Common use of Additional Revolving Credit Commitments Clause in Contracts

Additional Revolving Credit Commitments. Subject to the terms and conditions set forth herein, the Borrower may at any time, but not more often than two (2) times during the term of this Agreement, request an increase in the Revolving Credit Commitment (the “Additional Revolving Credit Commitment”) provided that (a) immediately prior to and after giving effect to such Additional Revolving Credit Commitment (and the making of any loans pursuant thereto), no Event of Default or Potential Default has occurred or is continuing or shall result therefrom and, (b) the Additional Revolving Credit Commitment shall rank pari passu in right of payment and right of security in respect of the Collateral with the existing Revolving Credit Loans, (c) the Additional Revolving Credit Commitments shall not exceed in the aggregate Fifty Million and 00/100 Dollars ($50,000,000.00), and (d) the loans to be made pursuant to such Additional Revolving Credit Commitment shall have the same terms as the Revolving Credit Loans. Any additional bank, financial institution, existing Lender or other Person that elects to extend commitments to provide the Additional Revolving Credit Commitment shall be reasonably satisfactory to the Borrower and the Administrative Agent (any such bank, financial institution, existing Lender or other person is an “Additional Lender”) and shall become a Lender under this Agreement pursuant to an amendment (the “Incremental Facility Amendment”) to this Agreement, and, as appropriate, the other Loan Documents, executed by the Loan Parties, each Additional Lender, if any, and the Administrative Agent. Commitments in respect of the Additional Revolving Credit Commitment shall become Commitments under this Agreement after giving effect to such Additional Revolving Credit Commitment. The Incremental Facility Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be reasonably necessary or appropriate to effectuate the applicable additional Revolving Credit Commitments in the opinion of the Administrative Agent. The effectiveness of any Incremental Facility Amendment shall be subject to the satisfaction on the date thereof (the “Incremental Facility Closing Date”) of each of the applicable conditions set forth in Article 7 [Conditions of Lending and Issuance of Letters of Credit] (it being understood that all references to the Closing Date in such Article 7 [Conditions of Lending and Issuance of Letters of Credit] shall be deemed to refer to the Incremental Facility Closing Date), and except as otherwise specified in the Incremental Facility Amendment, the Administrative Agent shall have received legal opinions, board resolutions and other closing documents and certificates reasonably requested by the Administrative Agent and consistent with those delivered on the Closing Date under Article 7 [Conditions of Lending and Issuance of Letters of Credit]. The proceeds of the Additional Revolving Credit Commitment may be used in accordance with Section 2.8 [Use of Proceeds] but not for any purpose otherwise prohibited hereunder. Notwithstanding anything to the contrary in this Section 2.11 [Additional Revolving Credit Commitment], no existing Lender shall be obligated to provide Additional Revolving Credit Commitment.

Additional Revolving Credit Commitments. Subject (a) The US Borrower shall have the right, at any time and from time to time and upon at least 30 days prior written notice to the Administrative Agent, to request on one or more occasions that one or more Lenders (and/or one or more other Persons which will become Lenders as provided below) provide Additional Revolving Credit Commitments and, subject to the applicable terms and conditions set forth herein, contained in this Agreement and the Borrower may at any time, but not more often than two (2) times during the term of this relevant Additional Revolving Loan Commitment Agreement, request make Dollar Revolving Credit Loans pursuant to Section 2.1(a), it being understood and agreed, however, that (i) no Lender shall be obligated to provide an increase in the Additional Revolving Credit Commitment as a result of any request by the US Borrower, (the “ii) until such time, if any, as (x) such Lender has agreed in its sole discretion to provide an Additional Revolving Credit Commitment”Commitment and executed and delivered to the Administrative Agent an Additional Revolving Credit Commitment Agreement in respect thereof as provided in Section 2.21(b) and (y) the other conditions set forth in Section 2.21(b) shall have been satisfied, such Lender shall not be obligated to fund any Dollar Revolving Credit Loans, or participate in any Letters of Credit, in excess of the amounts provided that (a) immediately prior to and after for in Section 2.1 or 2.19, as the case may be, before giving effect to such Additional Revolving Credit Commitment (and the making of any loans Loan Commitments provided pursuant thereto), no Event of Default or Potential Default has occurred or is continuing or shall result therefrom andto this Section 2.21, (biii) any Lender (or, in the circumstances contemplated by clause (vii) below, any other Person which will qualify as an Eligible Assignee) may so provide an Additional Revolving Credit Commitment shall rank pari passu in right without the consent of payment any other Lender (it being understood and right of security in respect agreed that the consent of the Collateral with Administrative Agent and the existing Revolving Credit Loans, Issuing Lender (csuch consent not to be unreasonably withheld or delayed) the shall be required if any such Additional Revolving Credit Commitments are to be provided by a Person which is not already a Lender), (iv) each provision of Additional Revolving Credit Commitments on a given date pursuant to this Section 2.21 shall be in a minimum aggregate amount (for all Lenders (including, in the circumstances contemplated by clause (vii) below, Eligible Assignees who will become Lenders)) of at least $25,000,000, (v) the aggregate amount of all Additional Revolving Credit Commitments permitted to be provided pursuant to this Section 2.21 shall not exceed in the aggregate Fifty Million and 00/100 Dollars $150,000,000, ($50,000,000.00), and (dvi) the loans up-front fees payable to be made pursuant to such Additional Revolving Credit Commitment shall have the same terms as the Revolving Credit Loans. Any additional bank, financial institution, existing any Lender or other Person that elects to extend commitments to provide the providing an Additional Revolving Credit Commitment shall be reasonably satisfactory to the Borrower and the Administrative Agent (any such bank, financial institution, existing Lender or other person is an “Additional Lender”) and shall become a Lender under this Agreement pursuant to an amendment (the “Incremental Facility Amendment”) to this Agreement, and, as appropriate, the other Loan Documents, executed by the Loan Parties, each Additional Lender, if any, and the Administrative Agent. Commitments in respect of the Additional Revolving Credit Commitment shall become Commitments under this Agreement after giving effect to such Additional Revolving Credit Commitment. The Incremental Facility Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be reasonably necessary or appropriate to effectuate the applicable additional Revolving Credit Commitments in the opinion of the Administrative Agent. The effectiveness of any Incremental Facility Amendment shall be subject to the satisfaction on the date thereof (the “Incremental Facility Closing Date”) of each of the applicable conditions set forth in Article 7 [Conditions of Lending and Issuance of Letters of Credit] (it being understood that all references to the Closing Date in such Article 7 [Conditions of Lending and Issuance of Letters of Credit] shall be deemed to refer to the Incremental Facility Closing Date), and except as otherwise specified in the Incremental Facility Amendment, the Administrative Agent shall have received legal opinions, board resolutions and other closing documents and certificates reasonably requested by the Administrative Agent and consistent with those delivered on the Closing Date under Article 7 [Conditions of Lending and Issuance of Letters of Credit]. The proceeds of the relevant Additional Revolving Credit Loan Commitment may be used in accordance with Section 2.8 [Use of Proceeds] but not for any purpose otherwise prohibited hereunder. Notwithstanding anything to Agreement, (vii) if, after the contrary in this Section 2.11 [Additional Revolving Credit Commitment], no US Borrower has requested the then existing Lender shall be obligated Lenders to provide Additional Revolving Credit Commitment.Commitments pursuant to this

Additional Revolving Credit Commitments. Subject (a) The Borrower shall have the right, at any time and from time to time and upon at least 30 days prior written notice to the Administrative Agent, to request on one or more occasions that one or more Lenders (and/or one or more other Persons which will become Lenders as provided below) provide Additional Revolving Credit Commitments and, subject to the applicable terms and conditions set forth herein, contained in this Agreement and the Borrower may at any time, but not more often than two (2) times during the term of this relevant Additional Revolving Loan Commitment Agreement, request make Revolving Credit Loans pursuant to Section 2.1, it being understood and agreed, however, that (i) no Lender shall be obligated to provide an increase in the Additional Revolving Credit Commitment as a result of any request by the Borrower, (the “ii) until such time, if any, as (x) such Lender has agreed in its sole discretion to provide an Additional Revolving Credit Commitment”Commitment and executed and delivered to the Administrative Agent an Additional Revolving Credit Commitment Agreement in respect thereof as provided in Section 2.21(b) and (y) such other conditions set forth in Section 2.21(b) shall have been satisfied, such Lender shall not be obligated to fund any Revolving Credit Loans, or participate in any Letters of Credit, in excess of the amounts provided that (a) immediately prior to and after for in Section 2.1 or 2.19, as the case may be, before giving effect to such Additional Revolving Credit Commitment (and the making of any loans Loan Commitments provided pursuant thereto), no Event of Default or Potential Default has occurred or is continuing or shall result therefrom andto this Section 2.21, (biii) any Lender (or, in the circumstances contemplated by clause (vii) below, any other Person which will qualify as an Eligible Assignee) may so provide an Additional Revolving Credit Commitment shall rank pari passu in right without the consent of payment any other Lender (it being understood and right of security in respect agreed that the consent of the Collateral with Administrative Agent and the existing Revolving Credit Loans, Issuing Lender (csuch consent not to be unreasonably withheld or delayed) the shall be required if any such Additional Revolving Credit Commitments are to be provided by a Person which is not already a Lender), (iv) each provision of Additional Revolving Credit Commitments on a given date pursuant to this Section 2.21 shall be in a minimum aggregate amount (for all Lenders (including, in the circumstances contemplated by clause (vii) below, Eligible Assignees who will become Lenders)) of at least $25,000,000, (v) the aggregate amount of all Additional Revolving Credit Commitments permitted to be provided pursuant to this Section 2.21 shall not exceed in the aggregate Fifty Million and 00/100 Dollars $250,000,000, ($50,000,000.00), and (dvi) the loans up-front fees payable to be made pursuant to such Additional Revolving Credit Commitment shall have the same terms as the Revolving Credit Loans. Any additional bank, financial institution, existing any Lender or other Person that elects to extend commitments to provide the providing an Additional Revolving Credit Commitment shall be reasonably satisfactory to as set forth in the relevant Additional Revolving Loan Commitment Agreement, (vii) if, after the Borrower and has requested the Administrative Agent (any such bank, financial institution, then existing Lender or other person is an “Lenders to provide Additional Lender”) and shall become a Lender under this Agreement Revolving Credit Commitments pursuant to an amendment (this Section 2.21 on the “Incremental Facility Amendment”) terms to this Agreement, and, as appropriatebe applicable thereto, the other Loan Documents, executed by the Loan Parties, each Borrower has not received Additional Lender, if any, and the Administrative Agent. Revolving Credit Commitments in respect an aggregate amount equal to that amount of the Additional Revolving Credit Commitment shall become Commitments under this Agreement after giving effect which the Borrower desires to obtain pursuant to such request (as set forth in the notice provided by the Borrower to the Administrative Agent as provided above), then the Borrower may request Additional Revolving Credit Commitments from Persons which would qualify as Eligible Assignees hereunder in aggregate amount equal to such deficiency on terms which are no more favorable to such Eligible Assignee in any respect than the terms offered to the Lenders, provided that any such Additional Revolving Credit Commitment. The Incremental Facility Amendment mayCommitments provided by any such Eligible Assignee which is not already a Lender shall be in a minimum amount (for such Eligible Assignee) of at least $10,000,000, without and (viii) all actions taken by the consent of any other Lenders, effect such amendments Borrower pursuant to this Agreement and the other Loan Documents as may Section 2.21(a) shall be reasonably necessary or appropriate to effectuate the applicable additional Revolving Credit Commitments done in the opinion of coordination with the Administrative Agent. The effectiveness of any Incremental Facility Amendment shall be subject to the satisfaction on the date thereof (the “Incremental Facility Closing Date”) of each of the applicable conditions set forth in Article 7 [Conditions of Lending and Issuance of Letters of Credit] (it being understood that all references to the Closing Date in such Article 7 [Conditions of Lending and Issuance of Letters of Credit] shall be deemed to refer to the Incremental Facility Closing Date), and except as otherwise specified in the Incremental Facility Amendment, the Administrative Agent shall have received legal opinions, board resolutions and other closing documents and certificates reasonably requested by the Administrative Agent and consistent with those delivered on the Closing Date under Article 7 [Conditions of Lending and Issuance of Letters of Credit]. The proceeds of the Additional Revolving Credit Commitment may be used in accordance with Section 2.8 [Use of Proceeds] but not for any purpose otherwise prohibited hereunder. Notwithstanding anything to the contrary in this Section 2.11 [Additional Revolving Credit Commitment], no existing Lender shall be obligated to provide Additional Revolving Credit Commitment.