Common use of Additional Revolving Commitments Clause in Contracts

Additional Revolving Commitments. Subject to the consent of the Administrative Agent, the Issuing Bank and the Swingline Lender, the Parent Borrower may request that the existing US$ Revolving Lenders increase their respective US$ Revolving Commitments and/or that additional Lenders be added to this Agreement until such time as the aggregate US$ Revolving Commitments are equal to $300,000,000. Each existing US$ Revolving Lender shall have the right (but not the obligation) to increase its US$ Revolving Commitment based on its US$ Revolving Commitment Percentage (with a pro rata right of overallotment extended to the existing Revolving Lenders) on the same terms and conditions being offered to any additional US$ Revolving Lenders. Schedule 2.04 shall be automatically amended to reflect any existing US$ Revolving Lender’s increased US$ Revolving Commitment. By its signature of a counterpart hereof (and subsequent to its delivery of a completed Administrative Questionnaire to the Administrative Agent), each additional US$ Revolving Lender shall be a “US$ Revolving Lender” for all purposes hereunder and Schedule 2.04 shall be automatically amended to reflect such additional US$ Revolving Lender’s US$ Revolving Commitment. Upon increasing its US$ Revolving Commitment or becoming a “US$ Revolving Lender” hereunder, each US$ Revolving Lender shall automatically be responsible for its US$ Revolving Commitment Percentage of the US Revolving Credit Exposure and shall pay to the Administrative Agent its US$ Revolving Commitment Percentage of the US$ Revolving Loans which shall then be applied to prepay amounts outstanding to the other US$ Revolving Lenders in accordance with Section 2.12 and subject to compensation of the Lenders pursuant to Section 2.18.

Additional Revolving Commitments. Subject to the consent of the Administrative Agent, the Issuing Bank and the Swingline Lender, the Parent The Borrower may request request, in minimum amounts of $5,000,000, at any time and from time to time that the existing US$ Revolving Lenders increase their respective US$ Revolving Commitments and/or that additional Lenders be added to this Agreement as Revolving Lenders with Revolving Commitments until such time as the aggregate US$ Total Revolving Commitments are equal to $300,000,000100,000,000; provided, that (i) at the time of the relevant request, no Default or Event of Default shall have occurred and be continuing and that the representations and warranties of the Borrower shall continue to be accurate in all material respects, and (ii) any such additional Lender shall be approved by the Administrative Agent, Issuing Lenders and Swingline Lender (such approval not to be unreasonably withheld or delayed). Each existing US$ Revolving Lender shall have the right (but not the obligation) to increase its US$ Revolving Commitment based on its US$ Revolving Commitment Percentage (with a pro rata right of overallotment extended to the existing Revolving Lenders) on the same terms and conditions being offered to any additional US$ Revolving Lenders. Schedule 2.04 shall be automatically amended to reflect any existing US$ Revolving Lender’s increased US$ Revolving Commitment. By its signature of a counterpart hereof confirmation of its increased or additional Revolving Commitment in a form satisfactory to the Borrower and the Administrative Agent (and subsequent to its delivery of a completed or revised Administrative Questionnaire to the Administrative Agent), each increasing or additional US$ Revolving Lender shall be a “US$ Revolving Lender” for all purposes hereunder with its increased or additional Revolving Commitment, and Schedule 2.04 1.1(a) shall be automatically amended to reflect any such additional US$ Revolving Lender’s US$ new Revolving Commitment and any such increasing Revolving Lender’s new Revolving Commitment. Upon increasing its US$ Revolving Commitment or becoming a “US$ Revolving Lender” hereunder, each US$ Revolving Lender shall automatically be responsible for its US$ Revolving Commitment Percentage of the US Revolving Credit Aggregate Exposure and shall pay to the Administrative Agent its US$ Revolving Commitment Percentage of the US$ Revolving Loans (with interest rates applicable thereto as are agreed with the Borrowers) which shall then be applied to prepay amounts outstanding to the other US$ Revolving Lenders in accordance with Section 2.12 and subject to compensation of the Lenders pursuant to Section 2.18Lenders.

Additional Revolving Commitments. Subject to the consent of the Administrative Agent, the Issuing Bank and the Swingline Lender, the Parent Borrower may request that the existing US$ Facility A Revolving Lenders increase their respective US$ Facility A Revolving Commitments and/or that additional Lenders be added to this Agreement until such time as the aggregate US$ Facility A Revolving Commitments are equal to $300,000,000200,000,000. Each existing US$ Facility A Revolving Lender shall have the right (but not the obligation) to increase its US$ Facility A Revolving Commitment based on its US$ Facility A Revolving Commitment Percentage (with a pro rata right of overallotment extended to the existing Revolving Lenders) on the same terms and conditions being offered to any additional US$ Facility A Revolving Lenders. Schedule 2.04 shall be automatically amended to reflect any existing US$ Facility A Revolving Lender’s increased US$ Facility A Revolving Commitment. By its signature of a counterpart hereof (and subsequent to its delivery of a completed Administrative Questionnaire to the Administrative Agent), each additional US$ Facility A Revolving Lender shall be a “US$ Facility A Revolving Lender” for all purposes hereunder and Schedule 2.04 shall be automatically amended to reflect such additional US$ Facility A Revolving Lender’s US$ Facility A Revolving Commitment. Upon increasing its US$ Facility A Revolving Commitment or becoming a “US$ Facility A Revolving Lender” hereunder, each US$ Facility A Revolving Lender shall automatically be responsible for its US$ Facility A Facility A Revolving Commitment Percentage of the US Facility A/B Revolving Credit Exposure and shall pay to the Administrative Agent its US$ Facility A Facility A Revolving Commitment Percentage of the US$ Facility A Revolving Loans which shall then be applied to prepay amounts outstanding to the other US$ Facility A Revolving Lenders in accordance with Section 2.12 and subject to compensation of the Lenders pursuant to Section 2.18.

Additional Revolving Commitments. Subject to the consent of the Administrative Agent, the Issuing Bank and the Swingline Lender, the Parent Borrower may request that the existing US$ Facility A Revolving Lenders increase their respective US$ Facility A Revolving Commitments and/or that additional Lenders be added to this Agreement until such time as the aggregate US$ Facility A Revolving Commitments are equal to $300,000,000200,000,000. Each existing US$ Facility A Revolving Lender shall have the right (but not the obligation) to increase its US$ Facility A Revolving Commitment based on its US$ Facility A Revolving Commitment Percentage (with a pro rata right of overallotment extended to the existing Revolving Lenders) on the same terms and conditions being offered to any additional US$ Facility A Revolving Lenders. Schedule 2.04 shall be automatically amended to reflect any existing US$ Facility A Revolving Lender’s increased US$ Facility A Revolving Commitment. By its signature of a counterpart hereof (and subsequent to its delivery of a completed Administrative Questionnaire to the Administrative Agent), each additional US$ Facility A Revolving Lender shall be a “US$ Facility A Revolving Lender” for all purposes hereunder and Schedule 2.04 shall be automatically amended to reflect such additional US$ Facility A Revolving Lender’s US$ Facility A Revolving Commitment. Upon increasing its US$ Facility A Revolving Commitment or becoming a “US$ Facility A Revolving Lender” hereunder, each US$ Facility A Revolving Lender shall automatically be responsible for its US$ Facility A Facility A Revolving Commitment Percentage of the US Revolving Credit Exposure and shall pay to the Administrative Agent its US$ Facility A Facility A Revolving Commitment Percentage of the US$ Facility A Revolving Loans which shall then be applied to prepay amounts outstanding to the other US$ Facility A Revolving Lenders in accordance with Section 2.12 and subject to compensation of the Lenders pursuant to Section 2.18.

Additional Revolving Commitments. Subject Upon Holding’s written notice to the consent of the Administrative Agent, on the Issuing Bank and Subsequent Effective Date one or more Additional Lenders may provide additional Revolving Commitments in an aggregate amount not to exceed the Swingline Lenderdifference of (A) $50,000,000 minus (B) the amount (if any) by which the Aggregate Term B Commitment is being increased on the Subsequent Effective Date pursuant to Section 2.01(c) (each such additional commitment, the Parent Borrower “Additional Revolving Commitment”), which Additional Revolving Commitment may request that the existing US$ thereafter be made available to Holdings as Revolving Loans. Any Additional Lenders increase their respective US$ Revolving Commitments and/or that additional Lenders be added not already party to this Agreement until shall become parties to this Agreement by executing a counterpart signature page to this Agreement and shall be treated as a Revolving Lenders for all purposes of this Agreement from and after the Subsequent Effective Date. Once such time as the aggregate US$ Additional Revolving Commitments are shall be deemed to have been made available pursuant to this Agreement, (i) Schedule 2.01 hereto shall be deemed to have been amended to include all Additional Lenders holding an Additional Revolving Commitment as a party to this Agreement together with such Additional Lender’s respective Revolving Commitment and Revoling Proportionate Share, (ii) Schedule 2.01 hereto shall be deemed to have been amended to adjust the Revolving Proportionate Share of all other Revolving Lenders party hereto, and (iii) the definitions of “Aggregate Revolving Commitment” and “Aggregate Commitment” shall be deemed to have been amended to include the Additional Revolving Commitments provided by such Additional Lenders on the Subsequent Effective Date. To effect the foregoing, on the Subsequent Effective Date, Administrative Agent shall calculate the Revolving Proportionate Share of each Revolving Lender and each Additional Lender holding an Additional Revolving Commitment in each Revolving Loan, L/C Obligation and Swingline Loan then outstanding. Based upon such calculation, each Additional Lender holding an Additional Revolving Commitment shall purchase from the other Revolving Lenders such portion of the Aggregate Revolving Loans, L/C Obligations and Swingline Loans outstanding immediately prior to the Subsequent Effective Date as Administrative Agent determines is necessary to cause each Revolving Lender to hold Revolving Loans, L/C Obligations and Swingline Loans in a principal amount equal to $300,000,000. Each existing US$ Revolving Lender shall have the right (but not the obligation) to increase its US$ Revolving Commitment based on its US$ Revolving Commitment Percentage (with a pro rata right of overallotment extended to the existing Revolving Lenders) on the same terms and conditions being offered to any additional US$ Revolving Lenders. Schedule 2.04 shall be automatically amended to reflect any existing US$ such Revolving Lender’s increased US$ Revolving Proportionate Share of such Revolving Loan Borrowings. On and after the Subsequent Effective Date, after giving effect to any Borrowing of Revolving Loans, (i) the Effective Amount of all outstanding Revolving Loans and Swingline Loans and the Effective Amount of all L/C Obligations shall not exceed an amount equal to the lesser of (1) the combined Revolving Commitments of the Revolving Lenders and (2) the Borrowing Base; and (ii) the Effective Amount of the Revolving Loans of any Revolving Lender plus the participation of such Revolving Lender in the Effective Amount of all L/C Obligations and the Effective Amount of all Swingline Loans shall not at any time exceed such Revolving Lender’s Revolving Commitment. By its signature of a counterpart hereof (On and subsequent to its delivery of a completed Administrative Questionnaire to after the Administrative Agent)Subsequent Effective Date, each additional US$ Additional Lender holding an Additional Revolving Lender Commitment shall be a “US$ Revolving Lender” Lender under this Agreement and the other Loan Documents for all purposes hereunder with Revolving Commitments and Revolving Proportionate Shares as set forth on Schedule 2.04 shall be automatically amended 2.01 attached hereto in an aggregate amount not to reflect such additional US$ Revolving Lender’s US$ exceed the Aggregate Revolving Commitment. Upon increasing its US$ Revolving Commitment or becoming , with the rights, duties and obligations of such a “US$ Revolving Lender” hereunder, each US$ Revolving Lender shall automatically be responsible for its US$ Revolving Commitment Percentage of the US Revolving Credit Exposure under this Agreement and shall pay to the Administrative Agent its US$ Revolving Commitment Percentage of the US$ Revolving Loans which shall then be applied to prepay amounts outstanding to the other US$ Revolving Lenders in accordance with Section 2.12 and subject to compensation of the Lenders pursuant to Section 2.18Loan Documents.

Additional Revolving Commitments. Subject Upon Holding's written notice to the consent of the Administrative Agent, on the Issuing Bank and the Swingline LenderSubsequent Effective Date one or more Additional Banks may provide additional Revolving Commitments in an aggregate amount not to exceed $11,083,333.33 (each such additional commitment, the Parent Borrower "Additional Revolving Commitment"), which Additional Revolving Commitment may request that the existing US$ thereafter be made available to Holdings as Revolving Lenders increase their respective US$ Revolving Commitments and/or that additional Lenders be added Loans. Any Additional Banks shall become parties to this Agreement until by executing a counterpart signature page to this Agreement and shall be treated as a Banks for all purposes of this Agreement from and after the Subsequent Effective Date. Once such time as the aggregate US$ Additional Revolving Commitments are shall be deemed to have been made available pursuant to this Agreement, (i) Schedule 2.01 hereto shall be deemed to have been amended to include all Additional Banks party to this Agreement together with such Additional Bank's respective Revolving Commitment and Pro Rate Share, (ii) Schedule 2.01 hereto shall be deemed to have been amended to adjust the Pro Rata Share of all other Banks party hereto, and (iii) the definitions of "Aggregate Revolving Commitment" and "Aggregate Commitment" shall be deemed to have been amended to include the Additional Revolving Commitments provided by such Additional Banks on the Subsequent Effective Date. To effect the foregoing, on the Subsequent Effective Date, Agent shall calculate the Pro Rata Share of each Bank and each Additional Bank in each Revolving Loan then outstanding. Based upon such calculation, each Additional Bank shall purchase from the other Banks such portion of the Aggregate Revolving Loans outstanding immediately prior to the Subsequent Effective Date as Agent determines is necessary to cause each Bank to hold Revolving Loans in a principal amount equal to $300,000,000such Bank's Pro Rata Share of such Revolving Loan Borrowings. Each existing US$ On and after the Subsequent Effective Date, after giving effect to any Borrowing of Revolving Lender Loans, (i) the Effective Amount of all outstanding Revolving Loans and Swingline Loans and the Effective Amount of all L/C Obligations shall have the right (but not the obligation) to increase its US$ Revolving Commitment based on its US$ Revolving Commitment Percentage (with a pro rata right of overallotment extended exceed an amount equal to the existing lesser of (1) the combined Revolving LendersCommitments of the Banks and (2) on the same terms Borrowing Base; and conditions being offered to (ii) the Effective Amount of the Revolving Loans of any additional US$ Revolving Lenders. Schedule 2.04 Bank plus the participation of such Bank in the Effective Amount of all L/C Obligations and the Effective Amount of all Swingline Loans shall be automatically amended to reflect not at any existing US$ Revolving Lender’s increased US$ time exceed such Bank's Revolving Commitment. By its signature of a counterpart hereof (On and subsequent to its delivery of a completed Administrative Questionnaire to after the Administrative Agent)Subsequent Effective Date, each additional US$ Revolving Lender Additional Bank shall be a “US$ Bank under this Agreement and the other Loan Documents with Revolving Lender” for all purposes hereunder Commitments and Pro Rata Shares as set forth on Schedule 2.04 shall be automatically amended 2.01 attached hereto in an aggregate amount not to reflect such additional US$ Revolving Lender’s US$ exceed the Aggregate Revolving Commitment. Upon increasing its US$ Revolving Commitment or becoming , with the rights, duties and obligations of such a “US$ Revolving Lender” hereunder, each US$ Revolving Lender shall automatically be responsible for its US$ Revolving Commitment Percentage of the US Revolving Credit Exposure Bank under this Agreement and shall pay to the Administrative Agent its US$ Revolving Commitment Percentage of the US$ Revolving Loans which shall then be applied to prepay amounts outstanding to the other US$ Revolving Lenders in accordance with Section 2.12 and subject to compensation of the Lenders pursuant to Section 2.18Loan Documents.