Common use of Increase of Commitments Clause in Contracts

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected On up to have, a Material Adverse Effect, since three occasions after the Effective Date, the Borrowers may Borrower at any time its option may, from time to time prior time, seek to increase the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative Agent in writing of Agent, which notice shall specify the amount of any such proposed increase (each which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined by any Lender in its sole discretion) in the Revolving Commitments on either a “ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Administrative Agent and the Borrower. No increase in the Revolving Commitment Increase Notice”); provided, however, that, shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) none any such existing Lender agrees to the amount of the US Revolving Commitment, the Canadian its Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consentincrease, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the aggregate amount obligations and rights of the Commitments as so increased shall not exceed $175,000,000a Lender hereunder, (iii) any increase in either the Canadian Borrower accepts such incremental Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase)Commitments, (iv) the Commitments may not be increased without the consent effective date of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase2.09(e), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000.

Increase of Commitments. Provided there exists no Default or Event of Default, the Borrowers may request an increase in the amount of the aggregate Tranche A Commitment Amounts and the aggregate Tranche B Commitment Amounts by offering to the Banks or to other prospective Banks that can make the representation and warranty contained in Section 8.12 acceptable to the Administrative Agent (a“Prospective Banks”) If the opportunity to increase their Commitments or to extend Commitments hereunder; provided, however, the Borrower shall not request an increase that would cause the aggregate Commitment Amounts after giving effect to such increase to exceed $2,750,000,000; and provided further, for the avoidance of doubt, after giving effect to said increase, that each Bank shall have the same Commitment Percentage of the aggregate Tranche A Commitment Amounts and the aggregate Tranche B Commitment Amounts. Any such request shall be sent to the Banks, the Prospective Banks and the Administrative Agent and shall (A) refer to this Agreement, (B) specify (i) the aggregate amount of the increase that is sought and (ii) the name of each Bank and Prospective Bank to which the opportunity to increase or extend a Commitment is to be offered and the amount of such offer, and (C) request that Banks wishing to increase their Commitments and Prospective Banks wishing to extend new Commitments notify the Administrative Agent within 14 days of the date of the Borrower’s request. For the avoidance of doubt, no Bank shall be required to increase its Commitment. The increase in the Commitment of each Bank that agrees to increase such Commitment under this Section 2.17 shall be effective three (3) Business Days (or such other date as is acceptable to the Borrower and the Administrative Agent) after the fourteenth day following the date of the Borrower’s request without any further action by the Banks or any amendment to the agreement. Upon the effectiveness of any increase in a Bank’s Commitment, (i) Schedule 1 shall be deemed to have been amended to reflect the increase in such Bank’s Commitment and (ii) if any Loans are outstanding under this Agreement, such Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Bank’s increase in Commitment Percentage of such Loans, for further distribution to the other Banks according to their Commitment Percentages. Each Prospective Bank that accepts the Borrower’s offer to extend a Commitment shall become a party to this Agreement on such date or dates as may be mutually satisfactory to such Prospective Bank, the Borrower and the Administrative Agent, subject to the Administrative Agent’s receipt of a duly completed and executed Accession Agreement in the form of Exhibit H hereto. Upon the effectiveness of any Accession Agreement to which any Prospective Bank is a party, (i) such Prospective Bank shall be entitled to all rights, benefits and privileges accorded a Bank hereunder; (ii) Schedule 1 shall be deemed to have been amended to reflect the Commitment of the additional Bank as provided in the Accession Agreement; and (iii) if any Loans are outstanding under this Agreement, the Prospective Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Prospective Bank’s Commitment Percentage of such Loans, for further distribution to the Banks according to their Commitment Percentages. Notwithstanding the foregoing, no increase in a Bank’s Commitment and no accession of a Prospective Bank shall become effective until such time as the Administrative Agent shall have received (1) evidence in form and substance satisfactory to the Administrative Agent that each Borrower has taken all necessary corporate, trust or limited liability company action to approve such increase in the aggregate Commitment Amounts, (2) a written opinion of the Borrower’s legal counsel, addressed to the Administrative Agent and the Banks and in form and substance satisfactory to the Administrative Agent (3) a certificate from the Borrowers certifying that, before and after giving effect to such increase, (A) the representations and warranties contained in this Agreement are true and correct on and as of the date of such effectiveness, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date and (B) no Default or Event of Default exists. The Administrative Agent shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by give prompt notice to the Administrative Agent in writing such Bank of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iiiA) any increase in either the Canadian Revolving any Bank’s Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment and (such corresponding increase shall not be deemed to be an additional increase), (ivB) the Commitments may not be increased without the consent Commitment of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase any additional Bank, in the Revolving Commitments made pursuant to each case under this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,0002.17.

Increase of Commitments. Provided there exists no Default or Event of Default, the Borrowers may request an increase in the amount of the aggregate Tranche A Commitment Amounts and/or the aggregate Tranche B Commitment Amounts by offering to the Banks or to other prospective Banks that can make the representation and warranty contained in Section 8.12 acceptable to the Administrative Agent (a“Prospective Banks”) If the opportunity to increase their Commitments or to extend Commitments hereunder; provided, however, the Borrowers shall not request an increase that would cause the aggregate Commitment Amounts after giving effect to such increase to exceed $3,000,000,000. Any such request shall be sent to the Banks, the Prospective Banks and the Administrative Agent and shall (A) refer to this Agreement, (B) specify (i) the aggregate amount of the increase that is sought in the Tranche A Commitment Amount and/or the Tranche B Commitment Amount and (ii) the name of each Bank and Prospective Bank to which the opportunity to increase or extend a Tranche A Commitment and/or a Tranche B Commitment is to be offered and the amount of such offer, and (C) request that Banks wishing to increase their Tranche A Commitment Amount and/or their Tranche B Commitment Amount and Prospective Banks wishing to extend new Tranche A Commitments and/or Tranche B Commitments notify the Administrative Agent within 14 days of the date of the Borrowers’ request. For the avoidance of doubt, no Bank shall be required to increase its Commitment. The increase in the Commitment of each Bank that agrees to increase such Commitment under this Section 2.17 shall be effective three (3) Business Days (or such other date as is acceptable to the Borrower and the Administrative Agent) after the fourteenth day following the date of the Borrower’s request without any further action by the Banks or any amendment to the agreement. Upon the effectiveness of any increase in a Bank’s Commitment, (i) Schedule 1 shall be deemed to have been amended to reflect the increase in such Bank’s Tranche A Commitment Amount and/or Tranche B Commitment Amount, (ii) if any Tranche A Loans are outstanding under this Agreement, such Tranche A Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Bank’s increase in Tranche A Commitment Percentage of such Tranche A Loans, for further distribution to the other Tranche A Banks according to their Tranche A Commitment Percentages and (iii) if any Tranche B Loans are outstanding under this Agreement, such Tranche B Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Bank’s increase in Tranche B Commitment Percentage of such Tranche B Loans, for further distribution to the other Tranche B Banks according to their Tranche B Commitment Percentages. Each Prospective Bank that accepts the Borrower’s offer to extend a Tranche A Commitment Amount and/or Tranche B Commitment Amount shall become a party to this Agreement on such date or dates as may be mutually satisfactory to such Prospective Bank, the Borrowers and the Administrative Agent, subject to the Administrative Agent’s receipt of a duly completed and executed Accession Agreement substantially in the form of Exhibit H hereto. Upon the effectiveness of any Accession Agreement to which any Prospective Bank is a party, (i) such Prospective Bank shall be entitled to all rights, benefits and privileges accorded an Applicable Bank hereunder; (ii) Schedule 1 shall be deemed to have been amended to reflect the Tranche A Commitment amount and/or Tranche B Commitment Amount of the additional Bank as provided in the Accession Agreement; (iii) if any Tranche A Loans are outstanding under this Agreement, the Prospective Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Prospective Bank’s Tranche A Commitment Percentage of such Tranche A Loans, for further distribution to the Tranche A Banks according to their Tranche A Commitment Percentages; and (iv) if any Tranche B Loans are outstanding under this Agreement, the Prospective Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Prospective Bank’s Tranche B Commitment Percentage of such Tranche B Loans, for further distribution to the Tranche B Banks according to their Tranche B Commitment Percentages. Notwithstanding the foregoing, no increase in a Bank’s Commitment and no accession of a Prospective Bank shall become effective until such time as the Administrative Agent shall have received (1) evidence in form and substance satisfactory to the Administrative Agent that each Borrower has taken all necessary corporate, trust or limited liability company action to approve such increase in the aggregate Commitment Amounts, (2) a written opinion of the Borrower’s legal counsel, addressed to the Administrative Agent and the Banks and in form and substance satisfactory to the Administrative Agent (3) a certificate from the Borrowers certifying that, before and after giving effect to such increase, (A) the representations and warranties contained in this Agreement are true and correct on and as of the date of such effectiveness, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date and (B) no Default or Event of Default exists. The Administrative Agent shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by give prompt notice to the Administrative Agent in writing each Bank of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iiiA) any increase in either the Canadian Revolving any Bank’s Tranche A Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Amount and/or Tranche B Commitment Amount and (such corresponding increase shall not be deemed to be an additional increase), (ivB) the Commitments may not be increased without the consent Commitment of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase any additional Bank, in the Revolving Commitments made pursuant to each case under this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,0002.17.

Increase of Commitments. (a) If no Default or Default, Event of Default or Material Adverse Change shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since at the Effective Datetime of delivery of the Commitment Increase Notice, the Borrowers Borrower may at any time and from time to time prior to the Maturity Date request one or more increases an increase of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving aggregate Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, that (i) none each such increase shall be at least $10,000,000, (ii) the cumulative increase in Commitments after the Effective Date pursuant to this Section 2.19 shall not exceed $200,000,000 without the approval of the US Revolving CommitmentRequired Lenders, (iii) the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may not be increased without such Revolving Lender’s consent, and (iiiv) the aggregate amount of the Lenders’ Commitments as so increased shall not exceed $175,000,0001,200,000,000 without the approval of the Required Lenders. Following any Commitment Increase Notice, (iii) any increase the Borrower may, in either the Canadian Revolving Commitment or the UK Revolving Commitmentits sole discretion, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without but with the consent of the Administrative Agent Agent, each Issuing Bank and the Swingline Lender as to any Person that is not at such time a Lender (which consent shall not be unreasonably withheld or delayed) (v) that ), offer to any existing Lender or to one or more additional banks or financial institutions the opportunity to participate in all or a portion of the Revolving increased Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 paragraph (b) or (c) below, as applicable. Promptly and in any event within five (5) Business Days after receipt of notice from the Borrower of its desire to offer such increased Commitments to certain existing Lenders, to the additional banks or financial institutions identified therein or such additional banks or financial institutions identified by the Administrative Agent and approved by the Borrower, the Administrative Agent shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to notify such Borrower exceed the amount proposed lenders of the aggregate Revolving Commitments opportunity to such Borrower before giving effect to such increase), and (vi) the aggregate amount participate in all or a portion of such increases during the term of this Agreement shall not exceed $25,000,000increased Commitments.

Increase of Commitments. (a) If no Default El Paso may, by written notice to the Administrative Agent, request that the Total Commitment be increased by an aggregate amount not to exceed the Incremental Facility Amount at such time. Upon the receipt of such request by the Administrative Agent, the Administrative Agent shall deliver a copy thereof to each Lender. Such notice shall set forth the amount of the requested increase (which shall be in minimum increments of $1,000,000 and a minimum amount of $10,000,000 or Event equal to the remaining Incremental Facility Amount) and the date on which such increase is requested to become effective (which shall be not less than 10 days nor more than 60 days after the date of Default shall have occurred such notice and be continuing and no which, in any event, change must be on or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request Date), and shall offer each Lender the opportunity to increase its Commitment by its Applicable Percentage of the proposed increased amount. Each Lender shall, by notice to El Paso and the Administrative Agent given not more than 10 days after the date of the Administrative Agent’s notice, either agree to increase its Commitment by all or a portion of the offered amount (each Lender so agreeing being an “Increasing Lender”) or decline to increase its Commitment (and any Lender that does not deliver such a notice within such period of 10 days shall be deemed to have declined to increase its Commitment). In the event that, on the 10th day after the Administrative Agent shall have delivered a notice pursuant to the second sentence of this paragraph, the Increasing Lenders shall have agreed pursuant to the preceding sentence to increase their Commitments by an aggregate amount less than the increase requested by El Paso, El Paso may arrange for one or more increases of the US Revolving Commitmentsbanks or other entities (any such bank or other entity being called an “Augmenting Lender”), Canadian Revolving which may include any Lender, to extend Commitments or the UK Revolving increase their existing Commitments by notice in an aggregate amount equal to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”)unsubscribed amount; provided, however, that, that each Augmenting Lender (ithat is not an existing Lender) none of shall be subject to the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent prior written approval of the Administrative Agent and the Issuing Bank (which consent approvals shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate Borrowers and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence such Augmenting Lender’s Commitment and/or its status as a Lender hereunder. Any such increase may be made in an amount of such increases during that is less than the term of this Agreement shall increase requested by El Paso if El Paso is unable to arrange for, or chooses not exceed $25,000,000to arrange for, Augmenting Lenders.

Increase of Commitments. Provided there exists no Default or Event of Default, the Borrowers may request an increase in the amount of the aggregate Tranche A Commitment Amounts and the aggregate Tranche B Commitment Amounts by offering to the Banks or to other prospective Banks that can make the representation and warranty contained in Section 8.12 acceptable to the Administrative Agent (a“Prospective Banks”) If the opportunity to increase their Commitments or to extend Commitments hereunder; provided, however, the Borrower shall not request an increase that would cause the aggregate Commitment Amounts after giving effect to such increase to exceed $2,600,000,000; and provided further, for the avoidance of doubt, after giving effect to said increase, that each Bank shall have the same Commitment Percentage of the aggregate Tranche A Commitment Amounts and the aggregate Tranche B Commitment Amounts. Any such request shall be sent to the Banks, the Prospective Banks and the Administrative Agent and shall (A) refer to this Agreement, (B) specify (i) the aggregate amount of the increase that is sought and (ii) the name of each Bank and Prospective Bank to which the opportunity to increase or extend a Commitment is to be offered and the amount of such offer, and (C) request that Banks wishing to increase their Commitments and Prospective Banks wishing to extend new Commitments notify the Administrative Agent within 14 days of the date of the Borrower’s request. For the avoidance of doubt, no Bank shall be required to increase its Commitment. The increase in the Commitment of each Bank that agrees to increase such Commitment under this Section 2.17 shall be effective three (3) Business Days (or such other date as is acceptable to the Borrower and the Administrative Agent) after the fourteenth day following the date of the Borrower’s request without any further action by the Banks or any amendment to the agreement. Upon the effectiveness of any increase in a Bank’s Commitment, (i) Schedule 1 shall be deemed to have been amended to reflect the increase in such Bank’s Commitment and (ii) if any Loans are outstanding under this Agreement, such Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Bank’s increase in Commitment Percentage of such Loans, for further distribution to the other Banks according to their Commitment Percentages. Each Prospective Bank that accepts the Borrower’s offer to extend a Commitment shall become a party to this Agreement on such date or dates as may be mutually satisfactory to such Prospective Bank, the Borrower and the Administrative Agent, subject to the Administrative Agent’s receipt of a duly completed and executed Accession Agreement in the form of Exhibit H hereto. Upon the effectiveness of any Accession Agreement to which any Prospective Bank is a party, (i) such Prospective Bank shall be entitled to all rights, benefits and privileges accorded a Bank hereunder; (ii) Schedule 1 shall be deemed to have been amended to reflect the Commitment of the additional Bank as provided in the Accession Agreement; and (iii) if any Loans are outstanding under this Agreement, the Prospective Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Prospective Bank’s Commitment Percentage of such Loans, for further distribution to the Banks according to their Commitment Percentages. Notwithstanding the foregoing, no increase in a Bank’s Commitment and no accession of a Prospective Bank shall become effective until such time as the Administrative Agent shall have received (1) evidence in form and substance satisfactory to the Administrative Agent that each Borrower has taken all necessary corporate, trust or limited liability company action to approve such increase in the aggregate Commitment Amounts, (2) a written opinion of the Borrower’s legal counsel, addressed to the Administrative Agent and the Banks and in form and substance satisfactory to the Administrative Agent (3) a certificate from the Borrowers certifying that, before and after giving effect to such increase, (A) the representations and warranties contained in this Agreement are true and correct on and as of the date of such effectiveness, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date and (B) no Default or Event of Default exists. The Administrative Agent shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by give prompt notice to the Administrative Agent in writing such Bank of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iiiA) any increase in either the Canadian Revolving any Bank’s Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment and (such corresponding increase shall not be deemed to be an additional increase), (ivB) the Commitments may not be increased without the consent Commitment of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase any additional Bank, in the Revolving Commitments made pursuant to each case under this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,0002.17.

Increase of Commitments. With the prior consent of the Agent, such consent not to be unreasonably withheld, conditioned or delayed, the Borrower shall have the right at any time prior to the date one year prior to the Termination Date (awithout giving effect to any extension thereof pursuant to Section 2.9.) to request an increase in the aggregate amount of the Commitments (provided that after giving effect to any increases in the Commitments pursuant to this Section, the aggregate amount of the Commitments may not exceed $325,000,000) by providing written notice to the Agent, which notice shall be irrevocable once given and shall be forwarded by the Agent to each Lender; provided, however, the Borrower shall not have the right to make more than two (2) requests for increases in the aggregate amount of the Commitments during the term of this Agreement. Each such increase in the Commitments must be in an aggregate minimum amount of $25,000,000 and integral multiples of $5,000,000 in excess thereof. No Lender shall be required to increase its Commitment and any new Lender becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee. If no a new Lender becomes a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its Commitment Percentage (or in the case of an existing Lender, increase the amount of its Commitment Percentage), in each case, as determined after giving effect to the increase of Commitments, of any outstanding Loans, by making available to the Agent for the account of such other Lenders at the Principal Office, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Loans to be purchased by such Lender plus (B) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 4.4. as a result of the prepayment of any such Loans. No increase of the Commitments may be effected under this Section if (x) a Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since in existence on the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount effective date of such proposed increase or (each y) any representation or warranty made or deemed made by the Borrower or any other Loan Party in any Loan Document to which any such notice, Loan Party is a “Commitment Increase Notice”party is not (or would not be) true or correct on the effective date of such increase and after giving effect thereto (except for representations or warranties which expressly relate solely to an earlier date); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of . In connection with any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) increase in the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 subsection, (a) any Lender becoming a party hereto shall only be available for execute such documents and agreements as the issuance of Letters of Credit hereunder Agent may reasonably request and (for purposes of determining compliance with this clause (vb) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be make appropriate arrangements so that each new Lender, and any existing Lender increasing its Commitment, receives a new or replacement Note, as appropriate, in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of such Lender’s Commitment within five (5) Business Days of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) effectiveness of the applicable increase in the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Commitments.

Increase of Commitments. (a) If So long as, after giving pro forma effect to any such increase, (x) no Default or Event of Default shall have has occurred and be is continuing on the date thereof and no event(y) the Borrower is in compliance with the covenants set forth in Sections 6.16 and Section 6.17 (assuming for purposes of this Section 2.18(a) that the Commitments, change or condition has occurred that has hadincluding any proposed increase in Commitments, or could reasonably be expected are fully drawn) (as evidenced by a certificate of a Financial Officer delivered to have, the Administrative Agent on the date the Borrower submits a Material Adverse Effect, since the Effective DateCommitment Increase Notice), the Borrowers Borrower may at any time and from time to time prior to the Maturity Date request one or more increases an increase of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving aggregate Commitments by notice under Section 2.18(a) or (b) to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, that (i) none of each such increase shall be at least $25,000,000, (ii) the US Revolving Commitmentcumulative increase in Commitments pursuant to this Section 2.18 shall not exceed $50,000,000, (iii) the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may not be increased without such Revolving Lender’s consent, and (iiiv) the aggregate amount of the Lenders’ Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased 350,000,000 without the consent approval of the Required Lenders. If the Borrower elects to increase the aggregate Commitments by increasing the Commitment of a Lender, the Borrower, the Administrative Agent and such Lender shall execute an agreement (which consent a “Commitment Increase Agreement”), in substantially the form attached hereto as Exhibit B, whereupon such Lender shall not be unreasonably withheld or delayed) (v) that portion bound by and entitled to the benefits of this Agreement with respect to the Revolving Commitments representing an increase full amount of its Commitment as so increased, and the definition of “Commitment” in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit 1.01 and Schedule 2.01 hereof shall be deemed to be the last credit extended under a Revolving amended to reflect such increase. No Lender shall have any obligation whatsoever to agree to increase its Commitment. Each Commitment - it being intended that no Borrower Increase Agreement shall be in violation irrevocable and shall be effective upon notice thereof by the Administrative Agent at the same time as that of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000all other increasing Lenders.

Increase of Commitments. With the prior consent of the Agent, such consent not to be unreasonably withheld, conditioned or delayed, the Borrower shall have the right at any time and from time to time to request increases in the aggregate amount of the Commitments (aprovided that after giving effect to any increases in the Commitments pursuant to this Section, the aggregate amount of the Commitments may not exceed $800,000,000) by providing written notice to the Agent, which notice shall be irrevocable once given and shall be forwarded by the Agent to each Lender; provided, however, the Borrower shall not have the right to make more than 4 requests for increases in the aggregate amount of the Commitments during the term of this Agreement. Each such increase in the Commitments must be in an aggregate minimum amount of $25,000,000 and integral multiples of $5,000,000 in excess thereof. No Lender shall be required to increase its Commitment and any new Lender becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee. If no a new Lender becomes a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its Commitment Percentage (or in the case of an existing Lender, increase the amount of its Commitment Percentage), in each case, as determined after giving effect to the increase of Commitments, of any outstanding Revolving Loans, by making available to the Agent for the account of such other Lenders at the Principal Office, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Revolving Loans to be purchased by such Lender plus (B) the aggregate amount of payments previously made by the other Lenders under Section 2.3.(j) which have not been repaid plus (C) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Revolving Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 4.4. as a result of the prepayment of any such Revolving Loans. No increase of the Commitments may be effected under this Section if (x) a Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since in existence on the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount effective date of such proposed increase or (each y) any representation or warranty made or deemed made by the Borrower or any other Loan Party in any Loan Document to which any such notice, Loan Party is a “Commitment Increase Notice”party is not (or would not be) true or correct on the effective date of such increase and after giving effect thereto (except for representations or warranties which expressly relate solely to an earlier date); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of . In connection with any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) increase in the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 subsection, (a) any Lender becoming a party hereto shall only be available for execute such documents and agreements as the issuance of Letters of Credit hereunder Agent may reasonably request and (for purposes of determining compliance with this clause (vb) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be make appropriate arrangements so that each new Lender, and any existing Lender increasing its Commitment, receives a new or replacement Note, as appropriate, in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of such Lender’s Commitment within 5 Business Days of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) effectiveness of the applicable increase in the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Commitments.

Increase of Commitments. The Borrower shall have the right at any time and from time to time to request increases in the aggregate amount of the Commitments (aprovided that after giving effect to any increases in the Commitments pursuant to this Section, the aggregate amount of the Commitments may not exceed $1,000,000,000) by providing written notice to the Agent, which notice shall be irrevocable once given. Each such increase in the Commitments must be in an aggregate minimum amount of $50,000,000. No Lender shall be required to increase its Commitment. Any new Lender becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee, and, if such new Lender is an Affiliate of a Lender or an Approved Fund, also must be approved by the Agent and the Swingline Lender (not to be unreasonably withheld or delayed). If no a new Lender becomes a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its Commitment Percentage (or in the case of an existing Lender, the increase in the amount of its Commitment Percentage, in each case as determined after giving effect to the increase of Commitments) of any outstanding Revolving Loans, by making available to the Agent for the account of such other Lenders at the Principal Office, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Revolving Loans to be purchased by such Lender plus (B) the aggregate amount of payments previously made by the other Lenders under Section 2.4(j) which have not been repaid plus (C) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Revolving Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 4.4 as a result of the prepayment of any such Revolving Loans. No increase of the Commitments may be effected under this Section if (x) a Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since in existence on the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount effective date of such proposed increase or (y) any representation or warranty made or deemed made by the Borrower or any other Loan Party in any Loan Document to which any such Loan Party is a party is not (or would not be) true or correct on the effective date of such increase (each such notice, a “Commitment Increase Notice”except for representations or warranties which expressly relate solely to an earlier date and except for changes in factual circumstances not prohibited under the Loan Documents); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of . In connection with any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) increase in the aggregate amount of the Commitments pursuant to this Section, the Agent, any Lender becoming a party hereto (or increasing its Commitment) and the Borrower shall execute such documents and agreements (in the case of the Borrower, including resolutions) as so increased shall not exceed $175,000,000the Agent may reasonably request, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar and such increase in the US Revolving Commitment (such corresponding increase Commitments shall not be deemed to be an additional increase), (iv) the Commitments may not be increased become effective without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000any other Lender.

Increase of Commitments. The Borrower shall have the right at any time and from time to time during the period beginning on the Effective Date through and including the date 180 days prior to the Termination Date to request increases in the aggregate amount of the Commitments (aprovided that after giving effect to any increases in the Commitments pursuant to this Section, the aggregate amount of the Commitments shall not exceed $2,000,000,000) by providing written notice to the Administrative Agent, which notice shall be irrevocable once given. Each such increase in the Commitments must be an aggregate minimum amount of $50,000,000 and integral multiples of $15,000,000 in excess thereof. The Administrative Agent, in consultation with the Borrower, shall manage all aspects of the syndication of such increase in the Commitments, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such increase and the allocations of the increase in the Commitments among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be obligated in any way whatsoever to increase its Commitment, and any new Lender becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee. If a new Lender becomes a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its Commitment Percentage (determined with respect to the Lenders’ relative Commitments and after giving effect to the increase of Commitments) of any outstanding Revolving Loans, by making available to the Administrative Agent for the account of such other Lenders, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Revolving Loans to be purchased by such Lender plus (B) the aggregate amount of payments previously made by the other Lenders under Section 2.3.(j) which have not been repaid plus (C) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Revolving Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 4.4. as a result of the prepayment of any such Revolving Loans. Effecting the increase of the Commitments under this Section is subject to the following conditions precedent: (x) no Default or Event of Default shall have occurred be in existence on the effective date of such increase, (y) the representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be continuing and no event, change true or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since correct on the Effective Date, the Borrowers may at any time from time to time prior effective date of such increase except to the Maturity Date request one or more increases extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and accurate on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder, and (z) the Administrative Agent shall have received each of the US Revolving Commitmentsfollowing, Canadian Revolving Commitments in form and substance satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of (A) all corporate, partnership, member or other necessary action taken by the UK Revolving Commitments Borrower to authorize such increase and (B) all corporate, partnership, member or other necessary action taken by notice each existing Guarantor authorizing the guaranty of such increase; and (ii) an opinion of counsel to the Borrower and such Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent, and (iii) new Notes executed by the Borrower, payable to any new Lenders and replacement Notes executed by the Borrower, payable to any existing Lenders increasing their Commitments, in writing of the amount of such proposed increase (each such notice, a “Xxxxxx’s Commitment Increase Notice”); provided, however, that, (i) none at the time of the US Revolving Commitment, effectiveness of the Canadian Revolving Commitment or applicable increase in the UK Revolving Commitment aggregate amount of the Commitments. In connection with any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) increase in the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 2.14. any Lender becoming a party hereto shall only be available for execute such documents and agreements as the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Administrative Agent may reasonably request.

Increase of Commitments. Subject to the approval of the Agent (a) If no Default or Event of Default which shall not be unreasonably withheld, delayed or, except with respect to the fees to be paid to Agent for arranging the increase, conditioned), the Borrower shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected the right to have, a Material Adverse Effect, since increase the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases aggregate amount of the US Revolving Commitments either by designating an Eligible Assignee not theretofore a Lender to become a Lender and/or by agreeing with an existing Lender or Lenders that such Lender’s Commitment (or such Lenders’ Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”)) shall be increased; provided, however, that, provided that (i) none the Borrower shall provide prompt notice of such increase to the US Revolving CommitmentAgent, who shall promptly notify the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, Lenders; (ii) the aggregate amount of such increases in the Commitments as so increased pursuant to this Section 2.14 shall not exceed $175,000,000, 300,000,000 in the aggregate; (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment Borrower may not exercise its rights pursuant to this Section 2.14 more than four (such corresponding increase shall not be deemed to be an additional increase), 4) times; and (iv) the Commitments Borrower may not exercise its rights under this Section 2.14 if there are less than six (6) full months to the Termination Date. Each such increase in the Commitments must be increased without an aggregate minimum amount of $25,000,000 and integral multiples of $1,000,000 in excess thereof. No Lender shall be required to increase its Commitment and any new Lender(s) becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee. As a condition to any such increase in the consent Commitment, the Borrower shall pay to the Agent such fees as it may require in connection with the arrangement of such increase, and to the Administrative Lenders acquiring such increase such fees as they may require in connection therewith, which fees shall, when paid, be fully earned and non-refundable under any circumstances. In the event a new Lender or Lenders become a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the effective date on which it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender), as such date shall be selected by the Agent and the Borrower, and as a condition thereto, purchase from the other Lenders its Commitment Percentage (which consent shall not be unreasonably withheld or delayedas determined after giving effect to the increase of Commitments) of any outstanding Revolving Loans and participations in Swingline Loans and Letters of Credit, by making available to the Agent for the account of such other Lenders at the Principal Office, in same day funds, an amount equal to the sum of (va) that the portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the outstanding principal amount of such Revolving Loans and Protective Advances outstanding to be purchased by such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and Lender plus (vib) the aggregate amount of payments previously made by the other Lenders under Sections 2.2(e) or 2.3(j) which have not been repaid, and the Borrower shall pay to such increases during other Lenders interest accrued and unpaid to and as of such date on such portion of the term outstanding principal amount of such Revolving Loans. The Borrower shall also pay to the Lenders amounts payable, if any, to such Lenders under Section 4.4 as a result of the prepayment of any such Revolving Loans. No increase of the Commitments may be effected under this Agreement Section if either (x) a Default or Event of Default shall be in existence on the effective date of such increase or (y) any representation or warranty made or deemed made by or on behalf of the Borrower or any other Obligor in any Loan Document is not exceed $25,000,000(or would not be) true or correct in all material respects on the effective date of such increase (except for representations or warranties which expressly relate solely to an earlier date and except for changes in factual circumstances specifically and expressly permitted hereunder). In connection with any increase in the aggregate amount of the Commitments pursuant to this subsection, (A) any Lender becoming a party hereto shall execute such documents and agreements as the Agent may reasonably request and (B) the Borrower shall make appropriate arrangements so that each new Lender, and any existing Lender increasing its Commitment, receives a new or replacement Revolving Note, as appropriate, in the amount of such Lender’s Commitment contemporaneously with the effectiveness of the applicable increase in the aggregate amount of Commitments.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected On up to have, a Material Adverse Effect, since three occasions after the Effective Restatement Date, the Borrowers may Borrower at any time its option may, from time to time prior time, seek to increase the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $850,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative Agent in writing of Agent, which notice shall specify the amount of any such proposed increase (each which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined by any Lender in its sole discretion) in the Revolving Commitments on either a “ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Administrative Agent and the Borrower. No increase in the Revolving Commitment Increase Notice”); provided, however, that, shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) none any such existing Lender agrees to the amount of the US Revolving Commitment, the Canadian its Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consentincrease, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the aggregate amount obligations and rights of the Commitments as so increased shall not exceed $175,000,000a Lender hereunder, (iii) any increase in either the Canadian Borrower accepts such incremental Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase)Commitments, (iv) the Commitments may not be increased without the consent effective date of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase2.09(e), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior Subject to the Maturity Date request one or more increases approval of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed), the Borrower shall have the right to request increases in the aggregate amount of the Commitments (provided that there shall be no more than three such increases in the Commitments and after giving effect to any such increase in the Commitments pursuant to this Section, the aggregate amount of the Commitments shall not exceed $1,500,000,000) by providing written notice to the Agent, which notice shall be irrevocable once given. Each such increase in the Commitments must be in an aggregate minimum amount of $35,000,000 and integral multiples of $10,000,000 in excess thereof. No Lender shall be required to increase its Commitment and any new Lender becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee. In the event a new Lender or Lenders become a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (vand as a condition thereto) that purchase from the other Lenders its Commitment Percentage (as determined after giving effect to the increase of Commitments) of any outstanding Revolving Loans, by making available to the Agent for the account of such other Lenders at the Principal Office, in same day funds, an amount equal to the sum of (A) the portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the outstanding principal amount of such Revolving Loans and Protective Advances outstanding to be purchased by such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and Lender plus (viB) the aggregate amount of payments previously made by the other Lenders under Sections 2.2.(e) or 2.3.(j) which have not been repaid plus (C) interest accrued and unpaid to and as of such increases during date on such portion of the term outstanding principal amount of such Revolving Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 4.4. as a result of the prepayment of any such Revolving Loans. No increase of the Commitments may be effected under this Agreement Section if either (x) a Default or Event of Default shall be in existence on the effective date of such increase or (y) any representation or warranty made or deemed made by the Borrower or any other Loan Party in any Loan Document to which any such Loan Party is a party is not exceed $25,000,000(or would not be) true or correct on the effective date of such increase (except for representations or warranties which expressly relate solely to an earlier date). In connection with any increase in the aggregate amount of the Commitments pursuant to this subsection, (a) any Lender becoming a party hereto shall execute such documents and agreements as the Agent may reasonably request and (b) the Borrower shall make appropriate arrangements so that each new Lender, and any existing Lender increasing its Commitment, receives a new or replacement Note, as appropriate, in the amount of such Lender’s Commitment within 2 Business Days of the effectiveness of the applicable increase in the aggregate amount of Commitments.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000220,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) and (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during after the term of this Agreement Sixth Amendment Effective Date shall not exceed $25,000,000.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no eventThe Borrower may, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitmentstime, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent Agent, request that the aggregate Commitments be increased by an amount that will not result in writing the aggregate Commitments exceeding $200,000,000; provided that each increase in aggregate Commitments under this Section shall be in a minimum amount of $25,000,000. Each such notice shall set forth the requested amount of the amount of increase in the Commitments and the date on which such proposed increase is to become effective. The Borrower shall have the right, but not the obligation, to arrange for one or more commercial banks or other financial institutions (each any such notice, a bank or other financial institution being called an “Commitment Increase NoticeAugmenting Lender”); provided, howeverwhich may include any Lender, thatto extend Commitments or increase their existing Commitments in an aggregate amount up to, but not greater than, the requested increase, provided that each Augmenting Lender, if not already a Lender hereunder (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving shall extend a new Commitment of any Revolving Lender may be increased without such Revolving Lender’s consentnot less than $5,000,000, (ii) shall execute all such documentation as the aggregate amount of the Commitments Administrative Agent shall reasonably specify to evidence its status as so increased shall not exceed $175,000,000, a Lender hereunder and (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed consented to be an additional increase), (iv) the Commitments may not be increased without the consent of by the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of ). Such increases and such new Commitments shall become effective on the Revolving Commitments representing an date agreed to by the Borrower, the Augmenting Lenders and the Administrative Agent. Notwithstanding the foregoing, no increase in the Revolving aggregate Commitments made pursuant to (or in the Commitment of any Lender) shall become effective under this paragraph unless, on the date of such increase, the conditions set forth in Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit 4.02 shall be satisfied (with all references in such paragraphs to a Loan being deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect references to such increase)) and the Administrative Agent shall have received a certificate to that effect dated such date and executed by an Executive Officer of the Borrower. Notwithstanding anything else in the foregoing, and (vi) the aggregate amount of no Lender shall become an Augmenting Lender without such increases during the term of this Agreement shall not exceed $25,000,000Lender’s consent.

Increase of Commitments. At any time, but not more than four (a4) If no Default or Event times during the term of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Datethis Agreement, the Borrowers Company may at any time from time to time request that the Aggregate Commitment be increased; provided that, without the prior to the Maturity Date request one or more increases written consent of all of the US Revolving CommitmentsLenders, Canadian Revolving Commitments or (i) the UK Revolving Commitments by Aggregate Commitment shall at no time exceed $250,000,000 and (ii) such request shall be in a minimum amount of $25,000,000. Such request shall be made in a written notice given to the Administrative Agent in writing of and the amount Lenders by the Company not less than ten (10) Business Days prior to the proposed effective date of such proposed increase increase, which notice (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of shall specify the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar proposed increase in the US Revolving Aggregate Commitment and the proposed effective date of such increase. The Company may notify the Administrative Agent of any financial institution that shall have agreed to become a “Lender” party hereto (such corresponding increase a “Proposed New Lender”) in connection with the Commitment Increase Notice and any Proposed New Lender shall not be deemed consented to be an additional increase), (iv) the Commitments may not be increased without the consent of by the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion ). The Administrative Agent shall notify the Company and the Lenders on or before the Business Day immediately prior to the proposed effective date of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans each Lender’s and Protective Advances outstanding to such Borrower exceed Proposed New Lender’s Commitment (the “Effective Commitment Amount”) and the amount of the aggregate Aggregate Commitment, which amount shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment, all representations and warranties under Article III shall be true and correct in all material respects as though made on such date (except for representations and warranties for which exceptions thereto have been disclosed in writing to the Administrative Agent and which have been approved in writing by the Required Lenders) and no event shall have occurred and then be continuing which constitutes a Default or Event of Default, (B) the Borrowers, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a “Commitment” in support of such increase in the Aggregate Commitment shall have executed and delivered a “Commitment and Acceptance” substantially in the form of Exhibit C, (C) counsel for the Borrowers shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent, (D) the Borrowers and the Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may be required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase and (E) the Administrative Agent shall have administered the reallocation of the Revolving Commitments to Credit Exposures on the effective date of such Borrower before increase ratably among the Lenders (including new Lenders) after giving effect to such increase). The Company hereby agrees to compensate each Lender for all losses, expenses and (vi) liabilities incurred by such Lender in connection with the aggregate amount sale and assignment of any Eurocurrency Loan hereunder on the terms and in the manner as set forth in Section 2.16 hereof. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Company and each Lender of the effective date of such increases during increase. Upon the term effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and shall not exceed $25,000,000have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment at any time.

Increase of Commitments. (i) The Borrowers’ Agent, on behalf of the U.S. Borrowers, may request the right on one or more occasions to effectuate an increase of the U.S. Revolving Credit Commitments (any such increase, a “Commitment Increase”), in an aggregate amount of up to $250,000,000 for all such Commitment Increases (the “Commitment Increase Cap”) during the term of this Agreement by delivering a notice of the requested Commitment Increase to the Agent in a form reasonably acceptable to the Agent (a “Notice of Requested Commitment Increase”), provided that, in each case: (a) If no Commitment Increase may be in an amount less than $20,000,000, (b) the proposed Commitment Increase shall have been consented to in writing by (i) each U.S. Lender (if any) who is increasing its U.S. Revolving Credit Commitment and/or (ii) any other bank or financial institution acceptable to the Borrowers’ Agent, the Agent, the Letter of Credit Issuer and the U.S. Swingline Lender that has agreed to become a Lender in respect of all or a portion of the Commitment Increase (a “New Lender”), (c) the proposed Commitment Increase, together with any prior Commitment Increase, shall not exceed the Commitment Increase Cap, (d) no Default or Event of Default shall exist both before and after giving effect to the Commitment Increase, (e) all fees and expenses owing to the Agent or the Lenders in respect of the Commitment Increase shall have occurred been paid and be continuing and no event, change (f) on or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases date of the US Revolving CommitmentsCommitment Increase, Canadian Revolving Commitments or the UK Revolving Commitments by notice each New Lender shall make a representation and warranty to the Administrative Agent in writing of the amount of such proposed increase (each such noticewhether it has an Eligible Canadian Affiliate, a “Commitment Increase Notice”); provided, however, that, and (i) none if it has an Eligible Canadian Affiliate, on the date of the US Commitment Increase, the Eligible Canadian Affiliate of such New Lender shall be assigned (and if required under Section 2.8(b)(ii), the Eligible Canadian Affiliate of such New Lender shall agree to be a Canadian Funding Bank), and all other applicable Canadian Lenders shall assign to the Eligible Canadian Affiliate of such New Lender, a Canadian Revolving CommitmentCredit Commitment such that after giving effect to each such assignment on the date of the Commitment Increase, the Canadian Revolving Commitment or Credit Commitments shall be allocated among the UK Canadian Lenders ratably based on the respective U.S. Revolving Commitment Credit Commitments of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the U.S. Lenders to which the Canadian Lenders are related; provided that the aggregate amount of the Canadian Revolving Credit Commitments as so increased shall not exceed $175,000,000be changed solely as a result of a Commitment Increase, or (iiiii) any increase if it does not have an Eligible Canadian Affiliate, on the date of the Commitment Increase, such New Lender shall purchase and be deemed to purchase from the Canadian Funding Banks a Canadian Loan Participation in either the Canadian Revolving Commitment Loans outstanding on such date, and the amount of Canadian Loan Participations held or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit held by other applicable Lenders shall be deemed reduced such that after giving effect to be each such purchase on such date, the last credit extended under a Revolving Commitment - it being intended that no Borrower Canadian Loan Participations shall be in violation held by the U.S. Lenders that do not have a related Canadian Lender ratably based on their respective U.S. Revolving Credit Commitments. The Notice of this clause Requested Commitment Increase shall specify: (vi) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate requested increase in U.S. Revolving Credit Commitments and (ii) the requested date of the increase in the U.S. Revolving Credit Commitments (which shall be at least 15 days from the date of delivery of the Notice of Requested Commitment Increase). Each Notice of Requested Commitment Increase shall be binding on all U.S. Borrowers. Upon the effective date of any such Commitment Increase, Borrowers’ Agent shall deliver to the Agent a certificate of the chief financial officer of Borrowers’ Agent certifying that no Event of Default then exists or would be caused thereby. Upon the effective date of any Commitment Increase, the Agent shall have received amendments to this Agreement and the other Loan Documents, Incremental Assumption Agreements for each Lender or New Lender committing to such Borrower before giving effect Commitment Increase, and, if requested, opinion letters and such other agreements, documents and instruments reasonably requested by and reasonably satisfactory to such increase)the Agent in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase. Upon the effective date of any Commitment Increase, the Maximum Revolver Amount and (vi) the aggregate amount of such increases during Maximum U.S. Revolver Amount shall be automatically increased by the term of this Agreement shall not exceed $25,000,000Commitment Increase.

Increase of Commitments. With the prior consent of the Agent, the Borrower shall have the right to request increases in the aggregate amount of the Commitments (aprovided that after giving effect to any increases in the Commitments pursuant to this Section, the aggregate amount of the Commitments may not exceed $500,000,000) by providing written notice to the Agent, which notice shall be irrevocable once given. Each such increase in the Commitments must be in an aggregate minimum amount of $20,000,000 and integral multiples of $5,000,000 in excess thereof. No Lender shall be required to increase its Commitment and any new Lender becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee. If no a new Lender becomes a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its Commitment Percentage (or the increase in its Commitment Percentage, in the case of an existing Lender) (as determined after giving effect to the increase of Commitments) of any outstanding Revolving Loans, by making available to the Agent for the account of such other Lenders at the Principal Office, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Revolving Loans to be purchased by such Lender plus (B) the aggregate amount of payments previously made by the other Lenders under Section 2.4.(j) which have not been repaid plus (C) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Revolving Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 4.4. as a result of the prepayment of any such Revolving Loans. No increase of the Commitments may be effected under this Section if (x) a Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since in existence on the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount effective date of such proposed increase or (y) any representation or warranty made or deemed made by the Borrower or any other Loan Party in any Loan Document to which any such Loan Party is a party is not (or would not be) true or correct in any material respect on the effective date of such increase (each such notice, a “Commitment Increase Notice”except for representations or warranties which expressly relate solely to an earlier date); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of . In connection with any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) increase in the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 subsection, (a) any Lender becoming a party hereto shall only be available for execute such documents and agreements as the issuance of Letters of Credit hereunder Agent may reasonably request and (for purposes of determining compliance with this clause (vb) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be make appropriate arrangements so that each new Lender, and any existing Lender increasing its Commitment, receives a new or replacement Note, as appropriate, in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of such Lender’s Commitment within 2 Business Days of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) effectiveness of the applicable increase in the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Commitments.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers The Borrower may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitmentstime, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent in writing (which shall promptly deliver a copy to each of the Lenders) executed by the Borrower and one or more Lenders or other Persons qualifying as Eligible Assignees that are willing to extend Commitments or, in the case of any such Lender, to increase its Commitment (any such financial institution referred to in this Section being called an “Increasing Lender”), cause the total Commitments to be increased by such new or incremental Commitments of the Increasing Lenders, in an amount of such proposed increase (for each Increasing Lender as set forth in such notice, a “Commitment Increase Notice”); provided, however, that, provided that (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate principal amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving total Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed equal to be $10,000,000 or an integral multiple of $1,000,000 in excess thereof and the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the aggregate principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of all such increases during the term of this Agreement shall not exceed $25,000,000100,000,000, (ii) each Increasing Lender, if not already a Lender hereunder, shall be subject to the prior written approval of the Borrower and the Administrative Agent (which approvals shall not be unreasonably withheld) and (iii) each Increasing Lender, if not already a Lender hereunder, shall become a party to this Agreement by completing and delivering to the Administrative Agent a duly executed accession agreement in a form approved by the Administrative Agent. New Commitments and increases in Commitments created pursuant to this Section shall become effective in the case of an Increasing Lender already a Lender under this Agreement, on the date specified in the applicable notice delivered pursuant to this Section. Upon the effectiveness of any accession agreement to which any Increasing Lender is a party, such Increasing Lender shall thereafter be deemed to be a party to this Agreement and shall be entitled to all rights, benefits and privileges accorded a Lender hereunder and subject to all obligations of a Lender hereunder. Upon the effectiveness of any increase in the Commitments pursuant to this Section, Schedule I shall be deemed to have been amended to reflect the new or increased Commitments of the Increasing Lenders. Notwithstanding the foregoing, no increase in the aggregate Commitments (or in the Commitment of any Lender) shall become effective under this Section unless (i) the Administrative Agent has received a document certifying that the resolutions included in the certificate delivered pursuant to Section 3.01(b) remain in full force and effect and have not been revoked and (ii) on the date of such increase, the conditions set forth in paragraphs (a) and (b) of Section 3.02 shall be satisfied (with all references in such paragraphs to a Borrowing being deemed to be references to such increase and without giving effect to the parenthetical in Section 3.02(a)) and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Responsible Officer. Following any extension of a new Commitment or increase of a Lender’s Commitment pursuant to this paragraph, any Advances outstanding prior to the 16605535v6 24740.00262 34 effectiveness of such increase or extension shall continue outstanding until the ends of the respective Interests Periods applicable thereto, and shall then be repaid and, if the Borrower shall so elect, refinanced with new Advances made ratably in accordance with the Commitments in effect following such extension or increase.

Increase of Commitments. With the prior consent of the Agent, the Borrower shall have the right at any time and from time to time during the term of this Agreement to request increases in the aggregate amount of the Commitments (aprovided that after giving effect to any increases in the Commitments pursuant to this Section, the aggregate amount of the Commitments may not exceed $400,000,000) by providing written notice to the Agent, which notice shall be irrevocable once given. Each such increase in the Commitments must be in an aggregate minimum amount of $10,000,000 and integral multiples of $5,000,000 in excess thereof. No Lender shall be required to increase its Commitment and any new Lender becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee. If no a new Lender becomes a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its Commitment Percentage (as determined after giving effect to the increase of Commitments) of any outstanding Revolving Loans, by making available to the Agent for the account of such other Lenders at the Principal Office, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Revolving Loans to be purchased by such Lender plus (B) the aggregate amount of payments previously made by the other Lenders under Section 2.3.(j) which have not been repaid plus (C) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Revolving Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 5.4. as a result of the prepayment of any such Revolving Loans. No increase of the Commitments may be effected under this Section if (x) a Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since in existence on the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount effective date of such proposed increase or (y) any representation or warranty made or deemed made by the Borrower or any other Loan Party in any Loan Document to which any such Loan Party is a party is not (or would not be) true or correct on the effective date of such increase (each such notice, a “Commitment Increase Notice”except for representations or warranties which expressly relate solely to an earlier date and except for changes in factual circumstances not prohibited under the Loan Documents); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of . In connection with any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) increase in the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 subsection, (a) any Lender becoming a party hereto shall only be available for execute such documents and agreements as the issuance of Letters of Credit hereunder Agent may reasonably request and (for purposes of determining compliance with this clause (vb) Letters of Credit shall be deemed to be the last credit extended under Borrower shall, if requested by the affected Lender, make appropriate arrangements so that each new Lender, and any existing Lender increasing its Commitment, receives a Revolving Commitment - it being intended that no Borrower shall be new or replacement Note, as appropriate, in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of such Lender’s Commitment within 2 Business Days of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) effectiveness of the applicable increase in the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Commitments.

Increase of Commitments. (a) If no Default El Paso may, by written notice to the Administrative Agent, request that the Total Commitment be increased by an aggregate amount not to exceed the Incremental Facility Amount at such time. Upon the receipt of such request by the Administrative Agent, the Administrative Agent shall deliver a copy thereof to each Lender. Such notice shall set forth the amount of the requested increase (which shall be in minimum increments of $1,000,000 and a minimum amount of $10,000,000 or Event equal to the remaining Incremental Facility Amount), whether all or any portion of Default the requested increase is to be made available to the Trustee and the date on which such increase is requested to become effective (which shall have occurred be not less than 10 days nor more than 60 days after the date of such notice and be continuing and no which, in any event, change must be on or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request Date), and shall offer each Lender the opportunity to increase its Commitment by its Applicable Percentage of the proposed increased amount. Each Lender shall, by notice to El Paso and the Administrative Agent given not more than 10 days after the date of the Administrative Agent’s notice, either agree to increase its Commitment by all or a portion of the offered amount (each Lender so agreeing being an “Increasing Lender”) or decline to increase its Commitment (and any Lender that does not deliver such a notice within such period of 10 days shall be deemed to have declined to increase its Commitment) (each Lender so declining or being deemed to have declined being a “Non-Increasing Lender”). In the event that, on the 10th day after the Administrative Agent shall have delivered a notice pursuant to the second sentence of this paragraph, the Increasing Lenders shall have agreed pursuant to the preceding sentence to increase their Commitments by an aggregate amount less than the increase requested by El Paso, El Paso may arrange for one or more increases of the US Revolving Commitmentsbanks or other entities (any such bank or other entity being called an “Augmenting Lender”), Canadian Revolving which may include any Lender, to extend Commitments or the UK Revolving increase their existing Commitments by notice in an aggregate amount equal to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”)unsubscribed amount; provided, however, that, (i) none of that each Augmenting Lender shall be subject to the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent prior written approval of the Administrative Agent and the Issuing Bank (which consent approvals shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate Borrowers and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence its Commitment and/or its status as a Lender hereunder. Any such increase may be made in an amount of such increases during that is less than the term of this Agreement shall increase requested by El Paso if El Paso is unable to arrange for, or chooses not exceed $25,000,000to arrange for, Augmenting Lenders.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior Subject to the Maturity Date request one or more increases approval of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of ), the Revolving Commitments representing Borrowers shall have the right to request an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the aggregate amount of the aggregate Revolving Commitments to (provided that there shall be no more than two such Borrower before giving effect to such increase), increases in the Commitments and (vi) the aggregate amount of such increases during in the term of Commitments pursuant to this Agreement Section shall not exceed $25,000,000.48,000,000) by providing written notice to the Agent, which notice shall be irrevocable once given. Each such increase in the Commitments must be an aggregate minimum amount of $20,000,000 and integral multiples of $1,000,000 in excess thereof. The Agent shall promptly notify each Lender of such request. Each existing Lender shall have the right to increase its Commitment by an amount so that such Lender's Commitment Percentage shall not be decreased as a result of such requested increase in the Commitments. All other allocations of such requested increase shall be subject to the approval of the Agent. Each Lender shall notify the Agent within ten (10) Business Days after receipt of the Agent's notice whether such Lender wishes to increase the amount of its Commitment. If a Lender fails to deliver any such notice to the Agent within such time period, then such Lender shall be deemed to have declined to increase its Commitment. No Lender shall be required to increase its Commitment and any new Lender(s) becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee. In the event a new Lender or Lenders become a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its Commitment Percentage (as determined after giving effect to the increase of Commitments) of any outstanding Revolving Loans, by making available to the Agent for the account of such other Lenders at the Principal Office, in same day funds, an amount equal to the sum of (a) the portion of the outstanding principal amount of such Revolving Loans to be purchased by such Lender plus (b) the aggregate amount of payments previously made by the other Lenders under Sections 2.2(e) or 2.4(j) which have not been repaid, and the Borrowers shall pay to such other Lenders interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Revolving Loans. The Borrowers shall also pay to the Lenders amounts payable, if any, to such Lenders under Section 4.4 as a result of the prepayment of any such Revolving Loans. No increase of the Commitments may be effected under this Section if either (x) a Default or Event of Default shall be in existence on the effective date of such increase or (y) any representation or warranty made or deemed made by the Borrowers or any other Loan Party in any Loan Document to which any such Loan Party is a party is not (or would not be) true or correct in all material respects on the effective date of such increase (except for representations or warranties which expressly relate solely to an earlier date and except for changes in factual circumstances or transactions, in either event not prohibited hereunder). In connection with any increase in the aggregate amount of the Commitments pursuant to this subsection, (A) any Lender becoming a party hereto shall execute such documents and agreements as the Agent may reasonably request and (B) the Borrowers shall make appropriate arrangements so that each new Lender, and any existing Lender increasing its Commitment, receives a new or replacement Note, as appropriate, in the amount of such Lender's Commitment and a Competitive Advance Note within two (2) Business Days of the effectiveness of the applicable increase in the aggregate amount of Commitments. The Borrowers shall also execute and deliver to the other Lenders replacement Competitive Advance Notes increasing the principal face amount thereof to 50% of the new Total Commitment. Section 2.16

Increase of Commitments. Provided there exists no Default or Event of Default, the Borrowers may request an increase in the amount of the aggregate Tranche A Commitment Amounts and the aggregate Tranche B Commitment Amounts by offering to the Banks or to other prospective Banks that can make the representation and warranty contained in Section 8.12 acceptable to the Administrative Agent (a“Prospective Banks”) If the opportunity to increase their Commitments or to extend Commitments hereunder; provided, however, the Borrower shall not request an increase that would cause the aggregate Commitment Amounts after giving effect to such increase to exceed $1,350,000,000; and provided further, for the avoidance of doubt, after giving effect to said increase, that each Bank shall have the same Commitment Percentage of the aggregate Tranche A Commitment Amounts and the aggregate Tranche B Commitment Amounts. Any such request shall be sent to the Banks, the Prospective Banks and the Administrative Agent and shall (A) refer to this Agreement, (B) specify (i) the aggregate amount of the increase that is sought and (ii) the name of each Bank and Prospective Bank to which the opportunity to increase or extend a Commitment is to be offered and the amount of such offer, and (C) request that Banks wishing to increase their Commitments and Prospective Banks wishing to extend new Commitments notify the Administrative Agent within 14 days of the date of the Borrower’s request. For the avoidance of doubt, no Bank shall be required to increase its Commitment. The increase in the Commitment of each Bank that agrees to increase such Commitment under this Section 2.18 shall be effective three (3) Business Days (or such other date as is acceptable to the Borrower and the Administrative Agent) after the fourteenth day following the date of the Borrower’s request without any further action by the Banks or any amendment to the agreement. Upon the effectiveness of any increase in a Bank’s Commitment, (i) Schedule 1 shall be deemed to have been amended to reflect the increase in such Bank’s Commitment and (ii) if any Loans are outstanding under this Agreement, such Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Bank’s increase in Commitment Percentage of such Loans, for further distribution to the other Banks according to their Commitment Percentages. Each Prospective Bank that accepts the Borrower’s offer to extend a Commitment shall become a party to this Agreement on such date or dates as may be mutually satisfactory to such Prospective Bank, the Borrower and the Administrative Agent, subject to the Administrative Agent’s receipt of a duly completed and executed Accession Agreement in the form of Exhibit H hereto. Upon the effectiveness of any Accession Agreement to which any Prospective Bank is a party, (i) such Prospective Bank shall be entitled to all rights, benefits and privileges accorded a Bank hereunder; (ii) Schedule 1 shall be deemed to have been amended to reflect the Commitment of the additional Bank as provided in the Accession Agreement; and (iii) if any Loans are outstanding under this Agreement, the Prospective Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Prospective Bank’s Commitment Percentage of such Loans, for further distribution to the Banks according to their Commitment Percentages. Notwithstanding the foregoing, no increase in a Bank’s Commitment and no accession of a Prospective Bank shall become effective until such time as the Administrative Agent shall have received (1) evidence in form and substance satisfactory to the Administrative Agent that each Borrower has taken all necessary corporate, trust or limited liability company action to approve such increase in the aggregate Commitment Amounts, (2) a written opinion of the Borrower’s legal counsel, addressed to the Administrative Agent and the Banks and in form and substance satisfactory to the Administrative Agent (3) a certificate from the Borrowers certifying that, before and after giving effect to such increase, (A) the representations and warranties contained in this Agreement are true and correct on and as of the date of such effectiveness, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date and (B) no Default or Event of Default exists. The Administrative Agent shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by give prompt notice to the Administrative Agent in writing such Bank of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iiiA) any increase in either the Canadian Revolving any Bank’s Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment and (such corresponding increase shall not be deemed to be an additional increase), (ivB) the Commitments may not be increased without the consent Commitment of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase any additional Bank, in the Revolving Commitments made pursuant to each case under this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,0002.18.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no eventThe Borrower may, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent on up to four (4) occasions during the period from the Closing Date to the Facility Termination Date, request (i) incremental Revolving Commitments (the “New Revolving Commitments”) or (ii) the establishment of one or more new term loan commitments (the “New Term Commitments”, and together with the New Term Commitments, the “Incremental Commitments”) in writing an amount not to exceed the aggregate amount of $500,000,000 for all Incremental Commitments from one or more additional Lenders (which may include any existing Lender) willing to provide such Incremental Commitments in their own discretion. Each such request for an Incremental Commitment shall be in the minimum amount of $25,000,000. The Administrative Agent and/or its Affiliates shall use commercially reasonable efforts, with the assistance of the amount Borrower, to arrange a syndicate of Lenders willing to hold the requested Incremental Commitments. If (x) Lenders are willing to provide such proposed New Revolving Commitments, the Revolving Commitments may be increased from time to time by the addition of a new Revolving Lender or the increase of the Revolving Commitment of an existing Lender (each such noticeeach, a “New Revolving Lender”) with the consent of only the Borrower, the Administrative Agent, and such New Revolving Lenders or (y) Lenders are willing to provide such New Term Commitments, term loans may be made hereunder (the “New Term Loans”) by such Lenders (each, a “New Term Lender”) with the consent of only the Borrower, the Administrative Agent and such New Term Lenders, in each case so long as the Aggregate Commitment Increase Noticeplus the aggregate amount of New Term Loans made hereunder does not exceed $1,450,000,000 less any voluntary reductions in the Revolving Commitments after the Closing Date pursuant to Section 2.1(c). Nothing in this Section 2.1(d) shall constitute or be deemed to constitute an agreement by any Lender to provide Incremental Commitments hereunder. Any Incremental Commitments shall be evidenced by the execution and delivery of an amendment to this Agreement by the Borrower, the Administrative Agent and the New Revolving Lenders or New Term Lenders, as applicable, providing such Incremental Commitment, a copy of which shall be forwarded to each Lender by the Administrative Agent promptly after execution thereof. Each such amendment executed in connection with an Incremental Commitment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the good faith judgment of Administrative Agent, to effect the provisions of this Section 2.1(d), subject to approval by the Borrower and the New Revolving Lenders or New Term Lenders, as applicable, including without limitation to (w) include the New Revolving Lenders and/or New Term Lenders as “Lenders” hereunder, (x) include the New Revolving Commitments and/or New Term Commitments as “Commitments” hereunder, (y) to include the New Revolving Loans and New Term Loans as “Loans” hereunder, and (z) to include the New Revolving Lenders, the New Revolving Commitments and the New Revolving Loans and/or the New Term Lenders, the New Term Commitments and the New Term Loans for purposes of the definition of “Required Lenders”); provided, provided however, thatthat any amendments to Articles V through VIII, inclusive, that adversely affect a Lender or any amendment to provisions of this Agreement other than those effecting this Section 2.1(d) shall be subject to Section 8.2. All such amendments and joinder agreements entered into with the applicable Loan Parties by the Administrative Agent shall be binding and conclusive on all Lenders. On the effective date of each such increase in the Revolving Commitments, the Borrower and the Administrative Agent shall cause the New Revolving Lenders to hold their pro rata share of all ratable Revolving Borrowings outstanding at the close of business on such day, by either funding more than its or their pro rata share of new ratable Revolving Borrowings made on such date or purchasing shares of outstanding ratable Revolving Loans held by the other Revolving Lenders or a combination thereof. The Revolving Lenders agree to cooperate in any required sale and purchase of outstanding ratable Revolving Borrowings to achieve such result. The Borrower agrees to pay all fees associated with the increase in the Aggregate Commitment including any amounts due under Section 3.4 in connection with any reallocation of Eurocurrency Borrowings. In no event will such New Revolving Lenders be required to fund or purchase a portion of any Competitive Bid Loan to comply with this Section 2.1(d) on such date. On the effective date of any New Term Commitments of any Series, (i) none each New Term Lender of any Series shall make a New Term Loan to the Borrower in an amount equal to its New Term Commitment of such Series, and (ii) each New Term Lender of any Series shall become a Lender hereunder with respect to the New Term Commitments of such Series and the New Term Loans of such Series made pursuant thereto. Any New Term Loans made on such effective date shall be designated a separate series (a “Series”) of New Term Loans for all purposes of this Agreement. The terms and provisions of the US New Revolving CommitmentLoans and New Revolving Commitments shall be identical to the existing Revolving Loans and Revolving Commitments. The terms of any New Term Loans of any Series (a) shall not provide for any amortization payments on or prior to the Facility Termination Date, but may permit voluntary prepayment, (b) shall provide that the applicable New Term Loan maturity date of each Series shall be no earlier than the Facility Termination Date, (c) shall provide that any guarantees provided in respect of the New Term Loans shall also guarantee the other Obligations and (d) shall include such other terms and pricing as may be agreed by the Borrower, the Canadian Revolving Administrative Agent and the New Term Lenders. Notwithstanding the foregoing, no Incremental Commitment shall become effective under this Section 2.1(d) unless (i) on the date of such effectiveness, the conditions set forth in Section 4.2 shall be satisfied or otherwise waived by the UK Revolving Commitment Lenders with Incremental Commitments and the Administrative Agent shall have received a certificate to that effect dated such date and executed by an Authorized Officer of any Revolving Lender may be increased without such Revolving Lender’s consentthe Borrower, (ii) the aggregate amount Administrative Agent shall have received a certificate of an Authorized Officer of the Commitments Borrower as so increased shall not exceed $175,000,000to the board resolutions evidencing authority for such Incremental Commitment and as to any changes to the formation documents of the Borrower since the Closing Date, (iii) any increase the Borrower shall be in either pro forma compliance with the Canadian Revolving Commitment or covenants set forth in Section 6.18 after giving effect to the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed Loans to be an additional increase)made on such date pursuant to such Incremental Commitments and the application of the proceeds therefrom as if made and applied on such date, (iv) the Commitments may not be increased without Borrower shall deliver any legal opinions reasonably requested by the consent Administrative Agent in connection with such Incremental Commitments, consistent with those delivered on the Closing Date, and (v) the Borrower shall have paid all reasonable and documented out-of-pocket costs and expenses of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for 9.7 and all agreed-upon fees payable to the issuance of Letters of Credit hereunder (for purposes of determining compliance Administrative Agent and the New Revolving Lenders or New Term Lenders, as applicable, in connection with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Incremental Commitments.

Increase of Commitments. Provided there exists no Default or Event of Default, the Borrowers may request an increase in the amount of the aggregate Tranche A Commitment Amounts and the aggregate Tranche B Commitment Amounts by offering to the Banks or to other prospective Banks that can make the representation and warranty contained in Section 8.12 acceptable to the Administrative Agent (a“Prospective Banks”) If the opportunity to increase their Commitments or to extend Commitments hereunder; provided, however, the Borrower shall not request an increase that would cause the aggregate Commitment Amounts after giving effect to such increase to exceed $2,600,000,000; and provided further, for the avoidance of doubt, after giving effect to said increase, that each Bank shall have the same Commitment Percentage of the aggregate Tranche A Commitment Amounts and the aggregate Tranche B Commitment Amounts. Any such request shall be sent to the Banks, the Prospective Banks and the Administrative Agent and shall (A) refer to this Agreement, (B) specify (i) the aggregate amount of the increase that is sought and (ii) the name of each Bank and Prospective Bank to which the opportunity to increase or extend a Commitment is to be offered and the amount of such offer, and (C) request that Banks wishing to increase their Commitments and Prospective Banks wishing to extend new Commitments notify the Administrative Agent within 14 days of the date of the Borrower’s request. For the avoidance of doubt, no Bank shall be required to increase its Commitment. The increase in the Commitment of each Bank that agrees to increase such Commitment under this Section 2.18 shall be effective three (3) Business Days (or such other date as is acceptable to the Borrower and the Administrative Agent) after the fourteenth day following the date of the Borrower’s request without any further action by the Banks or any amendment to the agreement. Upon the effectiveness of any increase in a Bank’s Commitment, (i) Schedule 1 shall be deemed to have been amended to reflect the increase in such Bank’s Commitment and (ii) if any Loans are outstanding under this Agreement, such Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Bank’s increase in Commitment Percentage of such Loans, for further distribution to the other Banks according to their Commitment Percentages. Each Prospective Bank that accepts the Borrower’s offer to extend a Commitment shall become a party to this Agreement on such date or dates as may be mutually satisfactory to such Prospective Bank, the Borrower and the Administrative Agent, subject to the Administrative Agent’s receipt of a duly completed and executed Accession Agreement in the form of Exhibit H hereto. Upon the effectiveness of any Accession Agreement to which any Prospective Bank is a party, (i) such Prospective Bank shall be entitled to all rights, benefits and privileges accorded a Bank hereunder; (ii) Schedule 1 shall be deemed to have been amended to reflect the Commitment of the additional Bank as provided in the Accession Agreement; and (iii) if any Loans are outstanding under this Agreement, the Prospective Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Prospective Bank’s Commitment Percentage of such Loans, for further distribution to the Banks according to their Commitment Percentages. Notwithstanding the foregoing, no increase in a Bank’s Commitment and no accession of a Prospective Bank shall become effective until such time as the Administrative Agent shall have received (1) evidence in form and substance satisfactory to the Administrative Agent that each Borrower has taken all necessary corporate, trust or limited liability company action to approve such increase in the aggregate Commitment Amounts, (2) a written opinion of the Borrower’s legal counsel, addressed to the Administrative Agent and the Banks and in form and substance satisfactory to the Administrative Agent (3) a certificate from the Borrowers certifying that, before and after giving effect to such increase, (A) the representations and warranties contained in this Agreement are true and correct on and as of the date of such effectiveness, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date and (B) no Default or Event of Default exists. The Administrative Agent shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by give prompt notice to the Administrative Agent in writing such Bank of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iiiA) any increase in either the Canadian Revolving any Bank’s Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment and (such corresponding increase shall not be deemed to be an additional increase), (ivB) the Commitments may not be increased without the consent Commitment of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase any additional Bank, in the Revolving Commitments made pursuant to each case under this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,0002.18.

Increase of Commitments. The Borrower shall have the right at any time and from time to time from the Closing Date through and including the Termination Date to request increases in the Commitments (aprovided that after giving effect to any increases in the Commitments pursuant to this Section, the aggregate amount of increases to the Commitments may not exceed $100,000,000) by providing written notice to the Agent, which notice shall be irrevocable once given. The Agent shall deliver a copy of such notice to each Lender promptly upon receipt thereof. Each such increase in the Commitments must be in an aggregate minimum amount of $25,000,000 and $5,000,000 integral multiples in excess thereof. Notwithstanding anything herein to the contrary, the limits set forth in Sections 2.04(a) with respect to Swingline Loans and 2.05(a) with respect to Letters of Credit shall remain applicable following any increase of the Commitments in accordance with this Section 2.25. No Lender shall be required to increase its Commitment and each Lender may decline to increase its Commitment in its sole discretion. If any Lender shall fail to respond, such Lender will have deemed to have declined. The Agent shall allocate any increase in the Commitments to existing Lenders willing to increase their respective Commitments prior to the allocation of such requested increase to any new Lenders to become a party to this Agreement. All such allocations shall be in the Agent’s sole discretion but not in an amount in excess of each such Lender’s increased Commitment. If a new Lender becomes a party to this Agreement as provided herein, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its pro rata share (or in the case of an existing Lender, the increase in the amount of its pro rata share, in each case as determined after giving effect to the increase of the Commitments) of any outstanding Loans, by making available to the Agent for the account of such other Lenders, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Loans to be purchased by such Lender plus (B) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 2.14 as a result of the prepayment of any such Loans. No increase of the Commitments may be effected under this Section if the following conditions are not met immediately prior to such increase and immediately after giving effect thereto, (i) no Default or Event of Default shall have occurred exist and (ii) the representations and warranties made or deemed made by the Borrower in the Loan Documents, shall be continuing true and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since correct in all material respects on and as of the Effective Date, date of such extension with the Borrowers may at any time from time to time prior same force and effect as if made on and as of such date except to the Maturity Date extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date) and except for changes in factual circumstances not prohibited under the Loan Documents. In connection with any increase in the Commitments pursuant to this Section, (a) any Lender becoming a party hereto shall execute such documents and agreements as the Agent may reasonably request one and (b) the Borrower shall make appropriate arrangements so that each new Lender, and any existing Lender increasing its Commitment, receives a new or more increases of the US Revolving Commitmentsreplacement Note, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent as appropriate, in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount within five Business Days of such increases during the term of this Agreement shall not exceed $25,000,000Lender’s request therefor.

Increase of Commitments. With the prior consent of the Agent, the Borrower shall have the right at any time and from time to time from during the term of this Agreement to request up to 4 increases in the aggregate amount of the Commitments (aprovided that after giving effect to any increases in the Commitments pursuant to this Section, the aggregate amount of the Commitments may not exceed $500,000,000) by providing written notice to the Agent, which notice shall be irrevocable once given. Each such increase in the Commitments must be in an aggregate minimum amount of $25,000,000 and integral multiples of $5,000,000 in excess thereof. No Lender shall be required to increase its Commitment and any new Lender becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee. If no a new Lender becomes a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its Commitment Percentage (as determined after giving effect to the increase of Commitments) of any outstanding Revolving Loans, by making available to the Agent for the account of such other Lenders at the Principal Office, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Revolving Loans to be purchased by such Lender plus (B) the aggregate amount of payments previously made by the other Lenders under Section 2.3.(j) which have not been repaid plus (C) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Revolving Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 5.4. as a result of the prepayment of any such Revolving Loans. No increase of the Commitments may be effected under this Section if (x) a Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since in existence on the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount effective date of such proposed increase or (y) any representation or warranty made or deemed made by the Borrower or any other Loan Party in any Loan Document to which any such Loan Party is a party is not (or would not be) true or correct in all material respects on the effective date of such increase (each such notice, a “Commitment Increase Notice”except for representations or warranties which expressly relate solely to an earlier date); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of . In connection with any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) increase in the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 subsection, (a) any Lender becoming a party hereto shall only be available for execute such documents and agreements as the issuance of Letters of Credit hereunder Agent may reasonably request and (for purposes of determining compliance with this clause (vb) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be make appropriate arrangements so that each new Lender, and any existing Lender increasing its Commitment, receives a new or replacement Note, as appropriate, in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of such Lender’s Commitment within 2 Business Days of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) effectiveness of the applicable increase in the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Commitments.

Increase of Commitments. The Borrower shall have the right at any time and from time to time during the period beginning on the Effective Date through and including the date 180 days prior to the Termination Date to request increases in the aggregate amount of the Commitments (aprovided that after giving effect to any increases in the Commitments pursuant to this Section, the aggregate amount of the Commitments shall not exceed $650,000,000) by providing written notice to the Administrative Agent, which notice shall be irrevocable once given. Each such increase in the Commitments must be an aggregate minimum amount of $50,000,000 and integral multiples of $15,000,000 in excess thereof. The Administrative Agent, in consultation with the Borrower, shall manage all aspects of the syndication of such increase in the Commitments, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such increase and the allocations of the increase in the Commitments among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be obligated in any way whatsoever to increase its Commitment, and any new Lender becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee. If a new Lender becomes a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its Commitment Percentage (determined with respect to the Lenders’ relative Commitments and after giving effect to the increase of Commitments) of any outstanding Revolving Loans, by making available to the Administrative Agent for the account of such other Lenders, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Revolving Loans to be purchased by such Lender plus (B) the aggregate amount of payments previously made by the other Lenders under Section 2.3.(j) which have not been repaid plus (C) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Revolving Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 4.4. as a result of the prepayment of any such Revolving Loans. Effecting the increase of the Commitments under this Section is subject to the following conditions precedent: (x) no Default or Event of Default shall have occurred be in existence on the effective date of such increase, (y) the representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be continuing and no event, change true or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since correct on the Effective Date, the Borrowers may at any time from time to time prior effective date of such increase except to the Maturity Date request one or more increases extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and accurate on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder, and (z) the Administrative Agent shall have received each of the US Revolving Commitmentsfollowing, Canadian Revolving Commitments in form and substance satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of (A) all corporate, partnership, member or other necessary action taken by the UK Revolving Commitments Borrower to authorize such increase and (B) all corporate, partnership, member or other necessary action taken by notice each Guarantor authorizing the guaranty of such increase; and (ii) an opinion of counsel to the Borrower and the Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent, and (iii) new Notes executed by the Borrower, payable to any new Lenders and replacement Notes executed by the Borrower, payable to any existing Lenders increasing their Commitments, in writing of the amount of such proposed increase (each such notice, a “Lender’s Commitment Increase Notice”); provided, however, that, (i) none at the time of the US Revolving Commitment, effectiveness of the Canadian Revolving Commitment or applicable increase in the UK Revolving Commitment aggregate amount of the Commitments. In connection with any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) increase in the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 2.14. any Lender becoming a party hereto shall only be available for execute such documents and agreements as the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Administrative Agent may reasonably request.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the The Borrowers may at any time time, or from time to time prior (not exceeding twice), on or before March 31, 2009, at their sole cost and expense, request (i) any Lender to increase its Commitment (such decision to increase to be within the sole and absolute discretion of such Lender), or (ii) any other Person (each a “Proposed Lender”; each such Proposed Lender to be reasonably satisfactory to the Maturity Date request one Administrative Agent) to provide a new Commitment, by submitting a supplement to this Credit Agreement in the form of Exhibit J (each a “Commitment Increase Supplement”), duly executed by the Borrowers and each such Lender or more increases Proposed Lender, as the case may be. If such Commitment Increase Supplement is in all respects reasonably satisfactory to the Administrative Agent, the Administrative Agent shall execute such Commitment Increase Supplement and deliver a copy thereof to the Borrowers and each such Lender or Proposed Lender, as the case may be. Upon such execution and delivery of such Commitment Increase Supplement, (i) in the case of each such Lender, such Lender’s Commitment shall be increased to the amount set forth in such Commitment Increase Supplement, (ii) in the case of each such Proposed Lender, such Proposed Lender shall become a party hereto and shall for all purposes of the US Revolving CommitmentsCredit Documents be deemed a “Lender” with a Commitment in the amount set forth in such Commitment Increase Supplement, Canadian Revolving Commitments or and (iii) the UK Revolving Commitments by notice Borrowers shall execute and deliver to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000.Note for each Proposed Lender providing a new Commitment; provided that:

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at At any time and from time to time, but not more than five (5) times during the term of this Agreement, the Company may request that the Aggregate Commitment be increased; provided that (i) the Aggregate Commitment shall at no time prior to the Maturity Date exceed $1,250,000,000 and (ii) such request one or more increases shall be in a minimum amount of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by $50,000,000. Such request shall be made in a written notice given to the Administrative Agent in writing of and the amount Lenders by the Company not less than ten (10) Business Days prior to the proposed effective date of such proposed increase increase, which notice (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of shall specify the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar proposed increase in the US Revolving Aggregate Commitment and the proposed effective date of such increase. The Company may notify the Administrative Agent of any financial institution that shall have agreed to become a “Lender” party hereto (a “Proposed New Lender”) in connection with the Commitment Increase Notice and any Proposed New Lender shall be reasonably acceptable to the Administrative Agent. The Administrative Agent shall notify the Company and the Lenders on or before the Business Day immediately prior to the proposed effective date of the amount of each Lender’s and Proposed New Lender’s Commitment (the “Effective Commitment Amount”) and the amount of the Aggregate Commitment, which amount shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment, all representations and warranties under Article III shall be true and correct in all material respects as though made on such corresponding increase date or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date (except for representations and warranties for which exceptions thereto have been disclosed in writing to the Administrative Agent and which have been approved in writing by the Required Lenders) and no event shall not have occurred and then be deemed to be an additional increase)continuing which constitutes a Default or Event of Default, (ivB) the Commitments Borrowers, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a “Commitment” in support of such increase in the Aggregate Commitment shall have executed and delivered a “Commitment and Acceptance” substantially in the form of Exhibit C, (C) counsel for the Borrowers shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent and (D) the Borrowers and the Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may not be increased without required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase. The Administrative Agent shall, with the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of Company, reallocate the Revolving Commitments representing an Credit Exposures on the effective date of such increase in ratably among the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder Lenders (for purposes of determining compliance with this clause (vincluding new Lenders) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before after giving effect to such increase). The Company hereby agrees to compensate each Lender for all losses, expenses and (vi) liabilities incurred by such Lender in connection with the aggregate amount sale and assignment of any Eurocurrency Loan hereunder on the terms and in the manner as set forth in Section 2.16 hereof. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Company and each Lender of the effective date of such increases during increase. Upon the term effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and shall not exceed $25,000,000have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment at any time.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected The Borrower may from time to have, a Material Adverse Effect, since time after the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent (which shall be provided four Business Days prior to the Increase Effective Date), executed by the Borrower and one or more financial institutions (any such financial institution referred to in writing this Section being called an “Increasing Lender”), which may include any Lender (acting in its sole discretion), cause new Commitments to be extended by the Increasing Lenders or cause the existing Commitments of the amount of Increasing Lenders to be increased (any such proposed extension or increase (each such notice, being called a “Commitment Increase NoticeIncrease”), in an amount set forth in such notice; provided, however, that, that (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased Commitment Increases becoming effective on any single date shall not be at least $25,000,000 (or such lesser amount consented to by the Administrative Agent), (ii) at no time shall the aggregate amount of Commitments, giving effect to the Commitment Increases effected pursuant to this paragraph, exceed $175,000,0001,250,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitmenteach Increasing Lender, each as herein provided, shall require if not already a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase)Lender hereunder, (ivA) shall be subject to the Commitments may not be increased without the consent approval of the Administrative Agent and each Issuing Bank (which consent approval shall not be unreasonably withheld or delayed), (B) shall complete an Administrative Questionnaire and (vC) that portion of shall become a party hereto by completing and delivering to the Revolving Administrative Agent, not later than 11:00 a.m., New York City time, on the Increase Effective Date, a duly executed accession agreement in a form reasonably satisfactory to the Administrative Agent and the Borrower (an “Accession Agreement”). New Commitments representing an increase and increases in Commitments shall become effective on the date specified in the Revolving Commitments made applicable notices delivered pursuant to this Section 2.22 paragraph. Upon the effectiveness of any Accession Agreement to which any Increasing Lender is a party, (x) such Increasing Lender shall only thereafter be available for the issuance of Letters of Credit deemed to be a party to this Agreement and shall be entitled to all rights, benefits and privileges accorded to, and shall be subject to all obligations of, a Lender hereunder and (for purposes of determining compliance with this clause (vy) Letters of Credit Schedule 2.01 shall be deemed to be have been amended to reflect the last credit extended under Commitments of such Increasing Lender as provided in such Accession Agreement. Upon the effectiveness of any Commitment Increase with respect to a Revolving Commitment - it being intended that no Borrower Lender already a party hereto, Schedule 2.01 shall be in violation of this clause (v) unless deemed to have been amended to reflect the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount increased Commitment of such increases during Lender. For the term avoidance of this Agreement shall not exceed $25,000,000doubt, no Lender may be made an Increasing Lender without its consent.

Increase of Commitments. The Borrower shall have the right at any time and from time to time during the period beginning on the Effective Date through and including the date 180 days prior to the Termination Date to request increases in the aggregate amount of the Commitments (aprovided that after giving effect to any increases in the Commitments pursuant to this Section, the aggregate amount of the Commitments shall not exceed $500,000,000) by providing written notice to the Administrative Agent, which notice shall be irrevocable once given. Each such increase in the Commitments must be an aggregate minimum amount of $50,000,000 and integral multiples of $15,000,000 in excess thereof. The Administrative Agent, in consultation with the Borrower, shall manage all aspects of the syndication of such increase in the Commitments, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such increase and the allocations of the increase in the Commitments among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be obligated in any way whatsoever to increase its Commitment, and any new Lender becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee. If a new Lender becomes a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its Commitment Percentage (determined with respect to the Lenders’ relative Commitments and after giving effect to the increase of Commitments) of any outstanding Revolving Loans, by making available to the Administrative Agent for the account of such other Lenders, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Revolving Loans to be purchased by such Lender plus (B) the aggregate amount of payments previously made by the other Lenders under Section 2.3.(j) which have not been repaid plus (C) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Revolving Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 4.4. as a result of the prepayment of any such Revolving Loans. Effecting the increase of the Commitments under this Section is subject to the following conditions precedent: (x) no Default or Event of Default shall have occurred be in existence on the effective date of such increase, (y) the representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be continuing and no event, change true or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since correct on the Effective Date, the Borrowers may at any time from time to time prior effective date of such increase except to the Maturity Date request one or more increases extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and accurate on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder, and (z) the Administrative Agent shall have received each of the US Revolving Commitmentsfollowing, Canadian Revolving Commitments in form and substance satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of (A) all corporate, partnership, member or other necessary action taken by the UK Revolving Commitments Borrower to authorize such increase and (B) all corporate, partnership, member or other necessary action taken by notice each Guarantor authorizing the guaranty of such increase; and (ii) an opinion of counsel to the Borrower and the Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent, and (iii) new Notes executed by the Borrower, payable to any new Lenders and replacement Notes executed by the Borrower, payable to any existing Lenders increasing their Commitments, in writing of the amount of such proposed increase (each such notice, a “Lender’s Commitment Increase Notice”); provided, however, that, (i) none at the time of the US Revolving Commitment, effectiveness of the Canadian Revolving Commitment or applicable increase in the UK Revolving Commitment aggregate amount of the Commitments. In connection with any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) increase in the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 2.14. any Lender becoming a party hereto shall only be available for execute such documents and agreements as the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Administrative Agent may reasonably request.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers The Borrower may at any time from time to time prior to after the Maturity Date request one or more increases of the US Revolving CommitmentsRestatement Date, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent (which shall be provided four Business Days prior to the Increase Effective Date), executed by the Borrower and one or more financial institutions (any such financial institution referred to in writing this Section being called an “Increasing Lender”), which may include any Lender (acting in its sole discretion), cause new Commitments to be extended by the Increasing Lenders or cause the existing Commitments of the amount of Increasing Lenders to be increased (any such proposed extension or increase (each such notice, being called a “Commitment Increase NoticeIncrease”), in an amount set forth in such notice; provided, however, that, that (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased Commitment Increases becoming effective on any single date shall not be at least $25,000,000 (or such lesser amount consented to by the Administrative Agent), (ii) at no time shall the aggregate amount of Commitments, giving effect to the Commitment Increases effected pursuant to this paragraph, exceed $175,000,0002,000,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitmenteach Increasing Lender, each as herein provided, shall require if not already a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase)Lender hereunder, (ivA) shall be subject to the Commitments may not be increased without the consent approval of the Administrative Agent and each Issuing Bank (which consent approval shall not be unreasonably withheld or delayed), (B) shall complete an Administrative Questionnaire and (vC) that portion of shall become a party hereto by completing and delivering to the Revolving Administrative Agent, not later than 11:00 a.m., New York City time, on the Increase Effective Date, a duly executed accession agreement in a form reasonably satisfactory to the Administrative Agent and the Borrower (an “Accession Agreement”). New Commitments representing an increase and increases in Commitments shall become effective on the date specified in the Revolving Commitments made applicable notices delivered pursuant to this Section 2.22 paragraph. Upon the effectiveness of any Accession Agreement to which any Increasing Lender is a party, (x) such Increasing Lender shall only thereafter be available for the issuance of Letters of Credit deemed to be a party to this Agreement and shall be entitled to all rights, benefits and privileges accorded to, and shall be subject to all obligations of, a Lender hereunder and (for purposes of determining compliance with this clause (vy) Letters of Credit Schedule 2.01 shall be deemed to be have been amended to reflect the last credit extended under Commitments of such Increasing Lender as provided in such Accession Agreement. Upon the effectiveness of any Commitment Increase with respect to a Revolving Commitment - it being intended that no Borrower Lender already a party hereto, Schedule 2.01 shall be in violation of this clause (v) unless deemed to have been amended to reflect the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount increased Commitment of such increases during Lender. For the term avoidance of this Agreement shall not exceed $25,000,000doubt, no Lender may be made an Increasing Lender without its consent.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers The Company may at any time from time to time prior to the Maturity Date request on one or more increases of the US Revolving Commitmentsoccasions, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent Agent, executed by the Company and one or more financial institutions (any such financial institution referred to in writing this Section being called an “Increasing Lender”), which may include any Lender, cause new Commitments to be extended by the Increasing Lenders or cause the existing Commitments of the amount of Increasing Lenders to be increased, as the case may be (any such proposed increase (each such noticeextension or increase, a “Commitment Increase NoticeIncrease”), in an amount for each Increasing Lender set forth in such notice; provided, however, that, provided that (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased all Commitment Increases effected pursuant to this paragraph shall not exceed $175,000,000250,000,000, (iiiii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitmenteach Increasing Lender, each as herein providedif not already a Lender hereunder, shall require a corresponding dollar per dollar increase in be subject to the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent approval of the Administrative Agent and the Company (which consent shall in each case not to be unreasonably withheld or delayed), (iii) each Increasing Lender, if not already a Lender hereunder, shall become a party to this Agreement by completing and delivering to the Administrative Agent a duly executed accession agreement in a form reasonably satisfactory to the Administrative Agent and the Company and (viv) that portion no Lender shall be required to participate in any Commitment Increase. New Commitments and increases in Commitments shall, subject to the terms and conditions of this Section, become effective on the Revolving Commitments representing an increase date specified in the Revolving Commitments made applicable notice delivered pursuant to this Section 2.22 paragraph. Upon the effectiveness of any accession agreement to which any Increasing Lender is a party, such Increasing Lender shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall thereafter be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower party to this Agreement and shall be in violation of this clause (v) unless the principal amount of Revolving Loans entitled to all rights, benefits and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase)privileges, and (vi) subject to all the aggregate amount obligations, of such increases during a Lender hereunder. For the term avoidance of this Agreement doubt, upon the effectiveness of any Commitment Increase, the Applicable Percentages of all the Lenders shall not exceed $25,000,000automatically be adjusted to give effect thereto.

Increase of Commitments. (a) If Provided that no Default or Event of Default shall have has occurred and be continuing and no eventis continuing, change or condition has occurred that has hadBorrower may, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time and from time to time prior to the Maturity Date time, provide a written request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing to increase the Commitments of the Facility by up to an aggregate maximum amount of Twenty Million Dollars ($20,000,000.00) so that the aggregate Maximum Amount is One Hundred Million Dollars ($100,000,000). Subject to the terms hereof, Borrower may request to obtain such proposed increase in Commitments (each such notice“Proposed Increased Commitment”) from Lenders or banks, financial institutions or other entities other than the Lenders. Borrower may offer the opportunity to provide all or a “portion of the Proposed Increased Commitment Increase Notice”); provided, however, that, to (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, other Lenders and/or (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000other banks, (iii) any increase in either the Canadian Revolving Commitment financial institutions or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without other entities with the consent of the Administrative Agent and the L/C Issuer (which consent consents of the Administrative Agent and the L/C Issuer shall not be unreasonably withheld or delayed) (v) that ). If offered by Borrower, each Lender shall have the right, but not the obligation to commit to all or a portion of its pro rata amount of the Proposed Increased Commitment based on the then existing allocation of Commitments. As a precondition to such Proposed Increased Commitment becoming effective, the Asset Coverage Ratio covenant shall be met respecting such new Maximum Amount. Any additional bank, financial institution or other entity which Borrower selects to offer a portion of the Revolving increased aggregate Commitments representing in accordance with the terms hereof and which elects to become a party to this Agreement and obtain a Commitment in an increase in the Revolving Commitments made amount so offered and accepted by it pursuant to this Section 2.22 shall only be available execute such instruments, documents and agreements as the Administrative Agent shall determine to cause such bank, financial institution or other entity to become a Lender hereunder, whereupon such bank, financial institution or other entity shall become a Lender for all purposes and to the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit same extent as if originally a party hereto and shall be deemed bound by and entitled to be the last credit extended under a Revolving benefits of this Agreement, provided that the Commitment - it being intended that no Borrower of any such bank, financial institution or other entity shall be in violation of this clause (v) unless the principal an amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed less than $25,000,0005,000,000.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective DateAt any time, the Borrowers Borrower may at any time from time to time request that the Aggregate Commitment be increased; provided that, without the prior to the Maturity Date request one or more increases written consent of all of the US Revolving CommitmentsLenders, Canadian Revolving Commitments or (i) the UK Revolving Commitments by Aggregate Commitment shall at no time exceed $80,000,000 minus the aggregate amount of all reductions in the Aggregate Commitment previously made pursuant to Section 2.09; (ii) the Borrower shall not make any such request during the six month period following any reduction in the Aggregate Commitment previously made pursuant to Section 2.09; (iii) the Borrower shall not be entitled to make any such request more frequently than once in each 12-month period; and (iv) each such request shall be in a minimum amount of at least $5,000,000 and increments of $5,000,000 in excess thereof. Such request shall be made in a written notice given to the Administrative Agent in writing of and the amount Lenders by the Borrower not less than twenty (20) Business Days prior to the proposed effective date of such proposed increase increase, which notice (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of shall specify the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the proposed increase in the Aggregate Commitment and the proposed effective date of such increase. In the event of such a Commitment Increase Notice, each of the Lenders shall be given the opportunity to participate in the requested increase ratably in proportions that their respective Commitments as so increased bear to the Aggregate Commitment. No Lender shall have any obligation to increase its Commitment pursuant to a Commitment Increase Notice. On or prior to the date that is ten (10) Business Days after receipt of the Commitment Increase Notice, each Lender shall submit to the Administrative Agent a notice indicating the maximum amount by which it is willing to increase its Commitment in connection with such Commitment Increase Notice (any such notice to the Administrative Agent being herein a “Lender Increase Notice”). Any Lender which does not exceed $175,000,000, submit a Lender Increase Notice to the Administrative Agent prior to the expiration of such ten (iii10) Business Day period shall be deemed to have denied any increase in either its Commitment. In the Canadian Revolving Commitment or event that the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase increases of Commitments set forth in the US Revolving Lender Increase Notices exceed the amount requested by the Borrower in the Commitment Increase Notice, the Administrative Agent shall have the right, in consultation with the Borrower, to allocate the amount of increases necessary to meet the Borrower’s Commitment Increase Notice. In the event that the Lender Increase Notices are less than the amount requested by the Borrower, not later than three (such corresponding increase 3) Business Days prior to the proposed effective date the Borrower may notify the Administrative Agent of any financial institution that shall not have agreed to become a “Lender” party hereto (a “Proposed New Lender”) in connection with the Commitment Increase Notice. Any Proposed New Lender shall be deemed consented to be an additional increase), (iv) the Commitments may not be increased without the consent of by the Administrative Agent (which consent shall not be unreasonably withheld or delayedwithheld). If the Borrower shall not have arranged any Proposed New Lender(s) (v) that portion of to commit to the Revolving Commitments representing an increase in shortfall from the Revolving Commitments made pursuant to this Section 2.22 shall only be available for Lender Increase Notices, then the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit Borrower shall be deemed to be have reduced the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans its Commitment Increase Notice to the aggregate amount set forth in the Lender Increase Notices. Based upon the Lender Increase Notices, any allocations made in connection therewith and Protective Advances outstanding any notice regarding any Proposed New Lender, if applicable, the Administrative Agent shall notify the Borrower and the Lenders on or before the Business Day immediately prior to such Borrower exceed the proposed effective date of the amount of each Lender’s and Proposed New Lenders’ Commitment (the “Effective Commitment Amount”) and the amount of the aggregate Revolving Commitments Aggregate Commitment, which amount shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) the Borrower shall have obtained the consent thereto of each Subsidiary Guarantor and its reaffirmation of the Loan Document(s) executed by it, which consent and reaffirmation shall be in writing and in form and substance reasonably satisfactory to the Administrative Agent, (B) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment, all representations and warranties shall be true and correct in all material respects as though made on such date and no event shall have occurred and then be continuing which constitutes a Default or Event of Default, (C) the Borrower, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a “Commitment” in support of such increase in the Aggregate Commitment shall have executed and delivered a “Commitment and Acceptance” substantially in the form of Exhibit D hereto, (D) counsel for the Borrower before giving effect and for the Guarantors shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent and (E) the Borrower and each Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may be required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase). If any fee shall be charged by the Lenders in connection with any such increase, such fee shall be in accordance with then prevailing market conditions, which market conditions shall have been reasonably documented by the Administrative Agent to the Borrower. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Borrower and (vi) each Lender of the aggregate amount effective date of such increases during increase. Upon the term effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and shall not exceed $25,000,000have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment at any time.

Increase of Commitments. With the prior consent of the Agent, the Borrower shall have the right at any time and from time to time during the term of this Agreement to request increases in the aggregate amount of the Commitments (aprovided that after giving effect to any increases in the Commitments pursuant to this Section, the aggregate amount of the Commitments may not exceed $1,500,000,000) by providing written notice to the Agent, which notice shall be irrevocable once given. Each such increase in the Commitments must be in an aggregate minimum amount of $100,000,000 and integral multiples of $50,000,000 in excess thereof. No Lender shall be required to increase its Commitment and any new Lender becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee. If no a new Lender becomes a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its Commitment Percentage (or in the case of an existing Lender, the increase in the amount of its Commitment Percentage, in each case as determined after giving effect to the increase of Commitments) of any outstanding Revolving Loans, by making available to the Agent for the account of such other Lenders at the Principal Office, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Revolving Loans to be purchased by such Lender plus (B) the aggregate amount of payments previously made by the other Lenders under Section 2.4.(j) which have not been repaid plus (C) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Revolving Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 4.4. as a result of the prepayment of any such Revolving Loans. No increase of the Commitments may be effected under this Section if (x) a Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since in existence on the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount effective date of such proposed increase or (y) any representation or warranty made or deemed made by the Borrower or any other Loan Party in any Loan Document to which any such Loan Party is a party is not (or would not be) true or correct on the effective date of such increase (each such notice, a “Commitment Increase Notice”except for representations or warranties which expressly relate solely to an earlier date); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of . In connection with any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) increase in the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 subsection, (a) any Lender becoming a party hereto shall only be available for execute such documents and agreements as the issuance of Letters of Credit hereunder Agent may reasonably request and (for purposes of determining compliance with this clause (vb) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be make appropriate arrangements so that each new Lender, and any existing Lender increasing its Commitment, receives a new or replacement Note, as appropriate, in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of such Lender’s Commitment within 2 Business Days of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) effectiveness of the applicable increase in the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Commitments.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers The Borrower may at any time from time to time prior request additional tranches of term loans, or to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving the Loans and Protective Advances outstanding to in minimum increments of $25,000,000 (such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before additional tranche or increase in Loans, an “Incremental Loan”); provided that after giving effect to such increase)thereto, and (vi) the aggregate amount of such increases during the term of this Agreement shall does not exceed (i) (x) $25,000,000300,000,000, minus (y) any incremental revolving commitments established pursuant to the incremental facility fixed dollar basket under the Revolving Credit Agreement, plus (ii) an additional amount, so long as, after giving effect to the incurrence of such additional amount, (x) the pro forma Secured Leverage Ratio does not exceed 4.00:1.00 and (y) the pro forma Fixed Charge Coverage Ratio is not less than 2.25:1.00. The Borrower may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to participate in such Incremental Loans; provided that (i) each Augmenting Lender, shall be subject to the approval of the Borrower and the Administrative Agent and (ii) (x) in the case of an Increasing Lender, the Borrower and such Increasing Lender execute an agreement substantially in the form of Exhibit C-1 hereto, and (y) in the case of an Augmenting Lender, the Borrower and such Augmenting Lender execute an agreement substantially in the form of Exhibit C-2 hereto. Except as set forth above, no consent of any Lender (other than the Lenders participating in such Incremental Loan) shall be required for any Incremental Loans pursuant to this Section 2.20. Incremental Loans created pursuant to this Section 2.20 shall become effective on the date agreed by the Borrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no tranche of Incremental Loans shall become effective unless, (i) on the proposed date of the effectiveness of such Incremental Loans, the conditions set forth in paragraphs (a), (b) and (c) of Section 4.02 shall be satisfied (and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Borrower) or waived by the Required Lenders; provided that, with respect to the conditions set forth in paragraphs (a) and (b) of Section 4.02, to the extent that the proceeds of the Incremental Loans are being used to finance a Permitted Acquisition or other similar permitted investment, with the consent of only the Increasing Lenders and Augmenting Lenders participating in such Incremental Loans, (x) the condition set forth in Section 4.02(b) may be waived (other than with respect to a Default or Event of Default under Article VII(a), (b), (h), (i) or (j)), and (y) only customary “specified representations” shall be required to be true and correct in all material respects as of the date of such incurrence (or as of any earlier date referred to therein), and (ii) the Administrative Agent shall have received documents consistent with those delivered on the Effective Date as to the organizational power and authority of the Borrower to borrow hereunder after giving effect to such increase.

Increase of Commitments. The Borrower shall have the right to request increases in the aggregate amount of the Commitments from time to time (aprovided that after giving effect to any such increase the aggregate amount of the Commitments would not exceed $150,000,000) by providing written notice to the Agent, which notice shall be irrevocable once given. The Agent shall promptly notify each Lender of any such request. Each existing Lender shall have the right to increase its Commitment by an amount so that such Lender's Commitment Percentage shall not be decreased as a result of such requested increase in the Commitments. Each Lender shall notify the Agent within 10 Business Days after receipt of the Agent's notice whether such Lender wishes to increase the amount of its Commitment. If a Lender fails to deliver any such notice to the Agent within such time period, then such Lender shall be deemed to have declined to increase its Commitment. No Lender shall be required to increase its Commitment and any new Lender(s) becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee. In the event a new Lender or Lenders become a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its Lender's Commitment Percentage (as determined after giving effect to the increase of Commitments) of any outstanding Loans, by making available to the Agent for the account of such other Lenders at the Principal Office, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Loans to be purchased by such Lender plus (B) the aggregate amount of payments previously made by such Lender under Section 2.2.(j) which have not been repaid plus (C) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Loans. Upon any such assignment, the assigning Lender shall be deemed to represent and warrant to such other Lender that such assigning Lender is the legal and beneficial owner of such interest being assigned by it, but makes no other representation or warranty and assumes no responsibility with respect to any Loan being assigned, the Loan Documents or any Loan Party. No increase of the Commitments may be effected under this Section if a Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since in existence on the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount effective date of such proposed increase. In connection with any increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) in the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for subsection, the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be make appropriate arrangements so that each new Lender, and any existing Lender increasing its Commitment, receives a new or replacement Note, as appropriate, in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of such Lender's Commitment within 2 Business Days of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) effectiveness of the applicable increase in the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Commitments.

Increase of Commitments. (a) If Provided there exists no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective DateDefault, the Borrowers may at any time from time to time prior request an increase in the amount of the aggregate Tranche A Commitment Amounts and the aggregate Tranche B Commitment Amounts by offering to the Maturity Date request one Banks or more increases of to other prospective Banks that can make the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice representation and warranty contained in Section 8.12 acceptable to the Administrative Agent in writing of ("Prospective Banks") the amount of such proposed opportunity to increase (each such notice, a “Commitment Increase Notice”)their Commitments or to extend Commitments hereunder; provided, however, thatthe Borrower shall not request an increase that would cause the aggregate Commitment Amounts after giving effect to such increase to exceed $2,750,000,000; and provided further, for the avoidance of doubt, after giving effect to said increase, that each Bank shall have the same Commitment Percentage of the aggregate Tranche A Commitment Amounts and the aggregate Tranche B Commitment Amounts. Any such request shall be sent to the Banks, the Prospective Banks and the Administrative Agent and shall (A) refer to this Agreement, (B) specify (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the increase that is sought and (ii) the name of each Bank and Prospective Bank to which the opportunity to increase or extend a Commitment is to be offered and the amount of such offer, and (C) request that Banks wishing to increase their Commitments and Prospective Banks wishing to extend new Commitments notify the Administrative Agent within 14 days of the date of the Borrower's request. For the avoidance of doubt, no Bank shall be required to increase its Commitment. The increase in the Commitment of each Bank that agrees to increase such Commitment under this Section 2.17 shall be effective three (3) Business Days (or such other date as so increased shall not exceed $175,000,000, (iiiis acceptable to the Borrower and the Administrative Agent) after the fourteenth day following the date of the Borrower's request without any further action by the Banks or any amendment to the agreement. Upon the effectiveness of any increase in either the Canadian Revolving Commitment or the UK Revolving a Bank's Commitment, each as herein provided, (i) Schedule 1 shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase)have been amended to reflect the increase in such Bank's Commitment and (ii) if any Loans are outstanding under this Agreement, (iv) such Bank shall promptly make available to the Commitments may not be increased without Administrative Agent at the consent office of the Administrative Agent (which consent shall not be unreasonably withheld or delayedspecified in Section 2.3(b) (v) that portion of the Revolving Commitments representing an a sum in immediately available funds equal to such Bank's increase in Commitment Percentage of such Loans, for further distribution to the Revolving Commitments made pursuant other Banks according to their Commitment Percentages. Each Prospective Bank that accepts the Borrower's offer to extend a Commitment shall become a party to this Section 2.22 shall only Agreement on such date or dates as may be available for mutually satisfactory to such Prospective Bank, the issuance Borrower and the Administrative Agent, subject to the Administrative Agent's receipt of Letters a duly completed and executed Accession Agreement in the form of Credit hereunder Exhibit H hereto. Upon the effectiveness of any Accession Agreement to which any Prospective Bank is a party, (for purposes of determining compliance with this clause (vi) Letters of Credit such Prospective Bank shall be deemed entitled to be the last credit extended under all rights, benefits and privileges accorded a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000.Bank hereunder;

Increase of Commitments. (a) If no Default The Borrower may, at any time on or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, after a Material Adverse Effect, since the Section 2.19 Effective Date, the Borrowers may at but in any time from time to time prior to the Maturity Date event not more than two times during any calendar year, make a written request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice (an “Increase Request”) to the Administrative Agent (who shall forward a copy to each Lender) that the Revolving Credit Commitments of the Lenders be increased in writing (i) an aggregate amount for each Increase Request of not less than $25,000,000 and integral multiples of $1,000,000 in excess thereof (such amount being the “Requested RCC Increase”) and (ii) an aggregate amount for such Increase Request, together with the aggregate amount by which the Revolving Credit Commitments of the Lenders were previously increased pursuant to this Section 2.19, if any, not to exceed $500,000,000. Such Increase Request shall include a certification by a Senior Financial Officer of the Borrower that no Default has occurred and is continuing and all representations and warranties contained herein are true and correct in all material respects on and as of the date of the Increase Request (it being understood and agreed that any representation or warranty which expressly refers by its terms to a specified date shall be required to be true and correct in all material respects only as of such date). Any such increase in Revolving Credit Commitments shall be effective as of a date (the “Increase Date”) specified in the related Increase Request that is (I) prior to the Termination Date and (II) at least fifteen (15) Business Days after the date of such Increase Request. Each Increase Request shall specify the date by which Lenders who wish to increase their Revolving Credit Commitments must consent to such increase, which date (the “Commitment Date”) shall be no later than five (5) Business Days prior to the related Increase Date. Each Lender that is willing to increase its Revolving Credit Commitment (each such Lender, an “Increasing Lender”) shall notify the Administrative Agent on or prior to the Commitment Date of the amount of such proposed by which it is willing to increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US its Revolving Credit Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate which amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase amount specified in the US Revolving relevant Increase Request. Any Lender that does not notify the Administrative Agent by the Commitment (such corresponding increase Date shall not be deemed to have elected not to increase its Commitment. No Lender shall be an additional increase), (iv) obligated to increase its Revolving Credit Commitment pursuant to this Section 2.19 and any such increase shall be in the Commitments may not sole discretion of each Lender and shall be increased without subject to the consent of the Administrative Agent (which and the Issuing Banks, such consent shall not to be unreasonably withheld or delayed) (v) . If the Increasing Lenders notify the Administrative Agent that portion of they are willing to increase the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of their respective Revolving Loans and Protective Advances outstanding to such Borrower exceed Credit Commitments by an aggregate amount that exceeds the amount of the aggregate requested increase, the requested increase shall be allocated among the Increasing Lenders ratably in accordance with the amount by which they offered to increase their respective Revolving Credit Commitments on or prior to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Commitment Date.

Increase of Commitments. The Borrower shall have the right at any time and from time to time from the Closing Date through and including the Termination Date to request increases in the Commitments (aprovided that after giving effect to any increases in the Commitments pursuant to this Section, the aggregate amount of increases to the Commitments may not exceed $50,000,000) by providing written notice to the Agent, which notice shall be irrevocable once given. The Agent shall deliver a copy of such notice to each Lender promptly upon receipt thereof. Each such increase in the Commitments must be in an aggregate minimum amount of $25,000,000 and $5,000,000 integral multiples in excess thereof. Notwithstanding anything herein to the contrary, the limits set forth in Sections 2.04(a) with respect to Swingline Loans and 2.05(a) with respect to Letters of Credit shall remain applicable following any increase of the Commitments in accordance with this Section 2.25. No Lender shall be required to increase its Commitment and each Lender may decline to increase its Commitment in its sole discretion. If any Lender shall fail to respond, such Lender will have deemed to have declined. The Agent shall allocate any increase in the Commitments to existing Lenders willing to increase their respective Commitments prior to the allocation of such requested increase to any new Lenders to become a party to this Agreement. All such allocations shall be in the Agent’s sole discretion but not in an amount in excess of each such Lender’s increased Commitment. If a new Lender becomes a party to this Agreement as provided herein, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its pro rata share (or in the case of an existing Lender, the increase in the amount of its pro rata share, in each case as determined after giving effect to the increase of the Commitments) of any outstanding Loans, by making available to the Agent for the account of such other Lenders, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Loans to be purchased by such Lender plus (B) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 2.14 as a result of the prepayment of any such Loans. No increase of the Commitments may be effected under this Section if the following conditions are not met immediately prior to such increase and immediately after giving effect thereto, (i) no Default or Event of Default shall have occurred exist and (ii) the representations and warranties made or deemed made by the Borrower in the Loan Documents, shall be continuing true and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since correct in all material respects on and as of the Effective Date, date of such extension with the Borrowers may at any time from time to time prior same force and effect as if made on and as of such date except to the Maturity Date extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date) and except for changes in factual circumstances not prohibited under the Loan Documents. In connection with any increase in the Commitments pursuant to this Section, (a) any Lender becoming a party hereto shall execute such documents and agreements as the Agent may reasonably request one and (b) the Borrower shall make appropriate arrangements so that each new Lender, and any existing Lender increasing its Commitment, receives a new or more increases of the US Revolving Commitmentsreplacement Note, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent as appropriate, in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount within five Business Days of such increases during the term of this Agreement shall not exceed $25,000,000Lender’s request therefor.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers The Borrower may at any time and from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitmentstime, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent in writing (which shall promptly deliver a copy thereof to each Lender) executed by the Borrower and one or more financial institutions (“Increasing Lenders”), which may include any Lender, cause new Commitments to be extended by the Increasing Lenders (or cause the Commitments of the Increasing Lenders that are already Lenders to be increased, as the case may be) in an amount of such proposed increase for each Increasing Lender (each which shall not be less than $5,000,000) set forth in such notice, a “Commitment Increase Notice”); provided, however, that, that (i) none the new Commitments and increases in existing Commitments pursuant to this paragraph shall not be greater than $75,000,000 in the aggregate during the term of the US Revolving Commitment, the Canadian Revolving Commitment this Agreement and shall not be less than $15,000,000 (or the UK Revolving Commitment any portion of such $75,000,000 aggregate amount remaining unused) for any Revolving Lender may be increased without such Revolving Lender’s consentincrease, (ii) the aggregate amount of the Commitments as so increased shall each Increasing Lender, if not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein providedalready a Lender hereunder, shall require a corresponding dollar per dollar increase in be subject to the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent approval of the Administrative Agent (which consent approval shall not be unreasonably withheld or delayed) and (iii) each Increasing Lender, if not already a Lender hereunder, shall become a party to this Agreement by completing and delivering to the Administrative Agent a duly executed accession agreement in a form satisfactory to the Administrative Agent and the Borrower (an “Accession Agreement”). New Commitments and increases in Commitments shall become effective on the date specified in the applicable notices delivered pursuant to this paragraph (but not prior to, for any Increasing Lender that is not already a Lender, execution and delivery by such Increasing Lender of an Accession Agreement). Upon the effectiveness of any Accession Agreement to which any Increasing Lender is a party, such Increasing Lender shall thereafter be deemed to be a party to this Agreement and shall be entitled to all rights, benefits and privileges and subject to all obligations of a Lender hereunder. Upon the effectiveness of any New Commitments or increases in existing Commitments, Schedule 2.01 shall be deemed to have been amended to reflect the Commitments of the Increasing Lenders. Notwithstanding the foregoing, no extension of or increase in Commitments pursuant to this paragraph shall become effective unless (A) to the extent requested by the Administrative Agent, the Administrative Agent shall have received documents consistent with those delivered under Section 4.01(a)(iii), (iv), (v), (vi), (vii) that portion and (viii), giving effect to such increase, and (B) on the effective date of such increase, the conditions set forth in Sections 4.02(c) and 4.02(d) shall be satisfied (with all references in such Sections to a Credit Extension being deemed to be references to such extension of or increase in Commitments). On the effective date (the “Increase Effective Date”) of any extension of or increase in Commitments pursuant to this paragraph (a “Commitment Increase”), (1) the aggregate principal amount of the Revolving Commitments representing an increase in Borrowings outstanding (the Revolving Commitments made pursuant “Initial Borrowings”) immediately prior to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit Commitment Increase on the Increase Effective Date shall be deemed to be paid, (2) each Increasing Lender that shall have had a Commitment prior to the last credit extended under Commitment Increase shall Table of Contents pay to the Administrative Agent in same day funds an amount in Dollars equal to the difference between (I) the product of (x) such Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase) multiplied by (y) the amount of each Subsequent Borrowing (as hereinafter defined) and (II) the product of (x) such Lender’s Applicable Percentage (calculated without giving effect to the Commitment Increase) multiplied by (y) the amount of each Initial Borrowing, (3) each Increasing Lender that shall not have had a Revolving Commitment - prior to the Commitment Increase shall pay to the Administrative Agent in same day funds an amount in Dollars equal to the product of (I) such Increasing Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase) multiplied by (II) the amount of each Subsequent Borrowing, (4) after it being intended receives the funds specified in clauses (2) and (3) above, the Administrative Agent shall pay to each Lender the portion of such funds that no is equal to the difference between (I) the product of (x) such Lender’s Applicable Percentage (calculated without giving effect to the Commitment Increase) multiplied by (y) the amount of each Initial Borrowing and (II) the product of (x) such Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase) multiplied by (y) the amount of each Subsequent Borrowing, (5) after the effectiveness of the Commitment Increase, the Borrower shall be deemed to have made new Revolving Borrowings (the “Subsequent Borrowings”) in violation of this clause (v) unless amounts equal to the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount amounts of the aggregate Revolving Commitments Initial Borrowings and of the Types and for the Interest Periods specified in a borrowing request delivered to such Borrower before the Administrative Agent in accordance with Section 2.02, (6) each Lender shall be deemed to hold its Applicable Percentage of each Subsequent Borrowing (calculated after giving effect to such increase), the Commitment Increase) and (vi7) the aggregate amount Borrower shall pay each Lender any and all accrued but unpaid interest on its Loans comprising the Initial Borrowings. The deemed payments made pursuant to clause (1) above shall be subject to compensation by the Borrower pursuant to Section 3.05 if the Increase Effective Date occurs other than on the last day of such increases during the term Interest Period of this Agreement shall not exceed $25,000,000any Initial Borrowing relating thereto.

Increase of Commitments. (i) At any time, the Borrower may request that the Aggregate Commitment be increased; provided that, without the prior written consent of all of the Lenders, (a) If the Aggregate Commitment shall at no Default or Event time exceed $200,000,000 minus the aggregate amount of Default all reductions in the Aggregate Commitment previously made pursuant to Section 2.6(A), (b) each such request shall have occurred be in a minimum amount of at least $10,000,000 and increments of $5,000,000 in excess thereof and (c) the Aggregate Commitment may not be continuing increased more than twice pursuant to this Section 2.6. Such request shall be made in a written notice given to the Agent and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, Lenders by the Borrowers may at any time from time to time Borrower not less than twenty (20) Business Days prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount proposed effective date of such proposed increase increase, which notice (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of shall specify the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the proposed increase in the Aggregate Commitment and the proposed effective date of such increase. In the event of such a Commitment Increase Notice, each of the Lenders shall be given the opportunity to participate in the requested increase ratably in the proportions that their respective Commitments as so increased bear to the Aggregate Commitment under this Agreement. On or prior to the date that is fifteen (15) Business Days after receipt of the Commitment Increase Notice, each Lender shall submit to the Agent a notice indicating the maximum amount by which it is willing to increase its Commitment in connection with such Commitment Increase Notice (any such notice to the Agent being herein a “Lender Increase Notice”). Any Lender which does not exceed $175,000,000, submit a Lender Increase Notice to the Agent prior to the expiration of such fifteen (iii15) Business Day period shall be deemed to have denied any increase in either its Commitment. In the Canadian Revolving Commitment or event that the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase increases of Commitments set forth in the US Revolving Lender Increase Notices exceed the amount requested by the Borrower in the Commitment (such corresponding increase Increase Notice, the Agent and the Arranger shall not be deemed to be an additional increase)have the right, (iv) the Commitments may not be increased without with the consent of the Administrative Borrower, to allocate the amount of increases necessary to meet the Borrower’s Commitment Increase Notice. In the event that the Lender Increase Notices are less than the amount requested by the Borrower, not later than three (3) Business Days prior to the proposed effective date the Borrower may notify the Agent of any financial institution that shall have agreed to become a “Lender” party hereto (a “Proposed New Lender”) in connection with the Commitment Increase Notice. Any Proposed New Lender shall be subject to the consent of the Agent and JPMorgan, in its capacity as Principal Issuing Lender (which consent shall not be unreasonably withheld or delayedwithheld). If the Borrower shall not have arranged any Proposed New Lender(s) (v) that portion of to commit to the Revolving Commitments representing an increase in shortfall from the Revolving Commitments made pursuant to this Section 2.22 shall only be available for Lender Increase Notices, then the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit Borrower shall be deemed to be have reduced the last credit extended under a Revolving amount of its Commitment - it being intended that no Borrower shall be Increase Notice to the aggregate amount set forth in violation of this the Lender Increase Notices (subject to clause (vd) unless above). Based upon the principal Lender Increase Notices, any allocations made in connection therewith and any notice regarding any Proposed New Lender, if applicable, the Agent shall notify the Borrower and the Lenders on or before the Business Day immediately prior to the proposed effective date of the amount of Revolving Loans each Lender’s and Protective Advances outstanding to such Borrower exceed Proposed New Lenders’ Commitment (the “Effective Commitment Amount”) and the amount of the aggregate Revolving Commitments Aggregate Commitment, which amounts shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment all representations and warranties shall be true and correct in all material respects as though made on such date and no event shall have occurred and then be continuing which constitutes a Default or Unmatured Default, (B) the Borrower, the Agent, JPMorgan, in its capacity as Principal Issuing Lender, and each Proposed New Lender or Lender that shall have agreed to provide a “Commitment” in support of such increase in the Aggregate Commitment shall have executed and delivered a Commitment and Acceptance substantially in the form of Exhibit D hereto (a “Commitment and Acceptance”), (C) counsel for the Borrower and for the Guarantors shall have provided to the Agent supplemental opinions in form and substance reasonably satisfactory to the Agent and (D) the Borrower and the Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may be required under Article IV or that the Agent shall have reasonably requested in connection with such increase. If any fee shall be charged by the Lenders in connection with any such increase, such fee shall be in accordance with then prevailing market conditions, which market conditions shall have been reasonably documented by the Agent to the Borrower. No less than two (2) Business Days prior to the effective date of the increase of the Aggregate Commitment, the Agent shall notify the Borrower of the amount of the fee to be charged by the Lenders, and the Borrower may, at least one (1) Business Day prior to such effective date, cancel its request for the commitment increase. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Agent shall promptly advise the Borrower before giving effect to and each Lender of the effective date of such increase). Upon the effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, and (vi) the aggregate amount of such increases during the term of Proposed New Lender shall be a party to this Agreement as a Lender and shall not exceed $25,000,000have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder at any time.

Increase of Commitments. (a) If So long as no Default or Event of Default shall have has occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Dateis continuing, the Borrowers Company may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent in writing of Agent, propose to increase the Aggregate Revolving Commitment Amount (the amount of any such proposed increase, an “Incremental Revolving Commitment”) and/or increase the amount of the Term Loans and/or add one or more incremental term loan facilities (each the amount of any such noticeincremental term loans or facilities, a an “Commitment Increase NoticeIncremental Term Commitment”, and together with any Incremental Revolving Commitment, “Incremental Commitments”), in each case, in an amount not less than $10,000,000 and integral multiples of $5,000,000 in excess thereof; provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) that the aggregate amount of all Incremental Commitments extended after the Commitments as so increased Effective Date shall not in no event exceed $175,000,000100,000,000. Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Company proposes that any Incremental Commitment shall be effective, which shall be a date not less than thirty (iii30) days after the date on which such notice is delivered to Administrative Agent. The Company may invite any increase in either Lender, any Affiliate of any Lender and/or any Approved Fund, and/or any other Person reasonably satisfactory to the Canadian Revolving Commitment or Administrative Agent, the UK Revolving CommitmentIssuing Bank and the Swing Line Lender, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving to provide an Incremental Commitment (any such corresponding increase shall not be deemed Person, an “Incremental Lender”). Any Lender or any Incremental Lender offered or approached to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld provide all or delayed) (v) that a portion of the Revolving Commitments representing an increase any Incremental Commitment may elect or decline, in the Revolving Commitments made pursuant its sole discretion, to this Section 2.22 provide such Incremental Commitment. Any Incremental Commitment shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount become effective as of such increases during the term of this Agreement shall not exceed $25,000,000.Increased Amount Date; provided that:

Increase of Commitments. (a) If Provided there exists no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective DateDefault, the Borrowers may at any time from time to time prior request an increase in the amount of the aggregate Commitment Amounts by offering to the Maturity Date request one Banks or more increases of to other prospective Banks that can make the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice representation and warranty contained in Section 8.12 acceptable to the Administrative Agent in writing of (“Prospective Banks”) the amount of such proposed opportunity to increase (each such notice, a “Commitment Increase Notice”)their Commitments or to extend Commitments hereunder; provided, however, thatthe Borrower shall not request an increase that would cause the aggregate Commitment Amounts after giving effect to such increase to exceed $750,000,000. Any such request shall be sent to the Banks, the Prospective Banks and the Administrative Agent and shall (A) refer to this Agreement, (B) specify (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the increase that is sought and (ii) the name of each Bank and Prospective Bank to which the opportunity to increase or extend a Commitment is to be offered and the amount of such offer, and (C) request that Banks wishing to increase their Commitments and Prospective Banks wishing to extend new Commitments notify the Administrative Agent within 14 days of the date of the Borrower’s request. The increase in the Commitment of each Bank that agrees to increase such Commitment under this Section 2.18 shall be effective three (3) Business Days (or such other date as so increased shall not exceed $175,000,000, (iiiis acceptable to the Borrower and the Administrative Agent) after the date of the Borrower’s request without any further action by the Banks or any amendment to the agreement. Upon the effectiveness of any increase in either the Canadian Revolving Commitment or the UK Revolving a Bank’s Commitment, each as herein provided, (i) Schedule 1 shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase)have been amended to reflect the increase in such Bank’s Commitment and (ii) if any Loans are outstanding under this Agreement, (iv) such Bank shall promptly make available to the Commitments may not be increased without Administrative Agent at the consent office of the Administrative Agent (which consent shall not be unreasonably withheld or delayedspecified in Section 2.3(b) (v) that portion of the Revolving Commitments representing an a sum in immediately available funds equal to such Bank’s increase in Commitment Percentage of such Loans, for further distribution to the Revolving Commitments made pursuant other Banks according to their Commitment Percentages. Each Prospective Bank that accepts the Borrower’s offer to extend a Commitment shall become a party to this Section 2.22 Agreement on such date or dates as may be mutually satisfactory to such Prospective Bank, the Borrower and the Administrative Agent, subject to the Administrative Agent’s receipt of a duly completed and executed Accession Agreement in the form of Exhibit I hereto. Upon the effectiveness of any Accession Agreement to which any Prospective Lender is a party, (i) such Prospective Bank shall only be available for the issuance of Letters of Credit hereunder entitled to all rights, benefits and privileges accorded a Bank hereunder; (for purposes of determining compliance with this clause (vii) Letters of Credit Schedule 1 shall be deemed to be have been amended to reflect the last credit extended Commitment of the additional Bank as provided in the Accession Agreement; and (iii) if any Loans are outstanding under this Agreement, the Prospective Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a Revolving Commitment - it being intended that no Borrower shall be sum in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding immediately available funds equal to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount Prospective Bank’s Commitment Percentage of such increases during Loans, for further distribution to the term of this Agreement Banks according to their Commitment Percentages. Notwithstanding the foregoing, no increase in a Bank’s Commitment and no extension to a Prospective Bank shall not exceed $25,000,000.become effective until such time as the Administrative Agent shall have

Increase of Commitments. (a) If So long as no Default or Event of Default shall have occurred and be continuing and no event, change then exists or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Datewould result therefrom, the Borrowers may Company may, at any time and from time to time prior and upon at least five (5) Business Days' notice, deliver a written request to the Maturity Date Administrative Agent to increase the aggregate Commitments under this Agreement by up to $50,000,000 in the aggregate ("Commitment Increase Amount"). Each such request to increase the Commitments shall be a Commitment Increase Amount of not less than $5,000,000 or in an integral multiple of $5,000,000 in excess thereof. The Commitment Increase Amount will be in the form of increases in the Commitments under the Tranche 2 Facility. In the event the Company desires to increase the Commitments, the Administrative Agent, upon receipt of the written request from the Company described above, may offer to (x) any Bank or (y) one or more increases of the US Revolving Commitmentsbanks, Canadian Revolving Commitments financial institutions or the UK Revolving Commitments by notice other entities, which are not Banks and are acceptable to the Administrative Agent in writing its sole discretion ("New Banks"), the opportunity to participate in any or all of the amount Commitment Increase Amount. No existing Bank shall be required to increase its Commitment under this Agreement as a result of such proposed increase (the Company's request for a Commitment Increase Amount and each such notice, a “Bank's Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may only be increased without by an instrument duly executed by such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any Bank agreeing to increase in either the Canadian Revolving Commitment or the UK Revolving its Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (. Any such corresponding increase shall not be deemed to be an additional increase)become effective upon the execution by the Company, (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that and any lender providing a portion of the Revolving Commitments representing Commitment Increase Amount of an increase assumption agreement in form and substance reasonably satisfactory to the Administrative Agent and the Company, pursuant to which, if such lender is a New Bank, such New Bank shall become a Bank under this Agreement and the other Loan Documents with respect to its portion of the Commitment Increase Amount. Upon the effectiveness of a Commitment Increase Amount, each Bank's Pro Rata Share in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance liability of Letters each outstanding Letter of Credit hereunder shall be reallocated in accordance with the definition of "Pro Rata Share" (for purposes with written notice of determining compliance with this clause (vsuch reallocation to be promptly delivered to all the Banks) Letters and if there are any outstanding Loans, the Banks and/ or such New Bank providing the Commitment Increase Amount shall make such payments among themselves as directed by the Administrative Agent so that the aggregate principal amount of Loans outstanding shall be owed to the Banks based on each such Bank's Pro Rata Share of such Loans. In addition, interest payments and Letter of Credit fees to the Banks shall be reflective of such reallocated Loans and Letter of Credit liabilities as directed by the Administrative Agent. This Agreement and the other Loan Documents shall be deemed to be amended to reflect the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation Increase Amount and the addition of this clause (v) unless the principal amount of Revolving Loans any New Banks as Banks party hereto and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000thereto.

Increase of Commitments. (ai) If At any time and from time to time prior to the expiration of the Availability Period, and so long as no Default or Event of Default shall have occurred which is continuing, the Borrower may elect to increase the aggregate of the Commitments to an amount not exceeding $200,000,000 minus any reductions in the Commitments pursuant to Section 2.07(b), provided that the Company shall not be able to make an election pursuant to this Section 2.01(b) unless and be continuing until the Administrative Agent shall have received a certificate, in form and no eventsubstance satisfactory to the Administrative Agent, change executed by the Secretary or condition has occurred that has hadan Assistant Secretary of the Borrower, or could reasonably be expected to haveother officer of the Borrower having custody of the Borrower’s minute book, a Material Adverse Effectdated the date of such election, since the Effective Date, the Borrowers may at any time from time to time prior certifying as to the Maturity Date request one or more increases due adoption and remaining validity of resolutions of the US Revolving CommitmentsBoard of Directors authorizing such election; and provided, Canadian Revolving Commitments or that (i) the UK Revolving Commitments by Borrower shall give at least fifteen (15) Business Days’ prior written notice of such increase to the Administrative Agent and each existing Lender, (ii) each existing Lender shall have the right (but not the obligation) to subscribe to its pro rata share of the proposed increase in writing the Commitments by giving written notice of such election to the Borrower and the Administrative Agent within ten (10) Business Days after receipt of a notice from the Borrower as above described and only if an existing Lender does not exercise such election may the Borrower elect to add a new Lender, (iii) no Lender shall be required to increase its Commitment unless it shall have expressly agreed to such increase in writing, (iv) the addition of new Lenders shall be subject to the terms and provisions of Section 9.04 as if such new Lenders were acquiring an interest in the Loans by assignment from an existing Lender (to the extent applicable, i.e., required approvals, minimum amounts and the like), (v) the Borrower shall execute and deliver such additional or replacement Notes and such other documentation (including evidence of proper authorization) as may be reasonably requested by the Administrative Agent, any new Lender or any Lender which is increasing its Commitment, (vi) no Lender shall have any right to decrease its Commitment as a result of such increase of the aggregate amount of the Commitments, (vii) the Administrative Agent shall have no obligation to arrange, find or locate any Lender or new bank or financial institution to participate in any unsubscribed portion of such increase in the aggregate committed amount of the Commitments, (viii) such option to increase the Commitments may only be exercised once and (ix) the consent of the Lenders shall be required for any increase of the Commitments (such consent to be given or denied in their sole discretion and subject to such terms as they may then require). The Borrower shall be required to pay (or to reimburse each applicable Lender for) any breakage costs incurred by any Lender in connection with the need to reallocate existing Loans among the Lenders following any increase in the Commitments pursuant to this provision. Except as may otherwise be agreed by the Borrower and any applicable Lender, the Borrower shall not be required to pay any upfront or other fees or expenses to any existing Lenders, new Lenders or the Administrative Agent with respect to any such increase in Commitments. The Borrower may request an increase of the aggregate Commitments by notice in substantially the form of Exhibit H hereto of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since at the Effective Datetime of delivery of the Commitment Increase Notice (as defined below), the Borrowers Borrower may at any time and from time to time prior to the Maturity Date request one or more increases an increase of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving aggregate Commitments by notice to the Administrative Senior Facility Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, that (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may each such increase shall be increased without such Revolving Lender’s consentat least $10,000,000, (ii) the aggregate amount of cumulative increase in Commitments after the Commitments as so increased Effective Date pursuant to this Section 2.21 shall not exceed $175,000,000800,000,000 without the approval of the Required Lenders, (iii) the Commitment of any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments Lender may not be increased without such Lender’s consent and (iv) any Issuing Bank or Swing Line Lender with LC Exposure or Swing Line Exposure at the consent time of the Administrative Agent contemplated increase of Commitments shall have consented to such increase of commitments (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit ), and such consent shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause have been given if any applicable Issuing Bank or Swing Line Lender fails to respond within five (v5) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount Business Days of the aggregate Revolving Borrower’s delivery of any Commitment Increase Notice. Following any Commitment Increase Notice, the Borrower may, in its sole discretion, but with the consent of the Senior Facility Agent, each Issuing Bank and the Swing Line Lender as to any Person that is not at such time a Lender (which consent shall not be unreasonably withheld or delayed), offer to any existing Lender or to one or more additional banks or financial institutions the opportunity to participate in all or a portion of the increased Commitments pursuant to paragraph (b) or (c) below, as applicable. Promptly and in any event within five (5) Business Days after receipt of notice from the Borrower of its desire to offer such increased Commitments to certain existing Lenders, to the additional banks or financial institutions identified therein or such Borrower before giving effect additional banks or financial institutions identified by the Senior Facility Agent and approved by the Borrower, the Senior Facility Agent shall notify such proposed lenders of the opportunity to such increase), and (vi) the aggregate amount participate in all or a portion of such increases during the term of this Agreement shall not exceed $25,000,000increased Commitments.

Increase of Commitments. (a) If Provided that (i) the Bridge Loan shall have repaid in full, (ii) the Tranche B Loans shall have been paid in full and the Tranche B Commitments shall have been terminated and (iii) no Default or Event of Default shall have has occurred and be continuing is continuing, Borrower may, at any time and no event, change or condition has occurred that has had, or could reasonably be expected from time to have, a Material Adverse Effect, since time after the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date provide a written request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent to increase the Tranche A Commitments by up to an aggregate maximum amount of Seventy-five Million Dollars ($75,000,000.00). Subject to the terms hereof, Borrower may request to obtain such increase in writing the Tranche A Commitments (“Proposed Increased Commitment”) from Lenders or banks, financial institutions or other entities other than the Lenders. Borrower may offer the opportunity to provide all or a portion of the amount of such proposed increase (each such notice, a “Proposed Increased Commitment Increase Notice”); provided, however, that, to (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, Tranche A Lenders and/or (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000other banks, (iii) any increase in either the Canadian Revolving Commitment financial institutions or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without other entities with the consent of the Administrative Agent and the L/C Issuer (which consent consents of the Administrative Agent and the L/C Issuer shall not be unreasonably withheld or delayed) (v) that ). If offered by Borrower, each Tranche A Lender shall have the right, but not the obligation to commit to all or a portion of its pro rata amount of the Proposed Increased Commitment based on the then existing allocation of the Tranche A Commitments. As a precondition to such Proposed Increased Commitment becoming effective, the Asset Coverage Ratio covenant shall be met respecting such new Maximum Amount. Any additional bank, financial institution or other entity which Borrower selects to offer a portion of the Revolving increased aggregate Tranche A Commitments representing in accordance with the terms hereof and which elects to become a party to this Agreement and obtain a Tranche A Commitment in an increase in the Revolving Commitments made amount so offered and accepted by it pursuant to this Section 2.22 shall only be available execute such instruments, documents and agreements as the Administrative Agent shall determine to cause such bank, financial institution or other entity to become a Tranche A Lender hereunder, whereupon such bank, financial institution or other entity shall become a Tranche A Lender for all purposes and to the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit same extent as if originally a party hereto and shall be deemed bound by and entitled to be the last credit extended under a Revolving benefits of this Agreement, provided that the Tranche A Commitment - it being intended that no Borrower of any such bank, financial institution or other entity shall be in violation of this clause (v) unless the principal an amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed less than $25,000,0005,000,000.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers The Company may at any time from time to time prior elect to increase the Maturity Date request Revolving Commitments or enter, or cause one or more increases Foreign Subsidiary Borrowers to enter, into one or more tranches of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase term loans (each such notice, a an “Commitment Increase NoticeIncremental Term Loan”); provided, howeverin each case in minimum increments of $25,000,000 so long as, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before after giving effect to such increase)thereto, and (vi) the aggregate amount of such increases and all such Incremental Term Loans does not exceed $200,000,000. The Borrowers may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Revolving Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”), to increase their existing Revolving Commitments, or to participate in such Incremental Term Loans, or extend Revolving Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit C-1 hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit C-2 hereto. No consent of any Lender (other than the Lenders participating in the increase) shall be required for any increase in Revolving Commitments pursuant to this Section 2.20. No consent of any Lender (other than the Lenders participating in any Incremental Term Loan) shall be required for any Incremental Term Loans pursuant to this Section 2.20. Increases and new Revolving Commitments and Incremental Term Loans created pursuant to this Section 2.20 shall become effective on the date agreed by the applicable Borrower(s), the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Revolving Commitment of any Lender) or tranche of Incremental Term Loans shall become effective unless, (i) on the proposed date of the effectiveness of such increase or Incremental Term Loans, (A) the conditions set forth in paragraphs (a), (b) and (c) of Section 4.02 shall be satisfied (and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company) or waived by the Required Lenders and (B) the Company shall be in compliance (on a pro forma basis) with the covenants contained in Section 6.09 and (ii) the Administrative Agent shall have received documents consistent with those delivered on the Effective Date as to the corporate power and authority of the applicable Borrower(s) to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Revolving Commitments or any Incremental Term Loans being made, (i) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Revolving Loans, and (ii) except in the case of any Incremental Term Loans, the Borrowers shall be deemed to have repaid and reborrowed all outstanding Revolving Loans as of the date of any increase in the Revolving Commitments (with such reborrowing to consist of the Types of Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the Company, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (ii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the applicable Borrower(s) pursuant to the provisions of Section 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans and the initial Term Loans, (b) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans and the initial Term Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the term Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans and the initial Term Loans. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the applicable Borrower(s), each Increasing Lender participating in such tranche, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20. Nothing contained in this Section 2.20 shall not exceed $25,000,000constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Revolving Commitment hereunder, or provide Incremental Term Loans, at any time.

Increase of Commitments. (a) If The Borrower may, at any time but in any event not more than one time during any period of 12 consecutive calendar months, make a written request (an "Increase Request") to the Administrative Agent at its Notice Office (who shall forward a copy to each of the Banks) that (i) the Municipal Tranche Commitments of the Municipal Tranche Banks be increased by an aggregate amount, together with the aggregate amount by which the Municipal Tranche Commitments of the Municipal Tranche Banks were previously increased pursuant to this Section 3.05, not to exceed $50,000,000 in excess of the aggregate amount of the Municipal Tranche Commitments as of the date of this Agreement, (ii) the Structured Tranche Commitments of the Structured Tranche Banks be increased by an aggregate amount, together with the aggregate amount by which the Structured Tranche Commitments were previously increased pursuant to this Section 3.05, not to exceed $35,000,000 in excess of the aggregate amount of the Structured Tranche Commitments as of the date of this Agreement, (iii) the Municipal Tranche Contingent Commitments of the Part C Banks be increased by an aggregate amount, together with the aggregate amount by which the Municipal Tranche Contingent Commitments of the Part C Banks were previously increased pursuant to this Section 3.05, not to exceed $25,000,000 in excess of the aggregate amount of the Municipal Tranche Contingent Commitments as of the date of this Agreement, and (iv) the Structured Tranche Contingent Commitments of the Part E Banks be increased by an aggregate amount, together with the aggregate amount by which the Structured Tranche Contingent Commitments of the Part E Banks were previously increased pursuant to this Section 3.05, not to exceed $17,500,000 in excess of the aggregate amount of the Structured Tranche Contingent Commitments as of the date of this Agreement. Such Increase Request shall include a certification by a senior officer of the Borrower that no Default or Event of Default shall have has occurred and be is continuing and no event, change all representations and warranties contained herein and the other Credit Documents are true and correct in all material respects on and as of the date of the Increase Request (it being understood and agreed that any representation or condition has occurred warranty which expressly refers by its terms to a specified date shall be required to be true only as of such date). Any such increase in Commitments or Contingent Commitments shall be effective as of a date (the "Increase Date") specified in the related Increase Notice that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time is (A) prior to the Maturity Expiry Date request one and (B) at least 10 days after the date of such Increase Notice. Each Increase Notice shall specify the date by which Banks who wish to increase their Commitments or more increases of the US Revolving Contingent Commitments, Canadian Revolving as the case may be, must consent to such increase (the "Commitment Date"), which date shall be no later than five Business Days prior to the related Increase Date. Each Bank that is willing to increase its Commitment or Commitments and/or Contingent Commitment or Contingent Commitments, as the UK Revolving Commitments by notice to case may be (each an "Increasing Bank"), shall notify the Administrative Agent in writing on or prior to the Commitment Date of the amount of such proposed by which it is willing to increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving its Commitment or Commitments and/or Contingent Commitment or Contingent Commitments, as the UK Revolving Commitment of any Revolving Lender case may be increased without such Revolving Lender’s consentbe, (ii) the aggregate which amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any the respective amount specified in the relevant Increase Notice. No Bank shall be obligated to increase in either the Canadian Revolving its Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitments and/or Contingent Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the or Contingent Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower 3.05 and any such increase shall be in violation the sole discretion of this clause (v) unless each Bank. If the principal Banks notify the Administrative Agent that they are willing to increase the amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed their respective Commitments and/or Contingent Commitments, as the case may be, by an aggregate amount that exceeds the amount of the aggregate Revolving requested increase, the requested increase shall be allocated among the Banks willing to participate therein ratably in accordance with the amount by which they offered to increase their respective Commitments to such Borrower before giving effect to such increase)and/or Contingent Commitments, and (vi) as the aggregate amount of such increases during case may be, on the term of this Agreement shall not exceed $25,000,000Commitment Date.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers The Company may at any time from time to time prior to request an increase in the Maturity Date request Commitments or one or more increases tranches of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase term loans (each such notice, a “Commitment Increase NoticeIncremental Term Loans”); provided, howeverin each case in minimum increments of $20,000,000 so long as, thatafter giving effect thereto, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall and all such Incremental Term Loans does not exceed $175,000,000, 250,000,000. The Company may arrange for any such increase or tranche to be provided by one or more Lenders (iii) any each Lender so agreeing to an increase in either the Canadian Revolving Commitment or the UK Revolving its Commitment, or to participate in such a tranche an “Increasing Lender”), or by one or more new Lenders (each new Lender, an “Augmenting Lender”), to increase their existing Commitments, or to participate in such a tranche, or extend Commitments, as herein providedthe case may be; provided that (i) each Augmenting Lender, shall require a corresponding dollar per dollar increase in be subject to the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) approval of the Commitments may not be increased without the consent of Company and the Administrative Agent (which consent shall in each case such approval not to be unreasonably withheld or delayedwithheld) and (ii) (vx) that portion of the Revolving Commitments representing an increase in the Revolving case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit D hereto. Increases and new Commitments made and Incremental Term Loans created pursuant to this Section 2.22 2.20 shall only be available for become effective on the issuance date agreed by the Company, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Commitments (or in the Commitment of Letters any Lender) or tranche of Credit hereunder Incremental Term Loan shall become effective under this paragraph unless, (for purposes i) on the proposed date of determining compliance with this clause the effectiveness of such increase or tranche, the condition set forth in paragraph (vb) Letters of Credit Section 4.02 shall be deemed satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate of the Company to that effect dated such date and executed by a Financial Officer and (ii) the Administrative Agent shall have received, to the extent it so requests, documents consistent with those delivered on the Effective Date as to the corporate power and authority of the Borrowers to borrow hereunder and as to the corporate power and authority of Singapore to continue to be obligated under the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be Subsidiary Guaranty, in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before each case, after giving effect to such increase). On the effective date of any increase in the Commitments, (i) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Revolving Loans, and (viii) except in the case of any Incremental Term Loans, the Borrowers shall be deemed to have repaid and reborrowed all outstanding Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the Company in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (ii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the Borrowers pursuant to the provisions of Section 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment and of security with the Revolving Loans, and (b) shall not mature earlier than the Maturity Date (but may have amortization prior to such date), provided that (i) the aggregate amount terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans. Incremental Term Loans may be made hereunder pursuant to an amendment (an “Incremental Term Loan Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Borrowers, each Augmenting Lender participating in such increases during tranche, if any, and the term Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Agreement shall not exceed $25,000,000Section.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective DateAt any time, the Borrowers Borrower may at any time from time to time request that the total Commitments for all the Lenders (the "Aggregate Commitment") be increased; provided that, without the prior to the Maturity Date request one or more increases written consent of all of the US Revolving CommitmentsLenders, Canadian Revolving Commitments or the UK Revolving Commitments by Aggregate Commitment shall at no time exceed $175,000,000. Such request shall be made in a written notice given to the Administrative Agent in writing and the Lenders by the Borrower not less than ten (10) Business Days prior to the proposed effective date of such increase, which notice (a "Commitment Increase Notice") shall specify the amount of such the proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Aggregate Commitment (and the proposed effective date of such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments . The Borrower may not be increased without the consent of notify the Administrative Agent of any financial institution that shall have agreed to become a "Lender" party hereto (a "Proposed New Lender") in connection with the Commitment Increase Notice and any Proposed New Lender shall be consented to by the Administrative Agent and the Issuing Bank (which consent shall not be unreasonably withheld or delayed) (v) that portion ). The Administrative Agent shall notify the Borrower and the Lenders on or before the Business Day immediately prior to the proposed effective date of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans each Lender's and Protective Advances outstanding to such Borrower exceed Proposed New Lenders' Commitment (the "Effective Commitment Amount") and the amount of the aggregate Aggregate Commitment, which amount shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) the Borrower shall have obtained the consent thereto of each Subsidiary Guarantor and its reaffirmation of the Loan Document(s) executed by it, which consent and reaffirmation shall be in writing and in form and substance reasonably satisfactory to the Administrative Agent, (B) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment, all representations and warranties under Article III shall be true and correct in all material respects as though made on such date (except for representations and warranties for which exceptions thereto have been disclosed in writing to the Administrative Agent and which have been approved in writing by the Required Lenders) and no event shall have occurred and then be continuing which constitutes a Default or Event of Default, (C) the Borrower, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a "Commitment" in support of such increase in the Aggregate Commitment shall have executed and delivered a "Commitment and Acceptance" substantially in the form of Exhibit C, (D) counsel for the Borrower shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent, (E) the Borrower and the Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may be required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase and (F) the Administrative Agent shall have administered the reallocation of the Revolving Commitments to Credit Exposures on the effective date of such Borrower before increase ratably among the Lenders (including new Lenders) after giving effect to such increase). The Borrower hereby agrees to compensate each Lender for all losses, expenses and (vi) liabilities incurred by such Lender in connection with the aggregate amount sale and assignment of any Eurocurrency Loan hereunder on the terms and in the manner as set forth in Section 2.16 hereof. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Borrower and each Lender of the effective date of such increases during increase. Upon the term effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and shall not exceed $25,000,000have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment at any time.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective DateAt any time, the Borrowers Borrower may at request that the Aggregate Commitment be increased; provided that, after giving effect to any time from time to time prior to such increase, the Maturity Date Aggregate Commitment shall not exceed $500,000,000. Such request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by shall be made in a written notice given to the Administrative Agent in writing of by the amount Borrower not less than one (1) Business Day prior to the proposed effective date of such proposed increase increase, which notice (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of shall specify the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar proposed increase in the US Revolving Aggregate Commitment (and the proposed effective date of such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments . The Borrower may not be increased without the consent of notify the Administrative Agent of any financial institution that shall have agreed to become a “Lender” party hereto (a “Proposed New Lender”) in connection with the Commitment Increase Notice and any Proposed New Lender shall be consented to by the Administrative Agent and the Issuing Bank (which consent shall not be unreasonably withheld or delayed) (v) that portion ). The Administrative Agent shall notify the Borrower and the Lenders on or before the Business Day immediately prior to the proposed effective date of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans each Lender’s and Protective Advances outstanding to such Borrower exceed Proposed New Lender’s Commitment (the “Effective Commitment Amount”) and the amount of the aggregate Aggregate Commitment, which amount shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment, all representations and warranties under Article III shall be true and correct in all material respects as though made on such date (except for representations and warranties for which exceptions thereto have been disclosed in writing to the Administrative Agent and which have been approved in writing by the Required Lenders or expressly relate to an earlier specified date) and no event shall have occurred and then be continuing which constitutes a Default or Event of Default, (B) the Borrower, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a “Commitment” in support of such increase in the Aggregate Commitment shall have executed and delivered a “Commitment and Acceptance” substantially in the form of Exhibit D hereto, (C) to the extent requested by the Administrative Agent, counsel for the Borrower shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent, (D) the Borrower and the Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may be required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase and (E) the Administrative Agent shall have administered the reallocation of the Revolving Commitments to Credit Exposures on the effective date of such Borrower before increase ratably among the Lenders (including new Lenders) after giving effect to such increase). The Borrower hereby agrees to compensate each Lender for all losses, expenses and (vi) liabilities incurred by such Lender, if any, in connection with the aggregate amount sale and assignment of any Eurocurrency Loan hereunder on the terms and in the manner as set forth in Section 2.16 hereof. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Borrower and each Lender of the effective date of such increases during increase. Upon the term effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and shall not exceed $25,000,000have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment at any time.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective DateAt any time, the Borrowers Borrower may at any time from time to time request that Aggregate Commitment be increased; provided that, without the prior to the Maturity Date request one or more increases written consent of all of the US Revolving CommitmentsLenders, Canadian Revolving Commitments or the UK Revolving Commitments by Aggregate Commitment shall at no time exceed $500,000,000. Such request shall be made in a written notice given to the Administrative Agent in writing and the Lenders by the Borrower not less than ten (10) Business Days prior to the proposed effective date of such increase, which notice (a "Commitment Increase Notice") shall specify the amount of such the proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Aggregate Commitment (and the proposed effective date of such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments . The Borrower may not be increased without the consent of notify the Administrative Agent of any financial institution that shall have agreed to become a "Lender" party hereto (a "Proposed New Lender") in connection with the Commitment Increase Notice and any Proposed New Lender shall be consented to by the Administrative Agent and the Issuing Bank (which consent shall not be unreasonably withheld or delayed) (v) that portion ). The Administrative Agent shall notify the Borrower and the Lenders on or before the Business Day immediately prior to the proposed effective date of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans each Lender's and Protective Advances outstanding to such Borrower exceed Proposed New Lender's Commitment (the "Effective Commitment Amount") and the amount of the aggregate Aggregate Commitment, which amount shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment, all representations and warranties under Article III shall be true and correct in all material respects as though made on such date (except for representations and warranties for which exceptions thereto have been disclosed in writing to the Administrative Agent and which have been approved in writing by the Required Lenders or expressly relate to an earlier specified date) and no event shall have occurred and then be continuing which constitutes a Default or Event of Default, (B) the Borrower, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a "Commitment" in support of such increase in the Aggregate Commitment shall have executed and delivered a "Commitment and Acceptance" substantially in the form of Exhibit B hereto, (C) counsel for the Borrower shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent, (D) the Borrower and the Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may be required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase and (E) the Administrative Agent shall have administered the reallocation of the Revolving Commitments to Credit Exposures on the effective date of such Borrower before increase ratably among the Lenders (including new Lenders) after giving effect to such increase). The Borrower hereby agrees to compensate each Lender for all losses, expenses and (vi) liabilities incurred by such Lender, if any, in connection with the aggregate amount sale and assignment of any Eurocurrency Loan hereunder on the terms and in the manner as set forth in Section 2.16 hereof. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Borrower and each Lender of the effective date of such increases during increase. Upon the term effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and shall not exceed $25,000,000have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment at any time.

Increase of Commitments. Parent Borrower shall have the right to request increases in the Aggregate Commitment Amount (aprovided that the aggregate amount of increases in the Commitments pursuant to this Section shall not exceed $50,000,000 so that the Aggregate Commitment Amount of all Lenders shall not exceed $225,000,000 as so increased) by providing written notice to the Agent, which notice shall be irrevocable once given. Such increase in the Aggregate Commitment Amount must be in the amount of $10,000,000 or any integral multiple of $5,000,000 in excess thereof, or the then unused balance of the increase of the Aggregate Commitment Amount permitted under this Section. The Agent shall promptly notify each Lender of any such request. Each existing Lender shall have the right to increase its Commitment by an amount so that such Lender’s Commitment Percentage shall not be decreased as a result of such requested increase in the Aggregate Commitment Amount. Each Lender shall notify the Agent within 10 Business Days after receipt of the Agent’s notice whether such Lender wishes to increase the amount of its Commitment. If no a Lender fails to deliver any such notice to the Agent within such time period, then such Lender shall be deemed to have declined to increase its Commitment. No Lender shall be required to increase its Commitment and any new Lender becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee and comply with Section 12.6, including, without limitation, obtaining the consent of the Agent to its so becoming a Lender. In the event a new Lender becomes a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its Commitment Percentage (as determined after giving effect to the increase of Commitments) of any outstanding Revolving Credit Loans, by making available to the Agent for the account of such other Lenders, in same day funds, an amount equal to the sum of (x) the portion of the outstanding principal amount of such Revolving Credit Loans to be purchased by such Lender plus (y) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Revolving Credit Loans. Borrowers shall pay to the Lenders amounts payable, if any, to such Lenders under Section 3.4 as a result of the prepayment of any such Revolving Credit Loans. No increase of the Commitments may be effected under this Section if either (i) a Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since in existence on the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount effective date of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) any representation or warranty made or deemed made by any Credit Party in any Loan Document is not (or would not be) true or correct on the effective date of such increase (except for representations or warranties which expressly relate solely to an earlier date). In connection with any increase in the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 2.12, (A) any Lender becoming a party hereto shall only be available for execute such documents and agreements as the issuance of Letters of Credit hereunder Agent may reasonably request, and (for purposes of determining compliance with this clause (vB) Letters of Credit Borrowers shall be deemed to be the last credit extended under make appropriate arrangements so that each new Lender, and any existing Lender increasing its Commitment, receives a Revolving Commitment - it being intended that no Borrower shall be new or replacement Note, as appropriate, in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of such Lender’s Commitment within two Business Days of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) effectiveness of the aggregate amount of such increases during applicable increase in the term of this Agreement shall not exceed $25,000,000Aggregate Commitment Amount.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may Upon at any time from time to time least 15 days' prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing (which notice the Agent shall promptly transmit to each of the amount of such proposed increase (each such noticeBanks), a “Commitment Increase Notice”); providedthe Borrower shall have the right, however, that, (i) none subject to the terms and conditions set forth below and with the consent of the US Revolving CommitmentBanks as set forth below, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) to increase the aggregate amount of the Commitments as in multiples of $5,000,000. Any such increase shall apply, at the option of the Borrower, (x) to the Commitment of one or more Banks, provided that (i) the Required Banks (including each Bank whose Commitment is to be increased) shall consent to such increase, (ii) the amount set forth on the signature pages hereof opposite the name of each Bank the Commitment of which is being so increased shall be amended to reflect the increased Commitment of such Bank and (iii) if any Committed Loans are outstanding at the time of such an increase, the Borrower will, notwithstanding anything to the contrary contained in this Agreement, on the date of such increase incur and repay or prepay one or more Committed Loans from the Banks in such amounts so that after giving effect thereto, the Committed Loans shall be outstanding on a pro rata basis (based on the Commitments of the Banks after giving effect to the changes made pursuant hereto on such date) from all the Banks or (y) to the creation of a new Commitment of an institution not exceed $175,000,000then a Bank hereunder, provided that (i) such institution becomes a party to this Agreement as a Bank by execution and delivery to the Borrower and the Agent of counterparts of this Agreement, (ii) the Required Banks shall consent to the creation of such Commitment of such Bank, (iii) any increase in either the Canadian Revolving signature pages hereof shall be amended to reflect the Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (of such corresponding increase shall not be deemed to be an additional increase)new Bank, (iv) the Borrower shall issue a Note to such new Bank in conformity with the provisions of Section 2.05, (v) if any Committed Loans are outstanding at the time of the creation of such Commitment of such Bank, the Borrower will, notwithstanding anything to the contrary contained in this Agreement, on the date of the creation of such Commitment incur and repay or prepay one or more Committed Loans from the Banks in such amounts so that after giving effect thereto, the Committed Loans shall be outstanding on a pro rata basis (based on the Commitments of the Banks after giving effect to the changes made pursuant hereto on such date) from all the Banks and (vi) if such institution is neither a banking institution nor an affiliate of a Bank, such institution must be consented to by the Agent; provided further that any such increase or creation may not be increased apply, at the option of the Borrower, as set forth in clause (x) or (y) above but without the consent of the Administrative Agent Required Banks so long as (which consent i) the amount of such increase or the amount of such new Commitment so created, as the case may be, when added to the aggregate amount of all such prior increases in the Commitments and all such prior creations of new Commitments, in each case created after the Effective Date, does not exceed $800,000,000 and (ii) after giving effect to such increase or new Commitment, the amount of the Commitment of any Bank shall not be unreasonably withheld or delayed) (v) that portion exceed 17.5% of the Revolving aggregate amount of the Commitments representing an (excluding, for purposes of this clause (ii), any increase resulting solely from the merger or the acquisition of one Bank into or by another Bank). It is understood that any increase in the Revolving amount of the Commitments made pursuant to this Section 2.22 2.17 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term not constitute an amendment of this Agreement shall not exceed $25,000,000or the Notes.

Increase of Commitments. The Borrower may, on any Business Day prior to the Termination Date, increase the aggregate amount of the Commitments by delivering a Commitment Amount Increase Request substantially in the form attached hereto as Exhibit F or in such other form acceptable to the Agent at least ten (a10) If Business Days prior to the desired effective date of such increase (the “Commitment Amount Increase”) identifying an additional Bank (or additional Commitments for existing Bank(s)) and the amount of its Commitment (or additional amount of its Commitment(s)); provided, however, that (i) any increase of the aggregate amount of the Commitments to an amount in excess of $300,000,000 will require the approval of the Required Banks, (ii) any increase of the aggregate amount of the Commitments shall be in an amount not less than $15,000,000, (iii) no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since at the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments request or the UK Revolving Commitments by notice to the Administrative Agent in writing effective date of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase)Amount Increase, (iv) all representations and warranties contained in Section 6 hereof shall be true and correct at the Commitments may not be increased without time of such request and on the consent effective date of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) such Commitment Amount Increase and (v) that portion any additional Bank must be an Eligible Assignee. The effective date of the Revolving Commitments representing Commitment Amount Increase shall be agreed upon by the Borrower and the Agent. Upon the effectiveness thereof, the new Bank(s) (or, if applicable, existing Bank(s)) shall advance Loans in an increase in amount sufficient such that after giving effect to its advance each Bank shall have outstanding its Percentage of Loans. It shall be a condition to such effectiveness that (i) if any Eurodollar Loans are outstanding under the Revolving Commitments made pursuant to this Section 2.22 shall only be available for Credit on the issuance date of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit such effectiveness, such Eurodollar Loans shall be deemed to be prepaid on such date and the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause pay any amounts owing to the Banks pursuant to Section 2.4 hereof and (vii) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount shall not have terminated any portion of the aggregate Revolving Commitments pursuant to such Section 2.5 hereof. The Borrower before giving effect agrees to such increase)pay any reasonable expenses of the Agent relating to any Commitment Amount Increase. Notwithstanding anything herein to the contrary, no Bank shall have any obligation to increase its Commitment and no Bank’s Commitment shall be increased without its consent thereto, and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000each Bank may at its option, unconditionally and without cause, decline to increase its Commitment.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at At any time and from time to time, but not more than five (5) times during the term of this Agreement, the Company may request that the Aggregate Commitment be increased; provided that (i) the Aggregate Commitment shall at no time prior to the Maturity Date exceed $2,750,000,000 and (ii) such request one or more increases shall be in a minimum amount of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by $50,000,000. Such request shall be made in a written notice given to the Administrative Agent in writing of and the amount Lenders by the Company not less than ten (10) Business Days prior to the proposed effective date of such proposed increase increase, which notice (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of shall specify the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar proposed increase in the US Revolving Aggregate Commitment and the proposed effective date of such increase. The Company may notify the Administrative Agent of any financial institution (other than any Ineligible Institution) that shall have agreed to become a “Lender” party hereto (a “Proposed New Lender”) in connection with the Commitment Increase Notice and any Proposed New Lender shall be reasonably acceptable to the Administrative Agent. The Administrative Agent shall notify the Company and the Lenders on or before the Business Day immediately prior to the proposed effective date of the amount of each Lender’s and Proposed New Lender’s Commitment (the “Effective Commitment Amount”) and the amount of the Aggregate Commitment, which amount shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment, all representations and warranties under Article III shall be true and correct in all material respects as though made on such corresponding increase date or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date (except for representations and warranties for which exceptions thereto have been disclosed in writing to the Administrative Agent and which have been approved in writing by the Required Lenders) and no event shall not have occurred and then be deemed to be an additional increase)continuing which constitutes a Default or Event of Default, (ivB) the Commitments Borrowers, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a “Commitment” in support of such increase in the Aggregate Commitment shall have executed and delivered a “Commitment and Acceptance” substantially in the form of Exhibit C, (C) counsel for the Borrowers shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent and (D) the Borrowers and the Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may not be increased without required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase. The Administrative Agent shall, with the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of Company, reallocate the Revolving Commitments representing an Credit Exposures on the effective date of such increase in ratably among the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder Lenders (for purposes of determining compliance with this clause (vincluding new Lenders) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before after giving effect to such increase). The Company hereby agrees to compensate each Lender for all losses, expenses and (vi) liabilities incurred by such Lender in connection with the aggregate amount sale and assignment of any Eurocurrency Loan hereunder on the terms and in the manner as set forth in Section 2.16 hereof. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Company and each Lender of the effective date of such increases during increase. Upon the term effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and shall not exceed $25,000,000have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment at any time.

Increase of Commitments. (a) If no Default or Default, Event of Default or Material Adverse Effect shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Datecontinuing, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases an increase of the US Revolving Commitments, Credit Commitments or Canadian Revolving Commitments or the UK Revolving Credit Commitments by notice to the Administrative Agent and the Canadian Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”"COMMITMENT INCREASE NOTICE"); provided, however, that, that (i1) none of neither the US Revolving Commitment, Credit Commitment nor the Canadian Revolving Commitment or the UK Revolving Credit Commitment of any Revolving Lender may be increased without such Revolving Lender’s 's consent, and (ii2) the aggregate amount of the Revolving Credit Commitments as so increased shall not exceed $175,000,000, (iii) 450,000,000. Any such Commitment Increase Notice delivered with respect to any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar proposed increase in the US Revolving Credit Commitments must offer each US Revolving Lender an opportunity to subscribe for its Applicable Percentage of the increased US Revolving Credit Commitments. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Canadian Revolving Credit Commitments must offer each Canadian Lender an opportunity to subscribe for its Applicable Percentage of the increased Canadian Revolving Credit Commitments. The Administrative Agent or the Canadian Administrative Agent, as applicable, shall, within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its US Revolving Credit Commitment or Canadian Revolving Credit Commitment (as applicable) shall notify the applicable Agent in writing no later than ten (10) Business Days after receipt of notice from such corresponding Agent. Any Lender that does not notify the applicable Agent within the time period specified above that it will increase shall not its US Revolving Credit Commitment or Canadian Revolving Credit Commitment will be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld have rejected such offer. Any agreement by a Lender to increase its US Revolving Credit Commitment or delayed) (v) that portion of the Canadian Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit Commitment shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000irrevocable.

Increase of Commitments. Subject to the approval of the Agent (a) If no Default or Event of Default which shall not be unreasonably withheld, delayed or, except with respect to the fees to be paid to Agent for arranging the increase, conditioned), the Borrower shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected the right to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent an increase in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000by providing written notice to the Agent, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit notice shall be deemed to be the last credit extended under a Revolving Commitment - it being intended irrevocable once given; provided that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vii) the aggregate amount of such increases during in the term of Commitments pursuant to this Agreement Section 2.14 shall not exceed $25,000,00050,000,000 in the aggregate; (ii) the Borrower may not exercise its rights pursuant to this Section 2.14 more than two (2) times; and (iii) the Borrower may not exercise its rights under this Section 2.14 if there are less than six (6) full months to the Termination Date. Each such increase in the Commitments must be an aggregate minimum amount of $15,000,000 and integral multiples of $1,000,000 in excess thereof. The Agent shall promptly notify each Lender of such request. Each existing Lender shall have the right to increase its Commitment by an amount so that such Lender’s Commitment Percentage shall not be decreased as a result of such requested increase in the Commitments. All other allocations of such requested increase shall be subject to the approval of the Agent. Each Lender shall notify the Agent within ten (10) Business Days after receipt of the Agent’s notice whether such Lender wishes to increase the amount of its Commitment. If a Lender fails to deliver any such notice to the Agent within such time period, then such Lender shall be deemed to have declined to increase its Commitment. No Lender shall be required to increase its Commitment and any new Lender(s) becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee. As a condition to any such increase in the Commitment, the Borrower shall pay to the Agent such fees as it may require in connection with the arrangement of such increase, and to the Lenders acquiring such increase such fees as they may require in connection therewith, which fees shall, when paid, be fully earned and non-refundable under any circumstances. In the event a new Lender or Lenders become a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its Commitment Percentage (as determined after giving effect to the increase of Commitments) of any outstanding Revolving Loans, by making available to the Agent for the account of such other Lenders at the Principal Office, in same day funds, an amount equal to the sum of (a) the portion of the outstanding principal amount of such Revolving Loans to be purchased by such Lender plus (b) the aggregate amount of payments previously made by the other Lenders under Sections 2.2(e) or 2.3(j) which have not been repaid, and the Borrower shall pay to such other Lenders interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Revolving Loans. The Borrower shall also pay to the Lenders amounts payable, if any, to such Lenders under Section 4.4 as a result of the prepayment of any such Revolving Loans. No increase of the Commitments may be effected under this Section if either (x) a Default or Event of Default shall be in existence on the effective date of such increase or (y) any representation or warranty made or deemed made by or on behalf of the Borrower or any other Obligor in any Loan Document is not (or would not be) true or correct in all material respects on the effective date of such increase (except for representations or warranties which expressly relate solely to an earlier date). In connection with any increase in the aggregate amount of the Commitments pursuant to this subsection, (A) any Lender becoming a party hereto shall execute such documents and agreements as the Agent may reasonably request and (B) the Borrower shall make appropriate arrangements so that each new Lender, and any existing Lender increasing its Commitment, receives a new or replacement Revolving Note, as appropriate, in the amount of such Lender’s Commitment contemporaneously with the effectiveness of the applicable increase in the aggregate amount of Commitments.

Increase of Commitments. (ai) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at At any time from time to time prior to the Maturity Date Facility Termination Date, the Company may request one or more increases that the Aggregate Commitment be increased; provided that, without the prior written consent of all of the US Revolving CommitmentsLenders, Canadian Revolving Commitments or (a) the UK Revolving Commitments by Aggregate Commitment shall at no time exceed $300,000,000 minus the aggregate amount of all reductions in the Aggregate Commitment previously made pursuant to Section 2.6.3; and (b) each such request shall be in a minimum amount of at least $10,000,000 and increments of $5,000,000 in excess thereof. Such request shall be made in a written notice given to the Administrative Agent in writing of and the amount Lenders by the Company not less than twenty (20) Business Days prior to the proposed effective date of such proposed increase increase, which notice (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of shall specify the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the proposed increase in the Aggregate Commitment and the proposed effective date of such increase. In the event of such a Commitment Increase Notice, each of the Lenders shall be given the opportunity to participate in the requested increase ratably in proportions that their respective Commitments as so increased bear to the Aggregate Commitment. No Lender shall have any obligation to increase its Commitment pursuant to a Commitment Increase Notice. On or prior to the date that is fifteen (15) Business Days after receipt of the Commitment Increase Notice, each Lender shall submit to the Administrative Agent a notice indicating the maximum amount by which it is willing to increase its Commitment in connection with such Commitment Increase Notice (any such notice to the Administrative Agent being herein a “Lender Increase Notice”). Any Lender which does not exceed $175,000,000, submit a Lender Increase Notice to the Administrative Agent prior to the expiration of such fifteen (iii15) Business Day period shall be deemed to have denied any increase in either its Commitment. In the Canadian Revolving Commitment or event that the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase increases of Commitments set forth in the US Revolving Lender Increase Notices exceed the amount requested by the Company in the Commitment Increase Notice, the Administrative Agent and the Arranger shall have the right, in consultation with the Company, to allocate the amount of increases necessary to meet the Company’s Commitment Increase Notice. In the event that the Lender Increase Notices are less than the amount requested by the Company, not later than three (such corresponding increase 3) Business Days prior to the proposed effective date the Company may notify the Administrative Agent of any financial institution that shall not have agreed to become a “Lender” party hereto (a “Proposed New Lender”) in connection with the Commitment Increase Notice. Any Proposed New Lender shall be deemed consented to be an additional increase), (iv) the Commitments may not be increased without the consent of by the Administrative Agent (which consent shall not be unreasonably withheld or delayedwithheld). If the Company shall not have arranged any Proposed New Lender(s) (v) that portion of to commit to the Revolving Commitments representing an increase in shortfall from the Revolving Commitments made pursuant to this Section 2.22 shall only be available for Lender Increase Notices, then the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit Company shall be deemed to be have reduced the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans its Commitment Increase Notice to the aggregate amount set forth in the Lender Increase Notices. Based upon the Lender Increase Notices, any allocations made in connection therewith and Protective Advances outstanding any notice regarding any Proposed New Lender, if applicable, the Administrative Agent shall notify the Company and the Lenders on or before the Business Day immediately prior to such Borrower exceed the proposed effective date of the amount of each Lender’s and Proposed New Lenders’ Commitment (the “Effective Commitment Amount”) and the amount of the aggregate Revolving Commitments Aggregate Commitment, which amounts shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) the Company shall have obtained the consent thereto of each Guarantor and its reaffirmation of the Loan Document(s) executed by it, which consent and reaffirmation shall be in writing and in form and substance reasonably satisfactory to the Administrative Agent, (B) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment all representations and warranties shall be true and correct in all material respects as though made on such Borrower before giving effect date and no event shall have occurred and then be continuing which constitutes a Default or Unmatured Default, (C) the Borrowers, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a “Commitment” in support of such increase in the Aggregate Commitment shall have executed and delivered a “Commitment and Acceptance” substantially in the form of Exhibit I hereto, (D) counsel for the Borrowers and for the Guarantors shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent and (E) the Borrowers and the Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may be required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase). If any fee shall be charged by the Lenders in connection with any such increase, such fee shall be in accordance with then prevailing market conditions, which market conditions shall have been reasonably documented by the Administrative Agent to the Company. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Company and (vi) each Lender of the aggregate amount effective date of such increases during increase. Upon the term effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and shall not exceed $25,000,000have the rights and obligations of a Lender hereunder and thereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder at any time.

Increase of Commitments. (a) If no Default or Event of Default The Company shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected the right to have, a Material Adverse Effect, since increase the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request Total U.S. Commitment one or more increases times by obtaining additional U.S. Commitments to be provided on the same terms as herein set forth with respect to the existing U.S. Commitments, either from one or more of the US Revolving Commitments, Canadian Revolving Commitments U.S. Lenders or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase another one or more lending institutions (each such notice, lending institution a “Commitment Increase Notice”); provided, however, "New Lender") provided that, : (i) none each increase shall be in a minimum amount of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent$25,000,000, (ii) the aggregate amount Company may make a maximum of the Commitments as so increased shall not exceed $175,000,0006 such requests for increases under this Section 2.09(e), (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall Total U.S. Commitments may not be deemed to be an additional increaseincreased in excess of $1,300,000,000 under this Section 2.09(e), (iv) no Default shall exist on the Commitments may not be increased without effective date of the consent increase or would result therefrom (including any Event of Default arising as a result of a failure to comply with the limitation on Indebtedness provisions contained in the Covered Note Documents); (v) no U.S. Lender shall have any obligation to increase its U.S. Commitment unless it is a party to an Increased Commitment Supplement; and (vi) the Administrative Agent (which consent shall have approved of any such New Lender, such approval not to be unreasonably withheld or delayed) (v) that portion of . Subject to the Revolving Commitments representing foregoing provisions, an increase in the Revolving U.S. Commitments made pursuant to in accordance with this Section 2.22 shall only be available for become effective on the issuance date Administrative Agent receives: (i) a properly completed Increased Commitment Supplement executed by the Loan Parties and the U.S. Lenders willing to increase their respective U.S. Commitments or the New Lenders (if any) or by a combination of Letters of Credit hereunder the foregoing and (for purposes of determining compliance ii) if requested by the Administrative Agent, legal opinions, in form and substance, and from counsel, reasonably satisfactory to the Administrative Agent with respect thereto. Administrative Agent shall promptly execute any Increased Commitment Supplement so delivered in accordance with this clause Section and deliver a copy thereof to the other U.S. Lenders. If all existing U.S. Lenders shall not have provided their pro rata portion of the requested increase, then after giving effect to the requested increase the outstanding U.S. Revolving Loans may not be held pro rata in accordance with the new U.S. Commitments. On the Business Day following any such increase, all outstanding ABR Revolving Loans shall be reallocated among the U.S. Lenders (vincluding any New Lenders) Letters in accordance with the U.S. Lenders' respective revised U.S. Applicable Percentages. Eurocurrency Borrowings shall not be reallocated among the U.S. Lenders prior to the expiration of Credit the applicable Interest Period in effect at the time of any such increase. Any advances made under this Section by a U.S. Lender shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation purchase of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the a corresponding amount of the aggregate U.S. Revolving Loans of the U.S. Lender or U.S. Lenders who shall receive such advances. The U.S. Commitments of the U.S. Lenders who do not agree to such Borrower before giving effect increase their U.S. Commitments cannot be reduced or otherwise changed pursuant to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Section.

Increase of Commitments. (a) If So long as, after giving pro forma effect to any such increase, (x) no Default or Event of Default shall have has occurred and be is continuing on the date thereof and no event(y) the Borrower is in compliance with the covenants set forth in Sections 6.16 and Section 6.17 (assuming for purposes of this Section 2.18(a) that the Commitments, change or condition has occurred that has hadincluding any proposed increase in Commitments, or could reasonably be expected are fully drawn) (as evidenced by a certificate of a Financial Officer delivered to have, the Administrative Agent on the date the Borrower submits a Material Adverse Effect, since the Effective DateCommitment Increase Notice), the Borrowers Borrower may at any time and from time to time prior to the Maturity Date request one or more increases an increase of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving aggregate Commitments by notice under Section 2.18(a) or (b) to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, that (i) none of each such increase shall be at least $10,000,000, (ii) the US Revolving Commitmentcumulative increase in Commitments pursuant to this Section 2.18 on or after the Fifth Amendment Closing Date shall not exceed $30,000,000, (iii) the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may not be increased without such Revolving Lender’s consent, and (iiiv) the aggregate amount of the Lenders’ Commitments as so increased shall not exceed $175,000,000132,500,000, in each case with respect to clauses (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increasei), (ii) and (iv) the Commitments may not be increased above, without the consent approval of the Required Lenders. If the Borrower elects to increase the aggregate Commitments by increasing the Commitment of a Lender, the Borrower, the Administrative Agent and such Lender shall execute an agreement (which consent a “Commitment Increase Agreement”), in substantially the form attached hereto as Exhibit B, whereupon such Lender shall not be unreasonably withheld or delayed) (v) that portion bound by and entitled to the benefits of this Agreement with respect to the Revolving Commitments representing an increase full amount of its Commitment as so increased, and the definition of “Commitment” in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit 1.01 and Schedule 2.01 hereof shall be deemed to be the last credit extended under a Revolving amended to reflect such increase. No Lender shall have any obligation whatsoever to agree to increase its Commitment. Each Commitment - it being intended that no Borrower Increase Agreement shall be in violation irrevocable and shall be effective upon notice thereof by the Administrative Agent at the same time as that of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000all other increasing Lenders.

Increase of Commitments. The Borrower shall have the right at any time and from time to time during the period beginning on the Effective Date through and including the date 180 days prior to the Termination Date to request increases in the aggregate amount of the Commitments (aprovided that after giving effect to any increases in the Commitments pursuant to this Section, the aggregate amount of the Commitments shall not exceed $2,000,000,000) by providing written notice to the Administrative Agent, which notice shall be irrevocable once given. Each such increase in the Commitments must be an aggregate minimum amount of $50,000,000 and integral multiples of $15,000,000 in excess thereof. The Administrative Agent, in consultation with the Borrower, shall manage all aspects of the syndication of such increase in the Commitments, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such increase and the allocations of the increase in the Commitments among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be obligated in any way whatsoever to increase its Commitment, and any new Lender becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee. If a new Lender becomes a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its Commitment Percentage (determined with respect to the Lenders’ relative Commitments and after giving effect to the increase of Commitments) of any outstanding Revolving Loans, by making available to the Administrative Agent for the account of such other Lenders, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Revolving Loans to be purchased by such Lender plus (B) the aggregate amount of payments previously made by the other Lenders under Section 2.3.(j) which have not been repaid plus (C) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Revolving Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 4.4. as a result of the prepayment of any such Revolving Loans. Effecting the increase of the Commitments under this Section is subject to the following conditions precedent: (x) no Default or Event of Default shall have occurred be in existence on the effective date of such increase, (y) the representations and warranties made or deemed made by the Borrower or any other Loan Party in any Loan Document to which such Loan Party is a party shall be continuing and no event, change true or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since correct on the Effective Date, the Borrowers may at any time from time to time prior effective date of such increase except to the Maturity Date request one or more increases extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and accurate on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted hereunder, and (z) the Administrative Agent shall have received each of the US Revolving Commitmentsfollowing, Canadian Revolving Commitments in form and substance satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of (A) all corporate, partnership, member or other necessary action taken by the UK Revolving Commitments Borrower to authorize such increase and (B) all corporate, partnership, member or other necessary action taken by notice each existing Guarantor authorizing the guaranty of such increase; and (ii) an opinion of counsel to the Borrower and such Guarantors, and addressed to the Administrative Agent and the Lenders covering such matters as reasonably requested by the Administrative Agent, and (iii) new Notes executed by the Borrower, payable to any new Lenders and replacement Notes executed by the Borrower, payable to any existing Lenders increasing their Commitments, in writing of the amount of such proposed increase (each such notice, a “Lender’s Commitment Increase Notice”); provided, however, that, (i) none at the time of the US Revolving Commitment, effectiveness of the Canadian Revolving Commitment or applicable increase in the UK Revolving Commitment aggregate amount of the Commitments. In connection with any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) increase in the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 2.14. any Lender becoming a party hereto shall only be available for execute such documents and agreements as the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Administrative Agent may reasonably request.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers The Company may at any time from time to time prior to the Maturity Date request on one or more increases of the US Revolving Commitmentsoccasions, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent Agent, executed by the Company and one or more financial institutions (any such financial institution referred to in writing this Section being called an “Increasing Lender”), which may include any Lender, cause new Commitments to be extended by the Increasing Lenders or cause the existing Commitments of the amount of Increasing Lenders to be increased, as the case may be (any such proposed increase (each such noticeextension or increase, a “Commitment Increase NoticeIncrease”), in an amount for each Increasing Lender set forth in such notice; provided, however, that, provided that (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased all Commitment Increases effected pursuant to this paragraph shall not exceed $175,000,000250,000,000, (iiiii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitmenteach Increasing Lender, each as herein providedif not already a Lender hereunder, shall require a corresponding dollar per dollar increase in be subject to the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent approval of the Administrative Agent (which consent shall not to be unreasonably withheld or delayed), (iii) each Increasing Lender, if not already a Lender hereunder, shall become a party to this Agreement by completing and delivering to the Administrative Agent a duly executed accession agreement in a form reasonably satisfactory to the Administrative Agent and the Company and (viv) that portion no Lender shall be required to participate in any Commitment Increase. New Commitments and increases in Commitments shall, subject to the terms and conditions of this Section, become effective on the Revolving Commitments representing an increase date specified in the Revolving Commitments made applicable notice delivered pursuant to this Section 2.22 paragraph. Upon the effectiveness of any accession agreement to which any Increasing Lender is a party, such Increasing Lender shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall thereafter be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower party to this Agreement and shall be in violation of this clause (v) unless the principal amount of Revolving Loans entitled to all rights, benefits and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase)privileges, and (vi) subject to all the aggregate amount obligations, of such increases during a Lender hereunder. For the term avoidance of this Agreement doubt, upon the effectiveness of any Commitment Increase, the Applicable Percentages of all the Lenders shall not exceed $25,000,000automatically be adjusted to give effect thereto.

Increase of Commitments. With the prior consent of the Agent, the Borrower shall have the right at any time during the term of this Agreement to request increases in the aggregate amount of the Commitments (aprovided that after giving effect to any increases in the Commitments pursuant to this Section, the aggregate amount of the Commitments may not exceed $350,000,000) by providing written notice to the Agent, which notice shall be irrevocable once given. Each such increase in the Commitments must be in an aggregate minimum amount of $25,000,000 and integral multiples of $5,000,000 in excess thereof. No Lender shall be required to increase its Commitment and any new Lender becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee. If no a new Lender becomes a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its Commitment Percentage (or in the case of an existing Lender, the increase in the amount of its Commitment Percentage, in each case as determined after giving effect to the increase of Commitments) of any outstanding Revolving Loans, by making available to the Agent for the account of such other Lenders at the Principal Office, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Revolving Loans to be purchased by such Lender plus (B) the aggregate amount of payments previously made by the other Lenders under Section 2.3.(j) which have not been repaid plus (C) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Revolving Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 5.4. as a result of the prepayment of any such Revolving Loans. No increase of the Commitments may be effected under this Section if (x) a Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since in existence on the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount effective date of such proposed increase or (y) any representation or warranty made or deemed made by the Borrower or any other Loan Party in any Loan Document to which any such Loan Party is a party is not (or would not be) true or correct on the effective date of such increase (each such notice, a “Commitment Increase Notice”except for representations or warranties which expressly relate solely to an earlier date); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of . In connection with any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) increase in the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for Section, any Lender becoming a party hereto (or increasing its Commitment) and the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be execute such documents and agreements (in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount case of the aggregate Revolving Commitments to such Borrower before giving effect to such increase)Borrower, and (viincluding resolutions) as the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Agent may reasonably request.

Increase of Commitments. The Borrower shall have the right at any time and from time to time during the term of this Agreement to request increases in the aggregate amount of the Commitments (aprovided that after giving effect to any increases in the Commitments pursuant to this Section, the aggregate amount of the Commitments may not exceed $500,000,000) by providing written notice to the Agent, which notice shall be irrevocable once given. Each such increase in the Commitments must be in an aggregate minimum amount of $25,000,000 and integral multiples of $5,000,000 in excess thereof. No Lender shall be required to increase its Commitment and any new Lender becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee approved by the Borrower. If no a new Lender becomes a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its Commitment Percentage (or in the case of an existing Lender, the increase in the amount of its Commitment Percentage, in each case as determined after giving effect to the increase of Commitments) of any outstanding Revolving Loans, by making available to the Agent for the account of such other Lenders at the Principal Office, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Revolving Loans to be purchased by such Lender plus (B) the aggregate amount of payments previously made by the other Lenders under Section 2.4.(j) which have not been repaid plus (C) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Revolving Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 4.4. as a result of the prepayment of any such Revolving Loans. No increase of the Commitments may be effected under this Section if (x) a Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since in existence on the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount effective date of such proposed increase or (y) any representation or warranty made or deemed made by the Borrower or any other Loan Party in any Credit Document to which any such Loan Party is a party is not (or would not be) true or correct on the effective date of such increase (each such notice, a “Commitment Increase Notice”except for representations or warranties which expressly relate solely to an earlier date); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of . In connection with any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) increase in the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 subsection, (a) any Lender becoming a party hereto shall only be available for execute such documents and agreements as the issuance of Letters of Credit hereunder Agent may reasonably request and (for purposes of determining compliance with this clause (vb) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be make appropriate arrangements so that each new Lender, and any existing Lender increasing its Commitment, receives a new or replacement Note, as appropriate, in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of such Lender's Commitment within 2 Business Days of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) effectiveness of the applicable increase in the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Commitments.

Increase of Commitments. (a) If no Default or Default, Event of Default or Material Adverse Change shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since at the Effective Datetime of delivery of the Commitment Increase Notice, the Borrowers Borrower may at any time and from time to time prior to the Maturity Date request one or more increases termination of the US Revolving Commitments, Canadian Revolving Commitments or pursuant to Section 2.08 request an increase of the UK Revolving aggregate Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, that (i) none each such increase shall be at least $10,000,000, (ii) the cumulative increase in Commitments after the Effective Date pursuant to this Section 2.19 shall not exceed $50,000,000 without the approval of the US Revolving CommitmentRequired Lenders, (iii) the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may not be increased without such Revolving Lender’s consent, and (iiiv) the aggregate amount of the Lenders’ Commitments as so increased shall not exceed $175,000,000300,000,000 without the approval of the Required Lenders. Following any Commitment Increase Notice, (iii) any increase the Borrower may, in either the Canadian Revolving Commitment or the UK Revolving Commitmentits sole discretion, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without but with the consent of the Administrative Agent as to any Person that is not at such time a Lender (which consent shall not be unreasonably withheld or delayed) (v) that ), offer to any existing Lender or to one or more additional banks or financial institutions the opportunity to participate in all or a portion of the Revolving increased Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 paragraph (b) or (c) below, as applicable. Promptly and in any event within five (5) Business Days after receipt of notice from the Borrower of its desire to offer such increased Commitments to certain existing Lenders, to the additional banks or financial institutions identified therein or such additional banks or financial institutions identified by the Administrative Agent and approved by the Borrower, the Administrative Agent shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to notify such Borrower exceed the amount proposed lenders of the aggregate Revolving Commitments opportunity to such Borrower before giving effect to such increase), and (vi) the aggregate amount participate in all or a portion of such increases during the term of this Agreement shall not exceed $25,000,000increased Commitments.

Increase of Commitments. (a) If So long as no Default or Event of Default exists or would arise as a result thereof, the Lead Borrower shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may right at any time time, and from time to time prior time, to request an increase of the Maturity Date Total Commitments to an amount not to exceed $150,000,000, any such request to be in increments of $5,000,000. Any such requested increase shall be first made to all existing Lenders on a pro rata basis. In the event that any existing Lender does not notify the Administrative Agent within ten (10) Business Days from the receipt of the requested increase that such existing Lender will increase its Revolving Commitment, and the amount of its increase, the existing Lender shall be deemed to have declined the requested increase of its Revolving Commitment. To the extent that one or more increases of the US Revolving existing Lenders decline to increase their respective Commitments, Canadian Revolving or decline to increase their Commitments or to the UK Revolving Commitments amount requested by notice to the Lead Borrower, the Administrative Agent shall use best efforts to arrange for other Persons to become Lenders hereunder and to issue commitments in writing of an amount equal to the amount of such proposed the increase in the Commitments requested by the Lead Borrower and not accepted by the existing Lenders (each such noticeincrease by either means, a “Commitment Increase NoticeIncrease”, and each such Person issuing, or Lender increasing, its Revolving Commitment, an “Additional Commitment Lender”); , provided, however, thatthat (x) no Lender shall be obligated to provide a Commitment Increase as a result of any such request by the Lead Borrower, (iy) none any Additional Commitment Lender which is not an existing Lender shall be subject to the approval of the US Revolving CommitmentAdministrative Agent, and (z) nothing contained herein shall constitute the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent unconditional obligation of the Administrative Agent (which consent shall not be unreasonably withheld to provide or delayed) (v) that portion of obtain commitments for such Commitment Increase, as the Revolving Commitments representing an increase in the Revolving Commitments made pursuant Administrative Agent only is agreeing hereby to this Section 2.22 shall only be available use its best efforts to arrange for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans Increases and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Additional Commitment Lenders.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected The Borrowers may from time to have, a Material Adverse Effect, since time after the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent (which shall be provided four Business Days prior to the Increase Effective Date), executed by the Borrowers and one or more financial institutions (any such financial institution referred to in writing this Section being called an “Increasing Lender”), which may include any Lender (acting in its sole discretion), cause new Commitments to be extended by the Increasing Lenders or cause the existing Commitments of the amount of Increasing Lenders to be increased (any such proposed extension or increase (each such notice, being called a “Commitment Increase NoticeIncrease”), in an amount set forth in such notice; provided, however, that, that (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased Commitment Increases becoming effective on any single date shall not be at least $25,000,000 (or such lesser amount consented to by the Administrative Agent), (ii) at no time shall the aggregate amount of Commitments, giving effect to the Commitment Increases effected pursuant to this paragraph, exceed $175,000,0001,100,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitmenteach Increasing Lender, each as herein providedif not already a Lender hereunder, shall require a corresponding dollar per dollar increase in be subject to the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent approval of the Administrative Agent (which consent approval shall not be unreasonably withheld or delayed) and shall complete an Administrative Questionnaire and (viv) that portion of each Increasing Lender, if not already a Lender hereunder, shall become a party to this Agreement by completing and delivering to the Revolving Administrative Agent, not later than 11:00 a.m., New York City time, on the Increase Effective Date, a duly executed accession agreement in a form reasonably satisfactory to the Administrative Agent and the Borrowers (an “Accession Agreement”). New Commitments representing an increase and increases in Commitments shall become effective on the date specified in the Revolving applicable notices delivered pursuant to this paragraph. Upon the effectiveness of any Accession Agreement to which any Increasing Lender is a party, (A) such Increasing Lender shall thereafter be deemed to be a party to this Agreement and shall be entitled to all rights, benefits and privileges accorded to, and subject to all obligations of, a Lender hereunder and (B) Schedule 2.01 shall be deemed to have been amended to reflect the Commitments made of such Increasing Lender as provided in such Accession Agreement. Upon the effectiveness of any increase pursuant to this Section 2.22 shall only be available for the issuance in any Commitment of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit a Lender already a party hereto, Schedule 2.01 shall be deemed to be have been amended to reflect the last credit extended under a Revolving increased Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Lender.

Increase of Commitments. The Borrower shall have the right at any time and from time to time from the Closing Date through and including the Termination Date to request increases in the Commitments (aprovided that after giving effect to any increases in the Commitments pursuant to this Section, the aggregate amount of increases to the Commitments may not exceed $100,000,000) by providing written notice to the Agent, which notice shall be irrevocable once given. The Agent shall deliver a copy of such notice to each Lender promptly upon receipt thereof. Each such increase in the Commitments must be in an aggregate minimum amount of $25,000,000 and $5,000,000 integral multiples in excess thereof. Notwithstanding anything herein to the contrary, the limits set forth in Sections 2.04(a) with respect to Swingline Loans shall remain applicable following any increase of the Commitments in accordance with this Section 2.25. No Lender shall be required to increase its Commitment and each Lender may decline to increase its Commitment in its sole discretion. If any Lender shall fail to respond, such Lender will have deemed to have declined. The Agent shall allocate any increase in the Commitments to existing Lenders willing to increase their respective Commitments prior to the allocation of such requested increase to any new Lenders to become a party to this Agreement. All such allocations shall be in the Agent’s sole discretion but not in an amount in excess of each such Lender’s increased Commitment. If a new Lender becomes a party to this Agreement as provided herein, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its pro rata share (or in the case of an existing Lender, the increase in the amount of its pro rata share, in each case as determined after giving effect to the increase of the Commitments) of any outstanding Loans, by making available to the Agent for the account of such other Lenders, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Loans to be purchased by such Lender plus (B) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 2.14 as a result of the prepayment of any such Loans. No increase of the Commitments may be effected under this Section if the following conditions are not met immediately prior to such increase and immediately after giving effect thereto, (i) no Default or Event of Default shall have occurred exist and (ii) the representations and warranties made or deemed made by the Borrower in the Loan Documents, shall be continuing true and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since correct in all material respects on and as of the Effective Date, date of such extension with the Borrowers may at any time from time to time prior same force and effect as if made on and as of such date except to the Maturity Date extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date) and except for changes in factual circumstances not prohibited under the Loan Documents. In connection with any increase in the Commitments pursuant to this Section, (a) any Lender becoming a party hereto shall execute such documents and agreements as the Agent may reasonably request one and (b) the Borrower shall make appropriate arrangements so that each new Lender, and any existing Lender increasing its Commitment, receives a new or more increases of the US Revolving Commitmentsreplacement Note, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent as appropriate, in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount within five Business Days of such increases during the term of this Agreement shall not exceed $25,000,000Lender’s request therefor.

Increase of Commitments. (a) If If, prior to and after giving effect to any increase in the Commitments pursuant to this Section 2.20, no Default or Default, Event of Default or Material Adverse Effect shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Datecontinuing, the Borrowers Borrower may at any time and from time to time prior to the Maturity Date time, but in no event more than two (2) times in any fiscal year, request one or more increases an increase of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving aggregate Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, that (i) none of each such increase shall be at least $10,000,000, (ii) the US Revolving Commitmentcumulative increase in Commitments pursuant to this Section 2.20 shall not exceed $125,000,000, (iii) the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may not be increased without such Revolving Lender’s consent, and (iiiv) the aggregate amount of the Lenders’ Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased 300,000,000 without the consent approval of the Required Lenders. The Administrative Agent shall, within five (5) Business Days after receipt of the Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Commitment shall so notify the Administrative Agent in writing no later than twenty (which consent shall not be unreasonably withheld or delayed20) (v) days after receipt by the Lender of such request. Any Lender that portion of accepts an offer to it by the Revolving Commitments representing an Borrower to increase in the Revolving Commitments made its Commitment pursuant to this Section 2.22 2.20 shall, in each case, execute an agreement (a “Commitment Increase Agreement”), in substantially the form attached hereto as Exhibit B, with the Borrower and the Administrative Agent, whereupon such Lender shall only be available for bound by and entitled to the issuance benefits of Letters this Agreement with respect to the full amount of Credit hereunder (for purposes its Commitment as so increased, and the definition of determining compliance with this clause (v) Letters of Credit Commitment in Section 1.01 and Schedule 2.01 hereof shall be deemed to be amended to reflect such increase. Any Lender that does not notify the last credit extended under a Revolving Administrative Agent within such period that it will increase its Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding deemed to have rejected such Borrower exceed the amount offer to increase its Commitment. No Lender shall have any obligation whatsoever to agree to increase its Commitment. Any agreement to increase a Lender’s pro rata share of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), increased Commitment shall be irrevocable and (vi) shall be effective upon notice thereof by the aggregate amount Administrative Agent at the same time as that of such increases during the term of this Agreement shall not exceed $25,000,000all other increasing Lenders.

Increase of Commitments. (a) If If, prior to and after giving effect to any increase in the Commitments pursuant to this Section 2.20, no Default or Default, Event of Default or Material Adverse Effect shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Datecontinuing, the Borrowers Borrower may at any time and from time to time, but in no event more than one (1) time prior to the Maturity Date in any fiscal year, request one or more increases an increase of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving aggregate Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “"Commitment Increase Notice”"); provided, however, that, that (i) none of each such increase shall be at least $5,000,000, (ii) the US Revolving Commitmentcumulative increase in Commitments pursuant to this Section 2.20 shall not exceed $25,000,000, (iii) the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may not be increased without such Revolving Lender’s 's consent, (iiiv) the aggregate amount of the Lenders' Commitments as so increased shall not exceed $175,000,00050,000,000 and (v) such proposed increase shall be further conditioned upon the Borrower's delivery to the Administrative Agent, who shall distribute such information to the Lenders, of the following, in each case reasonably acceptable to the Required Lenders, both in form and substance: (iiix) reasonable evidence that collateral, in addition to any increase and all Collateral securing the Obligations as of the date of the Commitment Increase Notice, has been acquired, or will be acquired with Borrowings made in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar connection with such increase in the US Revolving Commitments, to secure the full amount of the Obligations, as increased as contemplated by the Commitment Increase Notice and (y) cash flow projections, including with respect to such corresponding increase shall not be deemed acquired or to be an additional increase)acquired collateral, (iv) which projections shall be prepared in good faith, based on reasonable assumptions as of the Commitments may not be increased without date of the consent of Commitment Increase Notice and if requested by the Required Lenders, verified by independent third-parties selected by the Administrative Agent. Each Lender will notify the Administrative Agent within fifteen (which consent shall not be unreasonably withheld or delayed15) (v) that portion days after receipt of the Revolving Commitments representing an increase evidence described in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit immediately above whether or not the additional collateral, and the evidence thereof, is acceptable to such Lender provided that if such notice is not received by the Administrative Agent within such time, such Lender shall be deemed to be satisfied with such evidence. If the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be conditions in violation of this clause clauses (i) through (v) unless above have been satisfied, the principal amount Administrative Agent shall, within five (5) Business Days after the Administrative Agent is aware that such conditions have been satisfied, notify each Lender thereof. Each Lender desiring to increase its Commitment shall notify the Administrative Agent in writing no later than fifteen (15) days after receipt by the Lender of Revolving Loans and Protective Advances outstanding such notice from the Administrative Agent. Any Lender that accepts an offer to such it by the Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect increase its Commitment pursuant to such increasethis Section 2.20 shall, in each case, execute an agreement (a "Commitment Increase Agreement"), in substantially the form attached hereto as Exhibit B, with the Borrower and (vi) the aggregate amount of Administrative Agent, whereupon such increases during Lender shall be bound by and entitled to the term benefits of this Agreement with respect to the full amount of its Commitment as so increased, and the definition of Commitment in Section 1.01 and Schedule 2.01 hereof shall be deemed to be amended to reflect such increase. Any Lender that does not exceed $25,000,000notify the Administrative Agent within such period that it will increase its Commitment shall be deemed to have rejected such offer to increase its Commitment. No Lender shall have any obligation whatsoever to agree to increase its Commitment. Any agreement to increase a Lender's pro rata share of the increased Commitment shall be irrevocable and shall be effective upon notice thereof by the Administrative Agent at the same time as that of all other increasing Lenders.

Increase of Commitments. The Borrower shall have the right at any time and from time to time from the Closing Date through and including the Termination Date to request increases in the Commitments (aprovided that after giving effect to any increases in the Commitments pursuant to this Section, the aggregate amount of increases to the Commitments may not exceed $300,000,000) by providing written notice to the Agent, which notice shall be irrevocable once given. The Agent shall deliver a copy of such notice to each Lender promptly upon receipt thereof. Each such increase in the Commitments must be in an aggregate minimum amount of $25,000,000 and $5,000,000 integral multiples in excess thereof. Notwithstanding anything herein to the contrary, the limits set forth in Sections 2.04(a) with respect to Swingline Loans and 2.05(a) with respect to Letters of Credit shall remain applicable following any increase of the Commitments in accordance with this Section 2.24. No Lender shall be required to increase its Commitment. The Agent shall allocate any increase in the Commitments to existing Lenders willing to increase their respective Commitments prior to the allocation of such requested increase to any new Lenders to become a party to this Agreement. All such allocations shall be in the Agent’s sole discretion but not in an amount in excess of each such Lender’s increased Commitment. If a new Lender becomes a party to this Agreement as provided herein, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its pro rata share (or in the case of an existing Lender, the increase in the amount of its pro rata share, in each case as determined after giving effect to the increase of the Commitments) of any outstanding Loans, by making available to the Agent for the account of such other Lenders, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Loans to be purchased by such Lender plus (B) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 2.14 as a result of the prepayment of any such Loans. No increase of the Commitments may be effected under this Section if the following conditions are not met immediately prior to such increase and immediately after giving effect thereto, (i) no Default or Event of Default shall have occurred exist and (ii) the representations and warranties made or deemed made by the Borrower in the Loan Documents, shall be continuing true and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since correct in all material respects on and as of the Effective Date, date of such extension with the Borrowers may at any time from time to time prior same force and effect as if made on and as of such date except to the Maturity Date extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date) and except for changes in factual circumstances not prohibited under the Loan Documents. In connection with any increase in the Commitments pursuant to this Section, (a) any Lender becoming a party hereto shall execute such documents and agreements as the Agent may reasonably request one and (b) the Borrower shall make appropriate arrangements so that each new Lender, and any existing Lender increasing its Commitment, receives a new or more increases of the US Revolving Commitmentsreplacement Note, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent as appropriate, in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount within five Business Days of such increases during the term of this Agreement shall not exceed $25,000,000Lender’s request therefore.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers The Borrower may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitmentstime, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent in writing (which shall promptly deliver a copy to each of the Lenders) executed by the Borrower and one or more Lenders or other Persons qualifying as Eligible Assignees that are willing to extend Commitments or, in the case of any such Lender, to increase its Commitment (any such financial institution referred to in this Section being called an “Increasing Lender”), cause the total Commitments to be increased by such new or incremental Commitments of the Increasing Lenders, in an amount of such proposed increase (for each Increasing Lender as set forth in such notice, a “Commitment Increase Notice”); provided, however, that, provided that (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate principal amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving total Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed equal to be $10,000,000 or an integral multiple of $1,000,000 in excess thereof and the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the aggregate principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of all such increases during the term of this Agreement shall not exceed $25,000,000.100,000,000, (ii) each Increasing Lender, if not already a Lender hereunder, shall be subject to the prior written approval of the Borrower and the Administrative Agent (which approvals shall not be unreasonably withheld) and (iii) each Increasing Lender, if not already a Lender hereunder, shall become a party to this Agreement by completing and delivering to the Administrative Agent a duly executed accession agreement in a form approved by the Administrative Agent. New Commitments and increases in Commitments created pursuant to this Section shall become effective in the case of an Increasing Lender already a Lender under this Agreement, on the date specified in the applicable notice delivered pursuant to this Section. Upon the effectiveness of any accession agreement to which any Increasing Lender is a party, such Increasing Lender shall thereafter be deemed to be a party to this Agreement and shall be entitled to all rights, benefits and privileges accorded a Lender hereunder and subject to all obligations of a Lender hereunder. Upon the effectiveness of any increase in the Commitments pursuant to this Section, Schedule I shall be deemed to have been amended to reflect the new or increased Commitments of the Increasing Lenders. Notwithstanding the foregoing, no increase in the aggregate Commitments (or in the Commitment of any Lender) shall become effective under this Section unless 7552140v7 19897.00013

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers The Company may at any time from time to time prior elect to increase the Maturity Date request Revolving Commitments or enter, or cause one or more increases Foreign Subsidiary Borrowers to enter, into one or more tranches of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase term loans (each such notice, a an “Commitment Increase NoticeIncremental Term Loan”); provided, howeverin each case in minimum increments of $25,000,000 so long as, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before after giving effect to such increase)thereto, and (vi) the aggregate amount of such increases and all such Incremental Term Loans does not exceed $300,000,000. The Borrowers may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Revolving Commitment, or to participate in such Incremental Term Loans, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution may be an Augmenting Lender), which agree to increase their existing Revolving Commitments, or to participate in such Incremental Term Loans, or extend Revolving Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent and, in the case of any increase in the aggregate Revolving Commitments, the Issuing Banks and the Swingline Lender and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit C-1 hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit C-2 hereto. Except as set forth above, no consent of any Lender (other than the Lenders participating in the increase or any Incremental Term Loan) shall be required for any increase in Revolving Commitments pursuant to this Section 2.20. No consent of any Lender (other than the Lenders participating in any Incremental Term Loan) shall be required for any Incremental Term Loans pursuant to this Section 2.20. Increases and new Revolving Commitments and Incremental Term Loans created pursuant to this Section 2.20 shall become effective on the date agreed by the applicable Borrower(s), the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Revolving Commitment of any Lender) or tranche of Incremental Term Loans shall become effective unless, (i) on the proposed date of the effectiveness of such increase or Incremental Term Loans, (A) the conditions set forth in paragraphs (a), (b) and (c) of Section 4.02 shall be satisfied (and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company) or waived by the Required Lenders and (B) the Company shall be in compliance (on a pro forma basis) with the covenants contained in Section 6.09 and (ii) the Administrative Agent shall have received documents consistent with those delivered on the Effective Date as to the organizational power and authority of the applicable Borrower(s) to borrow hereunder after giving effect to such increase. On the effective date of any increase in the Revolving Commitments or any Incremental Term Loans being made, (i) each relevant Increasing Lender and Augmenting Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Revolving Loans, and (ii) except in the case of any Incremental Term Loans, the Borrowers shall be deemed to have repaid and reborrowed all outstanding Revolving Loans as of the date of any increase in the Revolving Commitments (with such reborrowing to consist of the Types of Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the Company, in accordance with the requirements of Section 2.03). The deemed payments made pursuant to clause (ii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the applicable Borrower(s) pursuant to the provisions of Section 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment with the Revolving Loans and the initial Term Loans, (b) shall not mature earlier than the Maturity Date (but may have amortization prior to such date) and (c) shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans and the initial Term Loans; provided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the term Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans and the initial Term Loans. Incremental Term Loans may be made hereunder pursuant to an amendment or restatement (an “Incremental Term Loan Amendment”) of this Agreement and, as appropriate, the other Loan Documents, executed by the applicable Borrower(s), each Increasing Lender participating in such tranche, each Augmenting Lender participating in such tranche, if any, and the Administrative Agent. The Incremental Term Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.20. Nothing contained in this Section 2.20 shall not exceed $25,000,000constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Revolving Commitment hereunder, or provide Incremental Term Loans, at any time. In connection with any increase of the Revolving Commitments or Incremental Term Loans pursuant to this Section 2.20, any Augmenting Lender becoming a party hereto shall (1) execute such documents and agreements as the Administrative Agent may reasonably request and (2) in the case of any Augmenting Lender that is organized under the laws of a jurisdiction outside of the United States of America, provide to the Administrative Agent, its name, address, tax identification number and/or such other information as shall be necessary for the Administrative Agent to comply with “know your customer” and anti-money laundering rules and regulations, including without limitation, the Patriot Act.

Increase of Commitments. (ai) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at At any time from time to time prior to the Maturity Date Facility Termination Date, the Company may request one or more increases that the Aggregate Commitment be increased; provided that, without the prior written consent of all of the US Revolving CommitmentsLenders, Canadian Revolving (a) the Aggregate Commitment shall at no time exceed $152,500,000 minus the aggregate amount of all reductions in the Aggregate Commitment previously made pursuant to Section 2.6.3; (b) the Combined Commitment shall at no time exceed $255,000,000; and (c) each such request shall be in a minimum amount of at least $25,000,000 and increments of $5,000,000 in excess thereof. Such request shall be made in a written notice given to the Administrative Agent and the Lenders by the Company not less than twenty (20) Business Days prior to the proposed effective date of such increase, which notice (a "COMMITMENT INCREASE NOTICE") shall specify the amount of the proposed increase in the Aggregate Commitment and the proposed effective date of such increase. In the event of such a Commitment Increase Notice, each of the Lenders shall be given the opportunity to participate in the requested increase ratably in proportions that their respective Commitments bear to the Aggregate Commitment. No Lender shall have any obligation to increase its Commitment pursuant to a Commitment Increase Notice. On or prior to the UK Revolving Commitments date that is fifteen (15) Business Days after receipt of the Commitment Increase Notice, each Lender shall submit to the Administrative Agent a notice indicating the maximum amount by which it is willing to increase its Commitment in connection with such Commitment Increase Notice (any such notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, being herein a “Commitment "LENDER INCREASE NOTICE"). Any Lender which does not submit a Lender Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed Notice to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent prior to the expiration of such fifteen (which consent shall not be unreasonably withheld or delayed15) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit Business Day period shall be deemed to be have denied any increase in its Commitment. In the last credit extended under a Revolving Commitment - it being intended event that no Borrower shall be the increases of Commitments set forth in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower Lender Increase Notices exceed the amount of requested by the aggregate Revolving Commitments Company in the Commitment Increase Notice, the Administrative Agent and the Arranger shall have the right, in consultation with the Company, to such Borrower before giving effect to such increase), and (vi) allocate the aggregate amount of such increases during necessary to meet the term Company's Commitment Increase Notice. In the event that the Lender Increase Notices are less than the amount requested by the Company, not later than three (3) Business Days prior to the proposed effective date the Company may notify the Administrative Agent of this Agreement any financial institution that shall not exceed $25,000,000.have agreed to become a "Lender" party hereto (a "PROPOSED NEW LENDER") in connection with the Commitment Increase Notice. Any Proposed New Lender

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers The Borrower may at any time and from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitmentstime, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent in writing (which shall promptly deliver a copy thereof to each Lender) executed by the Borrower and one or more financial institutions (the “Increasing Lenders”), which may include any Lender, cause new Commitments to be extended by the Increasing Lenders (or cause the Commitments of the Increasing Lenders that are already Lenders to be increased, as the case may be) in an amount of such proposed increase for each Increasing Lender (each which shall not be less than $5,000,000) set forth in such notice, a “Commitment Increase Notice”); provided, however, that, that (i) none the new Commitments and increases in existing Commitments pursuant to this paragraph shall not be greater than $103,000,000 in the aggregate during the term of the US Revolving Commitment, the Canadian Revolving Commitment this Agreement and shall not be less than $15,000,000 (or the UK Revolving Commitment any portion of such $103,000,000 aggregate amount remaining unused) for any Revolving Lender may be increased without such Revolving Lender’s consentincrease, (ii) the aggregate amount of the Commitments as so increased shall each Increasing Lender, if not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein providedalready a Lender hereunder, shall require a corresponding dollar per dollar increase in be subject to the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent approval of the Administrative Agent (which consent approval shall not be unreasonably withheld or delayed) and (iii) each Increasing Lender, if not already a Lender hereunder, shall become a party to this Agreement by completing and delivering to the Administrative Agent a duly executed accession agreement in a form satisfactory to the Administrative Agent and the Borrower (an “Accession Agreement”). Any Incremental Facility (as defined below) shall have the same terms, and be subject to the same Loan Documents, as the Commitments existing immediately prior to the effectiveness of such Incremental Facility. The Borrower shall first seek any new Commitments from the existing Revolving Lenders hereunder and then, to the extent not provided by such existing Lenders hereunder, from one or more financial institutions that are not Lenders hereunder, provided, that no Commitment of any Lender may be increased without the consent of such Lender. Any new Commitments and increases in Commitments shall become effective on the date specified in the applicable notices delivered pursuant to this paragraph (but not prior to, for any Increasing Lender that is not already a Lender, execution and delivery by such Increasing Lender of an Accession Agreement). Upon the effectiveness of any Accession Agreement to which any Increasing Lender is a party, such Increasing Lender shall thereafter be deemed to be a party to this Agreement and shall be entitled to all rights, benefits and privileges and subject to all obligations of a Lender hereunder. Upon the effectiveness of any New Commitments or increases in existing Commitments, Schedule 2.01 shall be deemed to have been amended to reflect the Commitments of the Increasing Lenders. Notwithstanding the foregoing, no extension of or increase in Commitments pursuant to this paragraph shall become effective unless (A) on a pro forma basis for the initial Borrowing under any such Incremental Facility and the application of the proceeds therefrom, (i) no Default or Event of Default has occurred and is continuing, (ii) the Borrower shall be in compliance with the financial covenant set forth in Section 7.17 as if an Excess Availability Triggering Event has occurred and is continuing, computed as of the last day of the most recently ended period of the Borrower for which financial statements have been provided to the Administrative Agent and (iii) the Borrower’s Excess Availability is equal to or greater than the Excess Availability Threshold, (B) to the extent requested by the Administrative Agent, the Administrative Agent shall have received documents consistent with those delivered under Section 4.01(a)(iii), (iv), (v), (vi), (vii) that portion and (viii), giving effect to such increase, and (C) on the effective date of such increase, the conditions set forth in Sections 4.02(b), 4.02(c) and 4.02(d) shall be satisfied (with all references in such Sections to a Credit Extension being deemed to be references to such extension of or increase in Commitments). On the effective date (the “Increase Effective Date”) of any extension of or increase in Commitments pursuant to this paragraph (an “Incremental Facility”), (1) the aggregate principal amount of the Revolving Commitments representing an increase in Borrowings outstanding (the Revolving Commitments made pursuant “Initial Borrowings”) immediately prior to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit Commitment Increase on the Increase Effective Date shall be deemed to be paid, (2) each Increasing Lender that shall have had a Commitment prior to the last credit extended under Commitment Increase shall pay to the Administrative Agent in same day funds an amount in Dollars equal to the difference between (I) the product of (x) such Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase) multiplied by (y) the amount of each Subsequent Borrowing (as hereinafter defined) and (II) the product of (x) such Lender’s Applicable Percentage (calculated without giving effect to the Commitment Increase) multiplied by (y) the amount of each Initial Borrowing, (3) each Increasing Lender that shall not have had a Revolving Commitment - prior to the Commitment Increase shall pay to the Administrative Agent in same day funds an amount in Dollars equal to the product of (I) such Increasing Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase) multiplied by (II) the amount of each Subsequent Borrowing, (4) after it being intended receives the funds specified in clauses (2) and (3) above, the Administrative Agent shall pay to each Lender the portion of such funds that no is equal to the difference between (I) the product of (x) such Lender’s Applicable Percentage (calculated without giving effect to the Commitment Increase) multiplied by (y) the amount of each Initial Borrowing and (II) the product of (x) such Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase) multiplied by (y) the amount of each Subsequent Borrowing, (5) after the effectiveness of the Commitment Increase, the Borrower shall be deemed to have made new Revolving Borrowings (the “Subsequent Borrowings”) in violation of this clause (v) unless amounts equal to the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount amounts of the aggregate Revolving Commitments Initial Borrowings and of the Types and for the Interest Periods specified in a borrowing request delivered to such Borrower before the Administrative Agent in accordance with Section 2.02, (6) each Lender shall be deemed to hold its Applicable Percentage of each Subsequent Borrowing (calculated after giving effect to such increase), the Commitment Increase) and (vi7) the aggregate amount Borrower shall pay each Lender any and all accrued but unpaid interest on its Loans comprising the Initial Borrowings. The deemed payments made pursuant to clause (1) above shall be subject to compensation by the Borrower pursuant to Section 3.05 if the Increase Effective Date occurs other than on the last day of such increases during the term Interest Period of this Agreement any Initial Borrowing relating thereto. Notwithstanding anything herein to the contrary, the proceeds of any Incremental Facility shall not exceed $25,000,000be applied first, to prepay the outstanding Supplemental Loan and second, in accordance with Section 6.12.

Increase of Commitments. (a) If The Borrower may increase, at Borrower’s request, the then effective aggregate principal amount of the Revolving Commitments and/or Term Loan Commitments; provided that (1) the aggregate principal amount of the increases in the Revolving Commitments and/or Term Loan Commitments pursuant to this Section 2.23 shall not exceed $100,000,000; (2) the Borrower shall execute and deliver such documents and instruments and take such other actions as may be reasonably required by Administrative Agent in connection with such increases and at the time of any such proposed increase; (3) no Default or Event of Default shall have occurred and be continuing or would occur after giving effect to such increase, all representations and warranties of each Loan Party set forth in the Loan Documents, all Notices of Borrowing, all Notices of Conversion/Continuation and all Compliance Certificates shall be true and correct in all material respects (other than those representations and warranties that are expressly qualified by a Material Adverse Effect or other materiality, in which case such representations and warranties shall be true and correct in all respects) and since December 31, 2009, there shall have been no event, change or condition which has occurred that has had, had or could reasonably be expected to have, have a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase ; (each such notice, a “Commitment Increase Notice”); provided, however, that, 4) (i) none of any incremental Term Loans made under this Section 2.23 (“Incremental Term Loans”) shall have a maturity date no earlier than the US Revolving CommitmentTerm Loan Maturity Date, and shall have a Weighted Average Life to Maturity no shorter than the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consentTerm Loans referenced under Section 2.5, and (ii) the aggregate incremental Revolving Commitments provided under this Section 2.23 (“Incremental Revolving Commitments”) shall have an expiration date no earlier than the Revolving Commitment Termination Date; (5) Borrower and its Subsidiaries shall be in pro forma compliance with each of the financial covenants specified in Article VI, measuring Consolidated Total Funded Debt for purposes of Section 6.1 as of the date of such increase is effective giving effect to any Incremental Term Loans and/or loans under the Incremental Revolving Commitments to be funded on such date, and otherwise recomputing the covenants set forth in Article VI as of the most recently ended Fiscal Quarter for which financial statements have been delivered, calculated as if such Incremental Term Loans had been made as of the first day of the relevant period for testing compliance; (6) if the Initial Yield applicable to the Incremental Term Loans or Incremental Revolving Commitments exceeds by more than 50 basis points the sum of the Applicable Margin then in effect for Eurodollar Term Loans or Eurodollar Revolving Loans, as the case may be, plus one fourth of the Up-Front Fees paid in respect of the existing Term Loans and the existing Revolving Commitments (“Existing Yield”), then the Applicable Margin of the existing Term Loans or existing Revolving Loans, as applicable, shall increase by an amount equal to the difference between Initial Yield and the Existing Yield; (7) any collateral securing such Incremental Revolving Commitments and/or Incremental Term Loans shall also secure all other Obligations on a pari passu basis; and (8) all other terms and conditions with respect to the Incremental Revolving Commitments and/or Incremental Term Loans shall be reasonably satisfactory to Administrative Agent. The Borrower may also, but is not required to, specify any fees offered to those Lenders (the “Increasing Lenders”) which agree to increase the principal amount of their Revolving Commitments and/or Term Loan Commitments, which fees may be variable based upon the Commitments as so increased shall not exceed $175,000,000, (iii) amount by which any such Lender is willing to increase in either the Canadian principal amount of its Revolving Commitment or the UK Revolving and/or Term Loan Commitment, as applicable. No Lender shall have any obligation, express or implied, to offer to increase the aggregate principal amount of its Revolving Commitment and/or Term Loan Commitment. Only the consent of each as herein provided, Increasing Lender shall require a corresponding dollar per dollar be required for an increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion aggregate principal amount of the Revolving Commitments representing an increase in the Revolving Commitments made and/or Term Loan Commitments, as applicable, pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed 2.23. No Lender which declines to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless increase the principal amount of its Revolving Loans and Protective Advances outstanding Commitment and/or Term Loan Commitment may be replaced in respect to its existing Revolving Commitment and/or Term Loan Commitment, as applicable, as a result thereof without such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Lender’s consent.

Increase of Commitments. With the prior consent of the Agent, the Borrower shall have the right at any time and from time to time during the term of this Agreement to request increases in the aggregate amount of the Commitments (aprovided that after giving effect to any increases in the Commitments pursuant to this Section, the aggregate amount of the Commitments may not exceed $350,000,000) by providing written notice to the Agent, which notice shall be irrevocable once given. Each such increase in the Commitments must be in an aggregate minimum amount of $25,000,000 and integral multiples of $10,000,000 in excess thereof. No Lender shall be required to increase its Commitment and any new Lender becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee. If no a new Lender becomes a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its Commitment Percentage (or in the case of an existing Lender, the increase in the amount of its Commitment Percentage, in each case as determined after giving effect to the increase of Commitments) of any outstanding Revolving Loans, by making available to the Agent for the account of such other Lenders at the Principal Office, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Revolving Loans to be purchased by such Lender plus (B) the aggregate amount of payments previously made by the other Lenders under Section 2.3.(j) which have not been repaid plus (C) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Revolving Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 5.4. as a result of the prepayment of any such Revolving Loans. No increase of the Commitments may be effected under this Section if (x) a Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since in existence on the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount effective date of such proposed increase or (y) any representation or warranty made or deemed made by the Borrower or any other Loan Party in any Loan Document to which any such Loan Party is a party is not (or would not be) true or correct on the effective date of such increase (each such notice, a “Commitment Increase Notice”except for representations or warranties which expressly relate solely to an earlier date); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of . In connection with any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) increase in the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 subsection, (a) any Lender becoming a party hereto shall only be available for execute such documents and agreements as the issuance of Letters of Credit hereunder Agent may reasonably request and (for purposes of determining compliance with this clause (vb) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be make appropriate arrangements so that each new Lender, and any existing Lender increasing its Commitment, receives a new or replacement Note, as appropriate, in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of such Lender's Commitment within 2 Business Days of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) effectiveness of the applicable increase in the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Commitments.

Increase of Commitments. With the prior consent of the Agent, such consent not to be unreasonably withheld, conditioned or delayed, the Borrower shall have the right at any time and from time to time to request increases in the aggregate amount of the Commitments (aprovided that after giving effect to any increases in the Commitments pursuant to this Section, the aggregate amount of the Commitments may not exceed $1,500,000,000) by providing written notice to the Agent, which notice shall be irrevocable once given and shall be forwarded by the Agent to each Lender; provided, however, the Borrower shall not have the right to make more than 4 requests for increases in the aggregate amount of the Commitments during the term of this Agreement. Each such increase in the Commitments must be in an aggregate minimum amount of $25,000,000 and integral multiples of $5,000,000 in excess thereof. No Lender shall be required to increase its Commitment and any new Lender becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee. If no a new Lender becomes a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its Commitment Percentage (or in the case of an existing Lender, increase the amount of its Commitment Percentage), in each case, as determined after giving effect to the increase of Commitments, of any outstanding Revolving Loans, by making available to the Agent for the account of such other Lenders at the Principal Office, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Revolving Loans to be purchased by such Lender plus (B) the aggregate amount of payments previously made by the other Lenders under Section 2.4.(j) which have not been repaid plus (C) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Revolving Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 4.4. as a result of the prepayment of any such Revolving Loans. No increase of the Commitments may be effected under this Section if (x) a Default or Event of Default shall be in existence on the effective date of such increase or (y) any representation or warranty made or deemed made by the Borrower or any other Loan Party in any Loan Document to which any such Loan Party is a party is not (or would not be) true or correct in all material respects (or if otherwise qualified by materiality, is not (or would not be) true and correct in all respects) on the effective date of such increase and after giving effect thereto (except for representations or warranties which expressly relate solely to an earlier date, in which case they shall have occurred been true and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior correct in all material respects as of such earlier date (except to the Maturity Date request one extent otherwise qualified by materiality, in which case such representation or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent warranty shall have been true and correct in writing of the amount all respects as of such proposed earlier date) and except for changes in factual circumstances not prohibited hereunder). In connection with any increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) in the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 subsection, (a) any Lender becoming a party hereto shall only be available for execute such documents and agreements as the issuance of Letters of Credit hereunder Agent may reasonably request and (for purposes of determining compliance with this clause (vb) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be make appropriate arrangements so that each new Lender, and any existing Lender increasing its Commitment, receives a new or replacement Note, as appropriate, in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of such Lender’s Commitment within 5 Business Days of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) effectiveness of the applicable increase in the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Commitments.

Increase of Commitments. (a) If no Default or Event of Default The Borrower shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may right at any time and from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall to request increases in the aggregate amount of the Revolving Loan Commitments (provided that after giving effect to any increases in the Revolving Loan Commitments pursuant to this Section, the aggregate amount of the Revolving Loan Commitments may not exceed $25,000,000.1,000,000,000) and/or increases in the aggregate amount of the Term Loan B Commitments (provided that after giving effect to any increases in the Term Loan B Commitments pursuant to this Section, the aggregate amount of the Term Loan B Commitments may not exceed $400,000,000) by providing written notice to the Agent. Each such increase in a Commitment must be in an aggregate minimum amount of $10,000,000 and integral multiples of $5,000,000 in excess thereof. No Lender shall be required to increase its Commitment and any new Lender becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee. If a new Revolving Loan Lender becomes a party to this Agreement, or if any existing Revolving Loan Lender agrees to increase its Revolving Loan Commitment, such Revolving Loan Lender shall on the date it becomes a Revolving Loan Lender hereunder (or increases its Revolving Loan Commitment, in the case of an existing Revolving Loan Lender) (and as a condition thereto) purchase from the other Revolving Loan Lenders its Revolving Loan Commitment Percentage (as determined after giving effect to the increase of Revolving Loan Commitments) of any outstanding Revolving Loans, by making available to the Agent for the account of such other Revolving Loan Lenders at the Principal Office, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Revolving Loans to be purchased by such Revolving Loan Lender plus (B) the aggregate amount of payments previously made by the other Revolving Loan Lenders under Section 2.3.(e) and Section 2.4.(j) which have not been repaid plus (C) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of

Increase of Commitments. At any time prior to the Facility ----------------------- Termination Date, the Company may, on the terms set forth below, request that the Aggregate Commitment hereunder be increased; provided, that (ai) If the Aggregate Commitment hereunder at no time shall exceed $75,000,000 minus the aggregate amount of all reductions in the Aggregate Commitment previously made pursuant to section 2.6, (ii) each such request shall be in a minimum amount of at least $5,000,000 and in increments of $1,000,000 in excess thereof, (iii) an increase in the Aggregate Commitment hereunder may only be made at a time when no Default or Event of Unmatured Default shall have occurred and be continuing continuing, (iv) no Bank's Commitment shall be increased under this Section 2.11(d) without its consent. In the event of such a requested increase in the Aggregate Commitment, any financial institution (including, without limitation, any existing Bank) which the Company and no event, change the Agent invite to become a Bank or condition has occurred to increase its Commitment may set the amount of its Commitment at a level agreed to by the Company and the Agent. In the event that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request Company and one or more increases of the US Revolving Commitments, Canadian Revolving Commitments Banks (or other financial institutions) shall agree upon such an increase in the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Aggregate Commitment Increase Notice”); provided, however, that, (i) none the Company, the Agent and each Bank or other financial institution increasing its Commitment or extending a new Commitment shall enter into an amendment to this Agreement setting forth the amounts of the US Revolving CommitmentCommitments, as so increased, providing that the Canadian Revolving Commitment or financial institutions extending new Commitments shall be Banks for all purposes under this Agreement, and setting forth such additional provisions as the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, Agent and the Company shall consider reasonably appropriate and (ii) the aggregate amount Company shall furnish, if requested, a new Note to each financial institution that is extending a new Commitment or increasing its Commitment. No such amendment shall require the approval or consent of any Bank whose Commitment is not being increased. Upon the execution and delivery of such amendment as provided above, and upon satisfaction of such other conditions as the Agent may reasonably specify upon the request of the financial institutions that are extending new Commitments as so increased shall not exceed $175,000,000(including, (iii) without limitation, the Agent administering the reallocation of any increase in either outstanding Loans ratably among the Canadian Revolving Commitment or the UK Revolving Commitment, Banks after giving effect to each as herein provided, shall require a corresponding dollar per dollar such increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increaseAggregate Commitment, and the delivery of certificates, evidence of corporate authority and legal opinions on behalf of the Company), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit Agreement shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000amended accordingly.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers The Borrower may at any time from time to time after the Closing Date, by written notice to Administrative Agent (which shall be provided four (4) Business Days prior to the Maturity Increase Effective Date request or within such shorter period of time as Administrative Agent may agree), executed by the Borrower and one or more increases financial institutions (any such financial institution referred to in this Section being called an “Increasing Lender”), which may include any Lender (acting in its sole discretion), cause new Commitments to be extended by the Increasing Lenders or cause the existing Commitments of the US Revolving Commitments, Canadian Revolving Commitments Increasing Lenders to be increased (any such extension or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, being called a “Commitment Increase NoticeIncrease”), in an amount set forth in such notice; provided, however, that, that (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitment Increases becoming effective on any single date shall be at least the lesser of (A) $25,000,000 (or such lesser amount consented to by Administrative Agent) and (B) the result of $75,000,000 minus the aggregate amount of all Commitment Increases effected since the Closing Date pursuant to this Section 2.18, (ii) after giving effect to the requested increase, the aggregate amount of all increases in the Commitments as so increased following the Closing Date pursuant to this Section 2.18 shall not exceed $175,000,00075,000,000, and (iii) any increase each Increasing Lender, if not already a Lender hereunder, (A) shall be subject to the approval of Administrative Agent (which approval shall not be unreasonably withheld, conditioned or delayed), (B) shall complete an Administrative Questionnaire and provide to Administrative Agent such forms, certificates or other evidence with respect to United States federal income tax withholding matters as such Increasing Lender may be required to deliver pursuant to Section 2.16(e), and (C) shall become a party hereto by completing and delivering to Administrative Agent, not later than 11:00 a.m., New York City time, on the Increase Effective Date, a duly executed accession agreement in either a form reasonably satisfactory to Administrative Agent and the Canadian Revolving Borrower (an “Accession Agreement”). Each Commitment or Increase shall become effective on the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase date specified in the US Revolving Commitment applicable notices delivered pursuant to this paragraph. Upon the effectiveness of any Accession Agreement to which any Increasing Lender is a party, (x) such corresponding increase Increasing Lender shall not thereafter be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant a party to this Section 2.22 Agreement and shall only be available for the issuance of Letters of Credit entitled to all rights, benefits and privileges accorded to, and shall be subject to all obligations of, a Lender hereunder and (for purposes of determining compliance with this clause (vy) Letters of Credit Appendix A shall be deemed to be have been amended to reflect the last credit extended under Commitments of such Increasing Lender as provided in such Accession Agreement. Upon the effectiveness of any Commitment Increase with respect to a Revolving Commitment - it being intended that no Borrower Lender already a party hereto, Appendix A shall be in violation of this clause (v) unless deemed to have been amended to reflect the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount increased Commitment of such increases during Lender. For the term avoidance of this Agreement shall not exceed $25,000,000doubt, no Lender may be made an Increasing Lender without its consent.

Increase of Commitments. At any time, but not more than five (a5) If times during the term of this Agreement, the Borrower may request that the aggregate of the Commitments (the “Aggregate Commitment”) be increased by increasing the Revolving Commitments and/or obtaining incremental Term Loans hereunder; provided that (i) the Aggregate Commitment shall at no Default or Event time exceed $175,000,000 and (ii) each such request shall be in a minimum amount of Default $5,000,000. Any such incremental Term Loans (A) shall have occurred rank pari passu in right of payment and be continuing of security with the Revolving Loans and no eventall other Term Loans, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since (B) shall not mature earlier than the Effective Maturity Date, (C) shall not have a weighted average life that is shorter than the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases then-remaining weighted average life of the US Revolving Commitmentsinitial Term Loans, Canadian Revolving Commitments or and (D) shall be otherwise treated substantially the UK Revolving Commitments by same as (and in any event no more favorably than) the other Term Loans (in each case, including with respect to pricing and mandatory and voluntary prepayments). Each such request shall be made in a written notice given to the Administrative Agent in writing of and the amount Lenders by the Borrower not less than ten (10) Business Days prior to the proposed effective date of such proposed increase increase, which notice (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of shall specify the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar proposed increase in the US Revolving Commitment (Aggregate Commitment, whether such corresponding increase shall not be deemed is to be an additional allocated to the Revolving Commitments and/or incremental Term Loans and the proposed effective date of such increase), . The Borrower may notify the Administrative Agent of any financial institution that shall have agreed to become a “Lender” party hereto (iva “Proposed New Lender”) in connection with the Commitments may not Commitment Increase Notice and any Proposed New Lender shall be increased without the consent of consented to by the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion ). The Administrative Agent shall notify the Borrower, the Lenders and any Proposed New Lender on or before the Business Day immediately prior to the proposed effective date of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance amount of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a each Lender’s and Proposed New Lender’s Revolving Commitment - it being intended that no Borrower shall be in violation of this clause and/or incremental Term Loan commitment (vcollectively, the “Effective Commitment Amount”) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Aggregate Commitment, which amount shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment, all representations and warranties under Article III shall be true and correct in all material respects as though made on such date (except to the extent that any such representation or warranty relates solely to any earlier date, in which case it should have been true and correct in all material respects as of such earlier date) and no event shall have occurred and then be continuing which constitutes a Default, (B) the Borrower, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a “Revolving Commitments Commitment” or incremental Term Loans in support of such increase in the Aggregate Commitment shall have executed and delivered a “Commitment and Acceptance” substantially in the form of Exhibit C, (C) counsel for the Borrower shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent, (D) the Borrower and each Proposed New Lender shall otherwise have executed and delivered such Borrower before other instruments and documents that the Administrative Agent shall have reasonably requested in connection with such increase and (E) the Administrative Agent shall have administered the reallocation of the Credit Exposures on the effective date of such increase ratably among the Lenders (including new Lenders) after giving effect to such increase). The Borrower hereby agrees to compensate each Lender for all losses, expenses and (vi) liabilities incurred by such Lender in connection with the aggregate amount sale and assignment of any Eurodollar Loan hereunder on the terms and in the manner as set forth in Section 2.16 hereof. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Borrower and each Lender of the effective date of such increases during increase. Upon the term effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and shall not exceed $25,000,000have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Revolving Commitment or provide incremental Term Loans at any time.

Increase of Commitments. (a) If no Default or Default, Event of Default or Material Adverse Change shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since at the Effective Datetime of delivery of the Commitment Increase Notice, the Borrowers Borrower may at any time and from time to time prior to the Maturity Date request one or more increases an increase of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving aggregate Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, that (i) none each such increase shall be at least $10,000,000, (ii) the cumulative increase in Commitments after the date hereof pursuant to this Section 2.20 shall not exceed $150,000,000 without the approval of the US Revolving CommitmentRequired Lenders, (iii) the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may not be increased without such Revolving Lender’s consent, and (iiiv) the aggregate amount of the Lenders’ Revolving Loan Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased 700,000,000 without the consent approval of the Required Lenders. The Administrative Agent shall, within five (5) Business Days after receipt of the Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Commitment shall so notify the Administrative Agent in writing no later than fifteen (which consent shall not be unreasonably withheld or delayed15) (v) days after receipt by the Lender of such request. Any Lender that portion of accepts an offer to it by the Revolving Commitments representing an Borrower to increase in the Revolving Commitments made its Commitment pursuant to this Section 2.22 2.20 shall, in each case, execute a Commitment Increase Agreement, in substantially the form attached hereto as Exhibit C, with the Borrower and the Administrative Agent, whereupon such Lender shall only be available for bound by and entitled to the issuance benefits of Letters this Agreement with respect to the full amount of Credit hereunder (for purposes its Revolving Loan Commitment as so increased, and the definition of determining compliance with this clause (v) Letters of Credit Commitment in Section 1.01 and Schedule 2.01 hereof shall be deemed to be amended to reflect such increase. Any Lender that does not notify the last credit extended under a Administrative Agent within such period that it will increase its Revolving Loan Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of deemed to have rejected such offer to increase its Revolving Loans and Protective Advances outstanding Loan Commitment. No Lender shall have any obligation whatsoever to such Borrower exceed the amount agree to increase its Revolving Loan Commitment. Any agreement to increase a Lender’s pro rata share of the aggregate increased Revolving Commitments to such Borrower before giving effect to such increase), Loan Commitment shall be irrevocable and (vi) shall be effective upon notice thereof by the aggregate amount Administrative Agent at the same time as that of such increases during the term of this Agreement shall not exceed $25,000,000all other increasing Lenders.

Increase of Commitments. (ai) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at At any time from time to time prior to the Maturity Date Facility Termination Date, the Company may request one or more increases that the Aggregate Commitment be increased; provided that (a) the Aggregate Commitment shall at no time exceed $450,000,000 minus the aggregate amount of all reductions in the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by Aggregate Commitment previously made pursuant to Section 2.6.2; and (b) each such request shall be in a minimum amount of at least $10,000,000 and increments of $5,000,000 in excess thereof. Such request shall be made in a written notice given to the Administrative Agent in writing of and the amount Lenders by the Company not less than twenty (20) Business Days prior to the proposed effective date of such proposed increase increase, which notice (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of shall specify the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments proposed increase in the Aggregate Commitment and the proposed effective date of such increase. No Lender shall have any obligation to increase its Commitment pursuant to a Commitment Increase Notice. On or prior to the date that is fifteen (15) Business Days after receipt of the Commitment Increase Notice, each Lender and Proposed New Lender (as so increased defined below) shall submit to the Administrative Agent a notice indicating the maximum amount by which it is willing to increase its existing Commitment or provide a new Commitment in connection with such Commitment Increase Notice (any such notice to the Administrative Agent being herein a “Lender Increase Notice”). Any Lender which does not exceed $175,000,000, submit a Lender Increase Notice to the Administrative Agent prior to the expiration of such fifteen (iii15) Business Day period shall be deemed to have denied any increase in either its Commitment. The Administrative Agent shall have the Canadian Revolving right, in consultation with the Company, to allocate the amount of increases necessary to meet the Company's Commitment or Increase Notice. In addition, not later than the UK Revolving Commitmentdate the Commitment Increase Notice is delivered by the Company, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments Company may not be increased without the consent of notify the Administrative Agent of any financial institution that shall have agreed to become a “Lender” party hereto (a “Proposed New Lender”) in connection with the Commitment Increase Notice and the portion of the proposed increase to be allocated to such financial institution. Any Proposed New Lender shall be consented to by the Administrative Agent and each LC Issuer (which consent shall not be unreasonably withheld withheld). Based upon the Lender Increase Notices, any allocations made in connection therewith and any notice regarding any Proposed New Lender, if applicable, the Administrative Agent shall notify the Company and the Lenders on or delayed) (v) that portion before the Business Day immediately prior to the proposed effective date of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans each Lender's and Protective Advances outstanding to such Borrower exceed Proposed New Lenders' Commitment (the “Effective Commitment Amount”) and the amount of the aggregate Revolving Commitments Aggregate Commitment, which amounts shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) the Company shall have obtained the consent thereto of each Guarantor and its reaffirmation of the Loan Document(s) executed by it, which consent and reaffirmation shall be in writing and in form and substance reasonably satisfactory to the Administrative Agent, (B) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment all representations and warranties shall be true and correct in all material respects as though made on such Borrower before giving effect date and no event shall have occurred and then be continuing which constitutes a Default or Unmatured Default, (C) the Borrowers, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a “Commitment” in support of such increase in the Aggregate Commitment shall have executed and delivered a “Commitment and Acceptance” substantially in the form of Exhibit I hereto, (D) counsel for the Company and the Borrowers and for the Guarantors shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent and (E) the Company, the Borrowers and the Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may be required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase). If any fee shall be charged by the Lenders in connection with any such increase, such fee shall be in accordance with then prevailing market conditions, which market conditions shall have been reasonably documented by the Administrative Agent to the Company. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Company and (vi) each Lender of the aggregate amount effective date of such increases during increase. Upon the term effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and shall not exceed $25,000,000have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder at any time.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective DateAt any time, the Borrowers Borrower may at request that the Aggregate Commitment be increased; provided that, after giving effect to any time from time to time prior to such increase, the Maturity Date Aggregate Commitment shall not exceed $300,000,000. Such request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by shall be made in a written notice given to the Administrative Agent in writing of by the amount Borrower not less than one (1) Business Day prior to the proposed effective date of such proposed increase increase, which notice (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of shall specify the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar proposed increase in the US Revolving Aggregate Commitment (and the proposed effective date of such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments . The Borrower may not be increased without the consent of notify the Administrative Agent of any financial institution that shall have agreed to become a “Lender” party hereto (a “Proposed New Lender”) in connection with the Commitment Increase Notice and any Proposed New Lender shall be consented to by the Administrative Agent and the Issuing Bank (which consent shall not be unreasonably withheld or delayed) (v) that portion ). The Administrative Agent shall notify the Borrower and the Lenders on or before the Business Day immediately prior to the proposed effective date of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans each Lender’s and Protective Advances outstanding to such Borrower exceed Proposed New Lender’s Commitment (the “Effective Commitment Amount”) and the amount of the aggregate Aggregate Commitment, which amount shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment, all representations and warranties under Article III shall be true and correct in all material respects as though made on such date (except for representations and warranties for which exceptions thereto have been disclosed in writing to the Administrative Agent and which have been approved in writing by the Required Lenders or expressly relate to an earlier specified date) and no event shall have occurred and then be continuing which constitutes a Default or Event of Default, (B) the Borrower, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a “Commitment” in support of such increase in the Aggregate Commitment shall have executed and delivered a “Commitment and Acceptance” substantially in the form of Exhibit E hereto, (C) to the extent requested by the Administrative Agent, counsel for the Borrower shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent, (D) the Borrower and the Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may be required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase and (E) the Administrative Agent shall have administered the reallocation of the Revolving Commitments to Credit Exposures on the effective date of such Borrower before increase ratably among the Lenders (including new Lenders) after giving effect to such increase). The Borrower hereby agrees to compensate each Lender for all losses, expenses and (vi) liabilities incurred by such Lender, if any, in connection with the aggregate amount sale and assignment of any Eurocurrency Loan hereunder on the terms and in the manner as set forth in Section 2.16 hereof. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Borrower and each Lender of the effective date of such increases during increase. Upon the term effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and shall not exceed $25,000,000have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment at any time.

Increase of Commitments. (i) At any time, the Borrower may request that the Aggregate Commitment be increased; provided that (a) If the Aggregate Commitment shall at no Default or Event time exceed $400,000,000 minus the aggregate amount of Default all reductions in the Aggregate Commitment previously made pursuant to Section 2.6(A), (b) each such request shall have occurred be in a minimum amount of at least $10,000,000 and increments of $5,000,000 in excess thereof and (c) the Aggregate Commitment may not be continuing increased more than twice pursuant to this Section 2.6. Such request shall be made in a written notice given to the Agent and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, Lenders by the Borrowers may at any time from time to time Borrower not less than ten (10) Business Days prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount proposed effective date of such proposed increase increase, which notice (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of shall specify the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments proposed increase in the Aggregate Commitment and the proposed effective date of such increase. On or prior to the date that is five (5) Business Days after receipt of the Commitment Increase Notice, each Lender and Proposed New Lender (as so increased defined below) shall submit to the Agent a notice indicating the maximum amount by which it is willing to increase its existing Commitment or provide a new Commitment in connection with such Commitment Increase Notice (any such notice to the Agent being herein a “Lender Increase Notice”). Any Lender which does not exceed $175,000,000, submit a Lender Increase Notice to the Agent prior to the expiration of such five (iii5) Business Day period shall be deemed to have denied any increase in either its Commitment. The Agent and the Canadian Revolving Commitment or Arranger shall have the UK Revolving Commitmentright, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without with the consent of the Administrative Borrower, to allocate the amount of increases necessary to meet the Borrower’s Commitment Increase Notice. In addition, not later than the date the Commitment Increase Notice is delivered by the Borrower, the Borrower may notify the Agent of any financial institution that shall have agreed to become a “Lender” party hereto (a “Proposed New Lender”; provided that no Ineligible Institution may be a Proposed New Lender) in connection with the Commitment Increase Notice and the portion of the proposed increase proposed to be allocated to such financial institution. Any Proposed New Lender shall be subject to the consent of the Agent and, provided that JPMorgan is at such time the Principal Issuing Lender, JPMorgan in its capacity as such (which consent shall not be unreasonably withheld withheld). Based upon the Lender Increase Notices, any allocations made in connection therewith and any notice regarding any Proposed New Lender, if applicable, the Agent shall notify the Borrower and the Lenders on or delayed) (v) that portion before the Business Day immediately prior to the proposed effective date of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans each Lender’s and Protective Advances outstanding to such Borrower exceed Proposed New Lenders’ Commitment (the “Effective Commitment Amount”) and the amount of the aggregate Revolving Commitments Aggregate Commitment, which amounts shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment all representations and warranties shall be true and correct in all material respects as though made on such date and no event shall have occurred and then be continuing which constitutes a Default or Unmatured Default, (B) the Borrower, the Agent, provided that JPMorgan is at such time the Principal Issuing Lender, JPMorgan in its capacity as such, and each Proposed New Lender or Lender that shall have agreed to provide a “Commitment” in support of such increase in the Aggregate Commitment shall have executed and delivered a Commitment and Acceptance substantially in the form of Exhibit D hereto (a “Commitment and Acceptance”), (C) counsel for the Borrower and for the Guarantors shall have provided to the Agent supplemental opinions in form and substance reasonably satisfactory to the Agent and (D) the Borrower and the Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may be required under Article IV or that the Agent shall have reasonably requested in connection with such increase. If any fee shall be charged by the Lenders in connection with any such increase, such fee shall be in accordance with then prevailing market conditions, which market conditions shall have been reasonably documented by the Agent to the Borrower. No less than two (2) Business Days prior to the effective date of the increase of the Aggregate Commitment, the Agent shall notify the Borrower of the amount of the fee to be charged by the Lenders, and the Borrower may, at least one (1) Business Day prior to such effective date, cancel its request for the commitment increase. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Agent shall promptly advise the Borrower before giving effect to and each Lender of the effective date of such increase). Upon the effective date of any increase in the Aggregate Commitment that is supported by a Proposed New Lender, and (vi) the aggregate amount of such increases during the term of Proposed New Lender shall be a party to this Agreement as a Lender and shall not exceed $25,000,000have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of any Lender to increase its Commitment hereunder at any time.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior Subject to the Maturity Date request one or more increases approval of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion ), the Borrower shall have the right to request increases in the aggregate amount of the Revolving Commitments representing an increase (provided that there shall be no more than three such increases in the Revolving Commitments made and the aggregate amount of increases in the Commitments pursuant to this Section 2.22 shall only not exceed $250,000,000) by providing written notice to the Agent, which notice shall be available for irrevocable once given. Each such increase in the issuance Commitments must be an aggregate minimum amount of Letters $50,000,000 and integral multiples of Credit hereunder (for purposes $5,000,000 in excess thereof. The Agent shall promptly notify each Lender of determining compliance with this clause (v) Letters any such request. Each existing Lender shall have the right to increase its Commitment by an amount so that such Lender's Commitment Percentage shall not be decreased as a result of Credit such requested increase in the Commitments. Each Lender shall notify the Agent within 10 Business Days after receipt of the Agent's notice whether such Lender wishes to increase the amount of its Commitment. If a Lender fails to deliver any such notice to the Agent within such time period, then such Lender shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower have declined to increase its Commitment. No Lender shall be required to increase its Commitment and any new Lender(s) becoming a party to this Agreement in violation connection with any such requested increase must be an Eligible Assignee. In the event a new Lender or Lenders become a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of this clause an existing Lender) (vand as a condition thereto) unless purchase from the other Lenders its Commitment Percentage (as determined after giving effect to the increase of Commitments) of any outstanding Revolving Loans, by making available to the Agent for the account of such other Lenders at the Principal Office, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Revolving Loans and Protective Advances outstanding to be purchased by such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and Lender plus (viB) the aggregate amount of payments previously made by the other Lenders under Sections 2.2.(e) or 2.3.(j) which have not been repaid plus (C) interest accrued and unpaid to and as of such increases during date on such portion of the term outstanding principal amount of such Revolving Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 4.4. as a result of the prepayment of any such Revolving Loans. No increase of the Commitments may be effected under this Agreement Section if either (x) a Default or Event of Default shall be in existence on the effective date of such increase or (y) any representation or warranty made or deemed made by the Borrower or any other Loan Party in any Loan Document to which any such Loan Party is a party is not exceed $25,000,000(or would not be) true or correct on the effective date of such increase (except for representations or warranties which expressly relate solely to an earlier date). In connection with any increase in the aggregate amount of the Commitments pursuant to this subsection, (a) any Lender becoming a party hereto shall execute such documents and agreements as the Agent may reasonably request and (b) the Borrower shall make appropriate arrangements so that each new Lender, and any existing Lender increasing its Commitment, receives a new or replacement Note, as appropriate, in the amount of such Lender's Commitment within 2 Business Days of the effectiveness of the applicable increase in the aggregate amount of Commitments.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Datecontinuing, the Borrowers Borrower may at any time and from time to time prior to the Maturity Date request one or more increases an increase of the US aggregate Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Loan Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, that (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may each such increase shall be increased without such Revolving Lender’s consentat least $25,000,000, (ii) the aggregate amount of the cumulative increase in Commitments as so increased pursuant to this Section 2.19 shall not exceed $175,000,000, 80,000,000 (so that the maximum amount of the revised Revolving Loan Commitments shall not be greater than $350,000,000) and (iii) the Revolving Loan Commitment of any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments Lender may not be increased without the consent such Lender’s consent. The Administrative Agent shall, within five Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Revolving Loan Commitment shall so notify the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) in writing no later than 20 days after receipt by the Lender of such request. Any Lender that portion of accepts an offer to it by the Borrower to increase its Revolving Commitments representing an increase in the Revolving Commitments made Loan Commitment pursuant to this Section 2.22 2.19 shall, in each case, execute a Commitment Increase Agreement with the Borrower and the Administrative Agent, whereupon such Lender shall only be available for bound by and entitled to the issuance benefits of Letters this Agreement with respect to the full amount of Credit hereunder (for purposes its Revolving Loan Commitment as so increased, and the definition of determining compliance with this clause (v) Letters of Credit Revolving Loan Commitment in Section 1.01 hereof shall be deemed to be amended to reflect such increase. Any Lender that does not notify the last credit extended under a Administrative Agent within such period that it will increase its Revolving Loan Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of deemed to have rejected such offer to increase its Revolving Loans and Protective Advances outstanding Loan Commitment. No Lender shall have any obligation whatsoever to such Borrower exceed the amount agree to increase its Revolving Loan Commitment. Any agreement to increase a Lender’s pro rata share of the aggregate increased Revolving Commitments to such Borrower before giving effect to such increase), Loan Commitment shall be irrevocable and (vi) shall be effective upon notice thereof by the aggregate amount Administrative Agent at the same time as that of such increases during the term of this Agreement shall not exceed $25,000,000all other increasing Lenders.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no eventThe Borrower may, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request one or more increases of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by written notice to the Administrative Agent on up to four (4) occasions during the period from the Closing Date to the Facility Termination Date, request incremental Commitments in writing an amount not to exceed the aggregate amount of $500,000,000 from one or more additional Lenders (which may include any existing Lender) willing to provide such incremental Commitments in their own discretion. The Administrative Agent and/or its Affiliates shall use commercially reasonable efforts, with the assistance of the amount Borrower, to arrange a syndicate of Lenders willing to hold the requested incremental Commitments. If Lenders are willing to provide such proposed Incremental Commitments, the Domestic Revolving Commitments and/or the Global Revolving Commitments may be increased from time to time by the addition of a new Lender or the increase (of the Commitment of an existing Lender with the consent of only the Borrower, the Administrative Agent, and the new or existing Lender providing such additional Commitment so long as the Aggregate Commitment does not exceed $1,250,000,000 less any voluntary reductions after the Closing Date pursuant to this Section 2.1. Nothing in this Section 2.1 shall constitute or be deemed to constitute an agreement by any Lender to increase its Commitments hereunder. Such increases shall be evidenced by the execution and delivery of an Amendment Regarding Increase in the form of Exhibit K attached hereto by the Borrower, the Administrative Agent and the new Lender or existing Lender providing such additional Commitment, a copy of which shall be forwarded to each Lender by the Administrative Agent promptly after execution thereof. On the effective date of each such noticeincrease in the Domestic Revolving Commitments or Global Revolving Commitments, as the case may be, the Borrower and the Administrative Agent shall cause the new or existing Lenders providing such increase to hold its or their pro rata share of all ratable Borrowings outstanding at the close of business on such day for such Class, by either funding more than its or their pro rata share of new ratable Borrowings made on such date or purchasing shares of outstanding ratable Loans held by the other Lenders or a “combination thereof. The Lenders agree to cooperate in any required sale and purchase of outstanding ratable Borrowings to achieve such result. The Borrower agrees to pay all fees associated with the increase in the Aggregate Commitment Increase Notice”); providedincluding any amounts due under Section 3.4 in connection with any reallocation of Eurocurrency Borrowings. In no event will such new or existing Lenders providing the increase be required to fund or purchase a portion of any Competitive Bid Loan to comply with this Section on such date. Notwithstanding the foregoing, however, that, no incremental Commitment shall become effective under this Section 2.1 unless (i) none on the date of such effectiveness, the conditions set forth in Section 4.2 shall be satisfied and the Administrative Agent shall have received a certificate to that effect dated such date and executed by an Authorized Officer of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consentBorrower, (ii) the aggregate amount Administrative Agent shall have received a certificate of an Authorized Officer of the Commitments Borrower as so increased shall not exceed $175,000,000to the board resolutions evidencing authority for such incremental Commitment and as to any changes to the formation documents of the Borrower since the Closing Date, and (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless pro forma compliance with the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before covenants set forth in Section 6.18 after giving effect to the Loans to be made on such increase), date pursuant to such incremental Commitments and (vi) the aggregate amount application of the proceeds therefrom as if made and applied on such increases during the term of this Agreement shall not exceed $25,000,000date.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior Subject to the Maturity Date request one or more increases approval of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased without the consent of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of ), the Revolving Commitments representing Borrower shall have the right to request an increase in the Revolving Commitments made pursuant to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the aggregate amount of the aggregate Revolving Commitments to (provided that there shall be no more than two such Borrower before giving effect to such increase), increases in the Commitments and (vi) the aggregate amount of such increases during in the term of Commitments pursuant to this Agreement Section shall not exceed $25,000,000200,000,000) by providing written notice to the Agent, which notice shall be irrevocable once given. Each such increase in the Commitments must be an aggregate minimum amount of $20,000,000 and integral multiples of $1,000,000 in excess thereof. The Agent shall promptly notify each Lender of such request. Each existing Lender shall have the right to increase its Commitment by an amount so that such Lender's Commitment Percentage shall not be decreased as a result of such requested increase in the Commitments. All other allocations of such requested increase shall be subject to the approval of the Agent. Each Lender shall notify the Agent within ten (10) Business Days after receipt of the Agent's notice whether such Lender wishes to increase the amount of its Commitment. If a Lender fails to deliver any such notice to the Agent within such time period, then such Lender shall be deemed to have declined to increase its Commitment. No Lender shall be required to increase its Commitment and any new Lender(s) becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee. In the event a new Lender or Lenders become a party to this Agreement, or if any existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its Commitment Percentage (as determined after giving effect to the increase of Commitments) of any outstanding Revolving Loans, by making available to the Agent for the account of such other Lenders at the Principal Office, in same day funds, an amount equal to the sum of (a) the portion of the outstanding principal amount of such Revolving Loans to be purchased by such Lender plus (b) the aggregate amount of payments previously made by the other Lenders under Sections 2.2(e) or 2.4(j) which have not been repaid, and the Borrower shall pay to such other Lenders interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Revolving Loans. The Borrower shall also pay to the Lenders amounts payable, if any, to such Lenders under Section 4.4 as a result of the prepayment of any such Revolving Loans. No increase of the Commitments may be effected under this Section if either (x) a Default or Event of Default shall be in existence on the effective date of such increase or (y) any representation or warranty made or deemed made by the Borrower or any other Loan Party in any Loan Document to which any such Loan Party is a party is not (or would not be) true or correct in all material respects on the effective date of such increase (except for representations or warranties which expressly relate solely to an earlier date and except for changes in factual circumstances or transactions, in either event not prohibited hereunder). In connection with any increase in the aggregate amount of the Commitments pursuant to this subsection, (A) any Lender becoming a party hereto shall execute such documents and agreements as the Agent may reasonably request and (B) the Borrower shall make appropriate arrangements so that each new Lender, and any existing Lender increasing its Commitment, receives a new or replacement Note, as appropriate, in the amount of such Lender's Commitment and a Competitive Advance Note within two (2) Business Days of the effectiveness of the applicable increase in the aggregate amount of Commitments. The Borrower shall also execute and deliver to the other Lenders replacement Competitive Advance Notes increasing the principal face amount thereof to 50% of the new Total Commitment.

Increase of Commitments. (a) If no Default or Default, Event of Default or Material Adverse Change shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since at the Effective Datetime of delivery of the Commitment Increase Notice, the Borrowers Borrower may at any time and from time to time prior to the Maturity Date request one or more increases an increase of the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving aggregate Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, that (i) none each such increase shall be at least $10,000,000, (ii) the cumulative increase in Commitments pursuant to this Section 2.20 shall not exceed $150,000,000 without the approval of the US Revolving CommitmentRequired Lenders, (iii) the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may not be increased without such Revolving Lender’s consent, and (iiiv) the aggregate amount of the Lenders’ Revolving Loan Commitments as so increased shall not exceed $175,000,000, (iii) any increase in either the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment (such corresponding increase shall not be deemed to be an additional increase), (iv) the Commitments may not be increased 550,000,000 without the consent approval of the Required Lenders. The Administrative Agent shall, within five (5) Business Days after receipt of the Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Commitment shall so notify the Administrative Agent in writing no later than fifteen (which consent shall not be unreasonably withheld or delayed15) (v) days after receipt by the Lender of such request. Any Lender that portion of accepts an offer to it by the Revolving Commitments representing an Borrower to increase in the Revolving Commitments made its Commitment pursuant to this Section 2.22 2.20 shall, in each case, execute a Commitment Increase Agreement, in substantially the form attached hereto as Exhibit C, with the Borrower and the Administrative Agent, whereupon such Lender shall only be available for bound by and entitled to the issuance benefits of Letters this Agreement with respect to the full amount of Credit hereunder (for purposes its Revolving Loan Commitment as so increased, and the definition of determining compliance with this clause (v) Letters of Credit Commitment in Section 1.01 and Schedule 2.01 hereof shall be deemed to be amended to reflect such increase. Any Lender that does not notify the last credit extended under a Administrative Agent within such period that it will increase its Revolving Loan Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of deemed to have rejected such offer to increase its Revolving Loans and Protective Advances outstanding Loan Commitment. No Lender shall have any obligation whatsoever to such Borrower exceed the amount agree to increase its Revolving Loan Commitment. Any agreement to increase a Lender’s pro rata share of the aggregate increased Revolving Commitments to such Borrower before giving effect to such increase), Loan Commitment shall be irrevocable and (vi) shall be effective upon notice thereof by the aggregate amount Administrative Agent at the same time as that of such increases during the term of this Agreement shall not exceed $25,000,000all other increasing Lenders.

Increase of Commitments. (a) If Provided there exists no Default or Event of Default shall have occurred and be continuing and no event, change or condition has occurred that has had, or could reasonably be expected to have, a Material Adverse Effect, since the Effective DateDefault, the Borrowers may at any time from time to time prior request an increase in the amount of the aggregate Tranche A Commitment Amounts and the aggregate Tranche B Commitment Amounts by offering to the Maturity Date request one Banks or more increases of to other prospective Banks that can make the US Revolving Commitments, Canadian Revolving Commitments or the UK Revolving Commitments by notice representation and warranty contained in Section 8.12 acceptable to the Administrative Agent in writing of (“Prospective Banks”) the amount of such proposed opportunity to increase (each such notice, a “Commitment Increase Notice”)their Commitments or to extend Commitments hereunder; provided, however, thatthe Borrower shall not request an increase that would cause the aggregate Commitment Amounts after giving effect to such increase to exceed $1,000,000,000; and provided further, for the avoidance of doubt, after giving effect to said increase, that each Bank shall have the same Commitment Percentage of the aggregate Tranche A Commitment Amounts and the aggregate Tranche B Commitment Amounts. Any such request shall be sent to the Banks, the Prospective Banks and the Administrative Agent and shall (A) refer to this Agreement, (B) specify (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) the aggregate amount of the increase that is sought and (ii) the name of each Bank and Prospective Bank to which the opportunity to increase or extend a Commitment is to be offered and the amount of such offer, and (C) request that Banks wishing to increase their Commitments and Prospective Banks wishing to extend new Commitments notify the Administrative Agent within 14 days of the date of the Borrower’s request. The increase in the Commitment of each Bank that agrees to increase such Commitment under this Section 2.18 shall be effective three (3) Business Days (or such other date as so increased shall not exceed $175,000,000is acceptable to the Borrower and the Administrative Agent) after the date of the Borrower’s request without any further action by the Banks or any amendment to the agreement. Upon the effectiveness of any increase in a Bank’s Commitment, (i) Schedule 1 shall be deemed to have Table of Contents been amended to reflect the increase in such Bank’s Commitment and (ii) if any Loans are outstanding under this Agreement, such Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Bank’s increase in Commitment Percentage of such Loans, for further distribution to the other Banks according to their Commitment Percentages. Each Prospective Bank that accepts the Borrower’s offer to extend a Commitment shall become a party to this Agreement on such date or dates as may be mutually satisfactory to such Prospective Bank, the Borrower and the Administrative Agent, subject to the Administrative Agent’s receipt of a duly completed and executed Accession Agreement in the form of Exhibit H hereto. Upon the effectiveness of any Accession Agreement to which any Prospective Bank is a party, (i) such Prospective Bank shall be entitled to all rights, benefits and privileges accorded a Bank hereunder; (ii) Schedule 1 shall be deemed to have been amended to reflect the Commitment of the additional Bank as provided in the Accession Agreement; and (iii) if any Loans are outstanding under this Agreement, the Prospective Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Prospective Bank’s Commitment Percentage of such Loans, for further distribution to the Banks according to their Commitment Percentages. Notwithstanding the foregoing, no increase in a Bank’s Commitment and no extension to a Prospective Bank shall become effective until such time as the Administrative Agent shall have received (1) evidence in form and substance satisfactory to the Administrative Agent that each Borrower has taken all necessary corporate, trust or limited liability company action to approve such increase in the aggregate Commitment Amounts and (2) a written opinion of the Borrower’s legal counsel, addressed to the Administrative Agent and the Banks and in form and substance satisfactory to the Administrative Agent. The Administrative Agent shall give prompt notice to such Bank of (A) any increase in either the Canadian Revolving any Bank’s Commitment or the UK Revolving Commitment, each as herein provided, shall require a corresponding dollar per dollar increase in the US Revolving Commitment and (such corresponding increase shall not be deemed to be an additional increase), (ivB) the Commitments may not be increased without the consent Commitment of the Administrative Agent (which consent shall not be unreasonably withheld or delayed) (v) that portion of the Revolving Commitments representing an increase any additional Bank, in the Revolving Commitments made pursuant to each case under this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the amount of the aggregate Revolving Commitments to such Borrower before giving effect to such increase), and (vi) the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,0002.18.

Increase of Commitments. By written notice sent to the Administrative Agent (awhich the Administrative Agent shall promptly distribute to the Lenders), the Borrower may request an increase of the Total Commitment: (i) If by an aggregate amount equal to any integral multiple of $5,000,000 and not less than $10,000,000 and (ii) by an aggregate amount not to exceed $50,000,000; provided that (i) no Default or Event of Default shall have occurred and be continuing continuing, (ii) the Total Commitment shall not have been reduced, nor shall the Borrower have given notice of any such reduction under Section 2.09(b), and no event, change or condition has occurred that has had, or could reasonably be expected (iii) the Total Commitment shall not previously have been increased pursuant to have, a Material Adverse Effect, since the Effective Date, the Borrowers may at any time from time to time prior to the Maturity Date request this Section 2.20 more than three (3) times. If one or more increases of the US Revolving CommitmentsLenders is not increasing its Commitment, Canadian Revolving Commitments or the UK Revolving Commitments by then, with notice to the Administrative Agent in writing of and the amount of such proposed increase other Lenders, another one or more financial institutions, each as approved by the Borrower and the Administrative Agent (each such notice, a “Commitment Increase NoticeNew Lender”); provided, however, that, (i) none of the US Revolving Commitment, the Canadian Revolving Commitment or the UK Revolving Commitment of any Revolving Lender may be increased without such Revolving Lender’s consent, (ii) commit to provide an amount equal to the aggregate amount of the Commitments as so increased shall requested increase that will not exceed $175,000,000, (iii) any increase in either be provided by the Canadian Revolving Commitment or the UK Revolving Commitment, each as herein existing Lenders; provided, that the Commitment of each New Lender shall require a corresponding dollar per dollar increase in be at least $5,000,000 and the US Revolving Commitment maximum number of New Lenders shall be three (such corresponding increase shall not be deemed to be an additional increase3), (iv) the Commitments may not be increased without the consent . Upon receipt of notice from the Administrative Agent to the Lenders and the Borrower that the Lenders, or sufficient Lenders and New Lenders, have agreed to commit to an aggregate amount equal to the amount of the requested increase (the “Increase Amount”) (or such lesser amount as the Borrower shall agree, which consent shall be at least $10,000,000 and an integral multiple of $5,000,000 in excess thereof), then: provided that no Default or Event of Default exists at such time or after giving effect to the requested increase, the Borrower, the Administrative Agent and the Lenders willing to increase their respective Commitments and the New Lenders (if any) shall execute and deliver an Increased Commitment Supplement (herein so called) in the form attached hereto as Exhibit G. If all existing Lenders shall not be unreasonably withheld or delayed) (v) that have provided their pro rata portion of the Revolving Commitments representing an increase requested Increase Amount, the Loans will not be held pro rata by the Lenders in accordance with the Applicable Percentages determined hereunder. To remedy the foregoing, on the date of the effectiveness of the Increased Commitment Supplement, the Revolving Commitments Lenders shall make advances among themselves so that after giving effect thereto the Revolving Loans will be held by the Revolving Lenders, pro rata in accordance with the Applicable Percentages hereunder. The advances so made pursuant by each Lender whose Applicable Percentage has increased as a result of the changes to this Section 2.22 shall only be available for the issuance of Letters of Credit hereunder (for purposes of determining compliance with this clause (v) Letters of Credit Total Commitment shall be deemed to be the last credit extended under a Revolving Commitment - it being intended that no Borrower shall be in violation purchase of this clause (v) unless the principal amount of Revolving Loans and Protective Advances outstanding to such Borrower exceed the a corresponding amount of the aggregate Loans of the Revolving Commitments to such Borrower before giving effect to such increase), and (vi) Lender or Lenders whose Applicable Percentages have decreased. The advances made under this Section 2.20 shall be Base Rate Loans made under each Revolving Lender’s Commitment. All advances made under this Section 2.20 shall be made through the aggregate amount of such increases during the term of this Agreement shall not exceed $25,000,000Administrative Agent.