Common use of Commitment Increase Clause in Contracts

Commitment Increase. (a) Subject to the terms and conditions set forth herein, each Increasing Lender hereby agrees on a several and not joint basis to make the 2022 Increased Commitments available to the Borrower in the aggregate principal amount set forth on Schedule I hereto opposite such Increasing Lender’s name. (b) Pursuant to Section 2.22 of the Credit Agreement, the Requested Increase documented hereby shall constitute a Commitment Increase under the Credit Agreement. (c) The 2022 Increased Commitments (i) shall be made pursuant to (and constitute part of) the existing Commitments and (ii) shall be subject to the terms and conditions applicable to the existing Commitments as set forth in the Credit Agreement. (d) Each party hereto acknowledges and agrees that on the First Amendment Effective Date (as defined below), (i) the 2022 Increased Commitments shall be added to (and constitute part of) the existing Commitments and (ii) the 2022 Increased Commitments shall constitute “Commitments” for all purposes under, and subject to the provisions of, the Loan Documents. (e) The parties hereto hereby acknowledge that, as of the First Amendment Effective Date, (i) other than the conditions precedent to the occurrence of the First Amendment Effective Date expressly required pursuant to Section 4 hereof, the requirements set forth in Section 2.22 of the Credit Agreement have been satisfied or are hereby deemed satisfied (including, without limitation, delivery of a Notice of Increase which is hereby deemed satisfied) and (ii) no Loans or Letters of Credit are outstanding under the Credit Agreement.

Commitment Increase. From time to time after the Effective Date, the U.S. Revolving Commitments may be increased (abut in no event in excess of $50,000,000 in the aggregate for all such increases) Subject (the "Commitment Increase Cap") such that the aggregate U.S. Revolving Commitments shall at no time exceed $225,000,000 (any such increase, a "Commitment Increase") at the option of the U.S. Borrower pursuant to delivery of written notice of a proposed Commitment Increase to the terms Administrative Agent if each of the following conditions have been met: (i) No Event of Default shall exist; (ii) No Commitment Increase may be in an amount less than $10,000,000; (iii) The proposed Commitment Increase has been consented to in writing by Administrative Agent and each U.S. Lender who is increasing its U.S. Revolving Commitment; (iv) the proposed Commitment Increase, together with any prior Commitment Increase, shall not exceed the Commitment Increase Cap; and (v) Administrative Agent shall have received amendments to this Agreement and the Loan Documents, joinders, and all other promissory notes, agreements, documents and instruments reasonably satisfactory to Administrative Agent in its reasonable discretion evidencing and setting forth the conditions of the Commitment Increase. Each of Borrowers, Lenders and Administrative Agent acknowledge and agree that each Commitment Increase meeting the conditions set forth herein, each Increasing Lender hereby agrees on a several and not joint basis to make the 2022 Increased Commitments available to the Borrower in the aggregate principal amount set forth on Schedule I hereto opposite such Increasing Lender’s name. (b) Pursuant to this Section 2.22 of the Credit Agreement, the Requested Increase documented hereby shall constitute a Commitment Increase under the Credit Agreement. (c) The 2022 Increased Commitments (i2.02(c) shall be made pursuant to (and constitute part of) not require the existing Commitments and (ii) shall be subject to the terms and conditions applicable to the existing Commitments as set forth in the Credit Agreement. (d) Each party hereto acknowledges and agrees that on the First Amendment Effective Date (as defined below), (i) the 2022 Increased Commitments shall be added to (and constitute part of) the existing Commitments and (ii) the 2022 Increased Commitments shall constitute “Commitments” for all purposes under, and subject to the provisions of, the Loan Documents. (e) The parties hereto hereby acknowledge that, as consent of the First Amendment Effective Date, (i) any Lender other than the conditions precedent those U.S. Lenders, if any, which have agreed to the occurrence of the First Amendment Effective Date expressly required pursuant to Section 4 hereof, the requirements set forth increase their U.S. Revolving Commitments in Section 2.22 of the Credit Agreement have been satisfied or are hereby deemed satisfied (including, without limitation, delivery of a Notice of Increase which is hereby deemed satisfied) and (ii) no Loans or Letters of Credit are outstanding under the Credit Agreementconnection with such proposed Commitment Increase.

Commitment Increase. (a) Subject From time to time on and after the Closing Date and prior to the terms Revolving Credit Termination Date, the Borrower may, upon at least 20 days’ notice to and conditions set forth herein, each Increasing Lender hereby agrees on with the consent of the Administrative Agent (which shall promptly provide a several copy of such notice and not joint basis to make the 2022 Increased Commitments available consent to the Borrower Lenders), propose to increase the aggregate amount of the Revolving Credit Commitments by an amount which (i) is not less than $5,000,000 and, if greater, an integral multiple of $1,000,000 in excess thereof, with respect to any such request and (ii) when aggregated with all prior and concurrent increases in the Revolving Credit Commitments pursuant to this Section 2.21, is not in excess of $50,000,000. If so consented to by the Administrative Agent, the Borrower may increase the aggregate principal amount set forth on Schedule I hereto opposite of the Revolving Credit Commitments by (x) having another lender or lenders (each, an “Additional Lender”) become party to this Agreement, (y) agreeing with any Lender (with the consent of such Lender in its sole discretion) to increase its Revolving Credit Commitment hereunder (each, an “Increasing Lender’s name”) or (z) a combination of the procedures described in clauses (x) and (y) above; provided that no Lender shall be obligated to increase its Revolving Credit Commitment without its consent. (b) Pursuant Any increase in the Revolving Credit Commitments pursuant to this Section 2.22 2.21 shall be subject to satisfaction of the following conditions: (i) The Borrower shall deliver to the Administrative Agent a certificate dated as of the applicable increase date duly executed by an Authorized Officer thereof certifying and attaching the resolutions adopted by the Borrower approving or consenting to such increase; (ii) Each of the representations and warranties contained in Article V and in the other Credit AgreementDocuments shall be true and correct, in all material respects, on and as of such Borrowing Date (including the Closing Date, in the case of the initial Loans made hereunder) or date of issuance of a Letter of Credit with the same effect as if made on and as of such date, both immediately before and after giving effect to the Loans to be made or Letter of Credit to be issued on such date (except to the extent any such representation or warranty is expressly stated to have been made as of a specific date, in which case such representation or warranty shall be true and correct as of such date); (iii) Immediately after giving effect to such increase and any Indebtedness to be incurred in connection therewith, the Requested Increase documented hereby Borrower shall constitute be in compliance with Section 7.1 (determined on a Commitment Increase under pro forma basis for the Credit AgreementReference Period then most recently ended for which the Borrower has delivered the financial statements required by Section 6.1 (and a Compliance Certificate)); and (iv) At the time of such increase, no Default shall have occurred and be continuing or would result from such increase. (c) The 2022 Increased Upon any increase in the amount of the Revolving Credit Commitments pursuant to this Section 2.21 (each, an “Additional Commitment”): (i) Each Additional Lender and Increasing Lender shall enter into a joinder agreement pursuant to which such Additional Lender or Increasing Lender shall, as of the effective date of such increase, undertake an Additional Commitment (or, in the case of an Increasing Lender, pursuant to which such Increasing Lender’s Commitment shall be made pursuant increased in the agreed amount on such date) and such Additional Lender shall thereupon become (or, if an Increasing Lender, continue to (and constitute part ofbe) the existing Commitments and a “Revolving Credit Lender” for all purposes hereof. (ii) The Borrower shall, as applicable, in coordination with the Administrative Agent, repay outstanding Loans and incur additional Loans from other Lenders, pursuant to a reallocation agreement or otherwise, so that the Lenders participate in each Borrowing pro rata on the basis of their respective Revolving Credit Commitments (after giving effect to any increase in the Commitments pursuant to this Section 2.21). Amounts payable under Section 2.18 as a result of the actions required to be taken under this Section 2.21 shall be subject to paid in full by the terms and conditions applicable to Borrower. (iii) If any such Additional Lender is a Foreign Lender, such Additional Lender shall deliver the existing Commitments as set forth in the Credit Agreementforms required by Section 2.17. (d) Each party hereto acknowledges and agrees that Additional Commitment shall be made on the First Amendment Effective Date (same terms as defined below), (i) the 2022 Increased Revolving Credit Commitments in existence immediately prior to the date of such Additional Commitment; provided that the up-front fees applicable to any Additional Commitment shall be added to (and constitute part of) as determined by the existing Commitments and (ii) the 2022 Increased Commitments shall constitute “Commitments” for all purposes under, and subject to the provisions ofBorrower, the Loan DocumentsAdministrative Agent and the Additional Lender providing such Additional Commitment. (e) The parties hereto hereby acknowledge that, as of the First Amendment Effective Date, (i) other than the conditions precedent to the occurrence of the First Amendment Effective Date expressly required pursuant to Section 4 hereof, the requirements set forth in Section 2.22 of the Credit Agreement have been satisfied or are hereby deemed satisfied (including, without limitation, delivery of a Notice of Increase which is hereby deemed satisfied) and (ii) no Loans or Letters of Credit are outstanding under the Credit Agreement.

Commitment Increase. (a) Subject to the terms and conditions set forth herein, each Increasing Lender hereby agrees on the Borrower shall have the right, without the consent of the Lenders, to cause an increase in the Commitments of the Lenders (a several “Commitment Increase”) by adding to this Agreement one or more additional lenders that are not already Lenders hereunder and not joint basis to make the 2022 Increased Commitments available that are reasonably satisfactory to the Borrower in Administrative Agent and each Issuing Bank (not to be unreasonably withheld, delayed or conditioned) (each, a “CI Lender”) or by allowing one or more existing Lenders to increase their respective Commitments with the aggregate principal amount set forth on Schedule I hereto opposite such Increasing Lender’s name. consent of Issuing Bank (b) Pursuant not to Section 2.22 of the Credit Agreementbe unreasonably withheld, the Requested Increase documented hereby shall constitute a Commitment Increase under the Credit Agreement. (c) The 2022 Increased Commitments delayed or conditioned); provided that (i) no Event of Default shall have occurred and be made pursuant to (and constitute part of) the existing Commitments and (ii) shall be subject to the terms and conditions applicable to the existing Commitments as set forth in the Credit Agreement. (d) Each party hereto acknowledges and agrees that on the First Amendment Effective Date (as defined below), (i) the 2022 Increased Commitments shall be added to (and constitute part of) the existing Commitments and (ii) the 2022 Increased Commitments shall constitute “Commitments” for all purposes under, and subject to the provisions of, the Loan Documents. (e) The parties hereto hereby acknowledge that, continuing as of the First Amendment relevant Commitment Increase Effective Date, (i) other than the conditions precedent to the occurrence of the First Amendment Effective Date expressly required pursuant to Section 4 hereof, the requirements set forth in Section 2.22 of the Credit Agreement have been satisfied or are hereby deemed satisfied (including, without limitation, delivery of a Notice of Increase which is hereby deemed satisfied) and (ii) no such Commitment Increase shall be less than $10,000,000 and in integral multiples of $5,000,000, (iii) no such Commitment Increase shall result in the Aggregate Commitment Amount exceeding $500,000,000, (iv) no Lender’s Commitment shall be increased without such Lender’s prior written consent (which consent may be given or withheld in such Lender’s sole and absolute discretion), and (v) if, on the effective date of such increase, any Loans have been funded, then the Borrower shall be obligated to pay any breakage fees or Letters of Credit costs that are outstanding under the Credit Agreement.payable pursuant to Section

Commitment Increase. (a) Subject At any time on or after the Closing Date, EWI may, on written notice to the terms and conditions set forth hereinAdministrative Agent, each Increasing Lender hereby agrees on a several and not joint basis to make increase the 2022 Increased Commitments available to the Borrower in the aggregate principal amount set forth on Schedule I hereto opposite such Increasing Lender’s name. (b) Pursuant to Section 2.22 of the Credit Agreement, the Requested Increase documented hereby shall constitute a Commitment Increase under the Credit Agreement. (c) The 2022 Increased Revolving Commitments (i) shall be made pursuant to (and constitute part of) the existing Commitments and (ii) shall be subject to the terms and conditions applicable to the existing Commitments as set forth in the Credit Agreement.“Commitment Increase”); provided that: (d) Each party hereto acknowledges and agrees that on the First Amendment Effective Date (as defined below), (i) the 2022 Increased Commitments aggregate amount of loans and commitments for all Commitment Increases after the Closing Date hereunder shall be added to not exceed Five Hundred Million Dollars (and constitute part of) the existing Commitments and $500,000,000); (ii) (A) no Default shall exist immediately before or immediately after giving effect thereto, (B) the 2022 Increased Commitments Credit Parties shall constitute “Commitments” be in compliance with the financial covenants under Section 8.09 after giving effect thereto on a Pro Forma Basis, (C) the representations and warranties of each Credit Party contained in Article VI shall be true and correct in all material respects (other than any representation or warranty qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects as so qualified) on and as of the date of such Commitment Increase, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (other than any representation or warranty qualified by materiality or Material Adverse Effect, which shall be true and correct in all respects as so qualified) as of such earlier date, and except that for all purposes underof this Section 2.01(d), the representations and warranties contained in subsections (a) and (b) of Section 6.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 7.01, and (D) the Credit Parties shall demonstrate compliance with the sizing condition for the Commitment Increase in clause (i) hereinabove; (iii) EWI will provide (A) a compliance certificate from a Responsible Officer confirming that no Default shall exist immediately before or immediately after giving effect to the Commitment Increase and demonstrating compliance with the financial covenants hereunder after giving effect to the Commitment Increase, and (b) supporting resolutions, legal opinions, promissory notes and other items as may be reasonably required by the Administrative Agent and the Lenders providing the commitments for the Commitment Increase; (iv) lenders providing loans and commitments for such Commitment Increase will provide a Lender Joinder Agreement and such other agreements reasonably acceptable to the Administrative Agent; and (v) upfront and/or arrangement fees, if any, in respect of the new commitments or loans so established, shall be paid. In connection with any Commitment Increase, (A) none of the Lenders or their affiliates shall have any obligation to provide commitments or loans for any Commitment Increase without their prior written approval, (B) neither the Administrative Agent nor any Arranger shall have any responsibility for arranging any such additional commitments without their prior written consent and subject to the provisions ofsuch conditions, the Loan Documents. (e) The parties hereto hereby acknowledge thatincluding fee arrangements, as of the First Amendment Effective Date, (i) other than the conditions precedent to the occurrence of the First Amendment Effective Date expressly required pursuant to Section 4 hereof, the requirements set forth they may provide in Section 2.22 of the Credit Agreement have been satisfied or are hereby deemed satisfied (including, without limitation, delivery of a Notice of Increase which is hereby deemed satisfied) connection therewith and (iiC) no Loans or Letters of Credit are outstanding under Schedule 2.01 will be deemed to be revised to reflect the Credit AgreementLenders, Loans, Commitments and pro rata shares after giving effect to any Commitment Increase.

Commitment Increase. (a) Subject The Borrower shall have the right at any time to increase the Commitments under the Facility to an amount of not more than $125,000,000, with each such increase to be in an amount of not less than $10,000,000, (i) by requesting that one or more banks or other financial institutions not parties to this Agreement become Lenders hereunder or (ii) by requesting that any Lender or Lenders already parties to this Agreement increase the respective amounts of such Lenders' Commitments in accordance with this Agreement; provided, that the addition of any bank, financial institution or other entity pursuant to clause (i) above shall be subject to the terms and conditions set forth hereinconsent of the Administrative Agent (which consent shall not be withheld on any ground other than the financial condition of any such bank, each Increasing Lender hereby agrees on a several and not joint basis to make the 2022 Increased Commitments available to the Borrower in the aggregate principal amount set forth on Schedule I hereto opposite such Increasing Lender’s namefinancial institution or other entity). (b) Pursuant Any additional bank, financial institution or other entity which elects to become a Lender party to this Agreement and obtain a Commitment, and any Lender which elects to increase its Commitment, pursuant to clause (a) of this Section 2.22 2.5 above shall execute a joinder or increase agreement with, and substantially in the form of Exhibit D hereto, the Borrower and the Administrative Agent, whereupon such bank, financial institution or other entity shall become a Revolving Credit Lender for all purposes and to the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement, and Schedule 1.1A shall be deemed to be amended to add the Requested Increase documented hereby shall constitute a name and Commitment Increase under of such new Lender and to reflect the Credit Agreementnew Commitment of such increasing Lender, effective on the date specified in such agreement. (c) The 2022 Increased Any increase in the Commitments under the Facility pursuant to this Section 2.5 shall not be effective unless: (i) no Default or Event of Default shall have occurred and be continuing on the effective date of such increase; (ii) each of the representations and warranties made by the Borrower in Section 4 shall be true and correct in all material respects on such effective date with the same effect as though made on and as of such date, except to the extent such representations and warranties expressly relate to an earlier date in which case such representations and warranties shall be true and correct in all material respects as of such earlier date; and (iii) the Administrative Agent shall have received each of (A) a certificate of the corporate secretary or assistant secretary of the Borrower as to the taking of any corporate action necessary in connection with such increase and (B) an opinion of counsel to the Borrower as to their corporate power and authority to borrow hereunder after giving effect to such increase and such other matters relating thereto as the Administrative Agent and its counsel may reasonably request. Each notice requesting an increase in the L/C Commitment pursuant to this Section 2.5 shall constitute a certification to the effect set forth in clauses (and constitute part ofi) the existing Commitments and (ii) shall be subject to the terms and conditions applicable to the existing Commitments as set forth in the Credit Agreementof this Section 2.5(c). (d) Each party hereto acknowledges and agrees that on No Lender shall at any time be required to agree to a request of the First Amendment Effective Date (as defined below), (i) the 2022 Increased Commitments shall be added Borrower to (and constitute part of) the existing Commitments and (ii) the 2022 Increased Commitments shall constitute “Commitments” for all purposes under, and subject to the provisions of, the Loan Documentsincrease its L/C Commitment or obligations hereunder. (e) The parties hereto hereby acknowledge that, as of On the First Amendment Effective Date, (i) other than the conditions precedent to the occurrence of the First Amendment Effective Date expressly required date any increase becomes effective pursuant to this Section 4 hereof2.5, the requirements set forth in Section 2.22 Borrower agrees to prepay any outstanding Revolving Loans with the proceeds of the Credit Agreement have been satisfied or are hereby deemed satisfied (including, without limitation, delivery of a Notice of Increase which is hereby deemed satisfied) and (ii) no Loans or Letters of Credit are outstanding under the Credit Agreementnew Revolving Loans.

Commitment Increase. Pursuant to Section 2.25 of the Existing Credit Agreement after giving effect to the transactions described in Section 1 hereof and subject to the satisfaction of the conditions precedent set forth in Section 5 hereof, on and as of the Third Amendment Effective Date and immediately after the effectiveness of Section 1 hereof, each Lender signatory to this Amendment as a “Second Incremental Revolving Loan Lender” (aeach, a “Second Incremental Revolving Loan Lender” and, collectively, the “Second Incremental Revolving Loan Lenders”) Subject hereby agrees to provide the Second Incremental Revolving Commitments, which shall be ​ deemed to be an increase in and otherwise part of the 2024 Extended Revolving Commitments, to the Foreign Borrower on the Third Amendment Effective Date in an aggregate principal amount equal to the amount set forth opposite such Second Incremental Revolving Loan Lender’s name on Annex III to this Amendment which Second Incremental Revolving Commitments in the aggregate is equal to $278,166,666.67. The Second Incremental Revolving Commitments (i) are “Incremental Revolving Commitments” as specified in Section 2.25(a) of the Existing Credit Agreement after giving effect to the transactions described in Section 1 hereof and (ii) shall be deemed to be “Revolving Commitments” and “2024 Extended Revolving Commitments” for all purposes of the Credit Agreement and the other Loan Documents of the same Class as the 2024 Extended Revolving Commitments on and as of the Third Amendment Effective Date. The Second Incremental Revolving Commitments shall be provided in accordance with, and be subject to all of the terms and conditions set forth hereinin, each Increasing Lender hereby agrees on a several and not joint basis to make the 2022 Increased Commitments available Existing Credit Agreement after giving effect to the Borrower transactions described in the aggregate principal amount set forth on Schedule I hereto opposite such Increasing Lender’s name. Section 1 hereof (b) Pursuant to including, without limitation, Section 2.22 2.25 thereof). The terms and provisions of the Credit Agreement, the Requested Increase documented hereby shall constitute a Commitment Increase under the Credit Agreement. (c) The 2022 Increased Commitments (i) shall be made pursuant to (and constitute part of) the existing 2024 Extended Revolving Commitments and (ii) shall be subject to the terms and conditions applicable to the existing Commitments as set forth in the Credit Agreement. (d) Each party hereto acknowledges and agrees that on the First Amendment Effective Date (as defined below), (i) the 2022 Increased Second Incremental Revolving Commitments shall be added to (and constitute part of) the existing identical consisting of one $863,500,000.00 tranche of 2024 Extended Revolving Commitments and (ii) the 2022 Increased Commitments shall constitute “Commitments” for all purposes under, and subject after giving effect to the provisions of, $278,166,666.67 of Second Incremental Revolving Commitments. Immediately upon establishing the Loan Documents. (e) The parties hereto hereby acknowledge that, as of Second Incremental Revolving Commitments on the First Third Amendment Effective Date, (i) other than any Revolving Loans made by any Second Incremental Revolving Loan Lender pursuant to its Second Incremental Revolving Commitments (the conditions precedent “Second Incremental Revolving Loans”) are “Revolving Loans” as contemplated by Section 2.25 of the Existing Credit Agreement and “2024 Extended Revolving Loans” after giving effect to the occurrence of the First Amendment Effective Date expressly required pursuant to Section 4 hereof, the requirements set forth transactions described in Section 2.22 1 hereof and shall be deemed to be “Revolving Loans” and “2024 Extended Revolving Loans” for all purposes of the Credit Agreement have been satisfied or are hereby deemed satisfied (including, without limitation, delivery of a Notice of Increase which is hereby deemed satisfied) and the other Loan Documents and (ii) no the Second Incremental Revolving Commitments and any Second Incremental Revolving Loans or Letters of Credit are outstanding under shall be secured by the Credit Agreementidentical collateral and guaranties on identical terms as the Revolving Loans in effect immediately prior to the Third Amendment Effective Date.

Commitment Increase. (a) Subject The Borrower Agent may at any time or from time to time after the Effective Date, by written notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request one or more increases in the amount of the Revolving Credit Commitments (each such increase, a “Commitment Increase”); provided that, at the election of the Borrower Agent, all or a portion of a Commitment Increase may be provided to the U.S. Borrowers in the form of a “first-in, last-out” tranche under this Agreement (the “FILO Tranche”); provided further that (i) no Default or Event of Default shall exist or would exist after giving effect to any Commitment Increase, (ii) all fees and expenses owing to the Administrative Agent and the relevant Lenders in respect of such Commitment Increase shall have been paid, (iii) each Commitment Increase (other than with respect to a FILO Tranche) shall be on the same terms and conditions set forth herein(including interest rate margins but excluding any upfront fees) as the applicable Revolving Credit Facility before giving effect thereto, (iv) the FILO Tranche shall be on substantially the same terms and conditions as the applicable Revolving Credit Facility before giving effect thereto, except for a separate borrowing base and advance rates and such other changes as are reasonable and customary for a FILO facility, in each Increasing Lender hereby agrees on a several and not joint basis to make case as may be agreed in writing by the 2022 Increased Commitments available to Administrative Agent, the Borrower Agent and the FILO Lenders in the an amendment to this Agreement, (v) each Commitment Increase shall be in an aggregate principal amount that is not less than $10,000,000 (provided that such amount may be less than $10,000,000 if such amount represents all remaining availability under the limit set forth on Schedule I hereto opposite in clause (vvi) below), (vvi) after giving effect to any and all of the Commitment Increases, the aggregate Facilities shall not exceed $400,000,000, and (vi450,000,000, (vii) the aggregate Commitment Increases in respect of the Canadian Revolving Credit Facility shall not exceed $20,000,000.(each, a “Canadian Increase”) shall not exceed $40,000,000 (which amount does not include the amount of the Canadian Reallocation (if applicable)), and (viii) the aggregate of all Commitment Increases in respect of the FILO Tranche shall not exceed $25,000,000. Each notice from the Borrower Agent pursuant to this Section 2.16 shall set forth the requested amount of the relevant Commitment Increases. Commitment Increases may be provided by any existing Lender (it being understood that no existing Lender will have an obligation to provide a portion of any Commitment Increase) or by any other Eligible Assignee. Commitments in respect of Commitment Increases shall become Revolving Credit Commitments (or in the case of a Commitment Increase to be provided by an existing Revolving Credit Lender, an increase in such Increasing Lender’s nameapplicable Revolving Credit Commitment) under this Agreement pursuant to an amendment (an “Incremental Amendment”) to Schedule 2.01 (with a joinder agreement in the case of any Eligible Assignee providing any portion of such Commitment Increases), executed by (x) the Administrative Agent and in the case of an Eligible Assignee, each applicable L/C Issuer and each applicable Swing Line Lender, the consent of each of which is not to be unreasonably withheld or delayed, (y) each Lender and Eligible Assignee agreeing to provide any portion of a Commitment Increase and (z) the Loan Parties, and reaffirmations of the Loan Documents executed by the Loan Parties, in each case in form and substance reasonably satisfactory to the Administrative Agent. The Incremental 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 and the Borrowers, to effect the provisions of this Section 2.16. The effectiveness of any Incremental Amendment shall be subject to the satisfaction on the date thereof of each of the conditions set forth in Section 4.02 (it being understood that all references to “the date of such Credit Extension” or similar language in such Section 4.02 shall be deemed to refer to the effective date of such Incremental Amendment). (b) Pursuant to Section 2.22 Upon each increase in the U.S. Revolving Credit Commitments (other than on account of the FILO Tranche) pursuant to this Section 2.16, (x) each U.S. Revolving Credit AgreementLender immediately prior to such increase will automatically and without further act be deemed to have assigned to each U.S. Revolving Credit Lender providing a portion of the Commitment Increase (each, for purposes of this Section 2.16(b), a “U.S. Commitment Increase Lender”) in respect of such increase, and each such U.S. Commitment Increase Lender will automatically and without further act be deemed to have assumed, a portion of such U.S. Revolving Credit Lender’s participations hereunder in outstanding U.S. Letters of Credit and U.S. Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the Requested Increase documented hereby shall constitute a Commitment Increase under percentage of the Credit Agreement. (c) The 2022 Increased Commitments aggregate outstanding (i) shall be made pursuant to (and constitute part of) the existing Commitments participations hereunder in U.S. Letters of Credit and (ii) shall be subject participations hereunder in U.S. Swing Line Loans held by each U.S. Revolving Credit Lender (including each such U.S. Commitment Increase Lender) will equal the percentage of the aggregate U.S. Revolving Credit Commitments of all U.S. Revolving Credit Lenders represented by such U.S. Revolving Credit Lender’s U.S. Revolving Credit Commitment (in each case, without giving effect to the terms and conditions applicable to the existing Commitments as set forth in the Credit Agreement. (d) Each party hereto acknowledges and agrees that on the First Amendment Effective Date (as defined below), (i) the 2022 Increased Commitments shall be added to (and constitute part of) the existing Commitments and (ii) the 2022 Increased Commitments shall constitute “Commitments” for all purposes under, and subject to the provisions of, the Loan Documents. (e) The parties hereto hereby acknowledge that, as of the First Amendment Effective Date, (i) other than the conditions precedent to the occurrence of the First Amendment Effective Date expressly required pursuant to Section 4 hereof, the requirements set forth in Section 2.22 of the Credit Agreement have been satisfied or are hereby deemed satisfied (including, without limitation, delivery of a Notice of Increase which is hereby deemed satisfiedFILO Tranche) and (iiy) no if, on the date of such increase, there are any U.S. Revolving Credit Loans or Letters outstanding, portions of such U.S. Revolving Credit are outstanding under Loans shall on the date of the effectiveness of such Commitment Increase be prepaid with the proceeds of additional U.S. Revolving Credit AgreementLoans made by the U.S. Commitment Increase Lenders (such that after giving effect to such prepayment, the percentage of the U.S. Revolving Credit Loans held by each U.S. Revolving Credit Lender will equal the percentage of the aggregate U.S. Revolving Credit Commitments of all U.S. Revolving Credit Lenders represented by such U.S. Revolving Credit Lender’s U.S. Revolving Credit Commitment after giving effect to such Commitment Increase (in each case, without giving effect to the FILO Tranche), which prepayment shall be accompanied by accrued interest on the Loans being prepaid and any other amounts payable to any Lender in accordance with Section 3.05.