Dollar Revolving Commitment, the Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Canadian Revolving Commitment of each Original Dollar Revolving Lender, Extended Dollar Revolving Lender, Original Euro Revolving Lender, Multicurrency Revolving Lender or Canadian Revolving Lender, as the case may be, (y) any partial voluntary reduction pursuant to this Section 4.1 shall be in the amount of at least $10,000,000 and integral multiples of $5,000,000 in excess of that amount and (z) any such voluntary termination of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Canadian Revolving Commitment shall occur simultaneously with a voluntary prepayment, pursuant to Section 4.3 such that the total of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Canadian Revolving Commitment shall not be reduced below (1) the aggregate principal amount of outstanding Original Dollar Revolving Loans in the case of the Original Dollar Revolving Commitment; (2) the aggregate principal amount of outstanding Extended Dollar Revolving Loans in the case of the Extended Dollar Revolving Commitment, (3) Multicurrency Revolving Loans plus the aggregate Effective Amount of Multicurrency LC Obligations and Swing Line Loans, in the case of Multicurrency Revolving Commitments, (4) Original Euro Revolving Loans, in the case of Original Euro Revolving Commitments and (53) Canadian Revolving Loans plus the Effective Amount of Canadian LC Obligations, in the case of Canadian Revolving Commitments and the Swing Line Commitment shall not be reduced below the aggregate principal amount of Swing Line Loans.

Voluntary Reduction of Commitments. Upon at least three (3) two Business Days’ ' prior written notice (or telephonic notice confirmed in writing) to Administrative Agent at the Notice Address Office (which notice Administrative Agent shall promptly transmit to each Lender), (i) U.S. Borrower Company shall have the right, without premium or penalty, to terminate the unutilized portion of the Original Dollar UK Revolving Commitments, Extended Dollar Revolving Commitment or Swing Line Commitment in whole or in part, (ii) European Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Original Euro Domestic Revolving Commitments, Multicurrency Canadian Revolving Commitment Commitments or the Swing Line Commitment Commitment, as the case may be, in part or in whole, and (iii) Canadian Borrower shall have the rightprovided that, without premium or penalty, to terminate the unutilized portion of the Canadian Revolving Commitments in part or in whole; in each case, provided that (x) any such voluntary termination of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro UK Revolving Commitments, Multicurrency the Domestic Revolving Commitment Commitments or Canadian Revolving Commitment Commitments shall apply to proportionately and permanently reduce the Original Dollar UK Revolving Commitment, the Extended Dollar Revolving Commitment, the Original Euro Revolving Commitment, Multicurrency Domestic Revolving Commitment or Canadian Revolving Commitment of each Original Dollar UK Revolving Lender, Extended Dollar Revolving Lender, Original Euro Revolving Lender, Multicurrency Domestic Revolving Lender or Canadian Revolving Lender, as the case may be, (y) any partial voluntary reduction pursuant to this Section 4.1 shall be in the amount of at least $10,000,000 1,000,000 and integral multiples of $5,000,000 500,000 in excess of that amount and (z) any such voluntary termination of the Original Dollar UK Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitment, Multicurrency the Domestic Revolving Commitment or Canadian Revolving Commitment Commitments shall occur simultaneously with a voluntary prepayment, pursuant to Section 4.3 such that the total of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Canadian Revolving Commitment shall not be reduced below (1i) the aggregate principal amount of outstanding Original Dollar Total UK Revolving Loans in the case of the Original Dollar Revolving Commitment; (2) the aggregate principal amount of outstanding Extended Dollar Revolving Loans in the case of the Extended Dollar Revolving Commitment, (3) Multicurrency Revolving Loans plus the aggregate Effective Amount of Multicurrency LC Obligations and Swing Line Loans, in the case of Multicurrency Revolving Commitments, (4) Original Euro Revolving Loans, in the case of Original Euro Revolving Commitments and (5) Canadian Revolving Loans plus the Effective Amount of Canadian LC Obligations, in the case of Canadian Revolving Commitments and the Swing Line Commitment shall not be reduced below the aggregate principal amount of outstanding UK Revolving Loans plus the aggregate UK LC Obligations, (ii) the Total Domestic Revolving Commitment shall not be reduced below the aggregate principal amount of outstanding Domestic Revolving Loans plus the aggregate Domestic LC Obligations and the Swing Line Commitment, and (iii) the total of the Canadian Revolving Commitments plus the aggregate Canadian LC Obligations shall not be reduced below the aggregate principal amount of outstanding Canadian Revolving Loans.

Voluntary Reduction of Commitments. Upon at least three (3) two Business Days’ prior written notice (or telephonic notice confirmed in writing) to Administrative Agent at the Notice Address Office (which notice Administrative Agent shall promptly transmit to each Lender), Company (ior in the case of Canadian Revolving Commitments and Term C Commitments, Canadian Borrower) U.S. Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Original Dollar Multicurrency Revolving Commitments, Extended Dollar Revolving Commitment or Swing Line Commitment in whole or in part, (ii) European Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Original Euro Canadian Revolving Commitments, Multicurrency Revolving Commitment Term C Commitments or the Swing Line Commitment Commitment, as the case may be, in part or in whole, and (iii) Canadian Borrower shall have the rightprovided that, without premium or penalty, to terminate the unutilized portion of the Canadian Revolving Commitments in part or in whole; in each case, provided that (x) any such voluntary termination of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Multicurrency Revolving Commitments, Multicurrency Revolving Commitment Term C Commitments or Canadian Revolving Commitment Commitments shall apply to proportionately and permanently reduce the Original Dollar Multicurrency Revolving Commitment, the Extended Dollar Revolving Commitment, the Original Euro Revolving Commitment, Multicurrency Revolving Commitment Term C Commitments or Canadian Revolving Commitment of each Original Dollar Revolving Lender, Extended Dollar Revolving Lender, Original Euro Revolving Lender, Multicurrency Revolving Lender or Canadian Revolving Lender, as the case may be, (y) any partial voluntary reduction pursuant to this Section 4.1 shall be in the amount of at least $10,000,000 and integral multiples of $5,000,000 in excess of that amount in the relevant currency of the applicable Facility and (z) any such voluntary termination of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Commitments, Canadian Revolving Commitments, Term C Commitments or Swing Line Commitment shall occur simultaneously with a voluntary prepayment, pursuant to Section 4.3 to the extent necessary such that (i) the total of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitment, Total Multicurrency Revolving Commitment or Canadian Revolving Commitment shall not be reduced below (1) the aggregate principal amount of outstanding Original Dollar Multicurrency Revolving Loans in plus the case aggregate LC Obligations and the Swing Line Commitment, (ii) the total of the Original Dollar Canadian Revolving Commitment; (2) Commitments shall not be reduced below the aggregate principal amount of outstanding Extended Dollar Revolving Loans in the case of the Extended Dollar Revolving Commitment, (3) Multicurrency Revolving Loans plus the aggregate Effective Amount of Multicurrency LC Obligations and Swing Line Loans, in the case of Multicurrency Revolving Commitments, (4) Original Euro Canadian Revolving Loans, in (iii) the case total of Original Euro Revolving the Term C Commitments shall not be reduced below the Total Available Term C Commitment and (5iv) Canadian Revolving Loans plus the Effective Amount of Canadian LC Obligations, in the case of Canadian Revolving Commitments and the Swing Line Commitment shall not be reduced below the aggregate principal amount of outstanding Swing Line Loans.

Voluntary Reduction of Commitments. Upon at least three (3) two Business Days’ ' prior written notice (or telephonic notice confirmed in writing) to Administrative Agent at the Notice Address Office (which notice Administrative Agent shall promptly transmit to each Lender), Company (ior in the case of Canadian Revolving Commitments, Canadian Borrower) U.S. Borrower shall have the right, without premium or penalty, to terminate the unutilized portion of the Original Dollar Multicurrency Revolving Commitments, Extended Dollar Canadian Revolving Commitment Commitments or the Swing Line Commitment in whole or in partCommitment, (ii) European Borrower shall have as the rightcase may be, without premium or penalty, to terminate the unutilized portion of the Original Euro Revolving Commitments, Multicurrency Revolving Commitment or Swing Line Commitment in part or in whole, and (iii) Canadian Borrower shall have the rightprovided that, without premium or penalty, to terminate the unutilized portion of the Canadian Revolving Commitments in part or in whole; in each case, provided that (x) any such voluntary termination of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitments, Multicurrency Revolving Commitment Commitments or Canadian Revolving Commitment Commitments shall apply to proportionately and permanently reduce the Original Dollar Revolving Commitment, the Extended Dollar Revolving Commitment, the Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Canadian Revolving Commitment of each Original Dollar Revolving Lender, Extended Dollar Revolving Lender, Original Euro Revolving Lender, Multicurrency Revolving Lender or Canadian Revolving Lender, as the case may be, (y) any partial voluntary reduction pursuant to this Section 4.1 shall be in the amount of at least $10,000,000 and integral multiples of $5,000,000 in excess of that amount and (z) any such voluntary termination of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitment, Multicurrency Revolving Commitment or Commitments, Canadian Revolving Commitments or Swing Line Commitment shall occur simultaneously with a voluntary prepayment, pursuant to Section 4.3 such that (i) the total of the Original Dollar Revolving Commitment, Extended Dollar Revolving Commitment, Original Euro Revolving Commitment, Total Multicurrency Revolving Commitment or Canadian Revolving Commitment shall not be reduced below (1) the aggregate principal amount of outstanding Original Dollar Multicurrency Revolving Loans in plus the case aggregate LC Obligations and the Swing Line Commitment, (ii) the total of the Original Dollar Canadian Revolving Commitment; (2) Commitments shall not be reduced below the aggregate principal amount of outstanding Extended Dollar Revolving Loans in the case of the Extended Dollar Revolving Commitment, (3) Multicurrency Revolving Loans plus the aggregate Effective Amount of Multicurrency LC Obligations and Swing Line Loans, in the case of Multicurrency Revolving Commitments, (4) Original Euro Revolving Loans, in the case of Original Euro Revolving Commitments and (5) Canadian Revolving Loans plus the Effective Amount of Canadian LC Obligations, in the case of Canadian Revolving Commitments and (iii) the Swing Line Commitment shall not be reduced below the aggregate principal amount of outstanding Swing Line Loans.