Common use of Commitment Fee; Reductions and Increases in Aggregate Commitment Clause in Contracts

Commitment Fee; Reductions and Increases in Aggregate Commitment. (i) The Borrower agrees to pay to the Agent for the account of each Lender a commitment fee equal to the per annum percentage identified as the Applicable Fee Rate set forth in the Pricing Schedule attached hereto on the daily unused portion of such Lender’s Commitment from the date hereof to and including the Facility Termination Date, payable on each Payment Date hereafter and on the Facility Termination Date. (ii) The Borrower may permanently reduce the Aggregate Commitment in whole, or in part ratably among the Lenders in a minimum aggregate amount of $10,000,000 or any integral multiple of $5,000,000 in excess thereof, upon at least two Business Days’ written notice to the Agent, which notice shall specify the amount of any such reduction, provided, however, that the amount of the Aggregate Commitment may not be reduced below the aggregate principal amount of the outstanding Advances. All accrued commitment fees shall be payable on the effective date of any termination of the obligations of the Lenders to make Loans hereunder. (iii) The Borrower may, at its option, on up to two occasions, seek to increase the Aggregate Commitment by up to an aggregate amount of $50,000,000 (resulting in a maximum Aggregate Commitment of $250,000,000) in a minimum amount of $10,000,000 and in integral multiples of $5,000,000 in excess thereof, upon at least three (3) Business Days’ prior written notice to the Agent, which notice shall specify the amount of any such increase and shall be delivered at a time when no Default or Unmatured Default has occurred and is continuing. The Borrower may, after giving such notice, offer the increase (which may be declined by any Lender in its sole discretion) in the Aggregate Commitment 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 Agent. No increase in the Aggregate Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Agent a document in form and substance reasonably satisfactory to the Agent pursuant to which any such existing Lender states the amount of its Commitment increase, any such new Lender states its Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder and the Borrower accepts such incremental Commitments. The Lenders (new or existing) shall accept an assignment from the existing Lenders, and the existing Lenders shall make an assignment to the new or existing Lender accepting a new or increased Commitment, of an interest in each then outstanding Advance such that, after giving effect thereto, all Advances are held ratably by the Lenders in proportion to their respective Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for the principal amount assigned plus accrued and unpaid interest and shall not be subject to the assignment fee set forth in Section 12.3.1. The Borrower shall make any payments under Section 3.4 resulting from such assignments. Any such increase of the Aggregate Commitment shall be subject to receipt by the Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Agent may reasonably request.

Commitment Fee; Reductions and Increases in Aggregate Commitment. (ia) The Borrower agrees to pay to the Administrative Agent for the ratable account of each Lender a commitment fee equal to the Applicable Commitment Fee Percentage per annum percentage identified as the Applicable Fee Rate set forth in the Pricing Schedule attached hereto on the daily unused unborrowed portion of such Lender’s Commitment (without giving effect to any outstanding Swing Line Loans or Competitive Bid Loans) from the date hereof to and including the Facility Termination DateDate applicable to such Lender, payable in arrears on each Payment Date hereafter and on the Facility Termination Date. (iib) The Borrower may permanently reduce the Aggregate Commitment in whole, or in part ratably among the Lenders Lenders, in a minimum aggregate amount of $10,000,000 or any integral multiple of $5,000,000 1,000,000 in excess thereof, upon at least two three Business Days’ written notice to the Administrative Agent, which notice shall specify the amount of any such reduction, ; provided, however, that the amount of the Aggregate Commitment may not be reduced below the sum of (i) the aggregate principal amount of the outstanding AdvancesLoans, plus (ii) the aggregate amount of the outstanding Facility Letter of Credit Obligations. All accrued commitment fees shall be payable on the effective date of any termination of the obligations of the Lenders to make Loans hereunder. (iiic) The Borrower may, from time to time, at its option, on up to two occasions, seek to increase the Aggregate Commitment by up to an $100,000,000 in the aggregate amount of $50,000,000 (resulting in a maximum i.e., the Aggregate Commitment of shall not exceed $250,000,000) in a minimum amount of $10,000,000 and in integral multiples of $5,000,000 in excess thereof, upon at least three (3) Business Days’ prior written notice to the Administrative Agent, which notice shall specify the amount of any such requested increase (which shall be in an amount not less than $25,000,000) and shall be delivered at a time when no Default or Unmatured Default has occurred and or is continuing. The Borrower may, after giving such notice, offer the increase (which may be declined by any Lender in its sole discretion) in the Aggregate Commitment on either a ratable basis to any of the existing Lenders and/or to other banks, financial institutions or other entities acceptable to the Lenders or Administrative Agent on a non pro-rata basis in such amounts as determined by the Borrower and agreed to one or more Lenders and/or by the Administrative Agent. The Borrower may elect to other Lenders or entities reasonably acceptable accept an increase in the Aggregate Commitment in an amount equal to the Agentaggregate increased commitments offered to the Borrower. No increase in the Aggregate Commitment shall become effective until (i) the existing or new Lenders Lender extending such incremental Commitment commitment amount and the Borrower shall have executed and delivered to the Administrative Agent a document an agreement in writing in form and substance reasonably satisfactory acceptable to the Administrative Agent pursuant to which any such existing Lender states the amount of its Commitment increase, any such new Lender states its Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder and (ii) the Borrower accepts has provided the Administrative Agent with such incremental Commitmentsrelated certificates, opinions and other documents as the Administrative Agent may reasonably request. The In conjunction with such increase, the Lenders (new or existing) shall accept an assignment from the existing Lenders, (and the existing Lenders shall make make) an assignment to the new or existing Lender accepting a new or increased Commitment, at par of an interest in each then the Loans and Facility Letter of Credit Obligations outstanding Advance at the time of such Aggregate Commitment increase such that, after giving effect thereto, all Advances Loans and Facility Letter of Credit Obligations are held ratably by the Lenders in proportion to their respective Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for the principal amount assigned plus accrued and unpaid interest and shall not be subject to the assignment fee set forth in Section 12.3.1on a pro-rata basis. The Borrower shall make any payments under Section 3.4 resulting from such assignments. Any such increase of the Aggregate Commitment shall be subject to receipt by the Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Agent may reasonably request.

Commitment Fee; Reductions and Increases in Aggregate Commitment. (i) The Borrower agrees to pay to the Agent for the account of each Lender according to its Pro Rata Share a commitment fee at a per annum rate equal to the per annum percentage identified as the Applicable Fee Rate set forth in (per the Pricing Schedule attached hereto Schedule) on the average daily unused portion of such Lender’s Available Aggregate Commitment from the date hereof to and including the Facility Termination Date, payable on each Payment Date hereafter and on the Facility Termination Date. (ii) . The Borrower may permanently reduce the Aggregate Commitment in whole, or in part ratably among the Lenders in a minimum aggregate amount of $10,000,000 or any integral multiple multiples of $5,000,000 (or the Approximate Equivalent Amount if denominated in excess thereofan Agreed Currency other than Dollars), upon at least two five Business Days’ ' written notice to the Agent, which notice shall specify the amount of any such reduction, provided, however, that the amount of the Aggregate Commitment may not be reduced below the aggregate principal amount Dollar Amount of the outstanding AdvancesAggregate Outstanding Credit Exposure. All accrued commitment fees shall be payable on the effective date of any termination of the obligations of the Lenders to make Loans Credit Extensions hereunder. For purposes of calculating the commitment fee hereunder, the principal amount of each Advance made in an Agreed Currency other than Dollars shall be at any time the Dollar Amount of such Advance as determined on the most recent Computation Date with respect to such Advance. (iiiii) The With the prior consent of the Agent (but without the consent of any other Lender), the Borrower may, at its option, on up to two occasions, seek may request to increase the Aggregate Commitment by up to $10,000,000 (not to exceed an aggregate amount of $50,000,000 (resulting in a maximum Aggregate Commitment of $250,000,000) in a minimum amount of $10,000,000 and in integral multiples of $5,000,000 in excess thereof, upon at least three (3) Business Days’ prior written notice 40,000,000). Any such request to increase the Agent, which notice shall specify the amount of any such increase and Aggregate Commitment shall be delivered deemed to be a certification by the Borrower that at a the time when of such request, there exists no Default or Unmatured Default has occurred and is continuingthe representations and warranties contained in Article V are true and correct as of such date or, if applicable only to a prior date, as of such prior date. The Any request from the Borrower may, after giving such notice, offer the to increase (which may be declined by any Lender in its sole discretion) in the Aggregate Commitment on either a ratable basis to the Lenders or on a non pro-rata basis to shall be implemented by one or more existing Lenders and/or (an "Increasing Lender") agreeing to other Lenders increase their Commitments (provided that no Lender shall have any obligation to increase its Commitment) or entities reasonably acceptable by one or more new lenders (a "New Lender") agreeing to become a Lender hereunder or by any combination of the Agentforegoing, as determined by the Agent in consultation with the Borrower. No Prior to any such increase in the Aggregate Commitment becoming effective, the Agent shall become effective until have received: (a) copies, certified by the existing secretary of the Borrower of its board of directors' resolutions and of resolutions or new Lenders extending such incremental actions of any other body authorizing the increase in the Aggregate Commitment amount and the confirmation and ratification of all other Loan Documents; (b) a certificate, signed by the chief financial officer of the Borrower, showing that after giving effect to the increase in the Aggregate Commitment, no Default or Unmatured Default shall occur and the Borrower shall have delivered be in compliance with all covenants in this Agreement; (c) copies of all governmental and nongovernmental consents, approvals, authorizations, declarations, registrations or filings required on the part of the Borrower in connection with the increase in the Aggregate Commitment, certified as true and correct in full force and effect as of the date of the increase by a duly authorized officer of the Borrower, or if none are required, a certificate of such officer to that effect; (d) a confirmation and ratification of all Loan Documents signed by the Agent a document Borrower and any Guarantors, in form and substance reasonably satisfactory to the Agent; (e) evidence satisfactory to the Agent that no Material Adverse Effect shall have occurred since the most recent financial statements provided to the Lenders hereunder; (f) any Increasing Lender, any New Lender and the Borrower shall execute and deliver all agreements the Agent or its counsel may have reasonably requested; and (g) such other documents and conditions as the Agent or its counsel may have reasonably requested. Increases and new Commitments created pursuant to this clause (ii) shall become effective on the date agreed among the Borrower, the Agent and the relevant Increasing and New Lenders, which date shall be on or after the date all the above conditions are satisfied, and any such existing New Lender states the amount of its Commitment increase, any such new Lender states its Commitment amount and agrees to assume and accept the obligations and rights of shall become a Lender hereunder and any Increasing Lender's Commitment shall be increased on such effective date as specified in the Borrower accepts agreements required pursuant to clause (g) above. On the effective date of any increase in the Aggregate Commitment, (A) each relevant Increasing Lender and New Lender shall make available to the Agent such incremental Commitments. The Lenders (new or existing) shall accept an assignment from amounts in immediately available funds, for the existing benefit of the other relevant Lenders, and the existing Lenders shall make an assignment as being required in order to the new or existing Lender accepting a new or increased Commitment, of an interest in each then outstanding Advance such thatcause, after giving effect thereto, all Advances are held ratably by the Lenders in proportion to their respective Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for the principal amount assigned plus accrued and unpaid interest and shall not be subject to the assignment fee set forth in Section 12.3.1. The Borrower shall make any payments under Section 3.4 resulting from such assignments. Any such increase and the use of such amounts to make payments to such other relevant Lenders, each Lender's portion of the outstanding Loans to equal its Pro Rata Share of the Aggregate Commitment Commitments and (B) the Borrower shall be deemed to have repaid and reborrowed all outstanding Loans as of the date of any increase in the Aggregate Commitment (with such reborrowing to consist of the Loans, with related Interest Periods if applicable, specified in a notice delivered by the Borrower in accordance with the requirements of Section 2.08, and subject to receipt by the Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Agent may reasonably requestSection 3.4).

Commitment Fee; Reductions and Increases in Aggregate Commitment. (ia) The Borrower agrees to pay to the Agent for the account of each Lender a commitment fee at a per annum rate equal to the per annum percentage identified as the Applicable Fee Rate set forth in the Pricing Schedule attached hereto .20% on the daily unused portion of such Lender’s Commitment from the date hereof to and including the Facility Termination Date, payable on each Payment Date hereafter and on the Facility Termination Date. All accrued commitment fees shall be payable on the effective date of any termination of the obligations of the Lenders to make Loans hereunder. (iib) The Borrower may permanently reduce the Aggregate Commitment in whole, or in part ratably among the Lenders in a minimum aggregate amount integral multiples of $10,000,000 or any integral multiple of $5,000,000 in excess thereof1,000,000, upon at least two five Business Days’ written notice to the Agent, which notice shall specify the amount of any such reduction, provided, however, that the amount of the Aggregate Commitment may not be reduced below the aggregate principal amount of the outstanding Advances. All accrued commitment fees shall be payable on the effective date of any termination of the obligations of the Lenders to make Loans hereunder. (iiic) The Borrower may, at its option, on up to two occasions, seek to increase the Aggregate Commitment by up to an aggregate amount of $50,000,000 10,000,000 (resulting in a maximum Aggregate Commitment of $250,000,00020,000,000) in a minimum amount of $10,000,000 and in integral multiples of $5,000,000 in excess thereof, upon at least three (3) Business Days’ prior written notice to the Agent, which notice shall specify the amount of any such increase and shall be delivered at a time when no Default or Unmatured Default has occurred and is continuing; provided, that the Borrower shall increase the aggregate commitment under the JPMCB Credit Facility by the same amount at the time of any such increase. The Borrower mayshall, after giving such notice, first offer the increase in the Aggregate Commitment on a ratable basis to the Lenders (which may be declined by any Lender in its sole discretion) in ). If any existing Lender does not accept the Aggregate Commitment on either a ratable basis offer to increase its Commitment, the Lenders or on a non pro-rata basis Borrower may offer the amount so declined to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Agent. No increase in the Aggregate Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Agent a document in form and substance reasonably satisfactory to the Agent pursuant to which any such existing Lender states the amount of its Commitment increase, any such new Lender states its Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder and the Borrower accepts such incremental Commitments. The Lenders (new or existing) shall accept an assignment from the existing Lenders, and the existing Lenders shall make an assignment to the new or existing Lender accepting a new or increased Commitment, of an a direct or participation interest in each then outstanding Advance such that, after giving effect thereto, all Advances are credit exposure hereunder is held ratably by the Lenders in proportion to their respective Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for the principal amount assigned plus accrued and unpaid interest and shall not be subject to the assignment fee set forth in Section 12.3.1facility fees. The Borrower shall make any payments under Section 3.4 resulting from such assignments. Any such increase of the Aggregate Commitment shall be subject to receipt by the Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Agent may reasonably request.

Commitment Fee; Reductions and Increases in Aggregate Commitment. (i) 2.6.1 The Borrower agrees to pay to the Administrative Agent for the account of each Lender according to its Pro Rata Share a commitment fee at a per annum rate equal to the per annum percentage identified as the Applicable Fee Rate set forth in the Pricing Schedule attached hereto on the daily unused portion of such Lender’s Commitment (regardless of whether any condition set forth in Article II is then satisfied) from the date hereof to and including the Facility Termination Date, payable in arrears on each Payment Date hereafter and on the Facility Termination Date. Swing Line Loans shall not count as usage of any Lender’s Commitment for the purposes of calculating the commitment fee due hereunder. (ii) 2.6.2 The Borrower may permanently reduce the Aggregate Commitment in whole, or in part ratably among the Lenders in a minimum aggregate amount of $10,000,000 or any integral multiple of $5,000,000 1,000,000 in excess thereof, upon at least two three Business Days’ written notice to the Administrative Agent, which notice shall specify the amount of any such reduction, provided, however, that the amount of the Aggregate Commitment may not be reduced below the aggregate principal amount of the outstanding AdvancesAggregate Outstanding Credit Exposure. All accrued commitment fees shall be payable on the effective date of any termination of the obligations of the Lenders to make Loans Credit Extensions hereunder. (iii) 2.6.3 The Borrower at its option may, at its option, on up from time to two occasionstime, seek to increase the Aggregate Commitment by up to an aggregate amount of $50,000,000 (resulting in a maximum Aggregate Commitment of $250,000,000180,000,000) in a minimum amount of $10,000,000 and in integral multiples of $5,000,000 in excess thereof, upon at least three (3) Business Days’ prior written notice to the Administrative Agent, which notice shall specify the amount of any such increase (which shall not be less than $10,000,000) and shall be delivered at a time when certify that no Default or Unmatured Default has occurred and is continuing. The Borrower may, after giving 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 Aggregate Commitment 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 AgentAdministrative Agent and the Borrower. No increase in the Aggregate Commitment 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) any such existing Lender states agrees to the amount of its Commitment increase, (ii) any such new Lender states agrees to its Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder and hereunder, (iii) the Borrower accepts such incremental Commitments, (iv) the effective date of any increase in the Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.2 are satisfied. The Lenders Upon the effectiveness of any increase in the Aggregate Commitment pursuant hereto, (i) each Lender (new or existing) shall accept be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall make be deemed to have made an assignment to the each new or existing Lender accepting a new or increased Commitment, of an interest in each then outstanding Advance Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swing Line Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect theretoto such assignments and adjustments, all Advances are the Aggregate Outstanding Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and shall not commitment and Facility LC fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurodollar Loan shall, for purposes of Section 3.3 be subject to the assignment fee set forth in Section 12.3.1. The Borrower shall make any payments under Section 3.4 resulting from deemed prepayments of such assignmentsLoan. Any such increase of the Aggregate Commitment 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 Commitments) shall be required for any incremental Commitment provided or Loan made pursuant to this Section 2.6.

Commitment Fee; Reductions and Increases in Aggregate Commitment. (i) 2.6.1 The Borrower agrees to pay to the Administrative Agent for the account of each Lender according to its Pro Rata Share a commitment fee at a per annum rate equal to the per annum percentage identified as the Applicable Fee Rate set forth in the Pricing Schedule attached hereto on the daily unused portion of such Lender’s Commitment (regardless of whether any condition set forth in Article II is then satisfied) from the date hereof to and including the Facility Termination Date, payable in arrears on each Table of Contents Payment Date hereafter and on the Facility Termination Date. Swing Line Loans shall not count as usage of any Lender’s Commitment for the purposes of calculating the commitment fee due hereunder. (ii) 2.6.2 The Borrower may permanently reduce the Aggregate Commitment in whole, or in part ratably among the Lenders in a minimum aggregate amount of $10,000,000 or any integral multiple of $5,000,000 1,000,000 in excess thereof, upon at least two three Business Days’ written notice to the Administrative Agent, which notice shall specify the amount of any such reduction, provided, however, that the amount of the Aggregate Commitment may not be reduced below the aggregate principal amount of the outstanding AdvancesAggregate Outstanding Credit Exposure. All accrued commitment fees shall be payable on the effective date of any termination of the obligations of the Lenders to make Loans Credit Extensions hereunder. (iii) 2.6.3 The Borrower may, at its option, on up to two occasions, seek to increase the Aggregate Commitment by up to an aggregate amount of $50,000,000 75,000,000 (resulting in a maximum Aggregate Commitment of up to $250,000,000225,000,000) in a minimum amount of $10,000,000 15,000,000 and in integral multiples of $5,000,000 in excess thereof, upon at least three (3) Business Days’ prior written notice to the Administrative Agent, which notice shall specify the amount of any such increase and shall be delivered at a time when no Default or Unmatured Default has occurred and is continuing. The Borrower may, after giving such notice, offer the increase (which may be declined by any Lender in its sole discretion) in the Aggregate Commitment 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. No increase in the Aggregate Commitment Commitments 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 any each such existing Lender states the amount of its Commitment increase, any each such new Lender becomes a party hereto, states its Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder and the Borrower accepts such incremental Commitments. The existing or new Lenders (new or existing) extending such incremental Commitment amount shall accept an assignment from the existing Lenders, and the existing Lenders shall make an assignment to the new or existing Lender accepting a new or increased Commitmentsuch assignment, of an interest in each then outstanding Advance Revolving Loan, Swing Line Loan, Facility LC and Reimbursement Obligation such that, after giving effect thereto, all Advances Revolving Loans, Swing Line Loans, Facility LCs and Reimbursement Obligations are held ratably by the Lenders in proportion to their respective Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for the principal amount assigned plus accrued and unpaid interest and shall not be subject to the assignment fee set forth in Section 12.3.112.1(b). The Borrower shall make any payments under Section 3.4 resulting from such assignments. Any such increase of the Aggregate Commitment 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.

Commitment Fee; Reductions and Increases in Aggregate Commitment. (ia) The Borrower agrees to pay to the Agent for the account of each Lender a commitment fee at a per annum rate equal to the per annum percentage identified as the Applicable Fee Rate set forth in the Pricing Schedule attached hereto on the daily unused portion of such Lender’s Commitment from the date hereof to and including the Facility Termination Date, payable on each Payment Date hereafter and on the Facility Termination Date. All accrued commitment fees shall be payable on the effective date of any termination of the obligations of the Lenders to make Loans hereunder. (iib) The Borrower may permanently reduce the Aggregate Commitment in whole, or in part ratably among the Lenders in a minimum aggregate amount integral multiples of $10,000,000 or any integral multiple of $5,000,000 in excess thereof1,000,000, upon at least two five Business Days’ written notice to the Agent, which notice shall specify the amount of any such reduction, provided, however, that the amount of the Aggregate Commitment may not be reduced below the aggregate principal amount of the outstanding Advances. All accrued commitment fees shall be payable on the effective date of any termination of the obligations of the Lenders to make Loans hereunder. (iiic) The Borrower may, at its option, on up to two occasions, seek to increase the Aggregate Commitment by up to an aggregate amount of $50,000,000 25,000,000 (resulting in a maximum Aggregate Commitment of $250,000,00065,000,000) in a minimum amount of $10,000,000 and in integral multiples of $5,000,000 in excess thereof, upon at least three (3) Business Days’ prior written notice to the Agent, which notice shall specify the amount of any such increase and shall be delivered at a time when no Default or Unmatured Default has occurred and is continuing. The Borrower mayshall, after giving such notice, first offer the increase in the Aggregate Commitment on a ratable basis to the Lenders (which may be declined by any Lender in its sole discretion) in ). If any existing Lender does not accept the Aggregate Commitment on either a ratable basis offer to increase its Commitment, the Lenders or on a non pro-rata basis Borrower may offer the amount so declined to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Agent. No increase in the Aggregate Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Agent a document in form and substance reasonably satisfactory to the Agent pursuant to which any such existing Lender states the amount of its Commitment increase, any such new Lender states its Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder and the Borrower accepts such incremental Commitments. The Lenders (new or existing) shall accept an assignment from the existing Lenders, and the existing Lenders shall make an assignment to the new or existing Lender accepting a new or increased Commitment, of an a direct or participation interest in each then outstanding Advance such that, after giving effect thereto, all Advances are credit exposure hereunder is held ratably by the Lenders in proportion to their respective Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for the principal amount assigned plus accrued and unpaid interest and shall not be subject to the assignment fee set forth in Section 12.3.1facility fees. The Borrower shall make any payments under Section 3.4 resulting from such assignments. Any such increase of the Aggregate Commitment shall be subject to receipt by the Agent from the Borrower of resolutions approving the increase in the Aggregate Commitment and such other supplemental opinions, resolutions, certificates and other documents as the Agent may reasonably request.

Commitment Fee; Reductions and Increases in Aggregate Commitment. (ia) The Borrower agrees to pay to the Administrative Agent for the ratable account of each Lender a commitment fee equal to the Applicable Commitment Fee Percentage per annum percentage identified as the Applicable Fee Rate set forth in the Pricing Schedule attached hereto on the daily unused unborrowed portion of such Lender’s 's Commitment (without giving effect to any outstanding Swing Line Loans or Competitive Bid Loans) from the date hereof to and including the Facility Termination DateDate applicable to such Lender, payable in arrears on each Payment Date hereafter and on the Facility Termination Date. (iib) The Borrower may permanently reduce the Aggregate Commitment in whole, or in part ratably among the Lenders Lenders, in a minimum aggregate amount of $10,000,000 or any integral multiple of $5,000,000 1,000,000 in excess thereof, upon at least two three Business Days’ ' written notice to the Administrative Agent, which notice shall specify the amount of any such reduction, ; provided, however, that the amount of the -------- ------- Aggregate Commitment may not be reduced below the sum of (i) the aggregate principal amount of the outstanding AdvancesLoans, plus (ii) the aggregate amount of the ---- outstanding Facility Letter of Credit Obligations. All accrued commitment fees shall be payable on the effective date of any termination of the obligations of the Lenders to make Loans hereunder. (iiic) The Borrower may, from time to time, at its option, on up to two occasions, seek to increase the Aggregate Commitment by up to an $100,000,000 in the aggregate amount of (i.e., the Aggregate ---- Commitment shall not exceed $50,000,000 (resulting in a maximum Aggregate Commitment of $250,000,000375,000,000) in a minimum amount of $10,000,000 and in integral multiples of $5,000,000 in excess thereof, upon at least three (3) Business Days’ ' prior written notice to the Administrative Agent, which notice shall specify the amount of any such requested increase (which shall be in an amount not less than $25,000,000) and shall be delivered at a time when no Default or Unmatured Default has occurred and or is continuing. The Borrower may, after giving such notice, offer the increase (which may be declined by any Lender in its sole discretion) in the Aggregate Commitment on either a ratable basis to any of the existing Lenders and/or to other banks, financial institutions or other entities acceptable to the Lenders or Administrative Agent on a non pro-rata basis in such amounts as determined by the Borrower and agreed to one or more Lenders and/or by the Administrative Agent. The Borrower may elect to other Lenders or entities reasonably acceptable accept an increase in the Aggregate Commitment in an amount equal to the Agentaggregate increased commitments offered to the Borrower. No increase in the Aggregate Commitment shall become effective until (i) the existing or new Lenders Lender extending such incremental Commitment commitment amount and the Borrower shall have executed and delivered to the Administrative Agent a document an agreement in writing in form and substance reasonably satisfactory acceptable to the Administrative Agent pursuant to which any such existing Lender states the amount of its Commitment increase, any such new Lender states its Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder and (ii) the Borrower accepts has provided the Administrative Agent with such incremental Commitmentsrelated certificates, opinions and other documents as the Administrative Agent may reasonably request. The In conjunction with such increase, the Lenders (new or existing) shall accept an assignment from the existing Lenders, (and the existing Lenders shall make make) an assignment to the new or existing Lender accepting a new or increased Commitment, at par of an interest in each then the Loans and Facility Letter of Credit Obligations outstanding Advance at the time of such Aggregate Commitment increase such that, after giving effect thereto, all Advances Loans and Facility Letter of Credit Obligations are held ratably by the Lenders in proportion to their respective Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for the principal amount assigned plus accrued and unpaid interest and shall not be subject to the assignment fee set forth in Section 12.3.1on a pro-rata basis. The Borrower shall make any payments under Section 3.4 resulting from such assignments. Any such increase of the Aggregate Commitment shall be subject to receipt by the Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Agent may reasonably request.

Commitment Fee; Reductions and Increases in Aggregate Commitment. (ia) The Borrower agrees to pay to the Administrative Agent for the ratable account of each Lender a commitment fee equal to the Applicable Commitment Fee Percentage per annum percentage identified as the Applicable Fee Rate set forth in the Pricing Schedule attached hereto on the daily unused unborrowed portion of such Lender’s Commitment (without giving effect to any outstanding Swing Line Loans or Competitive Bid Loans) from the date hereof to and including the Facility Termination DateDate applicable to such Lender, payable in arrears on each Payment Date hereafter and on the Facility Termination Date. (iib) The Borrower may permanently reduce the Aggregate Commitment in whole, or in part ratably among the Lenders Lenders, in a minimum aggregate amount of $10,000,000 or any integral multiple of $5,000,000 1,000,000 in excess thereof, upon at least two three Business Days’ written notice to the Administrative Agent, which notice shall specify the amount of any such reduction, ; provided, however, that the amount of the Aggregate Commitment may not be reduced below the sum of (i) the aggregate principal amount of the outstanding AdvancesLoans, plus (ii) the aggregate amount of the outstanding Facility Letter of Credit Obligations. All accrued commitment fees shall be payable on the effective date of any termination of the obligations of the Lenders to make Loans hereunder. (iiic) The Borrower may, from time to time, at its option, on up to two occasions, seek to increase the Aggregate Commitment by up to an $150,000,000 in the aggregate amount of $50,000,000 (resulting in a maximum i.e., the Aggregate Commitment of shall not exceed $250,000,000300,000,000) in a minimum amount of $10,000,000 and in integral multiples of $5,000,000 in excess thereof, upon at least three (3) Business Days’ prior written notice to the Administrative Agent, which notice shall specify the amount of any such requested increase (which shall be in an amount not less than $25,000,000) and shall be delivered at a time when no Default or Unmatured Default has occurred and or is continuing. The Borrower may, after giving such notice, offer the increase (which may be declined by any Lender in its sole discretion) in the Aggregate Commitment on either a ratable basis to any of the existing Lenders and/or to other banks, financial institutions or other entities acceptable to the Lenders or Administrative Agent on a non pro-rata basis in such amounts as determined by the Borrower and agreed to one or more Lenders and/or by the Administrative Agent. The Borrower may elect to other Lenders or entities reasonably acceptable accept an increase in the Aggregate Commitment in an amount equal to the Agentaggregate increased commitments offered to the Borrower. No increase in the Aggregate Commitment shall become effective until (i) the existing or new Lenders Lender extending such incremental Commitment commitment amount and the Borrower shall have executed and delivered to the Administrative Agent a document an agreement in writing in form and substance reasonably satisfactory acceptable to the Administrative Agent pursuant to which any such existing Lender states the amount of its Commitment increase, any such new Lender states its Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder and (ii) the Borrower accepts has provided the Administrative Agent with such incremental Commitmentsrelated certificates, opinions and other documents as the Administrative Agent may reasonably request. The In conjunction with such increase, the Lenders (new or existing) shall accept an assignment from the existing Lenders, (and the existing Lenders shall make make) an assignment to the new or existing Lender accepting a new or increased Commitment, at par of an interest in each then the Loans and Facility Letter of Credit Obligations outstanding Advance at the time of such Aggregate Commitment increase such that, after giving effect thereto, all Advances Loans and Facility Letter of Credit Obligations are held ratably by the Lenders in proportion to their respective Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for the principal amount assigned plus accrued and unpaid interest and shall not be subject to the assignment fee set forth in Section 12.3.1on a pro-rata basis. The Borrower shall make any payments under Section 3.4 resulting from such assignments. Any such increase of the Aggregate Commitment shall be subject to receipt by the Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Agent may reasonably request.

Commitment Fee; Reductions and Increases in Aggregate Commitment. (ia) The Borrower agrees to pay to the Administrative Agent for the account of each Lender (other than Defaulting Lenders) according to its Pro Rata Share a commitment fee at a per annum rate equal to the per annum percentage identified as product of (i) the Applicable Fee Rate set forth in Margin times (ii) the Pricing Schedule attached hereto on actual daily amount by which the daily unused portion Aggregate Commitments exceed the sum of such Lender’s Commitment the Aggregate Outstanding Credit Exposure, from the date hereof to and including the later of the Facility Termination DateDate and the date all Loans and Reimbursement Obligations have been paid in full, payable on each Payment Date hereafter and on the Facility Termination Date. (iib) The Borrower may permanently reduce the Aggregate Commitment in whole, or in part ratably among the Lenders in a minimum aggregate amount integral multiples of $10,000,000 or any integral multiple of $5,000,000 in excess thereof5,000,000, upon at least two three (3) Business Days’ written notice to the Administrative Agent, which notice shall specify the amount of any such reduction, provided, however, that the amount of the Aggregate Commitment may not be reduced below the aggregate principal amount of the outstanding AdvancesAggregate Outstanding Credit Exposure. All accrued commitment fees shall be payable on the effective date of any termination of the obligations of the Lenders to make Loans Credit Extensions hereunder. (iiic) The Borrower may, at its option, on up to two occasions, seek to increase the Aggregate Commitment by up to an aggregate amount of $50,000,000 125,000,000 (resulting in a maximum Aggregate Commitment of $250,000,000325,000,000) in a minimum amount of $10,000,000 and in integral multiples of $5,000,000 in excess thereof, upon at least three (3) Business Days’ prior written notice to the Administrative Agent, which notice shall specify the amount of any such increase and shall be delivered at a time when no Default or Unmatured Default has occurred and is continuing. The Borrower may, after giving such notice, offer the increase (which may be declined by any Lender in its sole discretion) in the Aggregate Commitment 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. No increase in the Aggregate Commitment 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 any such existing Lender states the amount of its Commitment increase, any such new Lender states its Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder and the Borrower accepts such incremental Commitments. The Lenders (new or existing) shall accept an assignment from the existing Lenders, and the existing Lenders shall make an assignment to the new or existing Lender accepting a new or increased Commitment, of an interest in each then outstanding Advance such that, after giving effect thereto, all Advances are held ratably by the Lenders in proportion to their respective Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for the principal amount assigned plus accrued and unpaid interest and shall not be subject to the assignment fee set forth in Section 12.3.1. The Borrower shall make any payments under Section 3.4 resulting from such assignments. Any such increase of the Aggregate Commitment shall be subject to receipt by the Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Agent may reasonably request.incremental

Commitment Fee; Reductions and Increases in Aggregate Commitment. (ia) The Borrower agrees to pay to the Agent for the account of each Lender a commitment fee at a per annum rate equal to the per annum percentage identified as the Applicable Fee Rate set forth in the Pricing Schedule attached hereto .20% on the daily unused portion of such Lender’s Commitment from the date hereof to and including the Facility Termination Date, payable on each Payment Date hereafter and on the Facility Termination Date. All accrued commitment fees shall be payable on the effective date of any termination of the obligations of the Lenders to make Loans hereunder. (iib) The Borrower may permanently reduce the Aggregate Commitment in whole, or in part ratably among the Lenders in a minimum aggregate amount integral multiples of $10,000,000 or any integral multiple of $5,000,000 in excess thereof1,000,000, upon at least two five Business Days’ written notice to the Agent, which notice shall specify the amount of any such reduction, provided, however, that the amount of the Aggregate Commitment may not be reduced below the aggregate principal amount of the outstanding Advances. All accrued commitment fees shall be payable on the effective date of any termination of the obligations of the Lenders to make Loans hereunder. (iiic) The Borrower may, at its option, on up to two occasions, seek to increase the Aggregate Commitment by up to an aggregate amount of $50,000,000 10,000,000 (resulting in a maximum Aggregate Commitment of $250,000,00020,000,000) in a minimum amount of $10,000,000 and in integral multiples of $5,000,000 in excess thereof, upon at least three (3) Business Days’ prior written notice to the Agent, which notice shall specify the amount of any such increase and shall be delivered at a time when no Default or Unmatured Default has occurred and is continuing; provided, that the Borrower shall increase the aggregate commitment under the LaSalle Credit Facility by the same amount at the time of any such increase. The Borrower mayshall, after giving such notice, first offer the increase in the Aggregate Commitment on a ratable basis to the Lenders (which may be declined by any Lender in its sole discretion) in ). If any existing Lender does not accept the Aggregate Commitment on either a ratable basis offer to increase its Commitment, the Lenders or on a non pro-rata basis Borrower may offer the amount so declined to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Agent. No increase in the Aggregate Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Agent a document in form and substance reasonably satisfactory to the Agent pursuant to which any such existing Lender states the amount of its Commitment increase, any such new Lender states its Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder and the Borrower accepts such incremental Commitments. The Lenders (new or existing) shall accept an assignment from the existing Lenders, and the existing Lenders shall make an assignment to the new or existing Lender accepting a new or increased Commitment, of an a direct or participation interest in each then outstanding Advance such that, after giving effect thereto, all Advances are credit exposure hereunder is held ratably by the Lenders in proportion to their respective Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for the principal amount assigned plus accrued and unpaid interest and shall not be subject to the assignment fee set forth in Section 12.3.1facility fees. The Borrower shall make any payments under Section 3.4 resulting from such assignments. Any such increase of the Aggregate Commitment shall be subject to receipt by the Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Agent may reasonably request.