Common use of Voluntary Reduction of Revolving Commitments Clause in Contracts

Voluntary Reduction of Revolving Commitments. The Borrower shall have the right to terminate or reduce the aggregate unused amount of the Revolving Commitments (for which purpose use of the Revolving Commitments shall be deemed to include the aggregate amount of all Letter of Credit Liabilities and the aggregate principal amount of all outstanding Competitive Loans) at any time and from time to time without penalty or premium upon not less than five (5) Business Days prior written notice to the Administrative Agent of each such termination or reduction, which notice shall specify the effective date thereof and the amount of any such reduction (which in the case of any partial reduction of the Revolving Commitments shall not be less than $10,000,000 and integral multiples of $5,000,000 in excess of that amount in the aggregate) and shall be effective only upon receipt by the Administrative Agent (“Revolving Commitment Reduction Notice”); provided, however, (a) the Borrower may not reduce the aggregate amount of the Revolving Commitments below $100,000,000 unless the Borrower terminates the Revolving Commitments in full and (b) if such reduction or termination is being made in connection with the closing of another transaction, then it may be made conditional on the closing of such other transaction. Promptly after receipt of a Revolving Commitment Reduction Notice, the Administrative Agent shall notify each Revolving Lender of the proposed termination or Revolving Commitment reduction. The Revolving Commitments, once reduced or terminated pursuant to this Section, may not be increased (except pursuant to Section 2.15(a)) or reinstated. The Borrower shall pay all interest and fees on the Revolving Loans accrued to the date of such reduction or termination of the Revolving Commitments to the Administrative Agent for the account of the Revolving Lenders, including any applicable compensation due to each Revolving Lender in accordance with Section 5.4. Each notice delivered by the Borrower pursuant to this Section 2.11(a) shall be irrevocable; provided that a notice of termination of the Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfied.

Voluntary Reduction of Revolving Commitments. The Borrower shall have the right to terminate or reduce the aggregate unused amount of the Revolving Commitments (for which purpose use of the Revolving Commitments shall be deemed to include the aggregate amount of all Letter of Credit Liabilities and the aggregate principal amount of all outstanding Competitive Loansa) Upon at any time and from time to time without penalty or premium upon not less than five (5) least three Business Days Days' prior written notice to the Administrative Agent of each such termination or reduction, at the Notice Office and the Canadian Co-Agent at the Canadian Notice Office (which notice the Agent shall promptly transmit to each of the Lenders), Workflow shall have the right, without premium or penalty, to terminate or partially reduce the Unutilized Total Revolving Commitment, provided that any -------- partial reduction pursuant to this Section 3.02(a) shall be in the amount of at least $5,000,000 or any integral multiple of $1,000,000 in excess thereof. Each reduction to the Unutilized Total Revolving Commitment pursuant to this Section 3.02 (a) shall apply to reduce permanently the Revolving Commitments of the various Lenders pro rata based on their respective Percentages. At the time of -------- each reduction to the Revolving Commitment of any Lender pursuant to this Section 3.02(a), Workflow shall specify the effective date thereof amount of such reduction to apply to the Canadian Sub-Commitment of such Lender and to the Dollar Revolving Sub- Commitment of such Lender (the sum of which must equal the reduction to the Revolving Commitment of such Lender); provided that all Lenders with Canadian Sub-Commitments shall be treated in a consistent fashion (i.e., with no ---- reductions, or with proportionate reductions, to their respective Canadian Sub- Commitments) at the time of any reduction to the Unutilized Total Revolving Commitment pursuant to this Section 3.02(a). In the absence of a designation by Workflow pursuant to this Section 3.02, the amount of any such reduction (which in to the case Revolving Commitment of any partial reduction Lender pursuant to this Section 3.02 shall apply (i) first, to reduce the Dollar Revolving Sub-Commitment of the Revolving Commitments shall not be less than $10,000,000 respective Lender and integral multiples of $5,000,000 (ii) second, to the extent in excess thereof, to reduce the Canadian Sub- Commitment of that amount such Lender in each case on a pro rata basis. -------- (b) On any date Workflow may, at its option, permanently reduce or terminate the aggregate) Canadian Sub-Commitments by written notice to the Canadian Co- Agent and shall be effective only upon receipt by the Administrative Agent to such effect (“Revolving Commitment Reduction Notice”); provided, however, (a) the Borrower may not reduce specifying the aggregate amount of reductions to the Revolving Canadian Sub-Commitments); provided that (i) no such reduction shall be made in an amount which would cause the Dollar Equivalent of the then outstanding aggregate principal amount or Face Amount, as the case may be, of the Canadian Loans to exceed the Canadian Sub-Commitments below $100,000,000 unless of the Borrower terminates Canadian Lenders after giving effect to the Revolving Commitments in full and respective reduction pursuant to this clause (b), (ii) each reduction pursuant to this clause (b) if such reduction or termination is being made in connection with shall apply pro rata to reduce the closing Canadian Sub-Commitments of another transaction, then it may be made conditional on the closing various Canadian Lenders (based upon the relative amounts of such other transaction. Promptly after receipt of a Revolving Commitment Reduction Notice, the Administrative Agent shall notify each Revolving Lender of the proposed termination or Revolving Commitment reduction. The Revolving Canadian Sub-Commitments, once reduced or terminated pursuant to this Section, may not be increased ) and (iii) except pursuant to Section 2.15(a)) or reinstated. The Borrower shall pay all interest and fees on the Revolving Loans accrued to the date of such extent the reduction or termination of the Revolving Commitments to the Administrative Agent for the account of the Revolving Lenders, including any applicable compensation due to each Revolving Lender in accordance with Section 5.4. Each notice delivered by the Borrower Canadian Sub-Commitments pursuant to this Section 2.11(a3.02(b) is accompanied by a like reduction to the amount of the Total Revolving Commitment pursuant to Section 3.02(a), the amount of each Lender's reduction to its Canadian Sub-Commitment pursuant to this clause (b) shall be irrevocable; provided that result in a notice of termination of the like increase to its Dollar Revolving Commitments delivered by the Borrower may state that such notice is conditioned upon the effectiveness of other credit facilities, in which case such notice may be revoked by the Borrower (by notice to the Administrative Agent on or prior to the specified effective date) if such condition is not satisfiedSub-Commitment.