Common use of Commitment Increases Clause in Contracts

Commitment Increases. (a) Kraft Foods Group may from time to time (but not more than three times in any calendar year), by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group At any time after the Closing Date, provided that no Event of Default shall have occurred and be continuing, the Borrowers may from time to time (but not more than three times in any calendar year), request an increase of the aggregate Commitments by written notice to the Administrative Agent (which shall promptly deliver a copy to each in writing of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be amount (the aggregate amount “Offered Increase Amount”) of such proposed increase for all Augmenting Lenders on any single occasion being referred to as (such notice, a “Commitment IncreaseIncrease Notice”), in an amount for each Augmenting Lender set forth in . Any such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except Notice must offer each Bank the opportunity to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount subscribe for its pro rata share of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to increased Commitments; provided, however, the approval Borrowers may, with the consent of the Administrative Agent (which approval consent shall not be unreasonably withheld or delayed), without offering to each Bank the opportunity to subscribe for its pro rata share of the increased Commitments, offer to any existing Bank or any bank or other financial institution that is not an existing Bank the opportunity to provide a new Commitment pursuant to paragraph (b) and below if the aggregate amount of all Commitments made hereunder pursuant to this proviso which will be in effect when such new Commitment becomes effective does not exceed $500,000,000 subject to subsection 2.20(f). If any portion of the increased Commitments offered to the Banks as contemplated in the immediately preceding sentence is not subscribed for by the Banks, the Borrowers may, with the consent of the Administrative Agent as to any bank or financial institution that is not at such time a Bank (which consent shall not be subject unreasonably withheld or delayed), offer to any existing Bank or to one or more additional banks or financial institutions the opportunity to provide all or a portion of such unsubscribed portion of the increased Commitments pursuant to paragraph (b) below. No Bank has an obligation to increase its Commitment pursuant to this Section 2.20 except in its sole discretion. (b) Any additional bank or financial institution that the Borrowers select to offer the opportunity to provide any portion of the increased Commitments, and that elects to become a party to this Agreement and provide a Commitment, shall execute a New Bank Supplement with the Borrowers and the Administrative Agent, substantially in the form of Exhibit N (a “New Bank Supplement”), whereupon such bank or financial institution (a “New Bank”) shall become a Bank for all purposes and to the approval same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement, and Schedule II shall be deemed to be amended to add the name and Commitment of such New Bank, provided that the Commitment of any other Lenderssuch New Bank shall be in an amount not less than $10,000,000. (c) Any Bank that accepts an offer to it by the Borrowers to increase its Commitment pursuant to this subsection 2.20 shall, in each case, execute a Commitment Increase Supplement with the Borrowers and the Administrative Agent, substantially in the form of Exhibit O (a “Commitment Increase Supplement”), whereupon such Bank (an “Increasing Bank”) shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Commitment as so increased, and Kraft Foods Group Schedule II shall be deemed to be amended to so increase the Commitment of such Bank. (d) The effectiveness of any New Bank Supplement or Commitment Increase Supplement shall be contingent upon receipt by the Administrative Agent of such corporate resolutions of the Borrowers and each Augmenting Lender shall execute all such documentation legal opinions of counsel to the Borrowers as the Administrative Agent shall reasonably specify request with respect thereto. (i) Except as otherwise provided in subparagraphs (ii) and (iii) of this paragraph (e), if any bank or financial institution becomes a New Bank pursuant to evidence subsection 2.20(b) or any Bank’s Commitment is increased pursuant to subsection 2.20(c), additional Committed Rate Loans made on or after the date of the effectiveness thereof (the “Re-Allocation Date”) shall be made in accordance with the pro rata provisions of subsection 2.12(b) based on the Commitment Percentages in effect on and after such Re-Allocation Date (except to the extent that any such pro rata borrowings would result in any Bank making an aggregate principal amount of Committed Rate Loans in excess of its Commitment, in which case such excess amount will be allocated to, and made by, the relevant New Banks and Increasing Banks to the extent of, and in accordance with the pro rata provisions of subsection 2.12(b) based on, their respective Commitments). On each Re-Allocation Date, the Administrative Agent shall deliver such amended Schedule II and a notice to each Bank of the adjusted Commitment Percentages after giving effect to any increase in the aggregate Commitments made pursuant to this subsection 2.20 on such Re-Allocation Date. (ii) In the event that on any such Re-Allocation Date there is an unpaid principal amount of ABR Loans, the applicable Borrower shall make prepayments thereof and one or both Borrowers shall make borrowings of ABR Loans and/or Eurocurrency Loans, as the applicable Borrower shall determine, so that, after giving effect thereto, the ABR Loans and Eurocurrency Loans outstanding are held as nearly as may be in accordance with the pro rata provisions of subsection 2.12(b) based on such new Commitment Percentages. In addition, on each Re-Allocation Date, participating interests in then outstanding Letters of Credit shall be adjusted to reflect the new Commitment Percentages. (iii) In the event that on any such Re-Allocation Date there is an unpaid principal amount of Eurocurrency Loans, such Eurocurrency Loans shall remain outstanding with the respective holders thereof until the expiration of their respective Interest Periods (unless the applicable Borrower elects to prepay any thereof in accordance with the applicable provisions of this Agreement), and on the last day of the respective Interest Periods the applicable Borrower shall make prepayments thereof and one or both Borrowers shall make borrowings of ABR Loans and/or Eurocurrency Loans so that, after giving effect thereto, the ABR Loans and Eurocurrency Loans outstanding are held as nearly as may be in accordance with the pro rata provisions of subsection 2.12(b) based on such new Commitment Percentages. (f) Notwithstanding anything to the contrary in this subsection 2.20, (i) in no event shall any transaction effected pursuant to this subsection 2.20 cause the aggregate Commitments to exceed $3,400,000,000, (ii) the Commitment of an individual Bank shall not, as a result of providing a new Commitment or of increasing its existing Commitment pursuant to this subsection 2.20, exceed 15% of the aggregate Commitments on any Re-Allocation Date and (iii) no Bank shall have any obligation to increase its Commitment unless it agrees to do so in its sole discretion. (g) The Borrowers, at their own expense, shall execute and deliver to the Administrative Agent in exchange for the surrendered Notes of any Bank, if any, new Notes to the order of such Bank, if requested, in an amount equal to the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of Bank after giving effect to any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such dateBank’s Commitment.

Commitment Increases. (a) Kraft Foods Group may from time In the event that the Company wishes to time increase the aggregate Commitments, it shall notify the Lenders (but not more than three times through the Managing Administrative Agent) of the amount of such proposed increase (such notice, a “Commitment Increase Offer”). Each Commitment Increase Offer shall offer the Lenders the opportunity to participate in the increased Commitments ratably in accordance with their respective Commitment Percentages. In the event that any calendar year)Lender (each, by written a “Declining Lender”) shall fail to accept in writing a Commitment Increase Offer within 10 Business Days after receiving notice thereof, all or any portion of the proposed increase in the Commitments offered to the Administrative Agent Declining Lenders (which shall promptly deliver a copy the aggregate of such offered amounts, the “Declined Amount”) may instead be allocated to each of the Lenders), executed by Kraft Foods Group and any one or more additional banks, financial institutions or other entities pursuant to paragraph (b) below and/or to any such financial institution referred one or more existing Lenders pursuant to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be paragraph (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (ic)(ii) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18below. (b) Upon each Commitment Increase pursuant Any additional bank, financial institution or other entity (each, a “New Lender”) which, with the consent of the Company and the Managing Administrative Agent, elects to become a party to this Section 2.18Agreement and obtain a Commitment in an amount equal to all or any portion of a Declined Amount, ifshall execute a New Lender Supplement (each, on a “New Lender Supplement”) with the date Company and the Managing Administrative Agent, substantially in the form of Exhibit J-1, whereupon such New Lender shall become a 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 1.2 shall be deemed to be amended to add the name and Commitment of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentenceNew Lender. (c) Any Lender which (i) accepts a Commitment Increases and new Commitments created Increase Offer pursuant to this Section 2.18 shall become effective on subsection 2.18(a) or (ii) with the date specified consent of the Company elects to increase its Commitment by an amount equal to all or any portion of a Declined Amount shall, in each case, execute a Commitment Increase Supplement (each, a “Commitment Increase Supplement”) with the Company and the Managing Administrative Agent, substantially in the notice delivered form of Exhibit J-2, whereupon such Lender shall be bound by Kraft Foods Group pursuant and entitled to the first sentence benefits of paragraph (a) above or on such other date this Agreement with respect to the full amount of its Commitment as so increased, and Schedule 1.2 shall be agreed upon by Kraft Foods Group, deemed to be amended to so increase the Administrative Agent and the applicable Augmenting LendersCommitment of such Lender. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless If on the date of such increaseupon which a bank, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were financial institution or other entity becomes a BorrowingNew Lender pursuant to subsection 2.18(b) and the Administrative Agent shall have received or upon which a certificate of Kraft Foods Group Lender’s Commitment is increased pursuant to that effect dated such date.subsection 2.18

Commitment Increases. (a) Kraft Foods Group At any time after the Closing Date, provided that no Event of Default shall have occurred and be continuing, the Company may from time to time (but not more than three times in any calendar year), request an increase of the aggregate Commitments by written notice to the Administrative Agent (which shall promptly deliver a copy to each in writing of the Lendersamount (the "Offered Increase Amount") of such proposed increase (such notice, a "Commitment Increase Notice"), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by provided that the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of first such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), shall be in an amount for each Augmenting Lender set forth equal to at least $93,750,000 and the second such increase shall be in such notice; provided that (i) an amount equal to $187,500,000 less the amount of each the first such increase. Any such Commitment Increase shall be not less than $25,000,000, except Notice must offer each Lender the opportunity to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount subscribe for its pro rata share of the Commitment Increases shall increased Commitments. If any portion of the increased Commitments is not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to subscribed for by the approval Lenders, the Company may, with the consent of the Administrative Agent as to any Person that is not at such time a Lender (which approval consent shall not be unreasonably withheld withheld), offer to any existing Lender or delayed) and shall not be subject to one or more additional banks or financial institutions the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute opportunity to participate in all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment or a portion of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion unsubscribed portion of the Administrative Agent, increased Commitments pursuant to effect the provisions of this Section 2.18paragraph (b) below. (b) Upon each Commitment Increase pursuant Any additional bank or financial institution that the Company selects to offer participation in the increased Commitments, and that elects to become a party to this Section 2.18, if, on Agreement and obtain a Commitment shall execute a New Lender Supplement with the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) Company and the Administrative Agent Agent, substantially in the form of Exhibit N (a "New Lender Supplement"), whereupon such bank or financial institution (a "New Lender") shall have received a certificate of Kraft Foods Group to that effect dated such date.become a

Commitment Increases. (a) Kraft Foods Group At any time after the Closing Date, provided that no Event of Default shall have occurred and be continuing, the Borrowers may from time to time (but not more than three times in any calendar year), request an increase of the aggregate Commitments by written notice to the Administrative Agent (which shall promptly deliver a copy to each in writing of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be amount (the aggregate amount “Offered Increase Amount”) of such proposed increase for all Augmenting Lenders on any single occasion being referred to as (such notice, a “Commitment IncreaseIncrease Notice”), in an amount for each Augmenting Lender set forth in . Any such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except Notice must offer each Bank the opportunity to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount subscribe for its pro rata share of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to increased Commitments; provided, however, the approval Borrowers may, with the consent of the Administrative Agent (which approval consent shall not be unreasonably withheld or delayed), without offering to each Bank the opportunity to subscribe for its pro rata share of the increased Commitments, offer to any existing Bank or any bank or other financial institution that is not an existing Bank the opportunity to provide a new Commitment pursuant to paragraph (b) and below if the aggregate amount of all Commitments made hereunder pursuant to this proviso which will be in effect when such new Commitment becomes effective does not exceed $500,000,000 subject to subsection 2.20(f). If any portion of the increased Commitments offered to the Banks as contemplated in the immediately preceding sentence is not subscribed for by the Banks, the Borrowers may, with the consent of the Administrative Agent as to any bank or financial institution that is not at such time a Bank (which consent shall not be subject unreasonably withheld or delayed), offer to any existing Bank or to one or more additional banks or financial institutions the opportunity to provide all or a portion of such unsubscribed portion of the increased Commitments pursuant to paragraph (b) below. No Bank has an obligation to increase its Commitment pursuant to this Section 2.20 except in its sole discretion. (b) Any additional bank or financial institution that the Borrowers select to offer the opportunity to provide any portion of the increased Commitments, and that elects to become a party to this Agreement and provide a Commitment, shall execute a New Bank Supplement with the Borrowers and the Administrative Agent, substantially in the form of Exhibit N (a “New Bank Supplement”), whereupon such bank or financial institution (a “New Bank”) shall become a Bank for all purposes and to the approval same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement, and Schedule II shall be deemed to be amended to add the name and Commitment of such New Bank, provided that the Commitment of any other Lenderssuch New Bank shall be in an amount not less than $10,000,000. (c) Any Bank that accepts an offer to it by the Borrowers to increase its Commitment pursuant to this subsection 2.20 shall, in each case, execute a Commitment Increase Supplement with the Borrowers and the Administrative Agent, substantially in the form of Exhibit O (a “Commitment Increase Supplement”), whereupon such Bank (an “Increasing Bank”) shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Commitment as so increased, and Kraft Foods Group Schedule II shall be deemed to be amended to so increase the Commitment of such Bank. (d) The effectiveness of any New Bank Supplement or Commitment Increase Supplement shall be contingent upon receipt by the Administrative Agent of such corporate resolutions of the Borrowers and each Augmenting Lender shall execute all such documentation legal opinions of counsel to the Borrowers as the Administrative Agent shall reasonably specify request with respect thereto. (i) Except as otherwise provided in subparagraphs (ii) and (iii) of this paragraph (e), if any bank or financial institution becomes a New Bank pursuant to evidence subsection 2.20(b) or any Bank’s Commitment is increased pursuant to subsection 2.20(c), additional Committed Rate Loans made on or after the date of the effectiveness thereof (the “Re-Allocation Date”) shall be made in accordance with the pro rata provisions of subsection 2.12(b) based on the Commitment Percentages in effect on and after such Re-Allocation Date (except to the extent that any such pro rata borrowings would result in any Bank making an aggregate principal amount of Committed Rate Loans in excess of its Commitment, in which case such excess amount will be allocated to, and made by, the relevant New Banks and Increasing Banks to the extent of, and in accordance with the pro rata provisions of subsection 2.12(b) based on, their respective Commitments). On each Re-Allocation Date, the Administrative Agent shall deliver such amended Schedule II and a notice to each Bank of the adjusted Commitment Percentages after giving effect to any increase in the aggregate Commitments made pursuant to this subsection 2.20 on such Re-Allocation Date. (ii) In the event that on any such Re-Allocation Date there is an unpaid principal amount of ABR Loans, the applicable Borrower shall make prepayments thereof and one or both Borrowers shall make borrowings of ABR Loans and/or Eurocurrency Loans, as the applicable Borrower shall determine, so that, after giving effect thereto, the ABR Loans and Eurocurrency Loans outstanding are held as nearly as may be in accordance with the pro rata provisions of subsection 2.12(b) based on such new Commitment Percentages. In addition, on each Re-Allocation Date, participating interests in then outstanding Letters of Credit shall be adjusted to reflect the new Commitment Percentages. (iii) In the event that on any such Re-Allocation Date there is an unpaid principal amount of Eurocurrency Loans, such Eurocurrency Loans shall remain outstanding with the respective holders thereof until the expiration of their respective Interest Periods (unless the applicable Borrower elects to prepay any thereof in accordance with the applicable provisions of this Agreement), and on the last day of the respective Interest Periods the applicable Borrower shall make prepayments thereof and one or both Borrowers shall make borrowings of ABR Loans and/or Eurocurrency Loans so that, after giving effect thereto, the ABR Loans and Eurocurrency Loans outstanding are held as nearly as may be in accordance with the pro rata provisions of subsection 2.12(b) based on such new Commitment Percentages. (f) Notwithstanding anything to the contrary in this subsection 2.20, (i) in no event shall any transaction effected pursuant to this subsection 2.20 cause the aggregate Commitments to exceed the Total Commitments as of the Closing Date by more than $500,000,000, (ii) the Commitment of an individual Bank shall not, as a result of providing a new Commitment or of increasing its existing Commitment pursuant to this subsection 2.20, exceed 15% of the aggregate Commitments on any Re-Allocation Date and (iii) no Bank shall have any obligation to increase its Commitment unless it agrees to do so in its sole discretion. (g) The Borrowers, at their own expense, shall execute and deliver to the Administrative Agent in exchange for the surrendered Notes of any Bank, if any, new Notes to the order of such Bank, if requested, in an amount equal to the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of Bank after giving effect to any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such dateBank’s Commitment.

Commitment Increases. (a) Kraft Foods Group The Company and any one or more Banks (including New Banks) may from time to time (but not more than three times in any calendar year), agree that such Banks shall obtain or increase the amount of their Commitments by written notice executing and delivering to the Administrative Paying Agent an Increased Facility Activation Notice specifying (which shall promptly deliver a copy to each of i) the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such noticeand (ii) the applicable Increased Facility Closing Date; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of incremental Commitments obtained after the Commitment Increases Effective Date pursuant to this Section 2.24 shall not exceed $500,000,000. Each Augmenting Lender , (if not then a Lenderii) with respect to any Increased Facility Closing Date, the increases effected on such date pursuant to this Section 2.24 shall be subject in a minimum amount of $25,000,000 and (iii) no more than four Increased Facility Closing Dates may occur after the Effective Date. No Bank shall have any obligation to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject participate in any increase described in this paragraph unless it agrees to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or do so in its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18sole discretion. (b) Upon Any additional bank or financial institution which, with the consent of the Company, each Commitment Increase pursuant Issuing Bank (which consent shall not be unreasonably withheld) and the Paying Agent (which consent shall not be unreasonably withheld), elects to become a “Bank” under this Agreement in connection with any increase described in Section 2.24(a) shall execute a New Bank Supplement (each, a “New Bank Supplement”), substantially in the form of Exhibit H-2, whereupon such bank or financial institution (each, a “New Bank”) shall become a Bank 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. (c) On each Increased Facility Closing Date, each Bank holding Committed Loans prior to giving effect to this Section 2.182.24(c) (each, ifan “Existing Bank”) shall be deemed to have assigned to each Bank participating in the relevant Commitment increase (each, on an “Increased Facility Bank”), and each such Increased Facility Bank shall be deemed to have purchased from each Existing Bank, at the date of such Commitment Increase, there are any Pro Rata Advances outstandingprincipal amount thereof (together with accrued interest), such Pro Rata Advances shall interests in the Committed Loans and participations in Letters of Credit outstanding on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment date as shall be accompanied necessary in order that, after giving effect to all such assignments and purchases, such Committed Loans and participations in Letters of Credit will be held by accrued interest on all the Pro Rata Advances being prepaid and any costs incurred by any Lender Banks (including such Increased Facility Banks) ratably in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that percentage which its Commitment represents of the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply Total Commitment after giving effect to the transactions effected increase to the Commitments on such Increased Facility Closing Date. In furtherance of the foregoing, on such Increased Facility Closing Date, (i) each Increased Facility Bank agrees to make payments to the Paying Agent for the benefit of the Existing Banks in an amount equal to the principal amount (together with accrued interest) of the interests in the Committed Loans and funded participations in any Letters of Credit relating to any unreimbursed drawings thereunder deemed to have been purchased by such Increased Facility Bank on such Increased Facility Closing Date pursuant to the immediately preceding sentence and (ii) each Existing Bank agrees to accept payments in an amount equal to the principal amount (together with accrued interest) of the interests in the Committed Loans and funded participations in any Letters of Credit relating to any unreimbursed drawings thereunder deemed to have been assigned by such Existing Bank on such Increased Facility Closing Date pursuant to the immediately preceding sentence. (cd) Commitment Increases and new The effectiveness of any increase to the Commitments created pursuant to this Section 2.18 2.24 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant be subject to the first sentence satisfaction of paragraph the following conditions precedent: (ai) above no Default or on Event of Default shall have occurred and be continuing immediately prior to, and immediately after, giving effect to such other date as increase to the Commitments, (ii) the representations and warranties contained in Article V shall be agreed upon by Kraft Foods Groupcorrect in all material respects (or, to the Administrative Agent extent subject to materiality or Material Adverse Effect qualifiers, in all respects) on and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment as of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increaseincrease to the Commitments (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date), immediately prior to, and after giving effect to, such increase to the conditions set forth in Section 3.03 shall be satisfied Commitments, as though made on and as of such date and (as though iii) the effectiveness of Company shall have delivered such legal opinions, board resolutions, certificates and other documents reasonably requested by the Paying Agent in connection with such increase were a Borrowing) and to the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such dateCommitments.

Commitment Increases. (a) Kraft Foods Group Notwithstanding anything to the contrary contained in this Agreement, the Borrower may request from time to time (but that the Commitments be increased by an amount not more less than three times $50,000,000 or a whole multiple of $10,000,000 in excess thereof, provided that the Borrower may only request such an increase once in any calendar year), by written notice six-month period and in no event shall the Commitments exceed $2,000,000,000. Such increase in the Commitments shall be effected as follows: the Borrower may (i) request one or more of the Lenders to increase the amount of its U.S. Commitment and/or its Multicurrency Commitment (which request shall be in writing and sent to the Administrative Agent to forward to such Lender or Lenders) and/or (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and ii) arrange for one or more financial institutions not a party hereto (any such financial institution referred a "Third-Party Lender") to in become parties to and Lenders under this Section 2.18 being called an “Augmenting Lender”)Agreement, which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (ix) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (shall have approved such Third-Party Lender, which approval shall not be unreasonably withheld withheld, and (y) after giving effect to such increase, no Lender shall have a U.S. Commitment Percentage or delayed) a Multicurrency Commitment Percentage which exceeds 15%. In no event may any Lender's U.S. Commitment or Multicurrency Commitment be increased without the prior written consent of such Lender, and the failure of any Lender to respond to the Borrower's request for an increase shall be deemed a rejection by such Lender of the Borrower's request. The Commitments may not be subject increased if, at the time of any proposed increase hereunder, a Default or Event of Default has occurred and is continuing. Upon any request by the Borrower to increase the Commitments hereunder, the Borrower shall be deemed to have represented and warranted on and as of the date of such request that no Default or Event of Default has occurred and is continuing. Notwithstanding anything contained in this Agreement to the approval contrary, no Lender shall have any obligation whatsoever to increase the amount of any other Lendersits U.S. Commitment and/or its Multicurrency Commitment, and Kraft Foods Group each Lender may at its option, unconditionally and each Augmenting without cause, decline to increase its U.S. Commitment and/or its Multicurrency Commitment. (b) If any Lender is willing, in its sole and absolute discretion, to increase the amount of its U.S. Commitment and/or its Multicurrency Commitment hereunder (such a Lender hereinafter referred to as an "Increasing Lender"), it shall execute all enter into a written agreement to that effect with the Borrower and the Administrative Agent, substantially in the form of Exhibit H (a "Commitment Increase Supplement"), which agreement shall specify, among other things, the amount of the increased U.S. Commitment and/or Multicurrency Commitment of such documentation Increasing Lender. Upon the effectiveness of such Increasing Lender's increase in Commitment, Schedule I hereto shall, without further action, be deemed to have been amended as appropriate to reflect the increased U.S. Commitment and/or Multicurrency Commitment of such Increasing Lender. Any Third-Party Lender which, with the consent of the Borrower and the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriatewhich consent, in the reasonable opinion case of the Administrative Agent, shall not be unreasonably withheld), is willing to effect become a party hereto and a Lender hereunder, shall enter into a written agreement with the provisions Borrower and the Administrative Agent, substantially in the form of this Section 2.18. Exhibit I (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increasean "Additional Lender Supplement"), which prepayment agreement shall specify, among other things, its U.S. Commitment and/or its Multicurrency Commitment hereunder. When such Third-Party Lender becomes a Lender hereunder as set forth in the Additional Lender Supplement, Schedule I shall, without further action, be deemed to have been amended as appropriate to reflect the U.S. Commitment and/or the Multicurrency Commitment of such Third-Party Lender. Upon the execution by the Administrative Agent, the Borrower and such Third-Party Lender of such Additional Lender Supplement, such Third-Party Lender shall become and be deemed a party hereto and a "Lender" hereunder for all purposes hereof and shall enjoy all rights and assume all obligations on the part of the Lenders set forth in this Agreement, and its U.S. Commitment and/or its Multicurrency Commitment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid amount specified in its Additional Lender Supplement. Each Third-Party Lender which executes and any costs incurred by any delivers an Additional Lender in accordance with Section 9.04(b). The Administrative Agent Supplement and the Lenders hereby agree that the minimum borrowing, pro rata borrowing becomes a party hereto and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected a "Lender" hereunder pursuant to the immediately preceding sentencesuch Additional Lender Supplement is hereinafter referred to as an "Additional Lender." (c) In no event shall an increase in a Lender's U.S. Commitment Increases and new Commitments created pursuant to this Section 2.18 shall and/or Multicurrency Commitment or the addition of a U.S. Commitment and/or Multicurrency Commitment of a Third-Party Lender become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and until the Administrative Agent shall have received a certificate from the Borrower, to the effect that the representations and warranties shall be true and correct in all material respects and no Default or Event of Kraft Foods Group Default shall have occurred and be continuing after giving effect to that the increase in the Commitments resulting from the increase in such Lender's U.S. Commitment and/or Multicurrency Commitment or the extension of a U.S. Commitment and/or Multicurrency Commitment by such Third-Party Lender. In no event shall an increase in a Lender's U.S. Commitment and/or Multicurrency Commitment or the addition of a U.S. Commitment and/or Multicurrency Commitment of a Third-Party Lender which results in the Commitments exceeding the amount which is authorized at such time in resolutions previously delivered to the Administrative Agent become effective until the Administrative Agent shall have received a copy of the resolutions, in form and substance satisfactory to the Administrative Agent, of the Board of Directors or the Executive Committee of the Board of Directors of the Borrower authorizing the borrowings contemplated pursuant to such increase, certified by the Secretary or an Assistant Secretary of the Borrower. Concurrently with the execution by an Increasing Lender of a Commitment Increase Supplement or by an Additional Lender of an Additional Lender Supplement, the Borrower shall make such borrowing from such Increasing Lender or Additional Lender, and/or shall make such prepayment of outstanding U.S. Revolving Credit Loans or Multicurrency Loans, as shall be required to cause the aggregate outstanding principal amount of U.S. Revolving Credit Loans and Multicurrency Loans owing to each Lender (including each such Increasing Lender and Additional Lender) to be proportional to such U.S. Lender's share of the Aggregate U.S. Commitments and/or such Multicurrency Lender's share of the Multicurrency Commitments, respectively, after giving effect dated to any increase thereof. The Borrower agrees to indemnify each Lender and to hold each Lender harmless from any loss or expense incurred as a result of any such dateprepayment in accordance with subsection 2.17, as applicable. (d) Upon any Lender entering into a Commitment Increase Supplement or any Additional Lender becoming a party hereto, the Administrative Agent shall notify each other Lender thereof and shall deliver to each Lender a copy of the Additional Lender Supplement executed by such Additional Lender and the Commitment Increase Supplement executed by such Increasing Lender.

Commitment Increases. (a1) Kraft Foods Group may from time to time (but not more than three times in any calendar year)The Borrower may, by written notice to the Administrative Agent (which shall promptly deliver a copy given during the Availability Period, from time to each of time request an increase to the Lenders), executed by Kraft Foods Group and one or more financial institutions existing Commitments (any such financial institution referred to in this Section 2.18 being called an increase, “Augmenting LenderNew Commitments”), which may include any Lender, cause new Commitments to be extended ) by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to U.S.$25,000,000 in the extent necessary to utilize the remaining unused case of each such increase (or such lesser amount of increase permitted under this Section 2.18(awhich shall be approved by Administrative Agent), and (ii) the aggregate amount integral multiples of the Commitment Increases shall not exceed $500,000,000U.S.$1,000,000 in excess of that amount. Each Augmenting Lender such notice shall specify the date (if each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments shall be effective, which shall be a date not then a Lender) less than 10 Business Days after the date on which such notice is delivered to the Administrative Agent or such shorter period of time as consented to by the Administrative Agent. Each such New Commitment shall be subject to the approval consent of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing in their sole and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentenceabsolute discretion. (c2) Commitment Increases and new Such New Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence as of paragraph such Increased Amount Date, provided that (aA) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. Lenders shall have consented to such New Commitments in their sole and absolute discretion; (dB) Notwithstanding the foregoing, no increase in the Commitments Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments; (or in any Commitment C) each of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 3.2 shall be satisfied as of if such date (as though the effectiveness of such increase Increased Amount Date were a BorrowingCredit Date; (D) the Borrower shall make any payments required pursuant to Section 2.7 and the Fee Letters in connection with such New Commitments; and (E) the Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent in connection with any such transaction. (3) On any Increased Amount Date on which New Commitments are effected, subject to the satisfaction of the foregoing terms and conditions, (A) each New Commitment shall have received be deemed for all purposes a certificate “Commitment” and each Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a “Loan”. The terms and provisions of Kraft Foods Group the New Commitments shall be identical to that effect dated such datethe terms and conditions of the Commitments, and the terms and conditions of the New Loans shall be identical to the terms and conditions of the Loans.

Commitment Increases. (a) Kraft Foods Group At any time after the Closing Date, provided that no Event of Default shall have occurred and be continuing, the Company may from time to time (but not more than three times in any calendar year), request an increase of the aggregate Commitments by written notice to the Administrative Agent in writing of the amount (the "Offered Increase Amount") of such proposed increase (such notice, a "Commitment Increase Notice"), provided that the first such increase shall be in an amount equal to at least $93,750,000 and the second such increase shall be in an amount equal to $187,500,000 less the amount of the first such increase. Any such Commitment Increase Notice must offer each Lender the opportunity to subscribe for its pro rata share of the increased Commitments. If any portion of the increased Commitments is not subscribed for by the Lenders, the Company may, with the consent of the Administrative Agent as to any Person that is not at such time a Lender (which consent shall promptly deliver a copy to each of the Lendersnot be unreasonably withheld), executed by Kraft Foods Group and offer to any existing Lender or to one or more additional banks or financial institutions the opportunity to participate in all or a portion of such unsubscribed portion of the increased Commitments pursuant to paragraph (b) below. (b) Any additional bank or financial institution that the Company selects to offer participation in the increased Commitments, and that elects to become a party to this Agreement and obtain a Commitment shall execute a New Lender Supplement with the Company and the Administrative Agent, substantially in the form of Exhibit N (a "New Lender Supplement"), whereupon such bank or financial institution (a "New Lender") shall become a 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 I shall be deemed to be amended to add the name and Commitment of such New Lender, provided that the Commitment of any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to New Lender shall be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,00010,000,000. (c) Any Lender that accepts an offer to it by the Company to increase its Commitment pursuant to this Section 2.24 shall, except in each case, execute a Commitment Increase Supplement 44 40 with the Company and the Administrative Agent, substantially in the form of Exhibit O (a "Commitment Increase Supplement"), whereupon such Lender shall be bound by and entitled to the extent necessary benefits of this Agreement with respect to utilize the remaining unused full amount of increase permitted under this Section 2.18(a)its Commitment as so increased, and (ii) the aggregate amount of Schedule I shall be deemed to be amended to so increase the Commitment Increases shall not exceed $500,000,000. Each Augmenting of such Lender. (d) The effectiveness of any New Lender (if not then a Lender) Supplement or Commitment Increase Supplement shall be subject to the approval of contingent upon receipt by the Administrative Agent (which approval shall not be unreasonably withheld or delayed) of such corporate resolutions of the Borrowers and shall not be subject legal opinions of counsel to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation Borrowers as the Administrative Agent shall reasonably specify request with respect thereto, in each case, in form and substance satisfactory to evidence the Administrative Agent. (e) If any bank or financial institution becomes a New Lender pursuant to Section 2.24(b) or any Lender's Commitment is increased pursuant to Section 2.24(c), additional Revolving Credit Advances made on or after the effectiveness thereof (the "Re-Allocation Date") shall be made pro rata based on the Commitment Percentages in effect on and after such Re-Allocation Date (except to the extent that any such pro rata borrowings would result in any Lender making an aggregate principal amount of Revolving Credit Advances in excess of its Commitment, in which case such excess amount will be allocated to, and made by, such new Lender and/or Lenders with such increased Commitments to the extent of, and pro rata based on, their respective Commitments), and continuations of Eurodollar Rate Advances outstanding on such Re-Allocation Date shall be effected by repayment of such Eurodollar Rate Advances on the last day of the Interest Period applicable thereto and the making of new Eurodollar Rate Advances pro rata based on such new Commitment Percentages. In the event that on any such Re-Allocation Date there is an unpaid principal amount of Base Rate Advances, the Borrower shall make prepayments thereof and borrowings of Base Rate Advances so that, after giving effect thereto, the Base Rate Advances outstanding are held pro rata based on such new Commitment Percentages. In the event that on any such Re-Allocation Date there is an unpaid principal amount of Eurodollar Rate Advances, such Eurodollar Rate Advances shall remain outstanding with the respective holders thereof until the expiration of their respective Interest Periods (unless the applicable Borrower elects to prepay any thereof in accordance with the applicable provisions of this Agreement), and interest on and repayments of such Eurodollar Rate Advances will be paid thereon to the respective Lenders holding such Eurodollar Rate Advances pro rata based on the respective principal amounts thereof outstanding. (f) Notwithstanding anything to the contrary in this Section 2.24, (i) in no event shall any transaction effected pursuant to this Section 2.24 cause the aggregate Commitments to exceed $937,500,000, (ii) no increase pursuant to this Section 2.24 shall be effective without the consent of the Required Lenders and (iii) no Lender shall have any obligation to increase its Commitment unless it agrees to do so in its sole discretion. 45 41 (g) The Borrowers, at their own expense, shall execute and deliver to the Administrative Agent in exchange for the surrendered Notes of any Lender, if any, new Notes to the order of such Lender, if requested, in an amount equal to the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of after giving effect to any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any such Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date's Commitment.

Commitment Increases. (a1) Kraft Foods Group may from time to time (but not more than three times in any calendar year)The Borrower may, by written notice to the Administrative Agent (which shall promptly deliver a copy given during the Availability Period, from time to each of time request an increase to the Lenders), executed by Kraft Foods Group and one or more financial institutions existing Commitments (any such financial institution referred increase, “New Commitments”) to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause aggregate amount (including the existing Commitments and such New Commitments) not in excess of the Augmenting Lenders to Commitment Cap; provided that the New Commitments for each increase shall be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except U.S.$25,000,000 and integral multiples of U.S.$1,000,000 in excess of that amount (or such lesser amount equal to the extent necessary difference between the Commitment Cap and the sum of the existing Commitments and such New Commitments with respect to utilize the remaining unused amount of increase permitted under this Section 2.18(a)Loans) and, and (ii) in the aggregate amount aggregate, not in excess of the Commitment Increases shall not exceed $500,000,000Cap. Each Augmenting Lender such notice shall specify the date (if each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments shall be effective, which shall be a date not then a Lender) less than 10 Business Days after the date on which such notice is delivered to the Administrative Agent or such shorter period of time as consented to by the Administrative Agent. Each such New Commitment shall be subject to the approval consent of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, Lenders in their sole and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18absolute discretion. (b2) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date Such New Commitments shall become effective as of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to Increased Amount Date if (A) the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowingshall have consented to such New Commitments in their sole and absolute discretion, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (cB) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence no Default or Event of paragraph (a) above or Default exists on such other date as shall be agreed upon by Kraft Foods GroupIncreased Amount Date before or after giving effect to such New Commitments, the Administrative Agent and the applicable Augmenting Lenders. (dC) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment each of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be 3.2 is satisfied as of if such date (as though the effectiveness of such increase Increased Amount Date were a BorrowingCredit Date, (D) the Borrower makes any payments required pursuant to Section 2.7 and the Fee Letters in connection with such New Commitments, and (E) the Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated in connection with any such datetransaction.

Commitment Increases. (a) Kraft Foods Group may Subject to Section 2.15(c) below, the Borrower and any one or more Lenders (including New Lenders (as defined below)) may, from time to time prior to the Maturity Date, without the consent of any other Lender, the Administrative Agent, any Swing Line Lender or any L/C Issuer (but with the consent of the Administrative Agent, each Swing Line Lender and each L/C Issuer (not more than three times in to be unreasonably withheld, delayed or conditioned) with respect to any calendar yearNew Lender), by written notice to agree that such Lenders shall provide additional Commitments or increase the Administrative Agent (which shall promptly deliver a copy to each amount of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increasedtheir respective Commitments, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as each, a “Commitment Increase”), in by executing and delivering to the Administrative Agent an amount for each Augmenting Lender set forth in such notice; provided that Incremental Commitment Activation Notice specifying (i) the amount of such Commitment Increase and (ii) the proposed applicable Incremental Commitment Effective Date. Notwithstanding the foregoing, (A) the Aggregate Commitments in effect at any time shall not exceed $1,500,000,000 and (B) each Commitment Increase shall be not less in an aggregate principal amount of $10,000,000 or in integral multiples of $5,000,000 in excess thereof. No Lender shall have any obligation to participate in any Commitment Increase unless it agrees to do so in its sole discretion. Any Person (other than $25,000,000, except an existing Lender) that elects to become a “Lender” under this Agreement in connection with any Commitment Increase must meet the criteria to be an Eligible Assignee and shall execute and deliver to the extent necessary to utilize Administrative Agent a New Lender Supplement substantially in the remaining unused amount form of increase permitted under this Section 2.18(aExhibit G (each, a “New Lender Supplement”), together with an Administrative Questionnaire and any applicable Tax forms required hereunder with respect to such Person, whereupon such Person (a “New Lender”) shall become a 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. (i) The commitments under each Commitment Increase shall be deemed for all purposes part of the Commitments, (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting each Lender (if not then a including any New Lender) participating in such Commitment Increase shall be subject become a Lender with respect to its Commitment and all matters relating thereto and (iii) the approval of commitments under each Commitment Increase shall have the Administrative Agent same terms as the Commitments. On each Incremental Commitment Effective Date, (which approval shall not be unreasonably withheld or delayedA) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence notify the Commitment Lenders (including the New Lenders) and the Borrower of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect the effectiveness of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such applicable Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments (B) each Lender (including each New Lender) shall pay to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, in same day funds, an amount, if positive, equal to (x) such Lender’s ratable portion of the aggregate Loans then outstanding (calculated based on its Commitment as a percentage of the Aggregate Commitments, in each case, after giving effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase) minus (y) such Lender’s ratable portion of the aggregate Loans then outstanding (calculated based on its Commitment as a percentage of the Aggregate Commitments, there are any Pro Rata Advances outstandingin each case, such Pro Rata Advances shall on or prior without giving effect to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment (C) promptly thereafter upon the Administrative Agent’s receipt of the amounts described in the foregoing clause (B), the Administrative Agent shall pay to each Lender, in same day funds, an amount such that the portion of the aggregate Loans then outstanding owing to such Lender after giving effect to such payment by the Administrative Agent equals such Lender’s ratable portion of the aggregate Loans then outstanding (calculated based on its Commitment as a percentage of the Aggregate Commitments outstanding, in each case, after giving effect to the relevant Commitment Increase) and (D) the Borrower shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and responsible for paying to each Lender any breakage fees or costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply 3.05 to the transactions effected same extent as if any reallocation of outstanding Loans pursuant to this Section 2.15(b) were deemed an optional prepayment made by the immediately preceding sentenceBorrower. (c) Each Commitment Increases and new Commitments created pursuant to this Section 2.18 Increase shall not become effective on until the date specified on which each of the following conditions is satisfied (or waived in accordance with Section 10.01): (i) The Administrative Agent shall have received (A) an Incremental Commitment Activation Notice from each Lender (including any New Lender) participating in such Commitment Increase, executed by the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods GroupBorrower, the Administrative Agent and such Lender (including such New Lender) and (B) if applicable, with respect to any New Lender, a New Lender Supplement, executed by the applicable Augmenting LendersBorrower, the Administrative Agent, such New Lender, each Swing Line Lender and each L/C Issuer, each in accordance with Section 2.15(a) above. (dii) Notwithstanding The Administrative Agent shall have received a certificate, dated the foregoingapplicable Incremental Commitment Effective Date, no increase in from the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on Borrower, certifying as to the date of such increase, the conditions matters set forth in Section 3.03 shall be satisfied as of such date clause (as though iii) below. If required by the effectiveness of such increase were a Borrowing) and Administrative Agent, the Administrative Agent shall have received such evidence of appropriate corporate authorization on the part of the Borrower with respect to the Commitment Increase in form and substance reasonably satisfactory to the Administrative Agent and the Lenders providing such Commitment Increase. (iii) As of the applicable Incremental Commitment Effective Date, (A) no Default or Event of Default shall exist or would result from such Commitment Increase and (B) the representations and warranties of the Borrower contained in Article V, and which are contained in any Loan Document furnished by the Borrower at any time under or in connection herewith, shall be true and correct, except to the extent that such representations and warranties specifically refer to a certificate different date, in which case they shall be true and correct as of Kraft Foods Group to that effect dated such date, and except that for purposes of this Section 2.15, the representations and warranties contained in clauses (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.

Commitment Increases. (a) Kraft Foods Group may Subject to Section 2.15(c) below, the Borrower and any one or more Lenders (including New Lenders (as defined below)) may, from time to time prior to the Maturity Date, without the consent of any other Lender, the Administrative Agent, the Swing Line Lender or any L/C Issuer (but with the consent of the Administrative Agent, the Swing Line Lender and each L/C Issuer (not more than three times in to be unreasonably withheld, delayed or conditioned) with respect to any calendar yearNew Lender), by written notice to agree that such Lenders shall provide additional Commitments or increase the Administrative Agent (which shall promptly deliver a copy to each amount of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increasedtheir respective Commitments, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as each, a “Commitment Increase”), in by executing and delivering to the Administrative Agent an amount for each Augmenting Lender set forth in such notice; provided that Incremental Commitment Activation Notice specifying (i) the amount of such Commitment Increase and (ii) the proposed applicable Incremental Commitment Effective Date. Notwithstanding the foregoing, (A) the Aggregate Commitments in effect at any time shall not exceed $1,500,000,000 and (B) each Commitment Increase shall be not less in an aggregate principal amount of $10,000,000 or in integral multiples of $5,000,000 in excess thereof. No Lender shall have any obligation to participate in any Commitment Increase unless it agrees to do so in its sole discretion. Any Person (other than $25,000,000, except an existing Lender) that elects to become a “Lender” under this Agreement in connection with any Commitment Increase must meet the criteria to be an Eligible Assignee and shall execute and deliver to the extent necessary to utilize Administrative Agent a New Lender Supplement substantially in the remaining unused amount form of increase permitted under this Section 2.18(aExhibit G (each, a “New Lender Supplement”), together with an Administrative Questionnaire and any applicable Tax forms required hereunder with respect to such Person, whereupon such Person (a “New Lender”) shall become a 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. (i) The commitments under each Commitment Increase shall be deemed for all purposes part of the Commitments, (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting each Lender (if not then a including any New Lender) participating in such Commitment Increase shall be subject become a Lender with respect to its Commitment and all matters relating thereto and (iii) the approval of commitments under each Commitment Increase shall have the Administrative Agent same terms as the Commitments. On each Incremental Commitment Effective Date, (which approval shall not be unreasonably withheld or delayedA) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence notify the Commitment Lenders (including the New Lenders) and the Borrower of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect the effectiveness of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such applicable Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments (B) each Lender (including each New Lender) shall pay to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, in same day funds, an amount, if positive, equal to (x) such Lender’s ratable portion of the aggregate Loans then outstanding (calculated based on its Commitment as a percentage of the Aggregate Commitments, in each case, after giving effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase) minus (y) such Lender’s ratable portion of the aggregate Loans then outstanding (calculated based on its Commitment as a percentage of the Aggregate Commitments, there are any Pro Rata Advances outstandingin each case, such Pro Rata Advances shall on or prior without giving effect to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment (C) promptly thereafter upon the Administrative Agent’s receipt of the amounts described in the foregoing clause (B), the Administrative Agent shall pay to each Lender, in same day funds, an amount such that the portion of the aggregate Loans then outstanding owing to such Lender after giving effect to such payment by the Administrative Agent equals such Lender’s ratable portion of the aggregate Loans then outstanding (calculated based on its Commitment as a percentage of the Aggregate Commitments outstanding, in each case, after giving effect to the relevant Commitment Increase) and (D) the Borrower shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and responsible for paying to each Lender any breakage fees or costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply 3.05 to the transactions effected same extent as if any reallocation of outstanding Loans pursuant to this Section 2.15(b) were deemed an optional prepayment made by the immediately preceding sentenceBorrower. (c) Each Commitment Increases and new Commitments created pursuant to this Section 2.18 Increase shall not become effective on until the date specified on which each of the following conditions is satisfied (or waived in accordance with Section 10.01): (i) The Administrative Agent shall have received (A) an Incremental Commitment Activation Notice from each Lender (including any New Lender) participating in such Commitment Increase, executed by the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods GroupBorrower, the Administrative Agent and such Lender (including such New Lender) and (B) if applicable, with respect to any New Lender, a New Lender Supplement, executed by the applicable Augmenting LendersBorrower, the Administrative Agent, such New Lender, the Swing Line Lender and each L/C Issuer, each in accordance with Section 2.15(a) above. (dii) Notwithstanding The Administrative Agent shall have received a certificate, dated the foregoingapplicable Incremental Commitment Effective Date, no increase in from the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on Borrower, certifying as to the date of such increase, the conditions matters set forth in Section 3.03 shall be satisfied as of such date clause (as though iii) below. If required by the effectiveness of such increase were a Borrowing) and Administrative Agent, the Administrative Agent shall have received such evidence of appropriate corporate authorization on the part of the Borrower with respect to the Commitment Increase in form and substance reasonably satisfactory to the Administrative Agent and the Lenders providing such Commitment Increase. (iii) As of the applicable Incremental Commitment Effective Date, (A) no Default or Event of Default shall exist or would result from such Commitment Increase and (B) the representations and warranties of the Borrower contained in Article V, and which are contained in any Loan Document furnished by the Borrower at any time under or in connection herewith, shall be true and correct, except to the extent that such representations and warranties specifically refer to a certificate different date, in which case they shall be true and correct as of Kraft Foods Group to that effect dated such date, and except that for purposes of this Section 2.15, the representations and warranties contained in clauses (a) and (b) of Section 5.05 shall be deemed to refer to the most recent statements furnished pursuant to clauses (a) and (b), respectively, of Section 6.01.

Commitment Increases. (a) Kraft Foods Group may from In the event that the Borrower wishes to increase the Total Commitments at any time when no Default or Event of Default has occurred and is continuing (or shall result of such increase) and subject to time (but not more than three times in any calendar year)obtaining all necessary regulatory approvals, by written notice to it shall notify the Administrative Agent in writing, given not more frequently than once a calendar year, of the amount (the “Revolving Credit Offered Increase Amount”) of such proposed increase (such notice, a “Commitment Increase Notice”) which shall promptly deliver be in a copy minimum amount equal to $10,000,000 and shall not exceed, in the aggregate for all increases, $250,000,000. The Borrower shall offer each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any Lenders the opportunity to provide such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments ’s Percentage of the Augmenting Lenders to be increasedRevolving Credit Offered Increase Amount, as the case may be (the aggregate amount of and if any Lender declines such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”)offer, in an whole or in part, the Borrower may offer such declined amount for each Augmenting Lender set forth in such notice; provided that to (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and other Lenders and/or (ii) other banks, financial institutions or other entities with the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval consent of the Administrative Agent (which approval consent of the Administrative Agent shall not be unreasonably withheld or delayed). The Commitment Increase Notice shall specify the Lenders and/or banks, financial institutions or other entities that will be requested to provide such Revolving Credit Offered Increase Amount. The Borrower or, if requested by the Borrower, the Administrative Agent will notify such Lenders, and/or banks, financial institutions or other entities of such offer. (b) Any additional bank, financial institution or other entity which the Borrower selects to offer a portion of the increased Total Commitments and which elects to become a party to this Agreement and obtain a Commitment in an amount so offered and accepted by it pursuant to Section 2.3(a) shall execute a new lender supplement (the “New Lender Supplement”) with the Borrower and the Administrative Agent, substantially in the form of Exhibit A, whereupon such bank, financial institution or other entity (herein called a “New Revolving Credit Lender”) shall become a 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, provided that the Commitment of any such New Revolving Credit Lender shall be in an amount not less than $5,000,000. (c) Any Lender which accepts an offer to it by the Borrower to increase its Commitment pursuant to Section 2.3(a) shall, in each case, execute a Commitment Increase Supplement with the Borrower and the Administrative Agent, substantially in the form of Exhibit B, whereupon such Lender shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Commitment as so increased. (d) If any bank, financial institution or other entity becomes a New Revolving Credit Lender pursuant to Section 2.3(b) or any Lender’s Commitment is increased pursuant to Section 2.3(c), additional Revolving Loans made on or after the effectiveness thereof (the “Revolving Credit Re-Allocation Date”) shall be made pro rata based on the Percentages in effect on and after such Revolving Credit Re-Allocation Date (except to the extent that any such pro rata borrowings would result in any Lender making an aggregate principal amount of Revolving Loans in excess of its Commitment, in which case such excess amount will be allocated to, and made by, such New Revolving Credit Lenders and/or Lenders with such increased Commitments to the extent of, and pro rata based on, their respective Commitments otherwise available for Revolving Loans), and continuations of Eurodollar Loans outstanding on such Revolving Credit Re-Allocation Date shall be effected by repayment of such Eurodollar Loans on the last day of the Interest Period applicable thereto and the making of new Eurodollar Loans pro rata based on such new Percentages. In the event that on any such Revolving Credit Re-Allocation Date there is an unpaid principal amount of ABR Loans, the Borrower shall make prepayments thereof and borrowings of ABR Loans so that, after giving effect thereto, the ABR Loans outstanding are held pro rata based on such new Percentages. In the event that on any such Revolving Credit Re-Allocation Date there is an unpaid principal amount of Eurodollar Loans, such Eurodollar Loans shall remain outstanding with the respective holders thereof until the expiration of their respective Interest Periods (unless the Borrower elects to prepay any thereof in accordance with the applicable provisions of this Agreement), and interest on and repayments of such Eurodollar Loans will be paid thereon to the respective Lenders holding such Eurodollar Loans pro rata based on the respective principal amounts thereof outstanding. (e) Notwithstanding anything to the contrary in this Section 2.3, (i) no Lender shall have any obligation to increase its Commitment unless it agrees to do so in its sole discretion and unless the Administrative Agent consents to such increase (which consent of the Administrative Agent shall not be unreasonably withheld or delayed) and (ii) in no event shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase transaction effected pursuant to this Section 2.18, if, on 2.3 (A) cause the date Total Commitments to exceed $1,000,000,000 or (B) occur at a time at which a Default or an Event of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances Default has occurred and is continuing. (f) The Administrative Agent shall have received on or prior to the effectiveness Revolving Credit Re-Allocation Date, for the benefit of the Lenders, (i) a legal opinion of counsel to the Borrower covering such Commitment Increase matters as are customary for transactions of this type as may be prepaid from reasonably requested by the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase)Administrative Agent, which prepayment opinions shall be accompanied substantially the same, to the extent appropriate, as the opinions rendered by accrued interest counsel to the Borrower on the Pro Rata Advances being prepaid Effective Date and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and (ii) certified copies of resolutions of the Lenders hereby agree that board of directors of the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply Borrower authorizing the Borrower to borrow the transactions effected pursuant to the immediately preceding sentenceRevolving Credit Offered Increase Amount. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group Mondelēz International may from time to time (but not more than three times in any calendar year)time, by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group Mondelēz International and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender at such Lender’s sole discretion, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such extension of Commitments or increase in the existing Commitments for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group Mondelēz International and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group Mondelēz International pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods GroupMondelēz International, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender Increase shall become effective under this Section 2.18 unless unless, on the date of such increaseCommitment Increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase Commitment Increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group Mondelēz International to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group may from time In the event that Borrower wishes to time increase the aggregate Commitments, it shall notify the Lenders (but not more than three times through the Managing Administrative Agent) of the amount of such proposed increase (such notice, a “Commitment Increase Offer”). Each Commitment Increase Offer shall offer the Lenders the opportunity to participate in the increased Commitments ratably in accordance with their respective Commitment Percentages. In the event that any calendar year)Lender (each, by written a “Declining Lender”) shall fail to accept in writing a Commitment Increase Offer within 10 Business Days after receiving notice thereof, all or any portion of the proposed increase in the Commitments offered to the Administrative Agent Declining Lenders (which shall promptly deliver a copy the aggregate of such offered amounts, the “Declined Amount”) may instead be allocated to each of the Lenders), executed by Kraft Foods Group and any one or more additional banks, financial institutions or other entities pursuant to paragraph (b) below and/or to any such financial institution referred one or more existing Lenders pursuant to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be paragraph (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (ic)(ii) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18below. (b) Upon each Commitment Increase pursuant Any additional bank, financial institution or other entity (herein called a “New Lender”) which, with the consent of the Borrower and the Managing Administrative Agent, elects to become a party to this Section 2.18Agreement and obtain a Commitment in an amount equal to all or any portion of a Declined Amount, ifshall execute a New Lender Supplement (each, on a “New Lender Supplement”) with the date Borrower and the Managing Administrative Agent, substantially in the form of Exhibit J-1, whereupon such New Lender shall become a 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 1.2 shall be deemed to be amended to add the name and Commitment of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentenceNew Lender. (c) Any Lender which (i) accepts a Commitment Increases and new Commitments created Increase Offer pursuant to this Section 2.18 shall become effective on subsection 2.23(a) or (ii) with the date specified consent of the Borrower elects to increase its Commitment by an amount equal to all or any portion of a Declined Amount shall, in each case, execute a Commitment Increase Supplement (each, a “Commitment Increase Supplement”) with the Borrower and the Managing Administrative Agent, substantially in the notice delivered form of Exhibit J-2, whereupon such Lender shall be bound by Kraft Foods Group pursuant and entitled to the first sentence benefits of paragraph (a) above or on such other date this Agreement with respect to the full amount of its Commitment as so increased, and Schedule 1.2 shall be agreed upon by Kraft Foods Group, deemed to be amended to so increase the Administrative Agent and the applicable Augmenting LendersCommitment of such Lender. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless If on the date of such increaseupon which a bank, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were financial institution or other entity becomes a BorrowingNew Lender pursuant to subsection 2.23(b) and the Administrative Agent shall have received or upon which a certificate of Kraft Foods Group Lender’s Commitment is increased pursuant to that effect dated such date.subsection 2.23

Commitment Increases. (a) Kraft Foods Group At any time after the Closing Date, provided that no Event of Default shall have occurred and be continuing, the Borrowers may from time to time (but not more than three times in any calendar year), request an increase of the aggregate Commitments by written notice to the Administrative Agent (which shall promptly deliver a copy to each in writing of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be amount (the aggregate amount “Offered Increase Amount”) of such proposed increase for all Augmenting Lenders on any single occasion being referred to as (such notice, a “Commitment IncreaseIncrease Notice”), in an amount for each Augmenting Lender set forth in . Any such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except Notice must offer each Bank the opportunity to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount subscribe for its pro rata share of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to increased Commitments; provided, however, the approval Borrowers may, with the consent of the Administrative Agent (which approval consent shall not be unreasonably withheld or delayed), without offering to each Bank the opportunity to subscribe for its pro rata share of the increased Commitments, offer to any bank or other financial institution that is not an existing Bank the opportunity to provide a new Commitment pursuant to paragraph (b) and below if the aggregate amount of all Commitments made hereunder pursuant to this proviso which will be in effect when such new Commitment becomes effective does not exceed $750,000,000 subject to subsection 2.20(f). If any portion of the increased Commitments offered to the Banks as contemplated in the immediately preceding sentence is not subscribed for by the Banks, the Borrowers may, with the consent of the Administrative Agent as to any bank or financial institution that is not at such time a Bank (which consent shall not be subject unreasonably withheld or delayed), offer to any existing Bank or to one or more additional banks or financial institutions the opportunity to provide all or a portion of such unsubscribed portion of the increased Commitments pursuant to paragraph (b) below. (b) Any additional bank or financial institution that the Borrowers select to offer the opportunity to provide any portion of the increased Commitments, and that elects to become a party to this Agreement and provide a Commitment, shall execute a New Bank Supplement with the Borrowers and the Administrative Agent, substantially in the form of Exhibit N (a “New Bank Supplement”), whereupon such bank or financial institution (a “New Bank”) shall become a Bank for all purposes and to the approval same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement, and Schedule II shall be deemed to be amended to add the name and Commitment of such New Bank, provided that the Commitment of any other Lenderssuch New Bank shall be in an amount not less than $10,000,000. (c) Any Bank that accepts an offer to it by the Borrowers to increase its Commitment pursuant to this subsection 2.20 shall, in each case, execute a Commitment Increase Supplement with the Borrowers and the Administrative Agent, substantially in the form of Exhibit O (a “Commitment Increase Supplement”), whereupon such Bank (an “Increasing Bank”) shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Commitment as so increased, and Kraft Foods Group Schedule II shall be deemed to be amended to so increase the Commitment of such Bank. (d) The effectiveness of any New Bank Supplement or Commitment Increase Supplement shall be contingent upon receipt by the Administrative Agent of such corporate resolutions of the Borrowers and each Augmenting Lender shall execute all such documentation legal opinions of counsel to the Borrowers as the Administrative Agent shall reasonably specify request with respect thereto. (i) Except as otherwise provided in subparagraphs (ii) and (iii) of this paragraph (e), if any bank or financial institution becomes a New Bank pursuant to evidence subsection 2.20(b) or any Bank’s Commitment is increased pursuant to subsection 2.20(c), additional Committed Rate Loans made on or after the date of the effectiveness thereof (the “Re-Allocation Date”) shall be made in accordance with the pro rata provisions of subsection 2.12(b) based on the Commitment Percentages in effect on and after such Re-Allocation Date (except to the extent that any such pro rata borrowings would result in any Bank making an aggregate principal amount of Committed Rate Loans in excess of its Commitment, in which case such excess amount will be allocated to, and made by, the relevant New Banks and Increasing Banks to the extent of, and in accordance with the pro rata provisions of subsection 2.12(b) based on, their respective Commitments). On each Re-Allocation Date, the Administrative Agent shall deliver such amended Schedule II and a notice to each Bank of the adjusted Commitment Percentages after giving effect to any increase in the aggregate Commitments made pursuant to this subsection 2.20 on such Re-Allocation Date. (ii) In the event that on any such Re-Allocation Date there is an unpaid principal amount of ABR Loans, the applicable Borrower shall make prepayments thereof and one or both Borrowers shall make borrowings of ABR Loans and/or Eurodollar Loans, as the applicable Borrower shall determine, so that, after giving effect thereto, the ABR Loans and Eurodollar Loans outstanding are held as nearly as may be in accordance with the pro rata provisions of subsection 2.12(b) based on such new Commitment Percentages. (iii) In the event that on any such Re-Allocation Date there is an unpaid principal amount of Eurodollar Loans, such Eurodollar Loans shall remain outstanding with the respective holders thereof until the expiration of their respective Interest Periods (unless the applicable Borrower elects to prepay any thereof in accordance with the applicable provisions of this Agreement), and on the last day of the respective Interest Periods the applicable Borrower shall make prepayments thereof and one or both Borrowers shall make borrowings of ABR Loans and/or Eurodollar Loans so that, after giving effect thereto, the ABR Loans and Eurodollar Loans outstanding are held as nearly as may be in accordance with the pro rata provisions of subsection 2.12(b) based on such new Commitment Percentages. (f) Notwithstanding anything to the contrary in this subsection 2.20, (i) in no event shall any transaction effected pursuant to this subsection 2.20 cause the aggregate Commitments to exceed $2,000,000,000, (ii) the Commitment of an individual Bank shall not, as a result of providing a new Commitment or of increasing its existing Commitment pursuant to this subsection 2.20, exceed 15% of the aggregate Commitments on any Re-Allocation Date and (iii) no Bank shall have any obligation to increase its Commitment unless it agrees to do so in its sole discretion. (g) The Borrowers, at their own expense, shall execute and deliver to the Administrative Agent in exchange for the surrendered Notes of any Bank, if any, new Notes to the order of such Bank, if requested, in an amount equal to the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of Bank after giving effect to any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such dateBank’s Commitment.

Commitment Increases. (a) Kraft Foods Group may from time The Borrower shall be entitled to time (but not more than three times in any calendar year), by written notice request that the Total Commitments be increased to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such noticenot exceeding Five Hundred Million Dollars ($500,000,000); provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000no Default then exists, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of Borrower gives the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender Banks thirty (if not then a Lender30) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the days’ prior written notice of such election, (iii) no Bank shall be obligated to increase such Bank’s Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of without such Commitment Increase). The Commitment Increase Amendment may, without the Bank’s written consent of any other Lenders, effect such amendments to this Agreement as which may be necessary withheld in such Bank’s sole discretion, (iv) the Borrower, not the Banks or appropriate, in the reasonable opinion of the Administrative Agent, shall be responsible for arranging for Persons to effect provide the provisions of additional Commitment amounts; and (v) any Person providing any additional Commitment amount must qualify as an Eligible Assignee and be reasonably acceptable to the Administrative Agent if such Person is not already a Bank. In connection with any such increase in the Total Commitments the parties shall execute any documents reasonably requested in connection with or to evidence such increase, including without limitation an amendment to this Section 2.18Agreement. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on On the date (“Funding Date”) of such Commitment Increase, there are any Pro Rata Advances outstandingfuture increase in the Total Commitments permitted by this Agreement, such Pro Rata Advances shall on or prior to date designated by the effectiveness of Administrative Agent, the Banks whose Commitments have increased in connection with such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified future increase in the notice delivered by Kraft Foods Group pursuant Total Commitments shall fund to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in such amounts as may be required to cause each of them to hold its Pro Rata Share of Advances based upon the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) Funding Date, and the Administrative Agent shall have distribute the funds so received a certificate to the other Banks in such amounts as may be required to cause each of Kraft Foods Group them to that effect dated hold its Pro Rata Share of Advances as of such dateFunding Date. The Banks receiving such amounts to be applied to LIBOR Advances may demand payment of the breakage costs under Section 2.08 as though the Borrower had elected to prepay such LIBOR Advances on such date and the Borrower shall pay the amount so demanded as provided in Section 2.

Commitment Increases. (a) Kraft Foods Group may from time to time (but not more than three times in any calendar year), by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods GroupFoods, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a1) Kraft Foods Group may from time to time (but not more than three times in any calendar year)The Borrower may, by written notice to the Administrative Agent (which shall promptly deliver a copy given during the Availability Period, from time to each of time request an increase to the Lenders), executed by Kraft Foods Group and one or more financial institutions existing Commitments (any such financial institution referred to in this Section 2.18 being called an increase, “Augmenting LenderNew Commitments”), which may include any Lender, cause new Commitments to be extended ) by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to U.S.$25,000,000 in the extent necessary to utilize the remaining unused case of each such increase (or such lesser amount of increase permitted under this Section 2.18(awhich shall be approved by Administrative Agent), and (ii) the aggregate amount integral multiples of the Commitment Increases shall not exceed $500,000,000U.S.$1,000,000 in excess of that amount. Each Augmenting Lender such notice shall specify the date (if each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments shall be effective, which shall be a date not then a Lender) less than 20 Business Days after the date on which such notice is delivered to the Administrative Agent or such shorter period of time as consented to by the Administrative Agent. Each such New Commitment shall be subject to the approval consent of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing in their sole and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentenceabsolute discretion. (c2) Commitment Increases and new Such New Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence as of paragraph such Increased Amount Date, provided that (aA) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. Lenders shall have consented to such New Commitments in their sole and absolute discretion; (dB) Notwithstanding the foregoing, no increase in the Commitments Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such New Commitments; (or in any Commitment C) each of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 3.2 shall be satisfied as of if such date (as though the effectiveness of such increase Increased Amount Date were a BorrowingCredit Date; (D) the Borrower shall make any payments required pursuant to Section 2.7 and the Fee Letters in connection with such New Commitments; and (E) the Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent in connection with any such transaction. (3) On any Increased Amount Date on which New Commitments are effected, subject to the satisfaction of the foregoing terms and conditions, (A) each New Commitment shall have received be deemed for all purposes a certificate “Commitment” and each Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a “Loan”. The terms and provisions of Kraft Foods Group the New Commitments shall be identical to that effect dated such datethe terms and conditions of the Commitments, and the terms and conditions of the New Loans shall be identical to the terms and conditions of the Loans.

Commitment Increases. (a) Kraft Foods Group The Borrower and any one or more Lenders (including New Lenders) may from time to time (but not more than three times in any calendar year)after the Effective Date agree that such Lenders shall make, obtain or increase the amount of their Commitments, as applicable, by written notice executing and delivering to the Administrative Agent (which shall promptly deliver a copy to each an Increased Facility Activation Notice substantially in the form of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that Exhibit G-1 specifying (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a)such increase, and (ii) the applicable Increased Facility Closing Date. Notwithstanding the foregoing, (i) without the consent of the Required Lenders, the aggregate amount of incremental Commitments obtained after the Commitment Increases Effective Date pursuant to this paragraph shall not exceed $500,000,000. Each Augmenting Lender 600,000,000 and (if not then a Lenderii) without the consent of the Administrative Agent, each increase effected pursuant to this paragraph shall be subject in a minimum amount of at least $25,000,000. No Lender shall have any obligation to participate in any increase described in this paragraph unless it agrees to do so in its sole discretion. The Administrative Agent shall have received (i) a certificate, dated as of such Increased Facility Closing Date and signed by a Responsible Officer of the Borrower, stating that (a) the representations and warranties contained in Article IV hereof are true and correct on and as of such Increased Facility Closing Date, and (b) as of such Increased Facility Closing Date, no Default has occurred and is continuing, (ii) if reasonably requested by the Administrative Agent, duly executed resolutions of the Borrower authorizing the request for and the incurrence of such increase in the Commitments (to the approval extent not already authorized in a prior resolution which authorization remains in full force and effect) and (iii) if reasonably requested by the Administrative Agent, an opinion of counsel to the Borrower (which may be in-house counsel), dated as of the Increased Facility Closing Date, substantially in the form of the opinion delivered by the Borrower on the Effective Date. (b) Any existing Lender increasing its Commitments shall execute an Increasing Lender Supplement (each, an “Increasing Lender Supplement”), substantially in the form of Exhibit G-2, whereupon such Lender’s Commitments shall be increased by the amount specified therein and any additional bank, financial institution or other entity which, with the consent of the Borrower, the Issuing Banks and the Administrative Agent (which approval consent shall not be unreasonably withheld withheld), elects to become a “Lender” under this Agreement in connection with any transaction described in Section 2.18(a) shall execute a New Lender Supplement (each, a “New Lender Supplement”), substantially in the form of Exhibit G-3, whereupon such bank, financial institution or delayedother entity (a “New Lender”) shall become a Lender for all purposes and to the same extent as if originally a party hereto and shall not be subject bound by and entitled to the approval benefits of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder this Agreement. (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of c) Unless otherwise agreed by the Administrative Agent, on each Increased Facility Closing Date the Borrower shall prepay all then outstanding Loans made to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase)it, which prepayment shall be accompanied by payment of all accrued interest on the Pro Rata Advances being amount prepaid and any costs incurred by any Lender amounts payable pursuant to Section 2.12 or Section 2.13 in accordance with Section 9.04(bconnection therewith, and, to the extent it determines to do so, reborrow Loans from all the Lenders (after giving effect to the new and/or increased Commitments becoming effective on such date). The Administrative Agent Any prepayment and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected reborrowing pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 sentence shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant be effected, to the first sentence maximum extent practicable, through the netting of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, amounts payable between the Administrative Agent Borrower and the applicable Augmenting respective Lenders. (d) Notwithstanding anything to the foregoingcontrary in this Agreement, no increase in each of the Commitments parties hereto hereby agrees that, on each Increased Facility Closing Date, this Agreement (or in any Commitment of any Lenderand the Schedules and Exhibits hereto) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as amended to the extent (but only to the extent) necessary to reflect the existence and terms of the increased Commitments evidenced thereby. Any such date (as though the effectiveness of such increase were a Borrowing) and deemed amendment may be effected in writing by the Administrative Agent shall have received a certificate of Kraft Foods Group with the Borrower’s consent (not to that effect dated such datebe unreasonably withheld) and furnished to the other parties hereto.

Commitment Increases. (a) Kraft Foods Group At any time after the Closing Date, provided that no Event of Default shall have occurred and be continuing, the Borrowers may from time to time (but not more than three times in any calendar year), request an increase of the aggregate Commitments by written notice to the Administrative Agent (which shall promptly deliver a copy to each in writing of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be amount (the aggregate amount “Offered Increase Amount”) of such proposed increase for all Augmenting Lenders on any single occasion being referred to as (such notice, a “Commitment IncreaseIncrease Notice”), in an amount for each Augmenting Lender set forth in . Any such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except Notice must offer each Bank the opportunity to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount subscribe for its pro rata share of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to increased Commitments; provided, however, the approval Borrowers may, with the consent of the Administrative Agent (which approval consent shall not be unreasonably withheld or delayed), without offering to each Bank the opportunity to subscribe for its pro rata share of the increased Commitments, offer to any bank or other financial institution that is not an existing Bank the opportunity to provide a new Commitment pursuant to paragraph (b) and below if the aggregate amount of all Commitments made hereunder pursuant to this proviso which will be in effect when such new Commitment becomes effective does not exceed $375,000,000 subject to subsection 2.20(f). If any portion of the increased Commitments offered to the Banks as contemplated in the immediately preceding sentence is not subscribed for by the Banks, the Borrowers may, with the consent of the Administrative Agent as to any bank or financial institution that is not at such time a Bank (which consent shall not be subject unreasonably withheld or delayed), offer to any existing Bank or to one or more additional banks or financial institutions the opportunity to provide all or a portion of such unsubscribed portion of the increased Commitments pursuant to paragraph (b) below. (b) Any additional bank or financial institution that the Borrowers select to offer the opportunity to provide any portion of the increased Commitments, and that elects to become a party to this Agreement and provide a Commitment, shall execute a New Bank Supplement with the Borrowers and the Administrative Agent, substantially in the form of Exhibit N (a “New Bank Supplement”), whereupon such bank or financial institution (a “New Bank”) shall become a Bank for all purposes and to the approval same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement, and Schedule II shall be deemed to be amended to add the name and Commitment of such New Bank, provided that the Commitment of any other Lenderssuch New Bank shall be in an amount not less than $10,000,000. (c) Any Bank that accepts an offer to it by the Borrowers to increase its Commitment pursuant to this subsection 2.20 shall, in each case, execute a Commitment Increase Supplement with the Borrowers and the Administrative Agent, substantially in the form of Exhibit O (a “Commitment Increase Supplement”), whereupon such Bank (an “Increasing Bank”) shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Commitment as so increased, and Kraft Foods Group Schedule II shall be deemed to be amended to so increase the Commitment of such Bank. (d) The effectiveness of any New Bank Supplement or Commitment Increase Supplement shall be contingent upon receipt by the Administrative Agent of such corporate resolutions of the Borrowers and each Augmenting Lender shall execute all such documentation legal opinions of counsel to the Borrowers as the Administrative Agent shall reasonably specify request with respect thereto. (i) Except as otherwise provided in subparagraphs (ii) and (iii) of this paragraph (e), if any bank or financial institution becomes a New Bank pursuant to evidence subsection 2.20(b) or any Bank’s Commitment is increased pursuant to subsection 2.20(c), additional Committed Rate Loans made on or after the date of the effectiveness thereof (the “Re-Allocation Date”) shall be made in accordance with the pro rata provisions of subsection 2.12(b) based on the Commitment Percentages in effect on and after such Re-Allocation Date (except to the extent that any such pro rata borrowings would result in any Bank making an aggregate principal amount of Committed Rate Loans in excess of its Commitment, in which case such excess amount will be allocated to, and made by, the relevant New Banks and Increasing Banks to the extent of, and in accordance with the pro rata provisions of subsection 2.12(b) based on, their respective Commitments). On each Re-Allocation Date, the Administrative Agent shall deliver such amended Schedule II and a notice to each Bank of the adjusted Commitment Percentages after giving effect to any increase in the aggregate Commitments made pursuant to this subsection 2.20 on such Re-Allocation Date. (ii) In the event that on any such Re-Allocation Date there is an unpaid principal amount of ABR Loans, the applicable Borrower shall make prepayments thereof and one or both Borrowers shall make borrowings of ABR Loans and/or Eurodollar Loans, as the applicable Borrower shall determine, so that, after giving effect thereto, the ABR Loans and Eurodollar Loans outstanding are held as nearly as may be in accordance with the pro rata provisions of subsection 2.12(b) based on such new Commitment Percentages. (iii) In the event that on any such Re-Allocation Date there is an unpaid principal amount of Eurodollar Loans, such Eurodollar Loans shall remain outstanding with the respective holders thereof until the expiration of their respective Interest Periods (unless the applicable Borrower elects to prepay any thereof in accordance with the applicable provisions of this Agreement), and on the last day of the respective Interest Periods the applicable Borrower shall make prepayments thereof and one or both Borrowers shall make borrowings of ABR Loans and/or Eurodollar Loans so that, after giving effect thereto, the ABR Loans and Eurodollar Loans outstanding are held as nearly as may be in accordance with the pro rata provisions of subsection 2.12(b) based on such new Commitment Percentages. (f) Notwithstanding anything to the contrary in this subsection 2.20, (i) in no event shall any transaction effected pursuant to this subsection 2.20 cause the aggregate Commitments to exceed $1,000,000,000, (ii) the Commitment of an individual Bank shall not, as a result of providing a new Commitment or of increasing its existing Commitment pursuant to this subsection 2.20, exceed 15% of the aggregate Commitments on any Re-Allocation Date and (iii) no Bank shall have any obligation to increase its Commitment unless it agrees to do so in its sole discretion. (g) The Borrowers, at their own expense, shall execute and deliver to the Administrative Agent in exchange for the surrendered Notes of any Bank, if any, new Notes to the order of such Bank, if requested, in an amount equal to the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of Bank after giving effect to any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such dateBank’s Commitment.

Commitment Increases. (a) Kraft Foods Group may from In the event that the Borrower wishes to increase the Total Commitments at any time when no Default or Event of Default has occurred and is continuing (or shall result of such increase) and subject to time (but not more than three times in any calendar year)obtaining all necessary regulatory approvals, by written notice to it shall notify the Administrative Agent in writing of the amount (the “Revolving Credit Offered Increase Amount”) of such proposed increase (such notice, a “Commitment Increase Notice”) which shall promptly deliver be in a copy minimum amount equal to $10,000,000 and shall not exceed, in the aggregate, $1,000,000,000. The Borrower shall offer each of the Lenders)Lenders the opportunity to provide such Lender’s Percentage of the Revolving Credit Offered Increase Amount, executed by Kraft Foods Group and one if any Lender declines such offer, in whole or more in part, the Borrower may offer such declined amount to (i) other Lenders and/or (ii) other banks, financial institutions (or other entities with the consent of the Administrative Agent and, unless any such other bank, financial institution referred or other entity would qualify as an Eligible Assignee, the Issuing Lender (which consents of the Administrative Agent and the Issuing Lender shall not be unreasonably withheld or delayed). The Commitment Increase Notice shall specify the Lenders and/or banks, financial institutions or other entities that will be requested to in this Section 2.18 being called an “Augmenting Lender”)provide such Revolving Credit Offered Increase Amount. The Borrower or, which may include any Lender, cause new Commitments to be extended if requested by the Augmenting Lenders Borrower, the Administrative Agent will notify such Lenders, and/or banks, financial institutions or cause other entities of such offer. (b) Any additional bank, financial institution or other entity which the existing Commitments Borrower selects to offer a portion of the Augmenting Lenders increased Total Commitments and which elects to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred become a party to as this Agreement and obtain a “Commitment Increase”), in an amount so offered and accepted by it pursuant to Section 2.3(a) shall execute a new lender supplement (the “New Lender Supplement”) with the Borrower, the Issuing Lender and the Administrative Agent, substantially in the form of Exhibit A, whereupon such bank, financial institution or other entity (herein called a “New Revolving Credit Lender”) shall become a Lender for each Augmenting Lender set forth in such notice; 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, provided that (i) the amount Commitment of each Commitment Increase any such New Revolving Credit Lender shall be in an amount not less than $25,000,0005,000,000. (c) Any Lender which accepts an offer to it by the Borrower to increase its Commitment pursuant to Section 2.3(a) shall, in each case, execute a Commitment Increase Supplement with the Borrower, the Issuing Lender and the Administrative Agent, substantially in the form of Exhibit B, whereupon such Lender shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Commitment as so increased. (d) If any bank, financial institution or other entity becomes a New Revolving Credit Lender pursuant to Section 2.3(b) or any Lender’s Commitment is increased pursuant to Section 2.3(c), additional Revolving Loans made on or after the effectiveness thereof (the “Revolving Credit Re-Allocation Date”) shall be made pro rata based on the Percentages in effect on and after such Revolving Credit Re-Allocation Date (except to the extent necessary to utilize the remaining unused that any such pro rata borrowings would result in any Lender making an aggregate principal amount of increase permitted under this Section 2.18(aRevolving Loans in excess of its Commitment, in which case such excess amount will be allocated to, and made by, such New Revolving Credit Lenders and/or Lenders with such increased Commitments to the extent of, and pro rata based on, their respective Commitments otherwise available for Revolving Loans), and (ii) continuations of Eurodollar Loans outstanding on such Revolving Credit Re-Allocation Date shall be effected by repayment of such Eurodollar Loans on the aggregate last day of the Interest Period applicable thereto and the making of new Eurodollar Loans pro rata based on such new Percentages. In the event that on any such Revolving Credit Re-Allocation Date there is an unpaid principal amount of ABR Loans, the Commitment Increases Borrower shall not exceed $500,000,000make prepayments thereof and borrowings of ABR Loans so that, after giving effect thereto, the ABR Loans outstanding are held pro rata based on such new Percentages. Each Augmenting Lender In the event that on any such Revolving Credit Re-Allocation Date there is an unpaid principal amount of Eurodollar Loans, such Eurodollar Loans shall remain outstanding with the respective holders thereof until the expiration of their respective Interest Periods (if not then a Lender) shall unless the Borrower elects to prepay any thereof in accordance with the applicable provisions of this Agreement), and interest on and repayments of such Eurodollar Loans will be subject paid thereon to the approval respective Lenders holding such Eurodollar Loans pro rata based on the respective principal amounts thereof outstanding. (e) Notwithstanding anything to the contrary in this Section 2.3, (i) no Lender shall have any obligation to increase its Commitment unless it agrees to do so in its sole discretion and unless the Administrative Agent and the Issuing Lender consent to such increase (which consents of the Administrative Agent (which approval and the Issuing Lender shall not be unreasonably withheld or delayed) and (ii) in no event shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase transaction effected pursuant to this Section 2.18, if, on 2.3 (A) cause the date Total Commitments to exceed $3,000,000,000 or (B) occur at a time at which a Default or an Event of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances Default has occurred and is continuing. (f) The Administrative Agent shall have received on or prior to the effectiveness Revolving Credit Re-Allocation Date, for the benefit of the Lenders, (i) a legal opinion of counsel to the Borrower covering such Commitment Increase matters as are customary for transactions of this type as may be prepaid from reasonably requested by the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase)Administrative Agent, which prepayment opinions shall be accompanied substantially the same, to the extent appropriate, as the opinions rendered by accrued interest counsel to the Borrower on the Pro Rata Advances being prepaid Effective Date and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and (ii) certified copies of resolutions of the Lenders hereby agree that board of directors of the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply Borrower authorizing the Borrower to borrow the transactions effected pursuant to the immediately preceding sentenceRevolving Credit Offered Increase Amount. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group may Subject to Section 4.04, the Borrower and any one or more Lenders (including New Lenders (as defined below)) may, from time to time (but not more than three times in any calendar year), by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment maytime, without the consent of any other LendersLender, effect such amendments to this Agreement as may be necessary the Administrative Agent or appropriate, in any Issuing Bank (but with the reasonable opinion consent of the Administrative AgentAgent and each Issuing Bank (not to be unreasonably withheld, delayed or conditioned) with respect to effect any New Lender), agree that such Lenders (including New Lenders) shall provide additional Commitments or increase the provisions amount of this Section 2.18. their Commitments (b) Upon each Commitment Increase pursuant to this Section 2.18each, if, on the date of such a “Commitment Increase”, there are any Pro Rata Advances outstanding, and such Pro Rata Advances shall on or prior Lenders and New Lenders being collectively referred to as the “Increasing Lenders”) by executing and delivering to the effectiveness Administrative Agent an Incremental Commitment Activation Notice specifying (i) the amount of such Commitment Increase and (ii) the proposed applicable Incremental Commitment Effective Date. Notwithstanding the foregoing, (A) the aggregate amount of Commitment Increases obtained after the Closing Date shall not exceed $300,000,000 and (B) each Commitment Increase shall be prepaid from in an integral multiple of $5,000,000 and not less than $25,000,000. No Lender shall have any obligation to participate in any Commitment Increase unless it agrees to do so in its sole discretion. Any bank, financial institution or other entity that is eligible to be an assignee under Section 10.04 (and has provided to the proceeds Administrative Agent an Administrative Questionnaire and any applicable tax forms required under Section 2.16(f) with respect to such entity) that elects to become a “Lender” under this Agreement in connection with any Commitment Increase shall execute a New Lender Supplement (each, a “New Lender Supplement”), substantially in the form of Exhibit F-2, whereupon such bank, financial institution or other entity (a “New Lender”) shall become a 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. (i) The commitments under each Commitment Increase shall be deemed for all purposes part of the Commitments, (ii) each Lender (including any New Lender) participating in such Commitment Increase shall become a Lender with respect to the Commitments and all matters relating thereto and (iii) the commitments under each Commitment Increase shall have the same terms as the Commitments. On the Incremental Commitment Effective Date for any Commitment Increase, (A) the aggregate principal amount of the Revolving Loans outstanding (the “Initial Borrowings”) immediately prior to the Commitment Increase on the Incremental Commitment Effective Date shall be deemed to be repaid, (B) each Increasing Lender that shall have had a Commitment prior to the Commitment Increase shall pay to the Administrative Agent in same day funds an amount equal to the difference between (1) the product of (x) such Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase) multiplied by (y) the amount of each Subsequent Borrowing (as defined below) and (2) the product of (x) such Lender’s Applicable Percentage (calculated without giving effect to the Commitment Increase) multiplied by (y) the amount of each Initial Borrowing, (C) each Increasing Lender that shall not have had a Commitment prior to the Commitment Increase shall pay to Administrative Agent in same day funds an amount equal to the product of (1) such Increasing Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase) multiplied by (2) the amount of each Subsequent Borrowing, (D) after the Administrative Agent receives the funds specified in clauses (B) and (C) above, the Administrative Agent shall pay to each Lender the portion of such funds that is equal to the difference between (1) the product of (x) such Lender’s Applicable Percentage (calculated without giving effect to the Commitment Increase) multiplied by (y) the amount of each Initial Borrowing, and (2) the product of (x) such Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase) multiplied by (y) the amount of each Subsequent Borrowing, (E) after the effectiveness of the Commitment Increase, the Borrower shall be deemed to have made new Pro Rata Advances made hereunder Borrowings (reflecting such the “Subsequent Borrowings”) in amounts equal to the amounts of the Initial Borrowings and of the Types and for the Interest Periods specified in a Borrowing Request delivered to the Administrative Agent in accordance with Section 2.03, (F) each Lender shall be deemed to hold its Applicable Percentage of each Subsequent Borrowing (calculated after giving effect to the Commitment Increase), which prepayment and (G) the Borrower shall pay each Lender any and all accrued but unpaid interest on its Loans comprising the Initial Borrowings. The deemed payments of the Initial Borrowings made pursuant to clause (A) above shall be accompanied subject to compensation by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected Borrower pursuant to the immediately preceding sentence. (c) provisions of Section 2.15 if the Incremental Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective Effective Date occurs other than on the date specified in last day of the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting LendersInterest Period relating thereto. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group At any time after the Closing Date, provided that no Event of Default shall have occurred and be continuing, the Borrowers may from time to time (but not more than three times in any calendar year), request an increase of the aggregate Commitments by written notice to the Administrative Agent (which shall promptly deliver a copy to each in writing of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be amount (the aggregate amount “Offered Increase Amount”) of such proposed increase for all Augmenting Lenders on any single occasion being referred to as (such notice, a “Commitment IncreaseIncrease Notice”), in an amount for each Augmenting Lender set forth in . Any such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except Notice must offer each Bank the opportunity to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount subscribe for its pro rata share of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to increased Commitments; provided, however, the approval Borrowers may, with the consent of the Administrative Agent (which approval consent shall not be unreasonably withheld or delayed), without offering to each Bank the opportunity to subscribe for its pro rata share of the increased Commitments, offer to any bank or other financial institution that is not an existing Bank the opportunity to provide a new Commitment pursuant to paragraph (b) and below if the aggregate amount of all Commitments made hereunder pursuant to this proviso which will be in effect when such new Commitment becomes effective does not exceed $500,000,000 subject to subsection 2.20(f). If any portion of the increased Commitments offered to the Banks as contemplated in the immediately preceding sentence is not subscribed for by the Banks, the Borrowers may, with the consent of the Administrative Agent as to any bank or financial institution that is not at such time a Bank (which consent shall not be subject unreasonably withheld or delayed), offer to any existing Bank or to one or more additional banks or financial institutions the opportunity to provide all or a portion of such unsubscribed portion of the increased Commitments pursuant to paragraph (b) below. No Bank has an obligation to increase its Commitment pursuant to this Section 2.20 except in its sole discretion. (b) Any additional bank or financial institution that the Borrowers select to offer the opportunity to provide any portion of the increased Commitments, and that elects to become a party to this Agreement and provide a Commitment, shall execute a New Bank Supplement with the Borrowers and the Administrative Agent, substantially in the form of Exhibit N (a “New Bank Supplement”), whereupon such bank or financial institution (a “New Bank”) shall become a Bank for all purposes and to the approval same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement, and Schedule II shall be deemed to be amended to add the name and Commitment of such New Bank, provided that the Commitment of any other Lenderssuch New Bank shall be in an amount not less than $10,000,000. (c) Any Bank that accepts an offer to it by the Borrowers to increase its Commitment pursuant to this subsection 2.20 shall, in each case, execute a Commitment Increase Supplement with the Borrowers and the Administrative Agent, substantially in the form of Exhibit O (a “Commitment Increase Supplement”), whereupon such Bank (an “Increasing Bank”) shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Commitment as so increased, and Kraft Foods Group Schedule II shall be deemed to be amended to so increase the Commitment of such Bank. (d) The effectiveness of any New Bank Supplement or Commitment Increase Supplement shall be contingent upon receipt by the Administrative Agent of such corporate resolutions of the Borrowers and each Augmenting Lender shall execute all such documentation legal opinions of counsel to the Borrowers as the Administrative Agent shall reasonably specify request with respect thereto. (i) Except as otherwise provided in subparagraphs (ii) and (iii) of this paragraph (e), if any bank or financial institution becomes a New Bank pursuant to evidence subsection 2.20(b) or any Bank’s Commitment is increased pursuant to subsection 2.20(c), additional Committed Rate Loans made on or after the date of the effectiveness thereof (the “Re-Allocation Date”) shall be made in accordance with the pro rata provisions of subsection 2.12(b) based on the Commitment Percentages in effect on and after such Re-Allocation Date (except to the extent that any such pro rata borrowings would result in any Bank making an aggregate principal amount of Committed Rate Loans in excess of its Commitment, in which case such excess amount will be allocated to, and made by, the relevant New Banks and Increasing Banks to the extent of, and in accordance with the pro rata provisions of subsection 2.12(b) based on, their respective Commitments). On each Re-Allocation Date, the Administrative Agent shall deliver such amended Schedule II and a notice to each Bank of the adjusted Commitment Percentages after giving effect to any increase in the aggregate Commitments made pursuant to this subsection 2.20 on such Re-Allocation Date. (ii) In the event that on any such Re-Allocation Date there is an unpaid principal amount of ABR Loans, the applicable Borrower shall make prepayments thereof and one or both Borrowers shall make borrowings of ABR Loans and/or Eurocurrency Loans, as the applicable Borrower shall determine, so that, after giving effect thereto, the ABR Loans and Eurocurrency Loans outstanding are held as nearly as may be in accordance with the pro rata provisions of subsection 2.12(b) based on such new Commitment Percentages. In addition, on each Re-Allocation Date, participating interests in then outstanding Letters of Credit shall be adjusted to reflect the new Commitment Percentages. (iii) In the event that on any such Re-Allocation Date there is an unpaid principal amount of Eurocurrency Loans, such Eurocurrency Loans shall remain outstanding with the respective holders thereof until the expiration of their respective Interest Periods (unless the applicable Borrower elects to prepay any thereof in accordance with the applicable provisions of this Agreement), and on the last day of the respective Interest Periods the applicable Borrower shall make prepayments thereof and one or both Borrowers shall make borrowings of ABR Loans and/or Eurocurrency Loans so that, after giving effect thereto, the ABR Loans and Eurocurrency Loans outstanding are held as nearly as may be in accordance with the pro rata provisions of subsection 2.12(b) based on such new Commitment Percentages. (f) Notwithstanding anything to the contrary in this subsection 2.20, (i) in no event shall any transaction effected pursuant to this subsection 2.20 cause the aggregate Commitments to exceed $2,000,000,000, (ii) the Commitment of an individual Bank shall not, as a result of providing a new Commitment or of increasing its existing Commitment pursuant to this subsection 2.20, exceed 15% of the aggregate Commitments on any Re-Allocation Date and (iii) no Bank shall have any obligation to increase its Commitment unless it agrees to do so in its sole discretion. (g) The Borrowers, at their own expense, shall execute and deliver to the Administrative Agent in exchange for the surrendered Notes of any Bank, if any, new Notes to the order of such Bank, if requested, in an amount equal to the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of Bank after giving effect to any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such dateBank’s Commitment.

Commitment Increases. (a) Kraft Foods Group may The Parent Borrower shall have the right at any time and from time to time to (but not more than three times in i) increase the Commitments of any calendar yearLender and/or (ii) add Commitments (“Additional Commitments”), by written notice to the Administrative Agent (which provided that, no Additional Commitment shall promptly deliver a copy to each become effective if any Specified Default has occurred and is continuing, of the Lenders), executed by Kraft Foods Group and one or more financial institutions or other entities that will become “Lenders” (any such financial institution referred to in this Section 2.18 being called each an “Augmenting Additional Commitment Lender”), which may include any in each case subject only to (i) the consent of such Lender that is increasing its Commitment or Additional Commitment Lender, cause new Commitments as applicable and (ii) if such Additional Commitment Lender is not already a Lender hereunder or an affiliate of a Lender hereunder, the consent of the Issuing Lenders, the Administrative Agent, and the Swingline Lender (each such consent not to be extended by unreasonably delayed or withheld). For the Augmenting Lenders avoidance of doubt, no Lender will be required to provide any such Additional Commitments unless it so agrees. (b) With respect to a Commitment increase pursuant to clause (a)(i) above, the Parent Borrower shall provide a supplement substantially in the form of Exhibit M-1 hereto (the “Increase Supplement”) specifying the U.S. Facility Commitment increase or cause the existing Commitments of the Augmenting Lenders to be increasedCanadian Facility Commitment increase, as the case may be (be, executed by each increasing Lender and the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase Parent Borrower which shall be not less than $25,000,000, except delivered to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent for recording in the Register. With respect to a Commitment increase pursuant to clause (a)(ii) above, the Parent Borrower shall provide a Lender Joinder Agreement substantially in the form of Exhibit M-2 hereto (the “Lender Joinder Agreement”) specifying, among other things, the U.S Facility Commitment amount or Canadian Facility Commitment amount, as the case may be, executed by the Additional Commitment Lender and the Parent Borrower, which approval shall not be unreasonably withheld or delayed) and shall not be subject delivered together with any tax forms required pursuant to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as subsection 4.11 hereof to the Administrative Agent for its recording in the Register. Upon effectiveness of the Lender Joinder Agreement, each Additional Commitment Lender shall reasonably specify to evidence the Commitment of such Augmenting be a U.S Facility Lender and/or its status a Canadian Facility Lender, as the case may be, and a Lender hereunder (such documentation in respect for all intents and purposes of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of and such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment Additional Commitments shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowingU.S. Facility Commitments or Canadian Commitments, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentencerespectively. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though Upon the effectiveness of such increase were a Borrowing) the Increase Supplement or the Lender Joinder Agreement, as the case may be, outstanding Loans and/or participations in outstanding Swing Line Loans and/or L/C Obligations under the U.S. Facility and/or the Canadian Facility, as the case may be, shall be reallocated (and the Administrative Agent increasing Lender or joining Additional Commitment Lender, as applicable, shall have received make appropriate payments representing principal, with the Parent Borrower making any necessary payments of accrued interest) so that after giving effect thereto the increasing Lender or the joining Additional Commitment Lender, as the case may be, and the other U.S. Facility Lenders or Canadian Facility Lenders, as the case may be, share ratably in the Aggregate U.S. Facility Lender Exposure, or the Aggregate Canadian Facility Lender Exposure, in accordance with the applicable Commitments (and notwithstanding Section 4.12, no Borrower shall be liable for any amounts under Section 4.12 as a certificate result of Kraft Foods Group to that effect dated such datereallocation).

Commitment Increases. So long as no Default or Event of Default has occurred and is continuing, Borrowers may request that the Commitments be increased by up to $25,000,000 and, upon such request, Borrowers (aor upon the request of Borrowers, Agent) Kraft Foods Group may from time to time (but not more than three times in any calendar year), by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more solicit additional financial institutions (to become Lenders for purposes of this Agreement, or to encourage any such financial institution referred Lender to in this Section 2.18 being called an “Augmenting Lender”)increase its Commitment; provided, which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) each Lender which is a party to this Agreement prior to such increase shall have the first option, and may elect to fund its Pro Rata share of the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or any such greater amount in the event that one or more Lenders does not elect to fund its respective Pro Rata share of the amount of the increase in the Commitments), thereby increasing its Commitment hereunder, but no Lender shall have the obligation to do so, (ii) in the event that it becomes necessary to include a new financial institution to fund the amount of the increase in the Commitments, each such financial institution shall be an Eligible Assignee that is reasonably acceptable to Agent and Parent and each such financial institution shall become a Lender hereunder and agree to become party to, and shall assume and agree to be bound by, this Agreement, subject to all terms and conditions hereof; (iii) in the event that it becomes necessary to include a new financial institution to fund the amount of the increase in the Commitments, upon the request of Borrowers, Agent shall use its commercially reasonable efforts to solicit such additional financial institution or institutions to become Lenders; (iv) no Lender shall have an obligation to the Borrowers, Agent or any other Lender to increase its Commitment or its Pro Rata share of the Commitments, and (v) in no event shall the addition of any Lender or Lenders or the increase in the Revolver Commitment of any Lender under this Section 2.2.1 increase the Commitments (A) in any single instance by less than $5,000,000 or (B) to an aggregate amount greater than $100,000,000. Upon the addition of any Lender, or the increase in the Commitment of any Lender) , Commitments set forth on the signature pages to this Agreement shall be amended by Agent and the Borrowers to reflect such addition or addition of an Augmenting such increase. Any new financial institution added as a new Lender shall become effective under pursuant to this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 2.2.1 shall be satisfied as required to have a Commitment of such date not less than $10,000,000 (as though the effectiveness of such increase were a Borrowing) unless otherwise agreed by Agent and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such dateBorrower Representative in their discretion).

Commitment Increases. (a) Kraft Foods Group may from In the event that the Borrower wishes to increase the Total Commitments at any time to time when no Default or Event of Default has occurred and is continuing (but not more than three times in any calendar yearor shall result of such increase), by written notice to it shall notify the Administrative Agent in writing, given not more frequently than once per calendar year, of the amount (the “Revolving Credit Offered Increase Amount”) of such proposed increase (such notice, a “Commitment Increase Notice”) which shall promptly deliver be in a copy minimum amount equal to $10,000,000 and shall not exceed, in the aggregate for all increases, $150,000,000. The Borrower shall offer each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any Lenders the opportunity to provide such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments ’s Percentage of the Augmenting Lenders to be increasedRevolving Credit Offered Increase Amount, as the case may be (the aggregate amount of and if any Lender declines such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”)offer, in an whole or in part, the Borrower may offer such declined amount for each Augmenting Lender set forth in such notice; provided that to (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and other Lenders and/or (ii) other banks, financial institutions or other entities with the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval consent of the Administrative Agent (which approval consent of the Administrative Agent shall not be unreasonably withheld withheld, conditioned or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment mayNotice shall specify the Lenders and/or banks, without financial institutions or other entities that will be requested to provide such Revolving Credit Offered Increase Amount. The Borrower or, if requested by the consent of any other Borrower, the Administrative Agent will notify such Lenders, effect and/or banks, financial institutions or other entities of such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18offer. (b) Upon Any additional bank, financial institution or other entity which the Borrower selects to offer a portion of the increased Total Commitments and which elects to become a party to this Agreement and obtain a Commitment in an amount so offered and accepted by it pursuant to Section 2.3(a) shall execute a new lender supplement (the “New Lender Supplement”) with the Borrower and the Administrative Agent, substantially in the form of Exhibit A, whereupon such bank, financial institution or other entity (herein called a “New Revolving Credit Lender”) shall become a 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, provided that the Commitment of any such New Revolving Credit Lender shall be in an amount not less than $5,000,000. (c) Any Lender which accepts an offer to it by the Borrower to increase its Commitment pursuant to Section 2.3(a) shall, in each case, execute a commitment increase supplement with the Borrower and the Administrative Agent, substantially in the form of Exhibit B, whereupon such Lender shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Commitment as so increased. (d) If any bank, financial institution or other entity becomes a New Revolving Credit Lender pursuant to Section 2.3(b) or any Lender’s Commitment is increased pursuant to Section 2.3(c), additional Revolving Loans made on or after the effectiveness thereof (the “Revolving Credit Re-Allocation Date”) shall be made pro rata based on the Percentages in effect on and after such Revolving Credit Re-Allocation Date (except to the extent that any such pro rata borrowings would result in any Lender making an aggregate principal amount of Revolving Loans in excess of its Commitment, in which case such excess amount will be allocated to, and made by, such New Revolving Credit Lenders and/or Lenders with such increased Commitments to the extent of, and pro rata based on, their respective Commitments otherwise available for Revolving Loans), and continuations of Eurodollar Loans outstanding on such Revolving Credit Re-Allocation Date shall be effected by repayment of such Eurodollar Loans on the last day of the Interest Period applicable thereto and the making of new Eurodollar Loans pro rata based on such new Percentages. In the event that on any such Revolving Credit Re-Allocation Date there is an unpaid principal amount of ABR Loans, the Borrower shall make prepayments thereof and borrowings of ABR Loans so that, after giving effect thereto, the ABR Loans outstanding are held pro rata based on such new Percentages. In the event that on any such Revolving Credit Re-Allocation Date there is an unpaid principal amount of Eurodollar Loans, such Eurodollar Loans shall remain outstanding with the respective holders thereof until the expiration of their respective Interest Periods (unless the Borrower elects to prepay any thereof in accordance with the applicable provisions of this Agreement), and interest on and repayments of such Eurodollar Loans will be paid thereon to the respective Lenders holding such Eurodollar Loans pro rata based on the respective principal amounts thereof outstanding. (e) Notwithstanding anything to the contrary in this Section 2.3, (i) no Lender shall have any obligation to increase its Commitment unless it agrees to do so in its sole discretion and unless the Administrative Agent consents to such increase (which consent of the Administrative Agent shall not be unreasonably withheld, conditioned or delayed); provided, that any Lender not responding to the Commitment Increase Notice within the time period prescribed therein shall be deemed to have declined to increase its Commitment and (ii) in no event shall any transaction effected pursuant to this Section 2.18, if, on 2.3 (A) cause the date Total Commitments to exceed $650,000,000 or (B) occur at a time at which a Default or an Event of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances Default has occurred and is continuing. (f) The Administrative Agent shall have received on or prior to the effectiveness Revolving Credit Re-Allocation Date, for the benefit of the Lenders, (i) a legal opinion of counsel to the Borrower covering such Commitment Increase matters as are customary for transactions of this type as may be prepaid from reasonably requested by the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase)Administrative Agent, which prepayment opinions shall be accompanied substantially the same, to the extent appropriate, as the opinions rendered by accrued interest counsel to the Borrower on the Pro Rata Advances being prepaid Effective Date and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and (ii) certified copies of resolutions of the Lenders hereby agree that board of directors of the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply Borrower authorizing the Borrower to borrow the transactions effected pursuant to the immediately preceding sentenceRevolving Credit Offered Increase Amount. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group So long as no Event of Default has occurred and is continuing, the Borrower may request from time to time (but not more than three times in any calendar year)after the Effective Date, by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (that the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as the Lenders’ Commitments be increased (each a “Commitment Increase”)) by delivering a Notice of Commitment Increase; provided, in an amount for each Augmenting Lender set forth in such notice; provided that however, that: (i) no Lender’s Commitment may ever be increased without its prior written consent; (ii) any Notice of Commitment Increase must be given no later than three (3) Business Days prior to the Commitment Termination Date; (iii) the effective date of any Commitment Increase (the “Commitment Increase Effective Date”) shall be no earlier than three (3) Business Days after receipt by the Administrative Agent of such Notice of Commitment Increase; (iv) the amount of each any Commitment Increase shall must be not less than at least $25,000,000, except 10,000,000 or such lesser amount as the Administrative Agent may agree to in its sole discretion; (v) if requested by the extent necessary to utilize Administrative Agent or any Lender (through the remaining unused amount of increase permitted under this Section 2.18(aAdministrative Agent), and the Borrower shall provide the Administrative Agent and/or such requesting Lenders, a statement in conformity with the requirements of FR Form G-3 or FR Form U-1, as applicable, after giving effect to any such Commitment Increase; and (iivi) after giving effect to any requested Commitment Increase, the aggregate amount of the Commitment Increases Commitments shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon So long as no Event of Default has occurred and is continuing, each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on its Commitment Increase Effective Date and upon such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders.effectiveness: (di) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received record in the Register each CI Lender’s information, if necessary, as provided in the Notice of Commitment Increase and pursuant to an Administrative Questionnaire that shall be completed and delivered by each CI Lender to the Administrative Agent on or before the Commitment Increase Effective Date; (ii) the Administrative Agent shall distribute to each Lender (including each CI Lender) a certificate copy of Kraft Foods Group the Annex I attached to that effect dated the Notice of Commitment Increase relating to such Commitment Increase; (iii) each CI Lender identified on the Notice of Commitment Increase for such Commitment Increase shall be a “Lender” for all purposes under this Agreement; (iv) to the extent there are Loans outstanding as of such date.: (A) each CI Lender shall, by wire transfer of immediately available funds, deliver to the Administrative Agent such CI Lender’s New Funds Amount for the applicable Commitment Increase Effective Date, which amount, for each such CI Lender, shall constitute Loans made by such CI Lender to the Borrower pursuant to this Agreement on such Commitment Increase Effective Date; and (B) the Administrative Agent shall, by wire transfer of immediately available funds, pay to each then Reducing Percentage Lender its Reduction Amount for such Commitment Increase Effective Date, which amount, for each such Reducing Percentage Lender, shall constitute a prepayment by the Borrower pursuant to Section 2.07, ratably in accordance with the respective Principal Amounts thereof, of the Principal Amounts of all then outstanding Loans of such Reducing Percentage Lender; and

Commitment Increases. (a) Kraft Foods Group may The Borrower shall have the right at any time and from time to time to (but not more than three times i) request an increase in the Commitments of any calendar year), by written notice to the Administrative Agent Lenders (which shall promptly deliver a copy to each “Commitment Increase”) and/or (ii) add Commitments of the Lenders), executed by Kraft Foods Group and one or more other lenders or financial institutions or other entities that will become Lenders (any such financial institution referred to in this Section 2.18 being called each, an “Augmenting Additional Commitment Lender”), which may include any subject to the consent of each such Lender that is increasing its Commitment or is an Additional Commitment Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increasedas applicable, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000after giving effect thereto, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Total Commitment Increases shall not exceed $500,000,000300,000,000. Each Augmenting No Lender shall have any obligation to participate in any increase described in this paragraph unless it agrees to do so in its sole discretion. (if not then b) With respect to a LenderCommitment Increase pursuant to clause (a)(i) above, the Borrower shall provide a supplement substantially in the form of Exhibit F-1 hereto (each, an “Increase Supplement”) specifying the amount of such Commitment Increase and the applicable Commitment Increase closing date, executed by each increasing Lender and the Borrower, which shall be subject delivered to the Administrative Agent for recording in the Register. (c) With respect to an addition of one or more Additional Commitment Lenders pursuant to clause (a)(ii) above, (i) each such Additional Commitment Lender and the Borrower shall execute and provide a New Lender Supplement (each, a “New Lender Supplement”) substantially in the form of Exhibit F-2 hereto, specifying, among other things, the Commitment amount and the applicable Commitment closing date, with the approval of the Administrative Agent (which approval shall such approval, not to be unreasonably withheld or delayed) ), whereupon such Additional Commitment Lender shall become a Lender for all purposes and to the same extent as if originally a party hereto and shall not be subject bound by and entitled to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions benefits of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting LendersAgreement. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though Upon the effectiveness of such increase were a Borrowing) the Increase Supplement or the New Lender Supplement, as the case may be, outstanding Revolving Credit Loans and/or participations in outstanding Swingline Loans under the Revolving Credit Facility shall be reallocated (and the Administrative Agent increasing Lenders or joining Additional Commitment Lenders, as applicable, shall have received a certificate make appropriate payments representing principal, with the Borrower making any necessary payments of Kraft Foods Group to accrued interest and other accrued amounts) so that after giving effect dated such datethereto the increasing Lenders or the joining Additional Commitment Lenders, as the case may be, and the other Lenders under the Revolving Credit Facility share ratably in the aggregate Revolving Credit Exposures thereunder in accordance with the applicable Commitments.

Commitment Increases. (a) Kraft Foods Group may Subject to Section 4.03, the Borrower and any one or more Lenders (including New Lenders) may, from time to time (but not more than three times in any calendar year), by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment maytime, without the consent of any other LendersLender (but with the consent of (i) the Administrative Agent (solely in the case of any Increasing Lender that is not then a Lender or an Affiliate thereof), effect such amendments to this Agreement as may be necessary or appropriateeach Issuing Bank and the Swingline Lender, in each case such consent not to be unreasonably withheld, delayed or conditioned), agree that such Lenders (including New Lenders) shall provide additional Commitments or increase the reasonable opinion amount of their Commitments (each, a “Commitment Increase”, and such Lenders and New Lenders being collectively referred to as the “Increasing Lenders”) by executing and delivering to the Administrative Agent, to effect Agent an Incremental Commitment Activation Notice specifying (i) the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness amount of such Commitment Increase and (ii) the proposed applicable Incremental Commitment Effective Date. Notwithstanding the foregoing, (A) the aggregate amount of Commitment Increases obtained after the Closing Date shall not exceed $500,000,000 and (B) each Commitment Increase shall be prepaid from in an integral multiple of $5,000,000 and not less than $25,000,000. No Lender shall have any obligation to participate in any Commitment Increase unless it agrees to do so in its sole discretion. Any bank, financial institution or other entity that is an Eligible Assignee (and has provided to the proceeds Administrative Agent an Administrative Questionnaire and any applicable tax forms required under Section 2.16(f) with respect to such entity) that elects to become a “Lender” under this Agreement in connection with any Commitment Increase shall execute a New Lender Supplement (each, a “New Lender Supplement”), substantially in the form of new Pro Rata Advances made hereunder Exhibit F-2, whereupon such bank, financial institution or other entity (reflecting a “New Lender”) shall become a 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. (i) The commitments under each Commitment Increase shall be deemed for all purposes part of the Commitments, (ii) each Lender (including any New Lender) participating in such Commitment Increase shall become a Lender with respect to the Commitments and all matters relating thereto and (iii) the commitments under each Commitment Increase shall have the same terms as the Commitments. On the Incremental Commitment Effective Date for any Commitment Increase), which prepayment (A) the aggregate principal amount of the Revolving Credit Loans outstanding (the “Initial Borrowings”) immediately prior to the Commitment Increase on the Incremental Commitment Effective Date shall be accompanied deemed to be repaid, (B) each Increasing Lender that shall have had a Commitment prior to the Commitment Increase shall pay to the Administrative Agent in same day funds an amount equal to the difference between (1) the product of (x) such Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase) multiplied by accrued interest on (y) the Pro Rata Advances being prepaid amount of each Subsequent Borrowing (as defined below) and any costs incurred (2) the product of (x) such Lender’s Applicable Percentage (calculated without giving effect to the Commitment Increase) multiplied by any (y) the amount of each Initial Borrowing, (C) each Increasing Lender that shall not have had a Commitment prior to the Commitment Increase shall pay to Administrative Agent in same day funds an amount equal to the product of (1) such Increasing Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase) multiplied by (2) the amount of each Subsequent Borrowing, (D) after the Administrative Agent receives the funds specified in clauses (B) and (C) above, the Administrative Agent shall pay to each Lender the portion of such funds that is equal to the difference between (1) the product of (x) such Lender’s Applicable Percentage (calculated without giving effect to the Commitment Increase) multiplied by (y) the amount of each Initial Borrowing, and (2) the product of (x) such Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase) multiplied by (y) the amount of each Subsequent Borrowing, (E) after the effectiveness of the Commitment Increase, the Borrower shall be deemed to have obtained new Borrowings (the “Subsequent Borrowings”) in amounts equal to the amounts of the Initial Borrowings and of the Types and for the Interest Periods specified in a Borrowing Request delivered to the Administrative Agent in accordance with Section 9.04(b)2.03, (F) each Lender shall be deemed to hold its Applicable Percentage of each Subsequent Borrowing (calculated after giving effect to the Commitment Increase) and (G) the Borrower shall pay each Lender any and all accrued but unpaid interest on its Revolving Credit Loans comprising the Initial Borrowings. The Administrative Agent and deemed payments of the Lenders hereby agree that Initial Borrowings made pursuant to clause (A) above shall be subject to compensation by the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected Borrower pursuant to the immediately preceding sentence. (c) provisions of Section 2.15 if the Incremental Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective Effective Date occurs other than on the date specified in last day of the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting LendersInterest Period relating thereto. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group may from In the event that the Borrower wishes to increase the Total Commitments at any time to time when no Default or Event of Default has occurred and is continuing (but not more than three times in any calendar yearor shall result of such increase), by written notice to it shall notify the Administrative Agent in writing of the amount (the “Revolving Credit Offered Increase Amount”) of such proposed increase (such notice, a “Commitment Increase Notice”) which shall promptly deliver be in a copy minimum amount equal to $5,000,000 and shall not exceed, in the aggregate, $100,000,000. The Borrower shall offer each of the Lenders)Lenders the opportunity to provide such Lender’s Percentage of the Revolving Credit Offered Increase Amount, executed by Kraft Foods Group and one if any Lender declines such offer, in whole or more in part, the Borrower may offer such declined amount to (i) other Lenders and/or (ii) other banks, financial institutions (or other entities with the consent of the Administrative Agent and, unless any such other bank, financial institution referred or other entity would qualify as an Eligible Assignee, the Issuing Lender (which consents of the Administrative Agent and the Issuing Lender shall not be unreasonably withheld or delayed). The Commitment Increase Notice shall specify the Lenders and/or banks, financial institutions or other entities that will be requested to in this Section 2.18 being called an “Augmenting Lender”)provide such Revolving Credit Offered Increase Amount. The Borrower or, which may include any Lender, cause new Commitments to be extended if requested by the Augmenting Lenders Borrower, the Administrative Agent will notify such Lenders, and/or banks, financial institutions or cause other entities of such offer. (b) Any additional bank, financial institution or other entity which the existing Commitments Borrower selects to offer a portion of the Augmenting Lenders increased Total Commitments and which elects to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred become a party to as this Agreement and obtain a “Commitment Increase”), in an amount so offered and accepted by it pursuant to Section 2.3(a) shall execute a new lender supplement with the Borrower, the Issuing Lender and the Administrative Agent, substantially in the form of Exhibit A, whereupon such bank, financial institution or other entity (herein called a “New Revolving Credit Lender”) shall become a Lender for each Augmenting Lender set forth in such notice; 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, provided that (i) the amount Commitment of each Commitment Increase any such New Revolving Credit Lender shall be in an amount not less than $25,000,0005,000,000. (c) Any Lender which accepts an offer to it by the Borrower to increase its Commitment pursuant to Section 2.3(a) shall, in each case, execute a Commitment Increase Supplement with the Borrower, the Issuing Lender and the Administrative Agent, substantially in the form of Exhibit B, whereupon such Lender shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Commitment as so increased. (d) If any bank, financial institution or other entity becomes a New Revolving Credit Lender pursuant to Section 2.3(b) or any Lender’s Commitment is increased pursuant to Section 2.3(c), additional Revolving Loans made on or after the effectiveness thereof (the “Revolving Credit Re-Allocation Date”) shall be made pro rata based on the Percentages in effect on and after such Revolving Credit Re-Allocation Date (except to the extent necessary to utilize the remaining unused that any such pro rata borrowings would result in any Lender making an aggregate principal amount of increase permitted under this Section 2.18(aLOSANGELES 618830 v1 (2K) Revolving Loans in excess of its Commitment, in which case such excess amount will be allocated to, and made by, such New Revolving Credit Lenders and/or Lenders with such increased Commitments to the extent of, and pro rata based on, their respective Commitments otherwise available for Revolving Loans), and (ii) continuations of Eurodollar Loans outstanding on such Revolving Credit Re-Allocation Date shall be effected by repayment of such Eurodollar Loans on the aggregate last day of the Interest Period applicable thereto and the making of new Eurodollar Loans pro rata based on such new Percentages. In the event that on any such Revolving Credit Re-Allocation Date there is an unpaid principal amount of ABR Loans, the Commitment Increases Borrower shall not exceed $500,000,000make prepayments thereof and borrowings of ABR Loans so that, after giving effect thereto, the ABR Loans outstanding are held pro rata based on such new Percentages. Each Augmenting Lender In the event that on any such Revolving Credit Re-Allocation Date there is an unpaid principal amount of Eurodollar Loans, such Eurodollar Loans shall remain outstanding with the respective holders thereof until the expiration of their respective Interest Periods (if not then a Lender) shall unless the Borrower elects to prepay any thereof in accordance with the applicable provisions of this Agreement), and interest on and repayments of such Eurodollar Loans will be subject paid thereon to the approval respective Lenders holding such Eurodollar Loans pro rata based on the respective principal amounts thereof outstanding. (e) Notwithstanding anything to the contrary in this Section 2.3, (i) no Lender shall have any obligation to increase its Commitment unless it agrees to do so in its sole discretion and unless the Administrative Agent and the Issuing Lender consent to such increase (which consents of the Administrative Agent (which approval and the Issuing Lender shall not be unreasonably withheld or delayed) and (ii) in no event shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase transaction effected pursuant to this Section 2.18, if, on 2.3 (A) cause the date Total Commitments to exceed $300,000,000 or (B) occur at a time at which a Default or an Event of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances Default has occurred and is continuing. (f) The Administrative Agent shall have received on or prior to the effectiveness Revolving Credit Re-Allocation Date, for the benefit of the Lenders, (i) a legal opinion of counsel to the Borrower covering such Commitment Increase matters as are customary for transactions of this type as may be prepaid from reasonably requested by the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase)Administrative Agent, which prepayment opinions shall be accompanied substantially the same, to the extent appropriate, as the opinions rendered by accrued interest counsel to the Borrower on the Pro Rata Advances being prepaid Effective Date and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and (ii) certified copies of resolutions of the Lenders hereby agree that board of directors of the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply Borrower authorizing the Borrower to borrow the transactions effected pursuant to the immediately preceding sentenceRevolving Credit Offered Increase Amount. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group may At any time and from time to time (but not more than three times in any calendar year)after the Closing Date, the Warehousing Credit Limit and the Term Loan Credit Limit may be increased either by written notice to the Administrative Agent (which shall promptly deliver an Additional Lender establishing a copy to each of the Lenders), executed Warehousing Commitment and a Term Loan Commitment or by Kraft Foods Group and one or more financial institutions then existing Lenders (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be "Increase Lenders") increasing its Warehousing Commitment Amount and Term Loan Commitment Amount (the aggregate amount of each such increase for all Augmenting Lenders on any single occasion being referred to as by either means, a “"Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; ") provided that no Commitment Increase shall become effective unless and until (i) Borrowers, Credit Agent and the amount of each Additional Lenders or the Increase Lenders shall have executed and delivered an amendment with respect to such Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a)Increase, and (ii) if, after giving effect thereto, the aggregate amount Warehousing Credit Limit would exceed $450,000,000 and the Term Loan Credit Limit would exceed $100,000,000, such Commitment Increase shall have been consented to by each of the Commitment Increases shall not exceed $500,000,000other Lenders. Each Augmenting Lender (if not then a Lender) shall be subject Prior to the approval of the Administrative Agent effective date (which approval shall not be unreasonably withheld or delayed"Effective Date") and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with Increase, Borrowers shall issue promissory notes to the notice Additional Lenders. Such new promissory note or notes shall constitute a "Warehousing Note" and "Term Loan Note" for the purposes of such the Loan Documents. No Lender has implicitly or explicitly agreed to make any future Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to by entering into this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18Agreement. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on On the date Effective Date of such Commitment Increase, there Credit Agent shall recompute the Percentage Share for each Lender based on the new Warehousing Credit Limit and Term Loan Credit Limit which results from the Commitment Increase, and Credit Agent shall request Warehousing Advances and Term Loan Advances from or will direct prepayments to each Lender so that the total amount of all then outstanding Warehousing Advances and Term Loan Advances are shared pro rata by each Lender. On the effective date of any Pro Rata reduction of the Warehousing Credit Limit and Term Loan Credit Limit resulting from the expiration of a temporary increase in any Lender's Warehousing Commitment Amount and Term Loan Commitment Amount, Borrower shall prepay the Warehousing Advances outstanding, such Pro Rata and Term Loan Advances shall on or prior in an amount equal to the effectiveness amount by which the aggregate unpaid principal balance of such Lender's (i) Warehousing Advances exceeds its Warehousing Commitment Increase be prepaid from the proceeds of new Pro Rata Amount, and (ii) Term Loan Advances made hereunder (reflecting such exceeds its Term Loan Commitment Increase)Amount, which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Credit Agent shall have received a certificate of Kraft Foods Group direct such prepayments to that effect dated such dateLender.

Commitment Increases. (a) Kraft Foods Group The Banks hereby acknowledge and agree that the Borrower may from at any time prior to time (the Final Maturity Date, but not no more than three times in once during any calendar yearquarter, increase the Total Commitment under this Agreement, in incremental amounts of $10,000,000, by an aggregate amount not in excess of $500,000,000 for all such increases by either requesting a Bank or Banks to increase its Commitment or Commitments (provided that no Bank shall be required to agree to any such increase) or by requesting a financial institution that is an Eligible Transferee to become a party to this Agreement (such institution, a "New Bank"), by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) no Event of Default has occurred and is continuing at the time of any such increase, (ii) the Credit Rating shall be either an Increased Investment Grade Rating or a Maximum Investment Grade Rating at the time of any such increase, (iii) the Borrower shall deliver a notice of such increase to the Payments Administrator describing (x) the amount of such increase and the Total Commitment after giving effect to such increase and (y) the Bank(s) or New Bank(s) agreeing to such increase and the amount of each such entity's Commitment Increase shall be not less than $25,000,000, except after giving effect to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a)such increase, and (iiiv) the aggregate amount Borrower and each such Bank or New Bank shall deliver an Agreement of Commitment Increase to the Payments Administrator. Any such Total Commitment increase will become effective upon (A) in the case of New Banks only, the payment to the Payments Administrator of a nonrefundable fee of $2,500 and (B) in all cases, the recording by the Payments Administrator of such addition to the Total Commitment in the Register, the Payments Administrator hereby agreeing to effect such recordation no later than three Business Days after its receipt of an Agreement of Commitment Increase. Upon the effectiveness of any additional Commitment pursuant to this Section 1.16, (x) the New Bank, if any, will become a "Bank" for all purposes of this Agreement and the other Credit Documents with a Commitment as so recorded by the Payments Administrator in the Register and (y) the Borrower shall issue to the respective Bank or New Bank a new Note. The Payments Administrator will prepare on the last Business Day of each calendar quarter during which an increase has become effective pursuant to this Section 1.16 a new Annex I hereto giving effect to all such increases effected during such quarter and will promptly provide same to the Borrower and each of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18Banks. (b) Upon each If the Total Commitment Increase is increased pursuant to this Section 2.181.16 (a) at a time when Loans are outstanding, if, then the Borrower shall take all such actions as appropriate to repay and reborrow Loans (but without any obligation to repay Eurodollar Loans other than on the date last day of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior an Interest Period applicable thereto and without regard to the effectiveness provisions of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date Section 1.08), so that, as shall be agreed upon by Kraft Foods Groupsoon as practicable, the Administrative Agent and outstanding principal amount of the applicable Augmenting LendersLoans of each Non-Defaulting Bank equals such Bank's Percentage of the aggregate outstanding principal amount of all Loans of all Non-Defaulting Banks. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group The Banks hereby acknowledge and agree that the Borrower may from at any time prior to time (the Commitment Expiry Date, but not no more than three times in once during any calendar yearquarter, increase the Total Commitment under this Agreement, in incremental amounts of $10,000,000, by an aggregate amount not in excess of $500,000,000 for all such increases by either requesting a Bank or Banks to increase its Commitment or Commitments (provided that no Bank shall be required to agree to any such increase) or by requesting a financial institution that is an Eligible Transferee to become a party to this Agreement (such institution, a "New Bank"), by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) no Event of Default has occurred and is continuing at the time of any such increase, (ii) the Credit Rating shall be either an Increased Investment Grade Rating or a Maximum Investment Grade Rating at the time of any such increase, (iii) the Borrower shall deliver a notice of such increase to the Payments Administrator describing (x) the amount of such increase and the Total Commitment after giving effect to such increase and (y) the Bank(s) or New Bank(s) agreeing to such increase and the amount of each such entity's Commitment Increase shall be not less than $25,000,000, except after giving effect to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a)such increase, and (iiiv) the aggregate amount Borrower and each such Bank or New Bank shall deliver an Agreement of Commitment Increase to the Payments Administrator. Any such Total Commitment increase will become effective upon (A) in the case of New Banks only, the payment to the Payments Administrator of a nonrefundable fee of $2,500 and (B) in all cases, the recording by the Payments Administrator of such addition to the Total Commitment in the Register, the Payments Administrator hereby agreeing to effect such recordation no later than three Business Days after its receipt of an Agreement of Commitment Increase. Upon the effectiveness of any additional Commitment pursuant to this Section 1.16, (x) the New Bank, if any, will become a "Bank" for all purposes of this Agreement and the other Credit Documents with a Commitment as so recorded by the Payments Administrator in the Register and (y) the Borrower shall issue to the respective Bank or New Bank a new Note. The Payments Administrator will prepare on the last Business Day of each calendar quarter during which an increase has become effective pursuant to this Section 1.16 a new Annex I hereto giving effect to all such increases effected during such quarter and will promptly provide same to the Borrower and each of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18Banks. (b) Upon each If the Total Commitment Increase is increased pursuant to this Section 2.181.16 (a) at a time when Loans are outstanding, if, then the Borrower shall take all such actions as appropriate to repay and reborrow Loans (but without any obligation to repay Eurodollar Loans other than on the date last day of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior an Interest Period applicable thereto and without regard to the effectiveness provisions of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date Section 1.08), so that, as shall be agreed upon by Kraft Foods Groupsoon as practicable, the Administrative Agent and outstanding principal amount of the applicable Augmenting LendersLoans of each Non-Defaulting Bank equals such Bank's Percentage of the aggregate outstanding principal amount of all Loans of all Non-Defaulting Banks. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group may Subject to Section 4.03, the Borrower and any one or more Lenders (including New Lenders) may, from time to time (but not more than three times in any calendar year), by written notice to after the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment mayClosing Date, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in Lender (but with the reasonable opinion consent of the Administrative AgentAgent (solely in the case of any Increasing Lender that is not then a Lender or an Affiliate thereof), each Issuing Bank and the Swingline Lender, in each case, such consent not to effect be unreasonably withheld, delayed or conditioned), agree that such Lenders (including New Lenders) shall provide additional Commitments or increase the provisions amount of this Section 2.18. their Commitments (b) Upon each Commitment Increase pursuant to this Section 2.18each, if, on the date of such a “Commitment Increase”, there are any Pro Rata Advances outstanding, and such Pro Rata Advances shall on or prior Lenders and New Lenders being collectively referred to as the “Increasing Lenders”) by executing and delivering to the effectiveness Administrative Agent an Incremental Commitment Activation Notice specifying (i) the amount of such Commitment Increase and (ii) the proposed applicable Incremental Commitment Effective Date. Notwithstanding the foregoing, (A) the aggregate amount of Commitment Increases obtained after the Closing Date shall not exceed $1,000,000,000 and (B) each Commitment Increase shall be prepaid from in an integral multiple of $5,000,000 and not less than $25,000,000. No Lender shall have any obligation to participate in any Commitment Increase unless it agrees to do so in its sole discretion. Any bank, financial institution or other entity that is an Eligible Assignee (and that has provided to the proceeds Administrative Agent an Administrative Questionnaire and any applicable tax forms required under Section 2.16(f) with respect to such entity) that elects to become a “Lender” under this Agreement in connection with any Commitment Increase shall execute a New Lender Supplement (each, a “New Lender Supplement”), substantially in the form of new Pro Rata Advances made hereunder Exhibit F-2, whereupon such bank, financial institution or other entity (reflecting a “New Lender”) shall become a 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. (i) The commitments under each Commitment Increase shall be deemed for all purposes part of the Commitments, (ii) each Lender (including any New Lender) participating in such Commitment Increase shall become a Lender with respect to the Commitments and all matters relating thereto and (iii) the commitments under each Commitment Increase shall have the same terms as the Commitments. On the Incremental Commitment Effective Date for any Commitment Increase), which prepayment (A) the aggregate principal amount of the Revolving Loans outstanding (the “Initial Borrowings”) immediately prior to the Commitment Increase on the Incremental Commitment Effective Date shall be accompanied deemed to be repaid, (B) each Increasing Lender that shall have had a Commitment prior to the Commitment Increase shall pay to the Administrative Agent in same day funds an amount equal to the difference between (1) the product of (x) such Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase) multiplied by accrued interest on (y) the Pro Rata Advances being prepaid amount of each Subsequent Borrowing (as defined below) and any costs incurred (2) the product of (x) such Lender’s Applicable Percentage (calculated without giving effect to the Commitment Increase) multiplied by any (y) the amount of each Initial Borrowing, (C) each Increasing Lender that shall not have had a Commitment prior to the Commitment Increase shall pay to Administrative Agent in same day funds an amount equal to the product of (1) such Increasing Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase) multiplied by (2) the amount of each Subsequent Borrowing, (D) after the Administrative Agent receives the funds specified in clauses (B) and (C) above, the Administrative Agent shall pay to each Lender the portion of such funds that is equal to the difference between (1) the product of (x) such Lender’s Applicable Percentage (calculated without giving effect to the Commitment Increase) multiplied by (y) the amount of each Initial Borrowing and (2) the product of (x) such Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase) multiplied by (y) the amount of each Subsequent Borrowing, (E) after the effectiveness of the Commitment Increase, the Borrower shall be deemed to have obtained new Borrowings (the “Subsequent Borrowings”) in amounts equal to the amounts of the Initial Borrowings and of the Types and for the Interest Periods specified in a Borrowing Request delivered to the Administrative Agent in accordance with Section 9.04(b)2.03, (F) each Lender shall be deemed to hold its Applicable Percentage of each Subsequent Borrowing (calculated after giving effect to the Commitment Increase) and (G) the Borrower shall pay each Lender any and all accrued but unpaid interest on its Loans comprising the Initial Borrowings. The Administrative Agent and deemed payments of the Lenders hereby agree that Initial Borrowings made pursuant to clause (A) above shall be subject to compensation by the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected Borrower pursuant to the immediately preceding sentence. (c) provisions of Section 2.15 if the Incremental Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective Effective Date occurs other than on the date specified in last day of the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting LendersInterest Period relating thereto. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a1) Kraft Foods Group may from time to time (but not more than three times in any calendar year)The Borrower may, by written notice to the Administrative Agent (which shall promptly deliver a copy given during the Availability Period, from time to each of time request an increase to the Lenders), executed by Kraft Foods Group and one or more financial institutions existing Commitments (any such financial institution referred increase, “New Commitments”) to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause aggregate amount (including the existing Commitments and such New Commitments) not in excess of the Augmenting Lenders to Commitment Cap; provided that the New Commitments for each increase shall be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except U.S.$50,000,000 and integral multiples of U.S.$1,000,000 in excess of that amount (or such lesser amount equal to the extent necessary difference between the Commitment Cap and the sum of the existing Commitments and such New Commitments with respect to utilize the remaining unused amount of increase permitted under this Section 2.18(a)Loans) and, and (ii) in the aggregate amount aggregate, not in excess of the Commitment Increases shall not exceed $500,000,000Cap. Each Augmenting Lender such notice shall specify the date (if each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments shall be effective, which shall be a date not then a Lender) less than 10 Business Days after the date on which such notice is delivered to the Administrative Agent or such shorter period of time as consented to by the Administrative Agent. Each such New Commitment shall be subject to the approval consent of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, Lenders in their sole and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18absolute discretion. (b2) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date Such New Commitments shall become effective as of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to Increased Amount Date if (A) the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowingshall have consented to such New Commitments in their sole and absolute discretion, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (cB) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence no Default or Event of paragraph (a) above or Default exists on such other date as shall be agreed upon by Kraft Foods GroupIncreased Amount Date before or after giving effect to such New Commitments, the Administrative Agent and the applicable Augmenting Lenders. (dC) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment each of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be 3.2 is satisfied as of if such date (as though the effectiveness of such increase Increased Amount Date were a BorrowingCredit Date, (D) the Borrower makes any payments required pursuant to Section 2.7 and the Fee Letters in connection with such New Commitments, and (E) the Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated in connection with any such datetransaction.

Commitment Increases. (a) Kraft Foods Group Notwithstanding anything to the contrary contained in this Agreement, the Borrower may request from time to time (but not more than three times in any calendar year), that the Total Commitment be increased by written notice to increasing the Administrative Agent (which shall promptly deliver a copy to each of aggregate Domestic Commitment under the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (Domestic Facility; provided that the aggregate amount of all such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases increases shall not exceed $500,000,000. Each Augmenting Lender The Borrower may (if not then a LenderI) request one or more of the Domestic Lenders to increase the amount of its Domestic Commitment (which request shall be subject in writing and sent to the approval Administrative Agent to forward to such Lender or Lenders) and/or (II) with the consent of the Administrative Agent and each Issuing Lender (which approval consents of the Administrative Agent and each Issuing Lender shall not be unreasonably withheld or delayed), arrange for one or more banks or financial institutions not a party hereto (a “New Lender”) to become parties to and Domestic Lenders under this Agreement. In no event may any Lender’s Domestic Commitment be increased without the prior written consent of such Lender. The failure of any Lender to respond to the Borrower’s request for an increase shall be deemed a rejection by such Lender of the Borrower’s request. The Total Commitment may not be subject to increased if, at the approval time of any other Lendersproposed increase hereunder, a Default or Event of Default has occurred and Kraft Foods Group is continuing. Upon any request by the Borrower to increase the Total Commitment, the Borrower shall be deemed to have represented and each Augmenting Lender shall execute all such documentation warranted on and as of the Administrative Agent shall reasonably specify to evidence the Commitment date of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect request that no Default or Event of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18Default has occurred and is continuing. (b) Upon each If any Lender is willing, in its sole and absolute discretion, to increase the amount of its Domestic Commitment hereunder (such a Lender hereinafter referred to as an “Increasing Lender”), it shall enter into a written agreement to that effect with the Borrower and the Administrative Agent, substantially in the form of Exhibit G (a “Commitment Increase pursuant to this Section 2.18Supplement”), ifwhich agreement shall specify, on among other things, the date amount of the increased Domestic Commitment of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to Increasing Lender. Upon the effectiveness of such Commitment Increase Increasing Lender’s increase in Domestic Commitment, Schedule 2.01 shall, without further action, be prepaid from deemed to have been amended appropriately to reflect the proceeds of new Pro Rata Advances made increased Domestic Commitment. Any New Lender which is willing to become a party hereto and a Domestic Lender hereunder (reflecting such Commitment Increaseand which arrangement to become a party hereto and a Domestic Lender hereunder has been consented to by the Administrative Agent and each Issuing Lender pursuant to Section 2.23(a)) shall enter into a written agreement with the Borrower and the Administrative Agent, substantially in the form of Exhibit H (a “New Lender Supplement”), which prepayment agreement shall specify, among other things, its Domestic Commitment hereunder. When such New Lender becomes a Domestic Lender hereunder as set forth in the New Lender Supplement, Schedule 2.01 shall, without further action, be deemed to have been amended as appropriate to reflect the Commitment of such New Lender. Upon the execution by the Administrative Agent, the Borrower and such New Lender of such New Lender Supplement, such New Lender shall become and be deemed a party hereto and a “Lender” hereunder for all purposes hereof and shall enjoy all rights and assume all obligations on the part of the Domestic Lenders set forth in this Agreement, and its Domestic Commitment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any amount specified in its New Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentenceSupplement. (c) In no event shall an increase in a Lender’s Domestic Commitment Increases and new Commitments created pursuant to this Section 2.18 shall or the Domestic Commitment of a New Lender become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, until the Administrative Agent and shall have received favorable written opinions of counsel for the applicable Augmenting Borrower, addressed to the Lenders. (d) Notwithstanding , covering such matters as are customary for transactions of this type as may be reasonably requested by the foregoingAdministrative Agent, which opinions shall be substantially the same, to the extent appropriate, as the opinions rendered by counsel to the Borrower on the Closing Date. In no event shall an increase in a Lender’s Domestic Commitment or the Commitments (or in any Domestic Commitment of any Lender) or addition of an Augmenting a New Lender shall which results in the Total Commitment exceeding the amount which is authorized at such time in resolutions previously delivered to the Administrative Agent become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and until the Administrative Agent shall have received a certificate copy of Kraft Foods Group the resolutions, in form and substance satisfactory to the Administrative Agent, of the Board of Directors of the Borrower authorizing the borrowings contemplated pursuant to such increase, certified by the Secretary or an Assistant Secretary of the Borrower. Upon the effectiveness of the increase in a Lender’s Domestic Commitment or the Domestic Commitment of a New Lender pursuant to the preceding sentence and execution by an Increasing Lender of a Commitment Increase Supplement or by a New Lender of a New Lender Supplement, the Borrower shall make such borrowings from such Increasing Lender or Additional Lender, and/or shall make such prepayment of outstanding Domestic Revolving Loans, as shall be required to cause the aggregate outstanding principal amount of Domestic Revolving Loans owing to each Domestic Lender (including each such Increasing Lender and New Lender) to be proportional to such Lender’s share of the Total Domestic Commitments after giving effect to any increase thereof. Any such prepayments of Eurocurrency Loans shall be subject to Section 2.17. Any such borrowings, if based on the Eurocurrency Rate, shall have amounts allocated to Interest Periods that effect dated end on dates that coincide with the end of Interest Periods then applicable to outstanding Eurocurrency Loans (notwithstanding the definition of “Interest Period”) so as to cause the amount of Eurocurrency Loans to be continued or converted pursuant to Section 2.13 on the last day of each such dateInterest Period to be pro rata for all Lenders.

Commitment Increases. (a) Kraft Foods Group may At any time and from time to time (but not more than three times in any calendar year)after the date hereof, the Commitment may be increased either by written notice to the Administrative Agent (which shall promptly deliver an Additional Lender establishing a copy to each of the Lenders), executed Commitment Amount or by Kraft Foods Group and one or more financial institutions then existing Lenders, at each such Lender’s sole discretion (any such financial institution referred to in this Section 2.18 being called an “Augmenting Increase Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be ) increasing its Commitment Amount (the aggregate amount of each such increase for all Augmenting Lenders on any single occasion being referred to as by either means, a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; ) provided that no Commitment Increase shall become effective unless and until the Agent has approved (iin its unrestricted discretion) such Commitment Increase, and the Borrower, the Agent and the Additional Lender or the Increase Lender shall have executed and delivered an amendment with respect to such Commitment Increase. Prior to the effective date of any Commitment Increase, the Borrower shall issue a Note to the Additional Lender or, against surrender of its existing Note, to an Increase Lender in the amount of each such Lender’s Commitment Increase shall be not less than $25,000,000, except Amount after giving effect to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Such new promissory notes shall constitute a “Note” for the purpose of the Loan Documents. For the avoidance of doubt, and notwithstanding the Agent’s ability to approve or refuse Commitment Increases, no Lender’s Commitment Amount shall be increased as a result of a Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18Lender’s consent. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on On the effective date of such any Commitment Increase, there are any Pro Rata the Agent shall recompute the Commitment Percentage for each Lender following the Commitment Increase, and within in two (2) Business Days, the Agent shall request Advances outstanding, such Pro Rata Advances of the affected category from or shall on or prior to the effectiveness direct prepayments of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase)to, which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any each Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree so that the minimum borrowing, total amount of all then outstanding Advances of the affected category of each category are shared pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected with each Lender, pursuant to the immediately preceding sentenceSection 2.1 hereof. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group may At any time and from time to time (but not more than three times in any calendar year)after the date hereof, the Commitment may be increased either by written notice to the Administrative Agent (which shall promptly deliver an Additional Lender establishing a copy to each of the Lenders), executed Commitment Amount or by Kraft Foods Group and one or more financial institutions then existing Lenders, at each such Lender’s sole discretion (any such financial institution referred to in this Section 2.18 being called an “Augmenting Increase Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be ) increasing its Commitment Amount (the aggregate amount of each such increase for all Augmenting Lenders on any single occasion being referred to as by either means, a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; ) provided that no Commitment Increase shall become effective unless and until the Agent has approved (iin its unrestricted discretion) such Commitment Increase, and the Borrowers, the Agent and the Additional Lender or the Increase Lender shall have executed and delivered an amendment with respect to such Commitment Increase. Prior to the effective date of any Commitment Increase, the Borrowers shall issue a Note to the Additional Lender or, against surrender of its existing Note, to an Increase Lender in the amount of each such Lender’s Commitment Increase shall be not less than $25,000,000, except Amount after giving effect to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Such new promissory notes shall constitute a “Note” for the purpose of the Loan Documents. For the avoidance of doubt, and notwithstanding the Agent’s ability to approve or refuse Commitment Increases, no Lender’s Commitment Amount shall be increased as a result of a Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18Lender’s consent. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on On the effective date of such any Commitment Increase, there are any Pro Rata the Agent shall recompute the Commitment Percentage for each Lender following the Commitment Increase, and within two (2) Business Days, the Agent shall request Advances outstanding, such Pro Rata Advances from or shall on or prior to the effectiveness direct prepayments of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase)to, which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any each Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree so that the minimum borrowing, total amount of all then outstanding Advances are shared pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected with each Lender, pursuant to the immediately preceding sentenceSection 2.3 hereof. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group At any time after the Closing Date and prior to the Commitment Expiration Date of any Bank, provided that no Event of Default shall have occurred and be continuing, the Borrowers may from time to time (but not more than three times in any calendar year), request an increase of the aggregate Commitments by written notice to the Administrative Agent (which shall promptly deliver a copy to each in writing of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be amount (the aggregate amount “Offered Increase Amount”) of such proposed increase for all Augmenting Lenders on any single occasion being referred to as (such notice, a “Commitment IncreaseIncrease Notice”), in an amount for each Augmenting Lender set forth in . Any such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except Notice must offer each Bank the opportunity to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount subscribe for its pro rata share of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to increased Commitments; provided, however, the approval Borrowers may, with the consent of the Administrative Agent (which approval consent shall not be unreasonably withheld or delayed), without offering to each Bank the opportunity to subscribe for its pro rata share of the increased Commitments, offer to any bank or other financial institution that is not an existing Bank the opportunity to provide a new Commitment pursuant to paragraph (b) and below if the aggregate amount of all Commitments made hereunder pursuant to this proviso which will be in effect when such new Commitment becomes effective does not exceed $250,000,000 subject to subsection 2.20(f). If any portion of the increased Commitments offered to the Banks as contemplated in the immediately preceding sentence is not subscribed for by the Banks, the Borrowers may, with the consent of the Administrative Agent as to any bank or financial institution that is not at such time a Bank (which consent shall not be subject unreasonably withheld or delayed), offer to any existing Bank or to one or more additional banks or financial institutions the opportunity to provide all or a portion of such unsubscribed portion of the increased Commitments pursuant to paragraph (b) below. (b) Any additional bank or financial institution that the Borrowers select to offer the opportunity to provide any portion of the increased Commitments, and that elects to become a party to this Agreement and provide a Commitment, shall execute a New Bank Supplement with the Borrowers and the Administrative Agent, substantially in the form of Exhibit N (a “New Bank Supplement”), whereupon such bank or financial institution (a “New Bank”) shall become a Bank for all purposes and to the approval same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement, and Schedule II shall be deemed to be amended to add the name and Commitment of such New Bank, provided that the Commitment of any other Lenderssuch New Bank shall be in an amount not less than $10,000,000. (c) Any Bank that accepts an offer to it by the Borrowers to increase its Commitment pursuant to this subsection 2.20 shall, in each case, execute a Commitment Increase Supplement with the Borrowers and the Administrative Agent, substantially in the form of Exhibit O (a “Commitment Increase Supplement”), whereupon such Bank (an “Increasing Bank”) shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Commitment as so increased, and Kraft Foods Group Schedule II shall be deemed to be amended to so increase the Commitment of such Bank. (d) The effectiveness of any New Bank Supplement or Commitment Increase Supplement shall be contingent upon receipt by the Administrative Agent of such corporate resolutions of the Borrowers and each Augmenting Lender shall execute all such documentation legal opinions of counsel to the Borrowers as the Administrative Agent shall reasonably specify request with respect thereto. (i) Except as otherwise provided in subparagraphs (ii) and (iii) of this paragraph (e), if any bank or financial institution becomes a New Bank pursuant to evidence subsection 2.20(b) or any Bank’s Commitment is increased pursuant to subsection 2.20(c), additional Committed Rate Loans made on or after the date of the effectiveness thereof (the “Re-Allocation Date”) shall be made in accordance with the pro rata provisions of subsection 2.12(b) based on the Commitment Percentages in effect on and after such Re-Allocation Date (except to the extent that any such pro rata borrowings would result in any Bank making an aggregate principal amount of Committed Rate Loans in excess of its Commitment, in which case such excess amount will be allocated to, and made by, the relevant New Banks and Increasing Banks to the extent of, and in accordance with the pro rata provisions of subsection 2.12(b) based on, their respective Commitments). On each Re-Allocation Date, the Administrative Agent shall deliver such amended Schedule II and a notice to each Bank of the adjusted Commitment Percentages after giving effect to any increase in the aggregate Commitments made pursuant to this subsection 2.20 on such Re-Allocation Date. (ii) In the event that on any such Re-Allocation Date there is an unpaid principal amount of ABR Loans, the applicable Borrower shall make prepayments thereof and one or both Borrowers shall make borrowings of ABR Loans and/or Eurodollar Loans, as the applicable Borrower shall determine, so that, after giving effect thereto, the ABR Loans and Eurodollar Loans outstanding are held as nearly as may be in accordance with the pro rata provisions of subsection 2.12(b) based on such new Commitment Percentages. (iii) In the event that on any such Re-Allocation Date there is an unpaid principal amount of Eurodollar Loans, such Eurodollar Loans shall remain outstanding with the respective holders thereof until the expiration of their respective Interest Periods (unless the applicable Borrower elects to prepay any thereof in accordance with the applicable provisions of this Agreement), and on the last day of the respective Interest Periods the applicable Borrower shall make prepayments thereof and one or both Borrowers shall make borrowings of ABR Loans and/or Eurodollar Loans so that, after giving effect thereto, the ABR Loans and Eurodollar Loans outstanding are held as nearly as may be in accordance with the pro rata provisions of subsection 2.12(b) based on such new Commitment Percentages. (f) Notwithstanding anything to the contrary in this subsection 2.20, (i) in no event shall any transaction effected pursuant to this subsection 2.20 cause the aggregate Commitments to exceed $1,000,000,000, (ii) the Commitment of an individual Bank shall not, as a result of providing a new Commitment or of increasing its existing Commitment pursuant to this subsection 2.20, exceed 15% of the aggregate Commitments on any Re-Allocation Date and (iii) no Bank shall have any obligation to increase its Commitment unless it agrees to do so in its sole discretion. (g) The Borrowers, at their own expense, shall execute and deliver to the Administrative Agent in exchange for the surrendered Notes of any Bank, if any, new Notes to the order of such Bank, if requested, in an amount equal to the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of Bank after giving effect to any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such dateBank’s Commitment.

Commitment Increases. (a) Kraft Foods Group The Borrowers may from time to time (but not and more than three times in any calendar yearone time), by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group the Borrowers and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,00010,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), 2.25(a) and (ii) the aggregate amount of the Aggregate Commitment Increases shall not exceed $500,000,0001,000,000,000 after giving effect to the effectiveness of any Commitment Increase. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent Agent, each Issuing Bank and the Swingline Lender (which approval shall not be unreasonably withheld or delayedwithheld) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group the Company and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section, (i) each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Augmenting Lender providing a portion of such Commitment Increase, and each such Augmenting Lender will automatically and without further act be deemed to have assumed, a portion of such Lender’s participations hereunder in outstanding Letters of Credit such that, after giving effect to such Commitment Increase and each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding participations hereunder in Swingline Loans and Letters of Credit held by each Lender (including each such Augmenting Lender) will (subject to Section 2.18, 2.24) equal such Lender’s Pro Rata Share and (ii) if, on the date of such Commitment Increase, there are any Pro Rata Advances Revolving Loans outstanding, such Pro Rata Advances shall on or prior the parties hereto shall, at the request of the Agent, take actions agreed upon by the Agent and the Company that will result, within a period acceptable to the effectiveness of such Commitment Increase be prepaid from Agent and the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase)Company, which prepayment shall be accompanied in the outstanding Revolving Loans being held by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender Lenders ratably in accordance with Section 9.04(btheir Commitments. In determining the actions to be taken (which may include the prepayment and reborrowing of all or a portion of such Revolving Loans and/or the making of Revolving Loans on a non-pro-rata basis by Augmenting Lenders for the balance of Interest Periods in progress and at rates reflecting the Eurodollar Base Rate at the time for loans of such duration), the Agent and the Lenders will endeavor to minimize breakage costs for which the Borrowers must compensate the Lenders to the extent practicable without undue complexity or administrative burdens on the Agent or the Lenders. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 2.25 shall become effective on the date specified in the notice delivered by Kraft Foods Group the Company pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Groupthe Company, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless (i) on the date of such increase, the conditions set forth in Section 3.03 4.2 (it being understood and agreed that (A) all references to “Credit Extension Date” therein shall be deemed to refer to the date of such Commitment Increase and (B) all references to the “Closing Date” in Sections 5.5 and 5.7 shall be deemed to refer to the date of such Commitment Increase) shall be satisfied as of such date (as though the effectiveness of such increase were a BorrowingCredit Extension) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such datedate and executed by an Authorized Officer of the Company, and (ii) the actions referred to in paragraph (b)(ii) of this Section 2.25 shall have been agreed upon by the Agent and the Company (provided, however, that the prepayment and reborrowing on the date of such Commitment Increase of all Revolving Loans then outstanding shall be deemed to satisfy the condition specified in this clause (ii)).

Commitment Increases. (a) Kraft Foods Group At any time after the Closing Date, PROVIDED that no Event of Default shall have occurred and be continuing, the Borrowers may from time to time (but not more than three times in any calendar year), request an increase of the aggregate Commitments by written notice to the Administrative Agent (which shall promptly deliver a copy to each in writing of the Lendersamount (the "OFFERED INCREASE AMOUNT") of such proposed increase (such notice, a "COMMITMENT INCREASE NOTICE"), executed by Kraft Foods Group and one or more financial institutions (any . Any such financial institution referred Commitment Increase Notice must offer each Bank the opportunity to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments subscribe for its pro rata share of the Augmenting Lenders to be increasedincreased Commitments; PROVIDED, as HOWEVER, the case may be (Borrowers may, with the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval consent of the Administrative Agent (which approval consent shall not be unreasonably withheld or delayed), without offering to each Bank the opportunity to subscribe for its pro rata share of the increased Commitments, offer to any bank or other financial institution that is not an existing Bank the opportunity to provide a new Commitment pursuant to paragraph (b) and below if the aggregate amount of all Commitments made hereunder pursuant to this proviso which will be in effect when such new Commitment becomes effective does not exceed $750,000,000 subject to subsection 2.20(f). If any portion of the increased Commitments offered to the Banks as contemplated in the immediately preceding sentence is not subscribed for by the Banks, the Borrowers may, with the consent of the Administrative Agent as to any bank or financial institution that is not at such time a Bank (which consent shall not be subject unreasonably withheld or delayed), offer to any existing Bank or to one or more additional banks or financial institutions the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute opportunity to provide all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment or a portion of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion unsubscribed portion of the Administrative Agent, increased Commitments pursuant to effect the provisions of this Section 2.18. paragraph (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentencebelow. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group may from In the event that the Borrower wishes to increase the Total Commitments at any time to time when no Default or Event of Default has occurred and is continuing (but not more than three times in any calendar yearor shall result of such increase), by written notice to it shall notify the Administrative Agent in writing, given not more frequently than once per calendar year, of the amount (the “Revolving Credit Offered Increase Amount”) of such proposed increase (such notice, a “Commitment Increase Notice”) which shall promptly deliver be in a copy minimum amount equal to $5,000,000 and shall not exceed, in the aggregate for all increases, $100,000,000. The Borrower shall offer each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any Lenders the opportunity to provide such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments ’s Percentage of the Augmenting Lenders to be increasedRevolving Credit Offered Increase Amount, as the case may be (the aggregate amount of and if any Lender declines such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”)offer, in an whole or in part, the Borrower may offer such declined amount for each Augmenting Lender set forth in such notice; provided that to (i) other Lenders with the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount consent of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Swingline Lender and the Issuing Lenders (if not then a Lender) shall be subject to the approval which consents of the Administrative Agent (which approval Swingline Lender and the Issuing Lenders shall not be unreasonably withheld or delayed) and/or (ii) other banks, financial institutions or other entities with the consent of the Administrative Agent, the Swingline Lender and the Issuing Lenders (which consents of the Administrative Agent, the Swingline Lender and the Issuing Lenders shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increaseunreasonably withheld or delayed). The Commitment Increase Amendment mayNotice shall specify the Lenders and/or banks, without financial institutions or other entities that will be requested to provide such Revolving Credit Offered Increase Amount. The Borrower or, if requested by the consent of any other Borrower, the Administrative Agent will notify such Lenders, effect and/or banks, financial institutions or other entities of such amendments offer. (b) Any additional bank, financial institution or other entity which the Borrower selects to offer a portion of the increased Total Commitments and which elects to become a party to this Agreement and obtain a Commitment in an amount so offered and accepted by it pursuant to Section 2.3(a) shall execute a new lender supplement (the “New Lender Supplement”) with the Borrower, the Issuing Lenders and the Administrative Agent, substantially in the form of Exhibit A, whereupon such bank, financial institution or other entity (herein called a “New Revolving Credit Lender”) shall become a Lender for all purposes and to the same extent as may if originally a party hereto and shall be necessary or appropriatebound by and entitled to the benefits of this Agreement, provided that the Commitment of any such New Revolving Credit Lender shall be in an amount not less than $5,000,000. (c) Any Lender which accepts an offer to it by the Borrower to increase its Commitment pursuant to Section 2.3(a) shall, in each case, execute a Commitment Increase Supplement with the reasonable opinion Borrower, the Issuing Lenders and the Administrative Agent, substantially in the form of Exhibit B, whereupon such Lender shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Commitment as so increased. (d) If any bank, financial institution or other entity becomes a New Revolving Credit Lender pursuant to Section 2.3(b) or any Lender’s Commitment is increased pursuant to Section 2.3(c), additional Revolving Loans made on or after the effectiveness thereof (the “Revolving Credit Re-Allocation Date”) shall be made pro rata based on the Percentages in effect on and after such Revolving Credit Re-Allocation Date (except to the extent that any such pro rata borrowings would result in any Lender making an aggregate principal amount of Revolving Loans in excess of its Commitment, in which case such excess amount will be allocated to, and made by, such New Revolving Credit Lenders and/or Lenders with such increased Commitments to the extent of, and pro rata based on, their respective Commitments otherwise available for Revolving Loans), and continuations of Eurodollar Loans outstanding on such Revolving Credit Re-Allocation Date shall be effected by repayment of such Eurodollar Loans on the last day of the Interest Period applicable thereto and the making of new Eurodollar Loans pro rata based on such new Percentages. In the event that on any such Revolving Credit Re-Allocation Date there is an unpaid principal amount of ABR Loans, the Borrower shall make prepayments thereof and borrowings of ABR Loans so that, after giving effect thereto, the ABR Loans outstanding are held pro rata based on such new Percentages. In the event that on any such Revolving Credit Re-Allocation Date there is an unpaid principal amount of Eurodollar Loans, such Eurodollar Loans shall remain outstanding with the respective holders thereof until the expiration of their respective Interest Periods (unless the Borrower elects to prepay any thereof in accordance with the applicable provisions of this Agreement), and interest on and repayments of such Eurodollar Loans will be paid thereon to the respective Lenders holding such Eurodollar Loans pro rata based on the respective principal amounts thereof outstanding. (e) Notwithstanding anything to the contrary in this Section 2.3, (i) no Lender shall have any obligation to increase its Commitment unless it agrees to do so in its sole discretion and unless the Administrative Agent, the Swingline Lender and the Issuing Lenders consent to such increase (which consents of the Administrative Agent, the Swingline Lender and the Issuing Lenders shall not be unreasonably withheld or delayed); provided, that any Lender not responding to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase Notice within the time period prescribed therein shall be deemed to have declined to increase its Commitment and (ii) in no event shall any transaction effected pursuant to this Section 2.18, if, on 2.3 (A) cause the date Total Commitments to exceed $400,000,000 or (B) occur at a time at which a Default or an Event of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances Default has occurred and is continuing. (f) The Administrative Agent shall have received on or prior to the effectiveness Revolving Credit Re-Allocation Date, for the benefit of the Lenders, (i) a legal opinion of counsel to the Borrower covering such Commitment Increase matters as are customary for transactions of this type as may be prepaid from reasonably requested by the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase)Administrative Agent, which prepayment opinions shall be accompanied substantially the same, to the extent appropriate, as the opinions rendered by accrued interest counsel to the Borrower on the Pro Rata Advances being prepaid Effective Date and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and (ii) certified copies of resolutions of the Lenders hereby agree that board of directors of the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply Borrower authorizing the Borrower to borrow the transactions effected pursuant to the immediately preceding sentenceRevolving Credit Offered Increase Amount. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group may from In the event that the Borrower wishes to increase the aggregate Commitments at any time to time (but not more than three times in any calendar year)that no Event of Default has occurred and is continuing, by written notice to it shall notify the Administrative Agent (which shall promptly deliver a copy to each in writing of the Lendersamount (the "Offered Increase Amount") of such proposed increase (such notice, a "Commitment Increase Notice"), executed by Kraft Foods Group provided that increases in the aggregate Commitments shall be in increments of $50,000,000 and the aggregate Commitments shall not be increased to an amount exceeding $700,000,000. The Borrower may, at its election, (i) offer one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders the opportunity to be increased, as participate in all or a portion of the case may be Offered Increase Amount pursuant to subsection (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (ic) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and below and/or (ii) with the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval consent of the Administrative Agent (which approval consent shall not be unreasonably withheld withheld), offer one or delayedmore additional banks, financial institutions or other entities the opportunity to participate in all or a portion of the Offered Increase Amount pursuant to paragraph (b) and below. Each Commitment Increase Notice shall not be subject specify which Lenders and/or banks, financial institutions or other entities the Borrower desires to participate in such commitment increase. The Borrower or, if requested by the approval of any other LendersBorrower, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment will notify such Lenders, and/or banks, financial institutions or other entities of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18offer. (b) Upon each Commitment Increase pursuant Any additional bank, financial institution or other entity which the Borrower selects to offer participation in the increased Commitments, and which elects to become a party to this Agreement and obtain a Commitment shall execute a New Lender Supplement with the Borrower and the Administrative Agent, substantially in the form of Exhibit C, whereupon such bank, financial institution or other entity (for purposes of this Section 2.182.20, ifherein called a "New Lender") shall become a 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, on and Schedule 2.01 shall be deemed to be amended to add the date name and Commitments of such New Lender, provided that the Commitment Increase, there are of any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment New Lender shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall an amount not apply to the transactions effected pursuant to the immediately preceding sentenceless than $10,000,000. (c) Any Lender which accepts an offer to it by the Borrower to increase its Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on subsection 2.20(a)(i) shall, in each case, execute a Commitment Increase Supplement with the date specified Borrower and the Administrative Agent, substantially in the notice delivered form of Exhibit D, whereupon such Lender shall be bound by Kraft Foods Group pursuant and entitled to the first sentence benefits of paragraph (a) above or on such other date this Agreement with respect to the full amount of its Commitment as so increased, and Schedule 2.01 shall be agreed upon by Kraft Foods Group, deemed to be amended to so increase the Administrative Agent and the applicable Augmenting LendersCommitment of such Lender. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment The effectiveness of any Lender) New Lender Supplement or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 Commitment Increase Supplement shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and contingent upon receipt by the Administrative Agent of such corporate resolutions of the Borrower and legal opinions of counsel to the Borrower as it shall reasonably request with respect thereto. (e) If any bank, financial institution or other entity becomes a New Lender pursuant to subsection 2.20(b) or any Lender's Commitment is increased pursuant to subsection 2.20(c), additional Loans made on or after the effectiveness thereof (the "Re-Allocation Date") shall be made pro rata based on the Applicable Percentages in effect on and after such Re-Allocation Date (except to the extent that any such pro rata borrowings would result in any Lender making an aggregate principal amount of Loans in excess of its Commitment, in which case such excess amount will be allocated to, and made by, such New Lenders and/or Lenders with such increased Commitments to the extent of, and pro rata based on, their respective Commitments otherwise available for Loans), and continuations of Eurodollar Loans outstanding on such Re-Allocation Date shall be effected by repayment of such Eurodollar Loans on the last day of the Interest Period applicable thereto and the making of new Eurodollar Loans pro rata based on such new Applicable Percentages. In the event that on any such Re-Allocation Date there is an unpaid principal amount of Base Rate Loans, the Borrower shall make prepayments thereof and borrowings of Base Rate Loans so that, after giving effect thereto, the Base Rate Loans outstanding are held pro rata based on such new Applicable Percentages. In the event that on any such Re-Allocation Date there is an unpaid principal amount of Eurodollar Loans, such Eurodollar Loans shall remain outstanding with the respective holders thereof until the expiration of their respective Interest Periods (unless the Borrower elects to prepay any thereof in accordance with the applicable provisions of this Agreement), and interest on and repayments of such Eurodollar Loans will be paid thereon to the respective Lenders holding such Eurodollar Loans pro rata based on the respective principal amounts thereof outstanding. (f) Notwithstanding anything to the contrary in this subsection 2.20, (i) in no event shall any transaction effected pursuant to this subsection 2.20 cause the aggregate Commitments to exceed $700,000,000, and (ii) no Lender shall have received a certificate of Kraft Foods Group any obligation to that effect dated such dateincrease its Commitment unless it agrees to do so in its sole discretion.

Commitment Increases. (a) Kraft Foods Group The Borrowers may from time to time (but not and more than three times in any calendar yearone time), by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group the Borrowers and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,00015,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a2.24(a), and (ii) the aggregate amount of the Aggregate Commitment Increases shall not exceed $500,000,000800,000,000 after giving effect to the effectiveness of each Commitment Increase. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent and each Issuing Bank (which approval shall not be unreasonably withheld or delayedwithheld) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group the Company and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section, (i) each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Augmenting Lender providing a portion of such Commitment Increase, and each such Augmenting Lender will automatically and without further act be deemed to have assumed, a portion of such Lender’s participations hereunder in outstanding Letters of Credit such that, after giving effect to such Commitment Increase and each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding participations hereunder in Letters of Credit held by each Lender (including each such Augmenting Lender) will (subject to Section 2.18, 2.25) equal such Lender’s Pro Rata Share and (ii) if, on the date of such Commitment Increase, there are any Pro Rata Advances Revolving Loans outstanding, such Pro Rata Advances Revolving Loans shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances Revolving Loans made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances Revolving Loans being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b)3.4. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 2.24 shall become effective on the date specified in the notice delivered by Kraft Foods Group the Company pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Groupthe Company, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 4.4.1 and 4.4.2 (it being understood that all references to “Credit Extension Date” therein shall be deemed to refer to the date of such Commitment Increase) shall be satisfied as of such date (as though the effectiveness of such increase were a BorrowingCredit Extension) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such datedate and executed by an Authorized Officer of the Company.

Commitment Increases. (a) Kraft Foods Group may from The Seller may, at any time to time (but in any event not more than three times in any calendar year)twice prior to the Termination Date, by written notice to the Administrative Agent Agent, request that the Total Commitments, be increased by an amount of $25,000,000 or an integral multiple thereof (which shall promptly deliver each a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments "Commitment Increase") to be extended by effective as of a date that is at least 90 days prior to the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be scheduled Termination Date then in effect (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred "Increase Date") as specified in the related notice to as a “Commitment Increase”)the Agent; provided, in an amount for each Augmenting Lender set forth in such notice; provided however that (i) in no event shall the amount of each Commitment Increase shall be not less than Total Commitments at any time exceed $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), 200,000,000 and (ii) on the aggregate amount date of any request by the Seller for a Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) Increase and on the related Increase Date the applicable conditions set forth in Section 3.02 shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18satisfied. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on The Agent shall promptly notify the date Purchasers of such a request by the Seller for a Commitment Increase, there are any Pro Rata Advances outstandingwhich notice shall include (i) the proposed amount of such requested Commitment Increase, (ii) the proposed Increase Date and (iii) the date by which Purchasers wishing to participate in the Commitment Increase must commit to an increase in the amount of their respective Commitments (the "Commitment Date"), which Commitment Date shall be no less than five Business Days from the date on which such Pro Rata Advances shall notice is given. Each Purchaser that is willing to participate in such requested Commitment Increase (each an "Increasing Purchaser") shall, in its sole discretion, give written notice to the Agent on or prior to the effectiveness Commitment Date of such the amount by which it is willing to increase its Commitment. If the Purchasers notify the Agent that they are willing to increase the amount of their respective Commitments by an aggregate amount that exceeds the amount of the requested Commitment Increase, the requested Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on allocated among the Pro Rata Advances being prepaid and any costs incurred by any Lender Purchasers willing to participate therein in accordance with Section 9.04(b). The Administrative Agent such amounts as are agreed between the Seller and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentenceAgent. (c) Promptly following each Commitment Increases and new Commitments created pursuant Date, the Agent shall notify the Seller as to this Section 2.18 shall become effective on the date specified amount, if any, by which the Purchasers are willing to participate in the notice delivered requested Commitment Increase. If the aggregate amount by Kraft Foods Group pursuant which the Purchasers are willing to participate in any requested Commitment Increase on any such Commitment Date is less than the first sentence requested Commitment Increase, then the Seller may extend offers to one or more Eligible Assignees to participate in any portion of paragraph (a) above or on the requested Commitment Increase that has not been committed to by the Purchasers as of the applicable Commitment Date; provided, however, that the Commitment of each such other date as Eligible Assignee shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lendersin an amount of $5,000,000 or more. (d) Notwithstanding On each Increase Date, each Eligible Assignee that accepts an offer to participate in a requested Commitment Increase in accordance with Section 2.04(c) (each such Eligible Assignee, an "Assuming Purchaser") shall become a Purchaser party to this Agreement as of such Increase Date and the foregoingCommitment of each Increasing Purchaser for such requested Commitment Increase shall be so increased by such amount (or by the amount allocated to such Purchaser pursuant to the last sentence of Section 2.04(b)) as of such Increase Date; provided, no however, that the Agent shall have received on or before such Increase Date the following, each dated such date: (i) (A) certified copies of resolutions of the Seller approving the Commitment Increase and (B) an opinion of counsel for the Seller (which may be in-house counsel), in form and substance reasonably satisfactory to the Agent; (ii) an assumption agreement from each Assuming Purchaser, if any, in form and substance reasonably satisfactory to the Seller and the Agent (each an "Assumption Agreement"), duly executed by such Eligible Assignee, the Agent and the Seller; and (iii) confirmation from each Increasing Purchaser of the increase in the Commitments (or amount of its Commitment in any Commitment a writing satisfactory to the Seller and the Agent. On each Increase Date, upon fulfillment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in the immediately preceding sentence of this Section 3.03 2.04(d), the Agent shall be satisfied as of such date notify the Purchasers (as though the effectiveness of such increase were a Borrowingincluding, without limitation, each Assuming Purchaser) and the Administrative Agent Seller, on or before 12:00 Noon (New York City time), by telecopier, of the occurrence of the Commitment Increase to be effected on such Increase Date and shall have received a certificate of Kraft Foods Group record in the Register the relevant information with respect to that effect dated each Increasing Purchaser and each Assuming Purchaser on such date. Each Increasing Purchaser and each Assuming Purchaser shall, before 2:00 P.M. (New York City time) on the Increase Date, make Purchases in an amount equal to such Purchaser’s ratable portion of the Commitment Increase.

Commitment Increases. (a) Kraft Foods Group The Borrower and any one or more Lenders (including New Lenders) may from time to time (but not more than three times in any calendar year)agree that such Lenders shall make, obtain or increase the amount of their Commitments, as applicable, by written notice executing and delivering to the Administrative Agent (which shall promptly deliver a copy to each an Increased Facility Activation Notice substantially in the form of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that Exhibit G-1 specifying (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a)such increase, and (ii) the applicable Increased Facility Closing Date. Notwithstanding the foregoing, (i) without the consent of the Required Lenders, the aggregate amount of incremental Commitments obtained after the Commitment Increases Closing Date pursuant to this paragraph shall not exceed $500,000,000. Each Augmenting Lender 250,000,000 and (if not then a Lenderii) without the consent of the Administrative Agent, each increase effected pursuant to this paragraph shall be subject in a minimum amount of at least $25,000,000. No Lender shall have any obligation to participate in any increase described in this paragraph unless it agrees to do so in its sole discretion. The Administrative Agent shall have received (i) a certificate, dated as such Increased Facility Closing Date and signed by the President, Chief Executive Officer, or a Financial Officer of the Borrower, stating that (a) the representations and warranties contained in Article IV hereof are true and correct on and as of such Increased Facility Closing Date, and (b) as of such Increased Facility Closing Date, no Default has occurred and is continuing, (ii) if reasonably requested by the Administrative Agent, duly executed resolutions of the Borrower authorizing the request for and the incurrence of such increase in the Commitments (to the approval extent not already authorized in a prior resolution which authorization remains in full force and effect) and (iii) if reasonably requested by the Administrative Agent, an opinion of counsel to the Borrower, dated as of the Increased Facility Closing Date, substantially in the form of the opinion delivered by the Borrower on the Closing Date. (b) Any existing Lender increasing their Commitments shall execute an Increasing Lender Supplement (each, an “Increasing Lender Supplement”), substantially in the form of Exhibit G-2, whereupon such Lender’s Commitments shall be increased by the amount specified therein and any additional bank, financial institution or other entity which, with the consent of the Borrower, the Issuing Banks and the Administrative Agent (which approval consent shall not be unreasonably withheld withheld), elects to become a “Lender” under this Agreement in connection with any transaction described in Section 2.18(a) shall execute a New Lender Supplement (each, a “New Lender Supplement”), substantially in the form of Exhibit G-2, whereupon such bank, financial institution or delayedother entity (a “New Lender”) shall become a Lender for all purposes and to the same extent as if originally a party hereto and shall not be subject bound by and entitled to the approval benefits of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder this Agreement. (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of c) Unless otherwise agreed by the Administrative Agent, on each Increased Facility Closing Date the Borrower shall prepay all then outstanding Loans made to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase)it, which prepayment shall be accompanied by payment of all accrued interest on the Pro Rata Advances being amount prepaid and any costs incurred by any Lender amounts payable pursuant to Section 2.12 or Section 2.13 in accordance with Section 9.04(bconnection therewith, and, to the extent it determines to do so, reborrow Loans from all the Lenders (after giving effect to the new and/or increased Commitments becoming effective on such date). The Administrative Agent Any prepayment and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected reborrowing pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 sentence shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant be effected, to the first sentence maximum extent practicable, through the netting of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, amounts payable between the Administrative Agent Borrower and the applicable Augmenting respective Lenders. (d) Notwithstanding anything to the foregoingcontrary in this Agreement, no increase in each of the Commitments parties hereto hereby agrees that, on each Increased Facility Closing Date, this Agreement (or in any Commitment of any Lenderand the Schedules and Exhibits hereto) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as amended to the extent (but only to the extent) necessary to reflect the existence and terms of the increased Commitments evidenced thereby. Any such date (as though the effectiveness of such increase were a Borrowing) and deemed amendment may be effected in writing by the Administrative Agent shall have received a certificate of Kraft Foods Group with the Borrower’s consent (not to that effect dated such datebe unreasonably withheld) and furnished to the other parties hereto.

Commitment Increases. (a) Kraft Foods Group may So long as no Default or Event of Default exists or would arise therefrom, the Administrative Borrower shall have the right at any time, and from time to time (but not more than three times in any calendar year)time, by written notice to the Administrative Agent (which shall promptly deliver a copy to each request an increase of the Lenders), executed by Kraft Foods Group and Commitments to an amount not to exceed $700,000,000. Any such requested increase shall be first made to all existing Lenders on a pro rata basis. To the extent that one or more financial institutions of the Existing Lenders decline to increase their Commitments, or decline to increase their Commitments to the amount requested by the Administrative Borrower, the Administrative Borrower may seek, and, if requested by the Administrative Borrower, the Agent, in consultation with the Administrative Borrower, will use its reasonable efforts to arrange for, other Persons to become a Lender hereunder and to issue commitments in an amount equal to the amount of the increase in the Commitments requested by the Administrative Borrower and not accepted by the existing Lenders (any each such financial institution referred to in this Section 2.18 being called increase by either means, a “Commitment Increase,” and each Person issuing, or Lender increasing, such Commitment, an “Augmenting Additional Commitment Lender”), which may include any Lenderprovided, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increasedhowever, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each no Lender shall be obligated to provide a Commitment Increase shall be not less than $25,000,000, except to as a result of any such request by the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a)Administrative Borrower, and (ii) the aggregate amount of the any Additional Commitment Increases shall Lender which is not exceed $500,000,000. Each Augmenting an Existing Lender (if not then a Lender) shall be subject to the approval of the Agent and the Administrative Agent Borrower (which approval shall not be unreasonably withheld or delayedwithheld). Each Commitment Increase shall be in a minimum amount of $50,000,000 and in increments of $25,000,000 in excess thereof. (i) No Commitment Increase shall become effective unless and until each of the following conditions have been satisfied: (A) The Borrowers, the Agent, and any Additional Commitment Lender shall not be subject have executed and delivered a joinder to the approval Loan Documents in such form as the Agent shall reasonably require; (B) The Borrowers shall have paid such fees and other compensation to the Additional Commitment Lenders as the Borrowers and such Additional Commitment Lenders shall agree; (C) The Borrowers shall have paid such arrangement fees to the Agent as the Borrower and the Agent may agree; (D) The Borrowers shall deliver to the Agent and the Lenders an opinion or opinions, in form and substance reasonably satisfactory to the Agent, from counsel to the Borrowers reasonably satisfactory to the Agent and dated such date; (E) If requested by any applicable Additional Commitment Lender or the Agent, a Revolving Loan Note will be issued at the Borrowers’ expense, to each such Additional Commitment Lender, in conformity with the requirements hereof (with appropriate modification) to the extent necessary to reflect the new Commitment of any each Additional Commitment Lender; and (F) The Borrowers and the Additional Commitment Lender(s) shall have delivered such other instruments, documents and agreements as the Agent may reasonably have requested. (ii) The Agent shall promptly notify each Lender as to the effectiveness of each Commitment Increase (with each date of such effectiveness being referred to herein as a “Commitment Increase Date”), and at such time (A) the Commitments under, and for all purposes of, this Agreement shall be increased by the aggregate amount of such Commitment Increases, (B) Schedule 1.1 shall be deemed modified, without further action, to reflect the revised Commitments and Pro Rata Shares of the Lenders, and Kraft Foods Group and each Augmenting Lender (C) this Agreement shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment maybe deemed amended, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agentfurther action, to effect the provisions of this Section 2.18extent necessary to reflect such increased Commitments. (biii) Upon In connection with Commitment Increases hereunder, the Lenders and the Borrowers agree that, notwithstanding anything to the contrary in this Agreement (including Section 3.6), (A) the Borrowers shall, in coordination with the Agent, (x) repay outstanding Revolving Loans of certain Lenders, and obtain Revolving Loans from certain other Lenders (including the Additional Commitment Lenders), or (y) take such other actions as reasonably may be required by the Agent, in each Commitment Increase case to the extent necessary so that all of the Lenders effectively participate in each of the outstanding Revolving Loans on the basis of their Pro Rata Shares (determined after giving effect to any increase in the Commitments pursuant to this Section 2.181.1(c)), if, on and (B) the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances Borrowers shall on or prior pay to the effectiveness Lenders any costs of such Commitment Increase be prepaid from the proceeds type referred to in Section 4.4 in connection with any repayment and/or Revolving Loans required pursuant to the preceding clause (A). Without limiting the obligations of new Pro Rata Advances made hereunder (reflecting such Commitment Increasethe Borrowers provided for in this Section 1.1(c)(iii), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that they will use their best efforts to attempt to minimize the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere costs of the type referred to in this Agreement shall not apply to Section 4.4 which the transactions effected pursuant to Borrowers would otherwise incur in connection with the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence implementation of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no an increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such dateCommitments.

Commitment Increases. (a) Kraft Foods Group So long as no Default or Event of Default has occurred and is continuing, Borrowers may from time request that the Commitment be increased by up to time (but not more than three times $30,000,000 in any calendar year), by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions aggregate (any such financial institution increase pursuant to this Section 2.2.1 is referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to herein as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided provided, that (i) the amount of each Lender shall not be obligated to provide a Commitment Increase unless it elects to do so in its discretion and subject to such conditions (including for the payment of commitment fees) as Lender may require, (ii) concurrently with any such Commitment Increase, the sum of the Commitment shall be increased by a like amount, and (iii) Lender shall, without limiting the foregoing clause (i), not have any commitment to provide a Commitment Increase unless Lender obtains internal credit approval therefor (which approval may be given or withheld by ▇▇▇▇▇▇ in ▇▇▇▇▇▇’s sole discretion). In no event shall a Commitment Increase (A) increase the Commitment by less than $25,000,00010,000,000 or an amount not an integral multiple thereof, except (B) increase the Commitment by an aggregate amount greater than $30,000,000 (and no more than three total Commitment Increases may be implemented at any time on or after the Closing Date), or (C) cause the Commitments to the extent necessary exceed 90% of any applicable cap under any Subordinated Debt agreement. If any requested Commitment Increase is agreed to utilize the remaining unused amount of increase permitted under in accordance with this Section 2.18(a)2.1.5, Lender and (ii) Borrowers shall determine the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment effective date of such Augmenting Lender and/or its status as a Lender hereunder increase (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment IncreaseEffective Date”). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior As a condition precedent to the effectiveness of such increase, the Borrowers shall deliver to Lender a certificate dated as of the Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase)Effective Date signed by Borrowers in form and substance satisfactory to Lender and which shall include, which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid among other things, a certification that, before and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply after giving effect to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth representations and warranties contained in Section 3.03 the Loan Documents are true and correct in all material respects as of the Commitment Increase Effective Date, that no Default or Event of Default has occurred and is continuing, and that the Commitment Increase is duly authorized by applicable organizational actions of each Obligor. As of any Commitment Increase Effective Date, each reference to the Commitment herein and in any of the Loan Documents shall be satisfied deemed amended to mean the amount of the Commitment as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such dateso increased.

Commitment Increases. (a) Kraft Foods Group So long as no Event of Default has occurred and is continuing, the Borrower may request from time to time (but not more than three times in any calendar year)after the Effective Date, by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (that the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as the Lenders’ Commitments be increased (each a “Commitment Increase”)) by delivering a Notice of Commitment Increase; provided, in an amount for each Augmenting Lender set forth in such notice; provided that however, that: (i) no Lender’s Commitment may ever be increased without its prior written consent; (ii) any Notice of Commitment Increase must be given no later than three (3) Business Days prior to the Revolving Commitment Termination Date; (iii) the effective date of any Commitment Increase (the “Commitment Increase Effective Date”) shall be no earlier than three (3) Business Days after receipt by the Administrative Agent of such Notice of Commitment Increase; (iv) the amount of each any Commitment Increase shall must be not less than at least $25,000,00010,000,000 or such lesser amount as the Administrative Agent may agree to in its sole discretion; and (v) after giving effect to any requested Commitment Increase, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases Commitments shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.181,500,000,000. (b) Upon On each Commitment Increase Effective Date, so long as no Event of Default has occurred and is continuing, each Commitment Increase shall become effective on its Commitment Increase Effective Date and upon such effectiveness: (i) the Administrative Agent shall record in the Register each CI Lender’s information, if necessary, as provided in the Notice of Commitment Increase and pursuant to an Administrative Questionnaire that shall be completed and delivered by each CI Lender to the Administrative Agent on or before the Commitment Increase Effective Date; (ii) the Administrative Agent shall distribute to each Lender (including each CI Lender) a copy of the Annex I attached to the Notice of Commitment Increase relating to such Commitment Increase; (iii) each CI Lender identified on the Notice of Commitment Increase for such Commitment Increase shall be a “Lender” for all purposes under this Agreement; (iv) to the extent there are Revolving Loans outstanding as of such date: (A) each CI Lender shall, by wire transfer of immediately available funds, deliver to the Administrative Agent such CI Lender’s New Funds Amount for the applicable Commitment Increase Effective Date, which amount, for each such CI Lender, shall constitute Revolving Loans made by such CI Lender to the Borrower pursuant to this Agreement on such Commitment Increase Effective Date; and (B) the Administrative Agent shall, by wire transfer of immediately available funds, pay to each then Reducing Percentage Lender its Reduction Amount for such Commitment Increase Effective Date, which amount, for each such Reducing Percentage Lender, shall constitute a prepayment by the Borrower pursuant to Section 2.182.07, ifratably in accordance with the respective principal amounts thereof, on of the date principal amounts of all then outstanding Revolving Loans of such Commitment Increase, Reducing Percentage Lender; and (v) To the extent there are is any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness Letter of Credit outstanding as of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase)Effective Date, which prepayment each CI Lender shall be accompanied by accrued interest on deemed to have acquired, and each Reducing Percentage Lender shall be deemed to have transferred, such portions of the Pro Rata Advances being prepaid and any costs incurred by any Lender existing participations in such Letter of Credit as shall cause the participations therein of all Lenders to be pro rata in accordance with Section 9.04(b). The Administrative Agent and the Applicable Percentages of all Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply on such Commitment Increase Effective Date (after giving effect to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting all Lenders). (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group Notwithstanding anything to the contrary contained in this Agreement, the Borrower may request from time to time that the Commitments be increased in accordance with this Section 2.23; provided that the aggregate amount of all such increases shall not exceed $250,000,000. The Borrower may (but not I) request one or more than three times of the Lenders to increase the amount of its Commitment (which request shall be in any calendar year), by written notice writing and sent to the Administrative Agent to forward to such Lender or Lenders and shall specify the time period within which such Lender or Lenders are requested to respond (which shall promptly deliver a copy in no event be less than ten Business Days from the date of delivery of such notice to each of the such Lender or Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that the Borrower shall notify the Administrative Agent and each Issuing Lender of any such increase and/or (iII) with the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval consent of the Administrative Agent and each Issuing Lender (which approval consents of the Administrative Agent and each Issuing Lender shall not be unreasonably withheld or delayed), arrange for one or more banks or financial institutions not a party hereto (a “New Lender”) to become parties to and Lenders under this Agreement. In no event may any Lender’s Commitment be increased without the prior written consent of such Lender. The failure of any Lender to respond to the Borrower’s request for an increase within the specified time period shall be deemed a rejection by such Lender of the Borrower’s request. The Total Commitment may not be subject to increased if, at the approval time of any other Lendersproposed increase hereunder, a Default or Event of Default has occurred and Kraft Foods Group is continuing. Upon any request by the Borrower to increase the Total Commitment, the Borrower shall be deemed to have represented and each Augmenting Lender shall execute all such documentation warranted on and as of the Administrative Agent shall reasonably specify to evidence the Commitment date of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect request that no Default or Event of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18Default has occurred and is continuing. (b) Upon each If any Lender is willing, in its sole and absolute discretion, to increase the amount of its Commitment hereunder (such a Lender hereinafter referred to as an “Increasing Lender”), it shall enter into a written agreement to that effect with the Borrower and the Administrative Agent, substantially in the form of Exhibit G (a “Commitment Increase pursuant to this Section 2.18Supplement”), ifwhich agreement shall specify, on among other things, the date amount of the increased Commitment of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to Increasing Lender. Upon the effectiveness of such Commitment Increase Increasing Lender’s increase in Commitment, Schedule 2.01 shall, without further action, be prepaid from deemed to have been amended appropriately to reflect the proceeds of new Pro Rata Advances made increased Commitment. Any New Lender which is willing to become a party hereto and a Lender hereunder (reflecting such Commitment Increaseand which arrangement to become a party hereto and a Lender hereunder has been consented to by the Administrative Agent and each Issuing Lender pursuant to Section 2.23(a)) shall enter into a written agreement with the Borrower and the Administrative Agent, substantially in the form of Exhibit H (a “New Lender Supplement”), which prepayment agreement shall specify, among other things, its Commitment hereunder. When such New Lender becomes a Lender hereunder as set forth in the New Lender Supplement, Schedule 2.01 shall, without further action, be deemed to have been amended as appropriate to reflect the Commitment of such New Lender. Upon the execution by the Administrative Agent, the Borrower and such New Lender of such New Lender Supplement, such New Lender shall become and be deemed a party hereto and a “Lender” hereunder for all purposes hereof and shall enjoy all rights and assume all obligations on the part of the Lenders set forth in this Agreement, and its Commitment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any amount specified in its New Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentenceSupplement. (c) In no event shall an increase in a Lender’s Commitment Increases and new Commitments created pursuant to this Section 2.18 shall or the Commitment of a New Lender become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, until the Administrative Agent and shall have received favorable written opinions of counsel for the applicable Augmenting Borrower, addressed to the Lenders. (d) Notwithstanding , covering such matters as are customary for transactions of this type as may be reasonably requested by the foregoingAdministrative Agent, which opinions shall be substantially the same, to the extent appropriate, as the opinions rendered by counsel to the Borrower on the Closing Date. In no event shall an increase in a Lender’s Commitment or the Commitments (or in any Commitment of any Lender) or addition of an Augmenting a New Lender shall which results in the Total Commitment exceeding the amount which is authorized at such time in resolutions previously delivered to the Administrative Agent become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and until the Administrative Agent shall have received a certificate copy of Kraft Foods Group the resolutions, in form and substance satisfactory to the Administrative Agent, of the Board of Directors of the Borrower authorizing the borrowings contemplated pursuant to such increase, certified by the Secretary or an Assistant Secretary of the Borrower. Upon the effectiveness of the increase in a Lender’s Commitment or the Commitment of a New Lender pursuant to the preceding sentence and execution by an Increasing Lender of a Commitment Increase Supplement or by a New Lender of a New Lender Supplement, the Borrower shall make such borrowings from such Increasing Lender or New Lender, and/or shall make such prepayment of outstanding Revolving Loans, as shall be required to cause the aggregate outstanding principal amount of Revolving Loans owing to each Lender (including each such Increasing Lender and New Lender) to be proportional to such Lender’s Revolving Percentage after giving effect to any increase of the Total Commitment. Any such prepayments of Eurodollar Loans shall be subject to Section 2.17. Any such borrowings, if based on the Eurodollar Rate, shall have amounts allocated to Interest Periods that effect dated end on dates that coincide with the end of Interest Periods then applicable to outstanding Eurodollar Loans (notwithstanding the definition of “Interest Period”) so as to cause the amount of Eurodollar Loans to be continued or converted pursuant to Section 2.13 on the last day of each such dateInterest Period to be pro rata for all Lenders.

Commitment Increases. (a) Kraft Foods Group In the event that the Borrower wishes to increase the aggregate Commitments, it shall notify the Lenders (through the Administrative Agent) of the amount of such proposed increase (such notice, a "Commitment Increase Offer"). Each Commitment Increase Offer shall offer the Lenders the opportunity to participate in the increased Commitments ratably in accordance with their respective Facility A Commitment Percentages and Facility B Commitment Percentages. In the event that any Lender (each, a "Declining Lender") shall fail to accept in writing a Commitment Increase Offer within 10 Business Days after receiving notice thereof, all or any portion of the proposed increase in the Commitments offered to the Declining Lenders (the aggregate of such offered amounts, the "Declined Amount") may from time instead be allocated to time any one or more additional banks, financial institutions or other entities, pursuant to paragraph (but not b) below and/or to any one or more than three times in any calendar year)existing Lenders pursuant to paragraph (c)(ii) below. (b) Any additional bank, by written notice to financial institution or other entity which, with the consent of the Borrower and the Administrative Agent (which shall promptly deliver a copy to each consent, in the case of the LendersAdministrative Agent, shall not be unreasonably withheld), executed by Kraft Foods Group elects to become a party to this Agreement and one obtain a Commitment in an amount equal to all or more financial institutions any portion of a Declined Amount shall execute a New Lender Supplement (any each, a "New Lender Supplement") with the Borrower and the Administrative Agent, substantially in the form of Exhibit G-1, whereupon such bank, financial institution referred or other entity (herein called a "New Lender") shall become a Lender for all purposes and to in the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Section 2.18 being called an “Augmenting Lender”)Agreement, which may include any Lender, cause new Commitments and Schedule 1.1A shall be deemed to be extended by amended to add the Augmenting Lenders name and Commitment of such New Lender. (c) Any Lender which (i) accepts a Commitment Increase Offer pursuant to Section 10.10(a) or cause (ii) with the existing Commitments consent of the Augmenting Lenders Borrower, elects to increase its Commitment by an amount equal to all or any portion of a Declined Amount shall, in each case, execute a Commitment Increase Supplement (each, a "Commitment Increase Supplement") with the Borrower and the Administrative Agent, substantially in the form of Exhibit G-2, whereupon such Lender shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Commitment as so increased, and Schedule 1.1A shall be deemed to be amended to so increase the Commitment of such Lender. (d) If on the date upon which a bank, financial institution or other entity becomes a New Lender pursuant to Section 10.10(b) or upon which a Lender's Commitment is increased pursuant to Section 10.10(a) or (c) there is an unpaid principal amount of Revolving Credit Loans, the Borrower shall borrow Revolving Credit Loans from such Lender in an amount determined by reference to the amount of each Type of Revolving Credit Loan (and, in the case of Eurodollar Loans, of each Eurodollar Tranche) which would then have been outstanding from such Lender if (i) each such Type or Eurodollar Tranche had been borrowed on the date such bank, financial institution or other entity became a Lender or such Lender's Commitment was increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”)be, in an amount for each Augmenting Lender set forth in case after giving effect to such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), transaction and (ii) the aggregate amount of each such Type or Eurodollar Tranche requested to be so borrowed had been increased to the Commitment Increases extent necessary to give effect, with respect to such Lender, to the borrowing allocation provisions of Section 2.1 or 2.2, as applicable. Any Eurodollar Loan borrowed pursuant to the preceding sentence shall not exceed $500,000,000. Each Augmenting Lender (if not bear interest at a rate equal to the respective interest rates then a Lender) applicable to the Revolving Credit Loans of the other Lenders in the same Eurodollar Tranche or such other rate as shall be subject acceptable to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18relevant Lender. (be) Upon each Commitment Increase Notwithstanding anything to the contrary in this Section 10.10, (i) in no event shall any transaction effected pursuant to this Section 2.1810.10 cause the aggregate Facility A Commitments to exceed $116,279,070 or the aggregate Facility B Commitments to exceed $133,720,930, if, on (ii) the date aggregate amount of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances increase in Commitments pursuant to Section 10.10(b) or (c)(ii) shall on or prior be limited to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder relevant Declined Amount and (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (ciii) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 have any obligation to increase its Commitment unless on the date of such increase, the conditions set forth it agrees to do so in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such dateits sole discretion.

Commitment Increases. (a) Kraft Foods Group At any time after the Second Amendment and Restatement Effective Date, provided that no Event of Default shall have occurred and be continuing, the Borrowers may from time to time (but not more than three times in any calendar year), request an increase of the aggregate Commitments by written notice to the Administrative Agent (which shall promptly deliver a copy to each in writing of the Lendersamount (the "Offered Increase Amount") of such proposed increase (such notice, a "Commitment Increase Notice"), executed by Kraft Foods Group and one or more financial institutions (any . Any such financial institution referred Commitment Increase Notice must offer each Bank the opportunity to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments subscribe for its pro rata share of the Augmenting Lenders to be increasedincreased Commitments; provided, as however, the case may be (Borrowers may, with the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval consent of the Administrative Agent (which approval consent shall not be unreasonably withheld or delayed), without offering to each Bank the opportunity to subscribe for its pro rata share of the increased Commitments, offer to any bank or other financial institution that is not an existing Bank the opportunity to provide a new Commitment pursuant to paragraph (b) and below if the aggregate amount of all Commitments made hereunder pursuant to this proviso which will be in effect when such new Commitment becomes effective does not exceed $875,000,000. If any portion of the increased Commitments offered to the Banks as contemplated in the immediately preceding sentence is not subscribed for by the Banks, the Borrowers may, with the consent of the Administrative Agent as to any bank or financial institution that is not at such time a Bank (which consent shall not be subject unreasonably withheld or delayed), offer to any existing Bank or to one or more additional banks or financial institutions the opportunity to provide all or a portion of such unsubscribed portion of the increased Commitments pursuant to paragraph (b) below. (b) Any additional bank or financial institution that the Borrowers select to offer the opportunity to provide any portion of the increased Commitments, and that elects to become a party to this Agreement and provide a Commitment, shall execute a New Bank Supplement with the Borrowers and the Administrative Agent, substantially in the form of Exhibit N (a "New Bank Supplement"), whereupon such bank or financial institution (a "New Bank") shall become a Bank for all purposes and to the approval same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement, and Schedule II shall be deemed to be amended to add the name and Commitment of such New Bank, provided that the Commitment of any other Lenderssuch New Bank shall be in an amount not less than $10,000,000. (c) Any Bank that accepts an offer to it by the Borrowers to increase its Commitment pursuant to this subsection 2.21 shall, in each case, execute a Commitment Increase Supplement with the Borrowers and the Administrative Agent, substantially in the form of Exhibit O (a "Commitment Increase Supplement"), whereupon such Bank (an "Increasing Bank") shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Commitment as so increased, and Kraft Foods Group Schedule II shall be deemed to be amended to so increase the Commitment of such Bank. (d) The effectiveness of any New Bank Supplement or Commitment Increase Supplement shall be contingent upon receipt by the Administrative Agent of such corporate resolutions of the Borrowers and each Augmenting Lender shall execute all such documentation legal opinions of counsel to the Borrowers as the Administrative Agent shall reasonably specify request with respect thereto and, if a New Bank Supplement indicates that the relevant New Bank shall be a Tranche B Bank or if the Increasing Bank is a Tranche B Bank, upon receipt by the Canadian Administrative Agent of such corporate resolutions of the Borrowers under the Linked Agreement (the "Linked Borrowers") and legal opinions of counsel to evidence the Linked Borrowers as the Canadian Administrative Agent shall reasonably request with respect thereto. (e) (i) Except as otherwise provided in subparagraphs (ii) and (iii) of this paragraph (e), if any bank or financial institution becomes a New Bank pursuant to subsection 2.21(b) or any Bank's Commitment is increased pursuant to subsection 2.21(c), additional Committed Rate Loans made on or after the date of the effectiveness thereof (the "Re-Allocation Date") shall be made in accordance with the pro rata provisions of subsection 2.12(b) based on the Commitment Percentages in effect on and after such Re-Allocation Date (except to the extent that any such pro rata borrowings would result in any Bank making an aggregate principal amount of Committed Rate Loans in excess of its Commitment, in which case such Augmenting Lender and/or its status as a Lender hereunder (such documentation excess amount will be allocated to, and made by, the relevant New Banks and Increasing Banks to the extent of, and in respect of any Commitment Increase together accordance with the notice pro rata provisions of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increasesubsection 2.12(b) based on, their respective Commitments). The On each Re-Allocation Date, the Administrative Agent shall deliver a notice to each Bank of the adjusted Commitment Increase Amendment may, without the consent of Percentages after giving effect to any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, increase in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase aggregate Commitments made pursuant to this Section 2.182.21 on such Re-Allocation Date. (ii) In the event that on any such Re-Allocation Date there is an unpaid principal amount of ABR Loans, ifthe applicable Borrower shall make prepayments thereof and one or both Borrowers shall make borrowings of ABR Loans and/or Eurodollar Loans, on as the date of such Commitment Increaseapplicable Borrower shall determine, there so that, after giving effect thereto, the ABR Loans and Eurodollar Loans outstanding are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase held as nearly as may be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentenceprovisions of subsection 2.12(b) based on such new Commitment Percentages. (ciii) Commitment Increases In the event that on any such Re-Allocation Date there is an unpaid principal amount of Eurodollar Loans, such Eurodollar Loans shall remain outstanding with the respective holders thereof until the expiration of their respective Interest Periods (unless the applicable Borrower elects to prepay any thereof in accordance with the applicable provisions of this Agreement), and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified last day of the respective Interest Periods the applicable Borrower shall make prepayments thereof and one or both Borrowers shall make borrowings of ABR Loans and/or Eurodollar Loans so that, after giving effect thereto, the ABR Loans and Eurodollar Loans outstanding are held as nearly as may be in accordance with the notice delivered by Kraft Foods Group pursuant to the first sentence pro rata provisions of paragraph (asubsection 2.12(b) above or based on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lendersnew Commitment Percentages. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group The Borrowers may from time to time (but not and more than three times in any calendar yearone time), by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group the Borrowers and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,00010,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), 2.22(a) and (ii) the aggregate amount of the Aggregate Commitment Increases shall not exceed $500,000,0001,550,000,000 after giving effect to the effectiveness of any Commitment Increase. The decision of any Lender to become an Augmenting Lender shall be at the sole discretion of such Lender. Each Augmenting Lender (if not then a other than an existing Lender) shall be subject to the approval of the Administrative Agent Agent, the Swingline Lender and each Issuing Bank (which approval shall not be unreasonably withheld withheld, conditioned or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group the Borrowers and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section, (i) each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Augmenting Lender providing a portion of such Commitment Increase, and each such Augmenting Lender will automatically and without further act be deemed to have assumed, a portion of such L▇▇▇▇▇’s participations hereunder in outstanding Letters of Credit such that, after giving effect to such Commitment Increase and each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding participations hereunder in Letters of Credit held by each Lender (including each such Augmenting Lender) will (subject to Section 2.18, 2.21) equal such Lender’s Pro Rata Share and (ii) if, on the date of such Commitment Increase, there are any Pro Rata Advances Revolving Loans outstanding, such Pro Rata Advances shall on or prior the parties hereto shall, at the request of the Administrative Agent, take actions agreed upon by the Administrative Agent and the Company that will result, within a period acceptable to the effectiveness of such Commitment Increase be prepaid from Administrative Agent and the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase)Company, which prepayment shall be accompanied in the outstanding Revolving Loans being held by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender Lenders ratably in accordance with Section 9.04(btheir Pro Rata Shares. In determining the actions to be taken (which may include the prepayment and reborrowing of all or a portion of such Revolving Loans and/or the making of Revolving Loans on a non-pro-rata basis by Augmenting Lenders for the balance of Interest Periods in progress and at rates reflecting the Term SOFR at the time for loans of such duration), the Administrative Agent and the Lenders will endeavor to minimize breakage costs for which the Borrowers must compensate the Lenders to the extent practicable without undue complexity or administrative burdens on the Administrative Agent or the Lenders. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 2.22 shall become effective on the date specified in the notice delivered by Kraft Foods Group the Borrowers pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Groupthe Borrowers, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless (i) on the date of such increase, the conditions set forth in Section 3.03 4.2 (it being understood and agreed that (A) all references to the “Credit Extension Date” therein shall be deemed to refer to the date of such Commitment Increase, (B) all references to a “Credit Extension” therein shall be deemed to refer to such Commitment Increase and (C) all references to the “Restatement Effective Date” in (x) Section 4.2(b) as it relates to Sections 5.5, 5.7 and 5.11 and (y) Sections 5.5, 5.7 and 5.11 shall be deemed to refer to the date of such Commitment Increase for purposes of determining satisfaction of the conditions set forth in Section 4.2 as of such date) shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such datedate and executed by an Authorized Officer of the Company, and (ii) the actions referred to in paragraph (b)(ii) of this Section 2.22 shall have been agreed upon by the Administrative Agent and the Company (provided, however, that the prepayment and reborrowing on the date of such Commitment Increase of all Revolving Loans then outstanding shall be deemed to satisfy the condition specified in this clause (ii)). In connection with any Commitment Increase under this Section 2.22, the Borrower Sublimit for each Borrower will be increased in such manner as may be agreed by the Company and the Augmenting Lenders and the Administrative Agent and the Borrowers may, without the consent of any Lender, effect such other amendments to this Agreement as may be necessary or appropriate, in the opinion of the Administrative Agent, to give effect to the provisions of this Section 2.22.

Commitment Increases. (a) Kraft Foods Group The Borrowers may from time to time (but not and more than three times in any calendar yearone time), by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group the Borrowers and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,00010,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), 2.23(a) and (ii) the aggregate amount of the Aggregate Commitment Increases shall not exceed $500,000,0001,200,000,000 after giving effect to the effectiveness of any Commitment Increase. The decision of any Lender to become an Augmenting Lender shall be at the sole discretion of such Lender. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent and each Issuing Bank (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group the Company and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section, (i) each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Augmenting Lender providing a portion of such Commitment Increase, and each such Augmenting Lender will automatically and without further act be deemed to have assumed, a portion of such Lender’s participations hereunder in outstanding Letters of Credit such that, after giving effect to such Commitment Increase and each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding participations hereunder in Letters of Credit held by each Lender (including each such Augmenting Lender) will (subject to Section 2.18, 2.22) equal such Lender’s Pro Rata Share and (ii) if, on the date of such Commitment Increase, there are any Pro Rata Advances Revolving Loans outstanding, such Pro Rata Advances shall on or prior the parties hereto shall, at the request of the Agent, take actions agreed upon by the Agent and the Company that will result, within a period acceptable to the effectiveness of such Commitment Increase be prepaid from Agent and the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase)Company, which prepayment shall be accompanied in the outstanding Revolving Loans being held by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender Lenders ratably in accordance with Section 9.04(btheir Commitments. In determining the actions to be taken (which may include the prepayment and reborrowing of all or a portion of such Revolving Loans and/or the making of Revolving Loans on a non-pro-rata basis by Augmenting Lenders for the balance of Interest Periods in progress and at rates reflecting the Eurodollar Base Rate at the time for loans of such duration), the Agent and the Lenders will endeavor to minimize breakage costs for which the Borrowers must compensate the Lenders to the extent practicable without undue complexity or administrative burdens on the Agent or the Lenders. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 2.23 shall become effective on the date specified in the notice delivered by Kraft Foods Group the Company pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Groupthe Company, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless (i) on the date of such increase, the conditions set forth in Section 3.03 4.2 (it being understood and agreed that (A) all references to “Credit Extension Date” therein shall be deemed to refer to the date of such Commitment Increase and (B) all references to the “Restatement Effective Date” in Sections 5.5, 5.7 and 5.12(ii) shall be deemed to refer to the date of such Commitment Increase) shall be satisfied as of such date (as though the effectiveness of such increase were a BorrowingCredit Extension) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such datedate and executed by an Authorized Officer of the Company, and (ii) the actions referred to in paragraph (b)(ii) of this Section 2.23 shall have been agreed upon by the Agent and the Company (provided, however, that the prepayment and reborrowing on the date of such Commitment Increase of all Revolving Loans then outstanding shall be deemed to satisfy the condition specified in this clause (ii)).

Commitment Increases. (a) Kraft Foods Group may from In the event that the Borrower wishes to increase the Commitments at any time to time (but not more than three times in any calendar year)during the Increase Option Period when no Default or Event of Default has occurred and is continuing, by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent, it shall notify the Administrative Agent in writing of the amount (the "Offered Increase Amount") of such proposed increase (such notice, a "Commitment Increase Notice") in a minimum amount equal to at least $10,000,000. The Borrower may, at its election, (i) offer one or more of the Lenders the opportunity to provide all or a portion of any Offered Increase Amount pursuant to paragraph (c) below and/or (ii) with the consent of each Issuing Lender and the Administrative Agent (which approval consent shall not be unreasonably withheld withheld), offer one or delayedmore additional banks, financial institutions or other entities the opportunity to provide all or a portion of such Offered Increase Amount pursuant to paragraph (b) below. Each Commitment Increase Notice shall specify which Lenders and/or banks, financial institutions or other entities the Borrower desires to provide such Offered Increase Amount. The Borrower or, if requested by the Borrower, the Administrative Agent will notify such Lenders, and/or banks, financial institutions or other entities of such offer. (b) Any additional bank, financial institution or other entity which the Borrower selects to offer participation in any Offered Increase Amount and which elects to become a party to this Agreement and provide a Commitment in an amount so offered and accepted by it pursuant to clause (ii) of Section 2.20(a) shall execute a New Lender Supplement with the Borrower and the Administrative Agent, substantially in the form of Exhibit K-1, whereupon such bank, financial institution or other entity (herein called a "New Lender") shall become a Lender for all purposes and to the same extent as if originally a party hereto and shall not be subject bound by and entitled to the approval benefits of this Agreement, provided that, the Commitment of any other Lenders, and Kraft Foods Group and each Augmenting such New Lender shall be in an amount not less than $5,000,000. (c) Any Lender which accepts an offer to it by the Borrower to increase its Commitment pursuant to clause (i) of Section 2.20(a) shall, in each case, execute all a Commitment Increase Supplement with the Borrower, the Issuing Banks and the Administrative Agent, substantially in the form of Exhibit K-2, whereupon such documentation Lender shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Commitment as so increased. (d) On any Increase Effective Date, (i) each bank, financial institution or other entity that is a New Lender pursuant to Section 2.20(b) or any Lender which has increased its Commitment pursuant to Section 2.20(c) shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall reasonably specify determine, for the benefit of the other relevant Lenders, as being required in order to evidence cause, after giving effect to such increase and the Commitment use of such Augmenting Lender and/or amounts to make payments to such other relevant Lenders, each Lender's portion of the outstanding Loans of all the Lenders to equal its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice Percentage of such Commitment Increase being referred outstanding Loans and (ii) the Borrower shall be deemed to collectively have repaid and reborrowed all outstanding Loans as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or with such reborrowing to consist of the Types of Loans, with related Interest Periods if applicable, specified in a notice delivered by the Borrower in accordance with the requirements of Section 2.2). The deemed payments made pursuant to clause (ii) of the immediately preceding sentence in respect of each Eurodollar Loan shall be subject to indemnification by the Borrower pursuant to the provisions of Section 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. (e) Notwithstanding anything to the contrary in this Section 2.20, (i) in no event shall any transaction effected pursuant to this Section 2.20 cause the sum of Total Commitments to exceed $200,000,000, (ii) in no event may the Borrower deliver more than two Commitment of any LenderIncrease Notices, (iii) or addition of an Augmenting in no event shall there be more than two Increase Effective Dates and (iv) no Lender shall become effective under have any obligation to increase its Commitment unless it agrees to do so in its sole discretion. Any increase pursuant to this Section 2.18 unless on 2.20 shall not require the date consent of such increasethe Lenders, other than the conditions set forth in Lenders, if any, providing Commitments pursuant to Section 3.03 shall be satisfied as of such date 2.20(c). (as though the effectiveness of such increase were a Borrowingf) and the The Administrative Agent shall have received on or prior to each Increase Effective Date, for the benefit of the Lenders, (i) a certificate legal opinion of Kraft Foods Group counsel to that the Borrower covering such matters as are customary for transactions of this type and such other matters as may be reasonably requested by the Administrative Agent, (ii) certified copies of resolutions of the Borrower authorizing such Offered Increase Amount and (iii) an acknowledgment and consent from each Guarantor affirming the effectiveness of the Guarantee and Collateral Agreement and any Security Document to which it is a party, after giving effect dated such dateto the related increase.

Commitment Increases. (a) Kraft Foods Group may from In the event that the Borrower wishes to increase the Total Commitments at any time when no Default or Event of Default has occurred and is continuing (or shall result of such increase) and subject to time (but not more than three times in any calendar year)obtaining all necessary regulatory approvals, by written notice to it shall notify the Administrative Agent in writing of the amount (which the “Revolving Credit Offered Increase Amount”) of such proposed increase (such notice, a “Commitment Increase Notice”) in a minimum amount equal to $10,000,000. The Borrower shall promptly deliver a copy to offer each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any Lenders the opportunity to provide such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments ’s Percentage of the Augmenting Lenders to be increasedRevolving Credit Offered Increase Amount, as the case may be (the aggregate amount of and if any Lender declines such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”)offer, in an whole or in part, the Borrower may offer such declined amount for each Augmenting Lender set forth in such notice; provided that to (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and other Lenders and/or (ii) other banks, financial institutions or other entities with the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval consent of the Administrative Agent and, unless any such other bank, financial institution or other entity would qualify as an Eligible Assignee, the Issuing Lender (which approval consents of the Administrative Agent and the Issuing Lender shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment mayNotice shall specify the Lenders and/or banks, without financial institutions or other entities that will be requested to provide such Revolving Credit Offered Increase Amount. The Borrower or, if requested by the consent of any other Borrower, the Administrative Agent will notify such Lenders, effect and/or banks, financial institutions or other entities of such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18offer. (b) Upon Any additional bank, financial institution or other entity which the Borrower selects to offer a portion of the increased Total Commitments and which elects to become a party to this Agreement and obtain a Commitment in an amount so offered and accepted by it pursuant to Section 2.3(a) shall execute a new lender supplement (the “New Lender Supplement”) with the Borrower, the Issuing Lender and the Administrative Agent, substantially in the form of Exhibit B, whereupon such bank, financial institution or other entity (herein called a “New Revolving Credit Lender”) shall become a 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, provided that the Commitment of any such New Revolving Credit Lender shall be in an amount not less than $5,000,000. (c) Any Lender which accepts an offer to it by the Borrower to increase its Commitment pursuant to Section 2.3(a) shall, in each case, execute a Commitment Increase Supplement with the Borrower and the Administrative Agent, substantially in the form of Exhibit C, whereupon such Lender shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Commitment as so increased. (d) If any bank, financial institution or other entity becomes a New Revolving Credit Lender pursuant to Section 2.3(b) or any Lender’s Commitment is increased pursuant to Section 2.3(c), additional Revolving Loans made on or after the effectiveness thereof (the “Revolving Credit Re-Allocation Date”) shall be made pro rata based on the Percentages in effect on and after such Revolving Credit Re-Allocation Date (except to the extent that any such pro rata borrowings would result in any Lender making an aggregate principal amount of Revolving Loans in excess of its Commitment, in which case such excess amount will be allocated to, and made by, such New Revolving Credit Lenders and/or Lenders with such increased Commitments to the extent of, and pro rata based on, their respective Commitments otherwise available for Revolving Loans), and continuations of Eurodollar Loans outstanding on such Revolving Credit Re-Allocation Date shall be effected by repayment of such Eurodollar Loans on the last day of the Interest Period applicable thereto and the making of new Eurodollar Loans pro rata based on such new Percentages. In the event that on any such Revolving Credit Re-Allocation Date there is an unpaid principal amount of ABR Loans, the Borrower shall make prepayments thereof and borrowings of ABR Loans so that, after giving effect thereto, the ABR Loans outstanding are held pro rata based on such new Percentages. In the event that on any such Revolving Credit Re-Allocation Date there is an unpaid principal amount of Eurodollar Loans, such Eurodollar Loans shall remain outstanding with the respective holders thereof until the expiration of their respective Interest Periods (unless the Borrower elects to prepay any thereof in accordance with the applicable provisions of this Agreement), and interest on and repayments of such Eurodollar Loans will be paid thereon to the respective Lenders holding such Eurodollar Loans pro rata based on the respective principal amounts thereof outstanding. (e) Notwithstanding anything to the contrary in this Section 2.3, (i) in no event may the Borrower deliver more than one Commitment Increase Notice each year, (ii) no Lender shall have any obligation to increase its Commitment unless it agrees to do so in its sole discretion and (iii) in no event shall any transaction effected pursuant to this Section 2.182.3 cause the Total Commitments to exceed $1,500,000,000; provided that if the Borrower’s Receivables Facility is terminated or expires, if, on no transaction effected pursuant to this Section 2.3 shall cause the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances Total Commitments to exceed $1,850,000,000. (f) The Administrative Agent shall have received on or prior to the effectiveness Revolving Credit Re-Allocation Date, for the benefit of the Lenders, (i) a legal opinion of counsel to the Borrower covering such Commitment Increase matters as are customary for transactions of this type as may be prepaid from reasonably requested by the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase)Administrative Agent, which prepayment opinions shall be accompanied substantially the same, to the extent appropriate, as the opinions rendered by accrued interest counsel to the Borrower on the Pro Rata Advances being prepaid Effective Date, (ii) certified copies of resolutions of the board of directors of the Borrower authorizing the Borrower to borrow the Revolving Credit Offered Increase Amount and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply (iii) prior to the transactions effected pursuant Release Date and upon the Administrative Agent’s delivery to the immediately preceding sentence. (c) Commitment Increases and Borrower of the existing Senior Bond, a new Commitments created Senior Bond, with a face amount equal to the Total Commitments, as increased pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders2.3. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group Incremental Term Loans may from time to time (but not more than three times in any calendar year)be made, and Revolving Commitment Increases may be provided, by written notice any existing Lender (it being understood that no existing Lender has an obligation to the Administrative Agent (which shall promptly deliver make an Incremental Term Loan or provide a copy to each of the Lenders)Revolving Commitment Increase, executed as applicable) or by Kraft Foods Group and one any other bank or more other financial institutions institution (any such other bank or other financial institution referred to in this Section 2.18 being called an “Augmenting Additional Lender”), which may include any Lenderprovided that the Administrative Agent, cause new Commitments each Swing Line Lender and each L/C Issuer shall have consented (not to be extended by the Augmenting Lenders unreasonably withheld) to such Lender’s or cause the existing Commitments Additional Lender’s making such Incremental Term Loans or providing such Revolving Commitment Increases if such consent would be required under Section 10.06(b) for an assignment of the Augmenting Lenders to be increasedLoans or Revolving Credit Commitments, as the case may be (the aggregate amount applicable, to such Lender or Additional Lender. Commitments in respect of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), Incremental Term Loans and (ii) the aggregate amount of the Revolving Commitment Increases shall not exceed $500,000,000. Each Augmenting become Commitments (or in the case of a Revolving Commitment Increase to be provided by an existing Revolving Credit Lender, an increase in such Lender’s applicable Revolving Credit Commitment) under this Agreement pursuant to an amendment (an “Incremental Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Borrower, each Lender (agreeing to provide such Commitment, if not then a any, each Additional Lender) shall be subject to the approval of , if any, and the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase)Agent. The Commitment Increase Incremental Amendment may, without the consent of any Loan Party other than the Borrower, the Agents or the 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 AgentAgent and the Borrower, to effect the provisions of this Section 2.18. (b) 2.14. The effectiveness of any Incremental Amendment shall be subject to such conditions as the parties thereto shall agree. The Borrower will use the proceeds of the Incremental Term Loans and Revolving Commitment Increases for any purpose not prohibited by this Agreement. No Lender shall be obligated to provide any Incremental Term Loans or Revolving Commitment Increases, unless it so agrees. Upon each Commitment Increase increase in the Revolving Credit Commitments pursuant to this Section 2.182.14, (a) if the increase relates to the Revolving Credit Facility, each Revolving Credit Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Revolving Commitment Increase (each a “Revolving Commitment Increase Lender”), and each such Revolving Commitment Increase Lender will automatically and without further act be deemed to have assumed (in the case of an increase to the Revolving Credit Facility only), a portion of such Revolving Credit Lender’s participations hereunder in outstanding Letters of Credit and Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (i) participations hereunder in Letters of Credit and (ii) participations hereunder in Swing Line Loans held by each Revolving Credit Lender (including each such Revolving Commitment Increase Lender) will equal the percentage of the aggregate Revolving Credit Commitments of all Revolving Credit Lenders represented by such Revolving Credit Lender’s Revolving Credit Commitment and (b) if, on the date of such Commitment Increaseincrease, there are any Pro Rata Advances Revolving Credit Loans under the applicable Facility outstanding, such Pro Rata Advances Revolving Credit Loans shall on or prior to the effectiveness of such Revolving Commitment Increase be prepaid from the proceeds of new Pro Rata Advances additional Revolving Credit Loans under the applicable Facility made hereunder (reflecting such Commitment Increaseincrease in Revolving Credit Commitments), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances Revolving Credit Loans being prepaid and any reasonable and documented out-of-pocket costs incurred by any Lender in accordance with Section 9.04(b)3.05. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.”

Commitment Increases. (a) Kraft Foods Group The Borrowers may from time to time (but not and more than three times in any calendar yearone time), by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group the Borrowers and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,00010,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), 2.23(a) and (ii) the aggregate amount of the Aggregate Commitment Increases shall not exceed $500,000,0001,300,000,000 after giving effect to the effectiveness of any Commitment Increase. The decision of any Lender to become an Augmenting Lender shall be at the sole discretion of such Lender. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent and each Issuing Bank (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group the Company and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section, (i) each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Augmenting Lender providing a portion of such Commitment Increase, and each such Augmenting Lender will automatically and without further act be deemed to have assumed, a portion of such Lender’s participations hereunder in outstanding Letters of Credit such that, after giving effect to such Commitment Increase and each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding participations hereunder in Letters of Credit held by each Lender (including each such Augmenting Lender) will (subject to Section 2.18, 2.22) equal such Lender’s Pro Rata Share and (ii) if, on the date of such Commitment Increase, there are any Pro Rata Advances Revolving Loans outstanding, such Pro Rata Advances shall on or prior the parties hereto shall, at the request of the Agent, take actions agreed upon by the Agent and the Company that will result, within a period acceptable to the effectiveness of such Commitment Increase be prepaid from Agent and the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase)Company, which prepayment shall be accompanied in the outstanding Revolving Loans being held by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender Lenders ratably in accordance with Section 9.04(btheir Commitments. In determining the actions to be taken (which may include the prepayment and reborrowing of all or a portion of such Revolving Loans and/or the making of Revolving Loans on a non-pro-rata basis by Augmenting Lenders for the balance of Interest Periods in progress and at rates reflecting the Eurodollar Base Rate at the time for loans of such duration), the Agent and the Lenders will endeavor to minimize breakage costs for which the Borrowers must compensate the Lenders to the extent practicable without undue complexity or administrative burdens on the Agent or the Lenders. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 2.23 shall become effective on the date specified in the notice delivered by Kraft Foods Group the Company pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Groupthe Company, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless (i) on the date of such increase, the conditions set forth in Section 3.03 4.2 (it being understood and agreed that (A) all references to “Credit Extension Date” therein shall be deemed to refer to the date of such Commitment Increase and (B) all references to the “Restatement Effective Date” in Sections 5.5, 5.7 and 5.12(ii) shall be deemed to refer to the date of such Commitment Increase) shall be satisfied as of such date (as though the effectiveness of such increase were a BorrowingCredit Extension) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such datedate and executed by an Authorized Officer of the Company, and (ii) the actions referred to in paragraph (b)(ii) of this Section 2.23 shall have been agreed upon by the Agent and the Company (provided, however, that the prepayment and reborrowing on the date of such Commitment Increase of all Revolving Loans then outstanding shall be deemed to satisfy the condition specified in this clause (ii)).

Commitment Increases. (a) Kraft Foods Group may The Borrower shall have the right, at any time and from time to time (but not more than three times in any calendar year)after the Effective Date, to increase the Commitments and the Alternate Currency Sublimit by written notice a proportionate amount pursuant to this Section 2.05 subject to the Administrative Agent (which shall promptly deliver a copy to each restrictions of the Lenders), executed by Kraft Foods Group and one or more financial institutions subsection 2.05(d) below (any such financial institution referred to increase (including the proportionate increase in this Section 2.18 being called an “Augmenting Lender”the Alternate Currency Sublimit), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) no Default or Event of Default has occurred and is continuing on the amount date of each the Commitment Increase or shall be not less than $25,000,000, except to result from the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), proposed Commitment Increase and (ii) the representations and warranties contained in Section 5.01 shall be true and correct in all material respects on and as of the date of the Commitment Increase as if made on and as of such date (or, if any such representation and warranty is expressly stated to have been made as of a specific date, as of such specific date). In the event that the Borrower wishes to increase the aggregate Commitments at any time, the Borrower shall notify the Agent in writing of the amount (the “Offered Increase Amount”) of such proposed increase (such notice, a “Commitment Increase Notice”); provided, that the aggregate amount of any such initial increase in the Commitment Increases shall not exceed be at least $500,000,000, and, any subsequent increases in the Commitments shall be in increments of at least $100,000,000 thereafter. The Borrower shall (x) first, offer the existing Lenders the opportunity to participate in such increase of their Commitments among such existing Lenders to provide the Offered Increase Amount pursuant to subsection 2.05(c), and each Lender shall, within 5 days after receipt of such notice (or such other period as may be specified by the Agent and the Borrower), notify the Agent whether it agrees to increase its Commitment and, if so, whether by an amount equal to, greater than, or less than its pro rata amount of such requested increase (and any Lender not responding within such time period shall be deemed to have declined to increase its Commitment) and (y) second, to the extent that Commitment increases are not agreed to by existing Lenders under clause (x) (as accepted and allocated by the Agent and the Borrower as they shall agree), offer one or more additional banks, financial institutions or other entities (approved by the Agent, such approval not to be unreasonably withheld) the opportunity to participate in all or a portion of the Offered Increase Amount pursuant to subsection 2.05(b). Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with Notice shall specify which Lenders and/or banks, financial institutions or other entities the notice of such Commitment Increase being referred Borrower desires to collectively as the “Commitment Increase Amendment” participate in respect of such Commitment Increase). The Commitment Increase Amendment mayBorrower or, without if requested by the consent of any other LendersBorrower, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions will notify such Lenders and/or banks, financial institutions or other entities of this Section 2.18such offer. (b) Upon each Any additional bank, financial institution or other entity which the Borrower selects to offer participation in a Commitment Increase and which agrees to provide a commitment in an amount so offered and accepted by it pursuant to subsection 2.05(a)(y) shall execute an Additional Lender Supplement (in substantially the form specified by the Agent, each an “Additional Lender Supplement”) with the Borrower and the Agent, whereupon such bank, financial institution or other entity (herein called an “Additional Lender”) shall become a 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 Section 2.18Agreement, if, on and Schedule 2.01 shall be deemed to be amended to add the date name and Commitment of such Additional Lender, provided that the Commitment Increase, there are of any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment Additional Lender shall be accompanied by accrued interest on in an amount not less than $50,000,000 or such smaller amount as the Pro Rata Advances being prepaid Borrower and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentencemay otherwise agree. (c) Any existing Lender which accepts an offer to increase its Commitment Increases and new Commitments created pursuant to this Section 2.18 subsection 2.05(a)(x) or (y) shall, in each case, execute a Commitment Increase Supplement (in substantially the form specified by the Agent, each a “Commitment Increase Supplement”) with the Borrower and the Agent whereupon such Lender shall become effective on the date specified in the notice delivered be bound by Kraft Foods Group pursuant and entitled to the first sentence benefits of paragraph (a) above or on such other date this Agreement with respect to the full amount of its Commitment as so increased, and Schedule 2.01 shall be agreed upon by Kraft Foods Group, deemed to be amended to so increase the Administrative Agent and the applicable Augmenting LendersCommitment of such Lender. (d) Notwithstanding anything to the foregoingcontrary in this Section 2.05, (i) in no event shall any Commitment Increase or transaction effected pursuant to this Section 2.05 cause the aggregate Commitments hereunder to exceed $5,000,000,000 and (ii) no existing Lender shall have any obligation to increase its Commitment unless it agrees to do so in its sole discretion. (e) Upon the effectiveness of a Commitment Increase, at the end of the then current Interest Period for each group of Advances as may then be outstanding, the Agent shall allocate among the Lenders (in such multiples as the Agent may deem appropriate) such amount of Advances and as may be then outstanding as are necessary so that, after giving effect to such allocations and any Borrowings on such date of all or any portion of the relevant increase of the Commitment, the principal balance of all outstanding Advances owing to a Lender is equivalent to each such Lender’s Applicable Percentage (after giving effect to any nonratable increase in the Commitments (or in any Commitment of any Lender) or addition resulting from the exercise of an Augmenting Lender shall become effective under increase pursuant to this Section 2.18 unless on 2.05) of the date of such increasethen Revolving Credit Exposure. If the Commitments are increased in accordance with this Section 2.05, the conditions set forth in Section 3.03 Agent and the Borrower shall be satisfied as of such determine the effective date (as though the effectiveness and final allocation of such increase were a Borrowingand shall notify the Lenders thereof. No further amendment or other document (other than the Commitment Increase Supplements referred to above) and the Administrative Agent shall have received a certificate of Kraft Foods Group be required for such increase to that effect dated such datebe effective.

Commitment Increases. Subject to the terms and conditions set forth herein, upon five (a5) Kraft Foods Group may from time to time (but not more than three times in any calendar year), by Business Days' advance written notice to the Administrative Agent (which Agent, the Borrower shall promptly deliver a copy have the right, at any time and from time to each of time from the Lenders)Closing Date until December 1, executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred 2001, to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments increase the Revolving Commitment to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders up to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice$175,000,000; provided that (i) the any such increase shall be in a minimum principal amount of each Commitment Increase shall be not less than $25,000,0005,000,000 and an integral multiple of $5,000,000 in excess thereof, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) if any Revolving Loans are outstanding at the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval time of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the Borrower shall make such payments and adjustments on such Revolving Loans (including payment of any break-funding amount owing under Section 2.14) as are necessary to give effect to the revised commitment percentages and commitment amounts of the Lenders, (iii) the conditions set forth to an Extension of Credit in Section 3.03 4.2 shall be satisfied as of after giving effect to any such increase and (iv) the effective date (as though the effectiveness of such increase were shall be a Borrowing26 -153- Business Day. It is hereby agreed that no Lender hereunder shall be under any obligation under this Section 2.3(c) and to increase its Commitment. The requested Revolving Commitment increase shall be effective on such date only to the extent that, on or before such date, (A) the Administrative Agent shall have received and accepted a certificate corresponding amount of Kraft Foods Group additional Commitment(s) pursuant to a commitment letter(s) acceptable to the Administrative Agent from one or more Lenders acceptable to the Administrative Agent and, with respect to any Lender that effect dated is not at such datetime a Lender hereunder, to the Borrower, and (B) each such Lender has executed an agreement in the form of Schedule 2.3 hereto (each such agreement a "New Commitment Agreement"), accepted in writing therein by the Administrative Agent and, with respect to any Lender that is not at such time a Lender hereunder, by the Borrower, with respect to the additional Commitment of such Lender. Upon the effectiveness of the Revolving Commitment increase, the Administrative Agent shall replace Schedule 2.1(a) with a new schedule to reflect any increased Commitments of the Lenders and/or any new Lenders.

Commitment Increases. (a) Kraft Foods Group may At any time and from time to time (but not more than three times in any calendar year)after the Closing Date, the Warehousing Credit Limit may be increased either by written notice to the Administrative Agent (which shall promptly deliver an Additional Lender establishing a copy to each of the Lenders), executed Warehousing Commitment or by Kraft Foods Group and one or more financial institutions then existing Lenders (any such financial institution referred to in this Section 2.18 being called an “Augmenting Increase Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be ) increasing its Warehousing Commitment Amount (the aggregate amount of each such increase for all Augmenting Lenders on any single occasion being referred to as by either means, a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; ) provided that no Commitment Increase shall become effective unless and until (i) Borrowers, Credit Agent and the amount of each Additional Lender or the Increase Lender shall have executed and delivered an amendment with respect to such Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a)Increase, and (ii) if, after giving effect thereto, the aggregate amount of the Commitment Increases shall not Warehousing Credit Limit would exceed $500,000,000, such Commitment Increase shall have been consented to in an amendment of this Agreement by each of the other Lenders. Each Augmenting Lender (if not then a Lender) shall be subject Prior to the approval of the Administrative Agent effective date (which approval shall not be unreasonably withheld or delayed“Effective Date”) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with that involves an Additional Lender, Borrowers shall issue promissory notes to the notice Additional Lender. Such new promissory note or notes shall constitute a “Warehousing Note” or “Sublimit Note,” as applicable, for the purposes of the Loan Documents. The Credit Agent will distribute to each Lender an original (if executed by such Lender) or a copy (if not executed by such Lender) of each amendment effecting a Commitment Increase on or prior to the Effective Date of such amendment. No Lender has implicitly or explicitly agreed to make any future Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to by entering into this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18Agreement. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on On the date Effective Date of such Commitment Increase, there Credit Agent shall recompute the Percentage Share for each Lender based on the new Warehousing Credit Limit which results from the Commitment Increase, and Credit Agent shall request Warehousing Advances from or shall direct prepayments to each Lender so that the total amount of all then outstanding Warehousing Advances are shared pro rata by each Lender. On the effective date of any Pro Rata reduction of the Warehousing Credit Limit resulting from the expiration of a temporary increase in any Lender’s Warehousing Commitment Amount, Borrowers shall prepay the Warehousing Advances outstanding, such Pro Rata Advances shall on or prior in an amount equal to the effectiveness amount by which the aggregate unpaid principal balance of such Lender’s Warehousing Advances exceeds its permanent Warehousing Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase)Amount, which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Credit Agent shall have received a certificate of Kraft Foods Group direct such prepayments to that effect dated such dateLender.

Commitment Increases. (a) Kraft Foods Group may from time In the event that Borrower wishes to time increase the aggregate Commitments, it shall notify the Lenders (but not more than three times through the Administrative Agent) of the amount of such proposed increase (such notice, a "Commitment Increase Offer"). Each Commitment Increase Offer shall offer the Lenders the opportunity to participate in the increased Commitments ratably in accordance with their respective Commitment Percentages. In the event that any calendar year)Lender (each, by written a "Declining Lender") shall fail to accept in writing a Commitment Increase Offer within 10 Business Days after receiving notice thereof, all or any portion of the proposed increase in the Commitments offered to the Administrative Agent Declining Lenders (which shall promptly deliver a copy the aggregate of such offered amounts, the "Declined Amount") may instead be allocated to each of the Lenders), executed by Kraft Foods Group and any one or more additional banks, financial institutions or other entities pursuant to paragraph (b) below and/or to any such financial institution referred one or more existing Lenders pursuant to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be paragraph (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (ic)(ii) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18below. (b) Upon each Commitment Increase pursuant Any additional bank, financial institution or other entity (herein called a "New Lender") which, with the consent of the Borrower and the Administrative Agent, elects to become a party to this Section 2.18Agreement and obtain a Commitment in an amount equal to all or any portion of a Declined Amount shall execute a New Lender Supplement (each, ifa "New Lender Supplement") with the Borrower and the Administrative Agent, on substantially in the date form of Exhibit K-1, whereupon such New Lender shall become a 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 1.2 shall be deemed to be amended to add the name and Commitment of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentenceNew Lender. (c) Any Lender which (i) accepts a Commitment Increases and new Commitments created Increase Offer pursuant to this Section 2.18 shall become effective on subsection 2.25(a) or (ii) with the date specified consent of the Borrower, elects to increase its Commitment by an amount equal to all or any portion of a Declined Amount shall, in each case, execute a Commitment Increase Supplement (each, a "Commitment Increase Supplement") with the Borrower and the Administrative Agent, substantially in the notice delivered form of Exhibit K-2, whereupon such Lender shall be bound by Kraft Foods Group pursuant and entitled to the first sentence benefits of paragraph (a) above or on such other date this Agreement with respect to the full amount of its Commitment as so increased, and Schedule 1.2 shall be agreed upon by Kraft Foods Group, deemed to be amended to so increase the Administrative Agent and the applicable Augmenting LendersCommitment of such Lender. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless If on the date of such increaseupon which a bank, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were financial institution or other entity becomes a BorrowingNew Lender pursuant to subsection 2.25(b) and the Administrative Agent shall have received or upon which a certificate of Kraft Foods Group Lender's Commitment is increased pursuant to that effect dated such date.subsection 2.25

Commitment Increases. (a) Kraft Foods Group The Borrower and any one or more Lenders (each of which will be entitled to agree or decline to participate in its sole discretion) (including Additional Lenders, if applicable) may from time to time agree that such Lenders shall obtain or increase the amount of their Revolving Commitments (but not more than three times any such increase in any calendar yearRevolving Commitments, an “Incremental Revolving Commitment”), as applicable, in an aggregate amount not to exceed $385,000,000, by written notice executing and delivering to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that Increased Facility Activation Notice specifying (i) the amount of each Commitment Increase such increase (which shall be in an amount not less than $25,000,00010,000,000 and, if greater, in increments of $1,000,000 in excess thereof and (ii) the applicable Increased Facility Closing Date; provided, that (1) after giving effect to all Incremental Revolving Commitments, the aggregate principal amount of all Revolving Commitments (including all such Incremental Revolving Commitments) under the Facility shall not exceed $2,000,000,000 at any time, (2) no Revolving Commitment of any Lender shall be increased without the consent of such Lender, which shall be given or withheld in its sole discretion; (23) no Default or Event of Default shall have occurred and be continuing at the time of such request or after giving effect to any Incremental Revolving Commitment or Loan in respect of any Incremental Revolving Commitment, as the case may be; (34) the representations and warranties set forth in Section 4 shall be true and correct in all material respects immediately prior to, and after giving effect to, except (x) to the extent necessary that such representations and warranties specifically refer to utilize an earlier date, in which case they shall have been true and correct in all material respects as of such earlier date and (y) to the remaining unused amount extent that such representation and warranty that is qualified as to “materiality,” “material adverse effect” or similar language shall be true in all respects (after giving effect to such qualification therein), the incurrence of any Incremental Revolving Commitment; (45) such Incremental Revolving Commitments shall have the same terms and conditions as are applicable to the Revolving Commitments; and (56) all fees and expenses in respect of such increase permitted under owing to the Administrative Agent and the Lenders, if any, shall have been paid. The Borrower may seek commitments in respect of any Incremental Revolving Commitments from one or more additional banks, financial institutions and other institutional lenders, other than an Ineligible Assignee, in each case, reasonably satisfactory to the Administrative Agent (each an “Additional Lender”); provided, that the new Revolving Commitment of each Additional Lender shall be at least $1,000,000. (b) Any Additional Lender shall execute an Additional Lender Supplement, substantially in the form of Exhibit F-2, whereupon such Additional Lender shall become a 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 Section 2.18(a)Agreement. (c) On the effective date of any increase in the Revolving Commitments, (i) each Lender participating in the relevant increase shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Loans of all the Lenders to equal its Revolving Percentage of such outstanding Loans, and (ii) the aggregate amount Borrower shall be deemed to have repaid and reborrowed all outstanding Loans as of the Commitment Increases date of any increase in the Revolving Commitments (with such reborrowing to consist of the Types of Loans, with related Interest Periods if applicable, specified in a notice delivered by the Borrower, in accordance with the requirements of Section 2.2). The deemed payments made pursuant to clause (ii) of the immediately preceding sentence shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Term SOFR Loan, shall be subject to indemnification by the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject Borrower pursuant to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, 2.16 if the deemed payment occurs other than on the date last day of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lendersrelated Interest Periods. (d) Notwithstanding anything to the foregoingcontrary in this Agreement, no increase in each of the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under parties hereto hereby agrees that, on each Increased Facility Activation Date, this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 Agreement shall be satisfied as amended to the extent (but only to the extent) necessary to reflect the existence and terms of the Incremental Revolving Commitment. Any such date (as though the effectiveness of such increase were a Borrowing) and deemed amendment may be effected in writing by the Administrative Agent with the Borrower’s consent (not to be unreasonably withheld) and furnished to the other parties hereto. (e) In connection with any increase of the Revolving Commitments pursuant to this Section 2.20, any Additional Lender becoming a party hereto shall have received (i) execute such documents and agreements as the Administrative Agent may reasonably request and (ii) in the case of any Additional Lender that is organized under the laws of a certificate jurisdiction outside of Kraft Foods Group the United States of America, provide to that effect dated the Administrative Agent, its name, address, tax identification number and/or such dateother information as shall be necessary for the Administrative Agent to comply with “know your customer” and Anti-Money Laundering Laws, including without limitation, the Patriot Act.

Commitment Increases. (a) Kraft Foods Group The Borrower may at any time and from time to time (but not more than three times in any calendar year)time, by written notice to the Administrative Agent (which shall promptly deliver a copy to each the Banks) executed by a Responsible Officer of the Lenders), executed by Kraft Foods Group Borrower and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting LenderIncreasing Bank”), which may include any LenderBank, cause new the Commitments of the Increasing Banks to be extended by the Augmenting Lenders increased (or cause the existing Commitments of the Augmenting Lenders Increasing Banks to be increased, as the case may be extend new Commitments) (the aggregate amount of each such increase for all Augmenting Lenders on any single occasion being referred to as and/or new Commitment, a “Commitment Increase”), ) in an amount for each Augmenting Lender Increasing Bank (which shall not be less than $10,000,000) set forth in such notice; , provided that (i) the amount of each no Bank shall have any obligation to increase its Commitment Increase shall be not less than $25,000,000pursuant to this paragraph, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) all new Commitments and increases in existing Commitments becoming effective under this paragraph during the aggregate amount term of the Commitment Increases this Agreement shall not exceed $500,000,000. Each Augmenting Lender 350,000,000 in the aggregate,the sum of the cumulative aggregate amount of all the Commitment Increases established under this Section 2.17(a), the cumulative aggregate original amount of all the Incremental Term Commitments established pursuant to the Fixed Incremental Amount under Section 2.17(b), and the aggregate original amount of all Incremental Equivalent Debt incurred pursuant to the Fixed Incremental Amount under Section 7.09(vii) shall not, on the date of effectiveness of any Commitment Increase under this Section 2.17(a), exceed the Fixed Incremental Amount in effect on such date, (iii) each Increasing Bank, if not then already a Lender) Bank hereunder, shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayedwithheld) and (iv) each Increasing Bank, if not already a Bank hereunder, shall not be subject become a party to the approval of any other Lenders, this Agreement by completing and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as delivering to the Administrative Agent shall a duly executed accession agreement in a form reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior satisfactory to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing Borrower (an “Accession Agreement”). New Commitments and pro rata payment requirements contained elsewhere increases in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice applicable notices delivered by Kraft Foods Group pursuant to this Section 2.17. Upon the first sentence effectiveness of paragraph (a) above or on any Accession Agreement to which any Increasing Bank is a party, such other date as Increasing Bank shall thereafter be deemed to be a party to this Agreement and shall be agreed upon by Kraft Foods Groupentitled to all rights, the Administrative Agent benefits and the applicable Augmenting Lenders. (d) privileges accorded a Bank hereunder and subject to all obligations of a Bank hereunder. Notwithstanding the foregoing, no increase in the Total Commitments (or in any the Commitment of any LenderBank) or addition of an Augmenting Lender pursuant to this paragraph shall become effective unless (i) the Administrative Agent shall have received documents consistent with those delivered under this Section 2.18 unless 3.01(a)(ii) through (v), giving effect to such increase, (ii) on the effective date of such increase, the conditions representations and warranties of the Borrower and the Guarantors set forth in Section 3.03 this Agreement shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) true and correct in all material respects and no Default shall have occurred and be continuing or would result therefrom, and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such datedate and executed by a Financial Officer of the Borrower, and (iii) (x) upon the reasonable request of any Bank made at least five (5) days prior to the effectiveness of any Accession Agreement, the Borrower shall have provided to such Bank, and such Bank shall be reasonably satisfied with, the documentation and other information so requested in connection with applicable “know your customer” and anti-money-laundering rules and regulations, including, without limitation, the PATRIOT Act, in each case at least three (3) Business Days prior to the effectiveness of any Accession Agreement and (y) at least three (3) Business Days prior to the effectiveness of any Accession Agreement, any Loan Party that qualifies as a “legal entity customer” under the Beneficial Ownership Regulation shall have delivered, to each Bank that so requests, a Beneficial Ownership Certification in relation to such Loan Party. On the effective date of any increase in the Commitments pursuant to this Section 2.17, to the extent there are outstanding Advances, the parties hereto shall implement such arrangements as may be agreed upon by the Borrower and the Administrative Agent to ensure that the proportion between the Banks’ outstanding Advances, after giving effect to such increase, and their respective Commitments, after giving effect to such increase, will be re-established, and the effectiveness of such increase shall be conditioned on the implementation of such arrangements.

Commitment Increases. (a) Kraft Foods Group At any time after the Closing Date, provided that no Event of Default shall have occurred and be continuing, the Borrower may from time request an increase of the aggregate Commitments (which increase may be, at the Borrower’s option, in the form of an increase in the Total Revolving Credit Commitments and/or Commitments to time (but not more than three times make additional Term Loans) in any calendar year), an aggregate amount up to $15,000,000 by written notice to the Administrative Agent (which shall promptly deliver a copy to each in writing of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be amount (the aggregate amount “Offered Increase Amount”) of such proposed increase for all Augmenting Lenders on any single occasion being referred to as (such notice, a “Commitment IncreaseIncrease Notice”), in an amount for each Augmenting Lender set forth in . Any such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except Notice must offer each Lender under each Facility the opportunity to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount subscribe for its pro rata share of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject increased Commitments relating to such Facility; provided, that the approval Borrower may, with the consent of the Administrative Agent (which approval consent shall not be unreasonably withheld or delayed), without offering to each Lender the opportunity to subscribe for its pro rata share of the increased Commitments, offer to any bank or other financial institution that is not an existing Lender the opportunity to provide a new Commitment pursuant to paragraph (b) and below. If any portion of the increased Commitments offered to the Lenders as contemplated in the immediately preceding sentence is not subscribed for by the Lenders, the Borrower may, with the consent of the Administrative Agent as to any bank or financial institution that is not at such time a Lender (which consent shall not be subject unreasonably withheld or delayed), offer to any existing Lender or to one or more additional banks or financial institutions the opportunity to provide all or a portion of such unsubscribed portion of the increased Commitments pursuant to paragraph (b) below. (b) Any additional bank or financial institution that the Borrower selects to offer the opportunity to provide any portion of the increased Commitments, and that elects to become a party to this Agreement and provide a Commitment, shall execute a New Lender Supplement with the Borrower and the Administrative Agent, substantially in the form of Exhibit L (a “New Lender Supplement”), whereupon such bank or financial institution (a “New Lender”) shall become a Lender for all purposes and to the approval same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement; provided that the Commitment of any other Lenders, and Kraft Foods Group and each Augmenting such New Lender shall be in a principal amount not less than $5,000,000. (c) Any Lender that accepts an offer to it by the Borrower to increase its Commitment pursuant to this Section 2.25 shall, in each case, execute all a Commitment Increase Supplement with the Borrower and the Administrative Agent, substantially in the form of Exhibit M (a “Commitment Increase Supplement”), whereupon such documentation Lender (an “Increasing Lender”) shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Commitment as so increased. (d) The effectiveness of any New Lender Supplement or Commitment Increase Supplement shall be contingent upon receipt by the Administrative Agent of such corporate resolutions of the Borrower and legal opinions of counsel to the Borrower as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder request with respect thereto (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of e) Unless otherwise agreed by the Administrative Agent, on each closing date of an increase in the Commitments, the Borrower shall borrow Loans from each Lender participating in the relevant increase to effect the provisions extent necessary to rebalance the outstanding Loans pro rata among the Lenders in an amount determined by reference to the amount of this Section 2.18each Type of Loan under each Facility which would then have been outstanding from such Lender if it had been a Lender on the Closing Date. (bf) Upon each Commitment Increase pursuant Notwithstanding anything to the contrary in this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing2.25, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent either Facility shall have received a certificate of Kraft Foods Group any obligation to that effect dated increase its Commitment under such dateFacility unless it agrees to do so in its sole discretion.

Commitment Increases. (a) Kraft Foods Group So long as no Event of Default has occurred and is continuing, the Borrower may request from time to time (but not more than three times in any calendar year)after the Effective Date, by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (that the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as the Commitments be increased (each a “Commitment Increase”)) by delivering a Notice of Commitment Increase; provided, in an amount for each Augmenting Lender set forth in such notice; provided that however, that: (i) no Lender’s Commitment may ever be increased without its prior written consent; (ii) any Notice of Commitment Increase must be given no later than three (3) Business Days prior to the Revolving Commitment Termination Date; (iii) the effective date of any Commitment Increase (the “Commitment Increase Effective Date”) shall be no earlier than three (3) Business Days after receipt by the Administrative Agent of such Notice of Commitment Increase; (iv) the amount of each any Commitment Increase shall must be not less than at least $25,000,00010,000,000 or such lesser amount as the Administrative Agent may agree to in its sole discretion; and (v) after giving effect to any requested Commitment Increase, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases Commitments shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.182,000,000,000. (b) Upon On each Commitment Increase Effective Date, so long as no Event of Default has occurred and is continuing, each Commitment Increase shall become effective on its Commitment Increase Effective Date and upon such effectiveness: (i) the Administrative Agent shall record in the Register each CI Lender’s information, if necessary, as provided in the Notice of Commitment Increase and pursuant to an Administrative Questionnaire that shall be completed and delivered by each CI Lender to the Administrative Agent on or before the Commitment Increase Effective Date; (ii) the Administrative Agent shall distribute to each Lender (including each CI Lender) a copy of the Annex I attached to the Notice of Commitment Increase relating to such Commitment Increase; (iii) each CI Lender identified on the Notice of Commitment Increase for such Commitment Increase shall be a “Lender” for all purposes under this Agreement; (iv) to the extent there are Revolving Loans outstanding as of such date: (A) each CI Lender shall, by wire transfer of immediately available funds, deliver to the Administrative Agent such CI Lender’s New Funds Amount for the applicable Commitment Increase Effective Date, which amount, for each such CI Lender, shall constitute Revolving Loans made by such CI Lender to the Borrower pursuant to this Agreement on such Commitment Increase Effective Date; and (B) the Administrative Agent shall, by wire transfer of immediately available funds, pay to each then Reducing Percentage Lender its Reduction Amount for such Commitment Increase Effective Date, which amount, for each such Reducing Percentage Lender, shall constitute a prepayment by the Borrower pursuant to Section 2.182.07, ifratably in accordance with the respective principal amounts thereof, on of the date principal amounts of all then outstanding Revolving Loans of such Commitment Increase, Reducing Percentage Lender; and (v) To the extent there are is any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness Letter of Credit outstanding as of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase)Effective Date, which prepayment each CI Lender shall be accompanied by accrued interest on deemed to have acquired, and each Reducing Percentage Lender shall be deemed to have transferred, such portions of the Pro Rata Advances being prepaid and any costs incurred by any Lender existing participations in such Letter of Credit as shall cause the participations therein of all Lenders to be pro rata in accordance with Section 9.04(b). The Administrative Agent and the Applicable Percentages of all Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply on such Commitment Increase Effective Date (after giving effect to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting all Lenders). (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. In the event that the Borrower wishes to increase the Total Commitments at any time when no Default or Event of Default has occurred and is continuing (a) Kraft Foods Group may from time to time (but not more than three times in any calendar yearor shall result of such increase), by written notice to it shall notify the Administrative Agent in writing, given not more frequently than once per calendar year, of the amount (the “Revolving Credit Offered Increase Amount”) of such proposed increase (such notice, a “Commitment Increase Notice”) which shall promptly deliver be in a copy minimum amount equal to $10,000,000 and shall not exceed, in the aggregate for all increases, $150,000,000. The Borrower shall offer each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any Lenders the opportunity to provide such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments ’s Percentage of the Augmenting Lenders to be increasedRevolving Credit Offered Increase Amount, as the case may be (the aggregate amount of and if any Lender declines such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”)offer, in an whole or in part, the Borrower may offer such declined amount for each Augmenting Lender set forth in such notice; provided that to (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and other Lenders and/or (ii) other banks, financial institutions or other entities with the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval consent of the Administrative Agent (which approval consent of the Administrative Agent shall not be unreasonably withheld withheld, conditioned or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment mayNotice shall specify the Lenders and/or banks, without financial institutions or other entities that will be requested to provide such Revolving Credit Offered Increase Amount. The Borrower or, if requested by the consent of any other Borrower, the Administrative Agent will notify such Lenders, effect and/or banks, financial institutions or other entities of such amendments offer. Any additional bank, financial institution or other entity which the Borrower selects to offer a portion of the increased Total Commitments and which elects to become a party to this Agreement as may be necessary or appropriate, and obtain a Commitment in an amount so offered and accepted by it pursuant to Section 2.3(a) shall execute a new lender supplement (the reasonable opinion of “New Lender Supplement”) with the Borrower and the Administrative Agent, substantially in the form of Exhibit A, whereupon such bank, financial institution or other entity (herein called a “New Revolving Credit Lender”) shall become a 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, provided that the Commitment of any such New Revolving Credit Lender shall be in an amount not less than $5,000,000. Any Lender which accepts an offer to it by the Borrower to increase its Commitment pursuant to Section 2.3(a) shall, in each case, execute a commitment increase supplement with the Borrower and the Administrative Agent, substantially in the form of Exhibit B, whereupon such Lender shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Commitment as so increased. If any bank, financial institution or other entity becomes a New Revolving Credit Lender pursuant to Section 2.3(b) or any Lender’s Commitment is increased pursuant to Section 2.3(c), additional Revolving Loans made on or after the effectiveness thereof (the “Revolving Credit Re-Allocation Date”) shall be made pro rata based on the Percentages in effect on and after such Revolving Credit Re-Allocation Date (except to the extent that any such pro rata borrowings would result in any Lender making an aggregate principal amount of Revolving Loans in excess of its Commitment, in which case such excess amount will be allocated to, and made by, such New Revolving Credit Lenders and/or Lenders with such increased Commitments to the extent of, and pro rata based on, their respective Commitments otherwise available for Revolving Loans), and continuations of Term Benchmark Loans outstanding on such Revolving Credit Re-Allocation Date shall be effected by repayment of such Term Benchmark Loans on the last day of the Interest Period applicable thereto and the making of new Term Benchmark Loans pro rata based on such new Percentages. In the event that on any such Revolving Credit Re-Allocation Date there is an unpaid principal amount of ABR Loans, the Borrower shall make prepayments thereof and borrowings of ABR Loans so that, after giving effect thereto, the ABR Loans outstanding are held pro rata based on such new Percentages. In the event that on any such Revolving Credit Re-Allocation Date there is an unpaid principal amount of Term Benchmark Loans, such Term Benchmark Loans shall remain outstanding with the respective holders thereof until the expiration of their respective Interest Periods (unless the Borrower elects to prepay any thereof in accordance with the applicable provisions of this Agreement), and interest on and repayments of such Term Benchmark Loans will be paid thereon to the respective Lenders holding such Term Benchmark Loans pro rata based on the respective principal amounts thereof outstanding. Notwithstanding anything to the contrary in this Section 2.18. 2.3, no Lender shall have any obligation to increase its Commitment unless it agrees to do so in its sole discretion and unless the Administrative Agent consents to such increase (b) Upon each which consent of the Administrative Agent shall not be unreasonably withheld, conditioned or delayed); provided, that any Lender not responding to the Commitment Increase Notice within the time period prescribed therein shall be deemed to have declined to increase its Commitment and in no event shall any transaction effected pursuant to this Section 2.18, if, on 2.3 (A) cause the date Total Commitments to exceed $650,000,000 or (B) occur at a time at which a Default or an Event of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances Default has occurred and is continuing. The Administrative Agent shall have received on or prior to the effectiveness Revolving Credit Re-Allocation Date, for the benefit of the Lenders, a legal opinion of counsel to the Borrower covering such Commitment Increase matters as are customary for transactions of this type as may be prepaid from reasonably requested by the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase)Administrative Agent, which prepayment opinions shall be accompanied substantially the same, to the extent appropriate, as the opinions rendered by accrued interest counsel to the Borrower on the Pro Rata Advances being prepaid Effective Date and any costs incurred by any Lender in accordance with Section 9.04(b)certified copies of resolutions of the board of directors of the Borrower authorizing the Borrower to borrow the Revolving Credit Offered Increase Amount. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence[Reserved]. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group may from time Subject to time (but not more than three times in any calendar year)the terms and conditions set forth herein, by upon 30 days' advance written notice to the Administrative Agent (which Agent, the Company shall promptly deliver a copy have the right, at any time and from time to each time from the Closing Date until the termination of the LendersAggregate Revolving Credit Commitment (but no more than once a year, with each year for purposes hereof being deemed to begin at Closing or an anniversary thereof), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments increase the Aggregate Revolving Credit Commitment to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders up to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice$400,000,000; provided that (i) the 364 Day Facility Commitment and the Five Year Facility Commitment shall be increased on a pro rata basis, (ii) any such increase shall be in a minimum principal amount of each Commitment Increase $15,000,000 and an integral multiple of $5,000,000 in excess thereof, (iii) if any Revolving Credit Loans are outstanding under a Credit Facility at the time of any such increase, the Company shall make such payments and adjustments on such Revolving Credit Loans (including payment of any break-funding amount owing under Section 4.9) as are necessary to give effect to the revised commitment percentages and commitment amounts of the Lenders and (iv) the conditions to an Extension of Credit in Sections 5.2 shall be not less than $25,000,000, except satisfied after giving effect to any such increase. An increase in the Credit Facility hereunder shall be subject to satisfaction of the following: (A) the amount of such increase shall be offered first to the extent necessary existing Lenders, (B) each existing Lender shall have the right, but not the obligation, to utilize commit to all or a portion of the remaining unused proposed increase to the respective Credit Facilities on a pro rata basis (based on its then existing Commitments), (C) in the event the additional commitments which such existing Lenders are willing to take shall exceed the amount requested by the Company, then additional commitments shall be allocated in proportion to the commitments of such existing Lenders willing to take additional commitments and (D) if the amount of the additional commitments requested by the Company shall exceed the additional commitments which the existing Lenders under such facility are willing to take, then the Company may invite other commercial banks and financial institutions reasonably acceptable to the Administrative Agent to join this Agreement as Lenders hereunder for the portion of commitments not taken by such existing Lenders, provided that (i) the minimum commitment of each such institution equals or exceeds the smallest Commitment of an existing Lender prior to the increase permitted under this Section 2.18(a), to the Credit Facility and (ii) the aggregate amount of the Commitment Increases such institutions shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject enter into such joinder agreements to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation give effect thereto as the Administrative Agent shall reasonably specify to evidence and/or the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment Company may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as hereto shall be agreed upon by Kraft Foods Group, revised to reflect the Administrative Agent modified commitment percentages and commitments of the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group may from time Subject to time (but not more than three times in any calendar year)the terms and conditions set forth herein, after the Closing Date, the Company shall have the right to request, by written notice to the Administrative Agent Agent, (which shall promptly deliver a copy to each of i) an increase in the Lenders), executed by Kraft Foods Group and one or more financial institutions Revolving Commitments (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Revolving Commitment Increase”), (ii) an increase in the aggregate amount of the Term Loan and/or the addition of a separate term loan facility (an “Additional Term Loan Facility”) (each such increase or separate facility pursuant to the foregoing clauses (i), (ii) and (iii), an “Accordion Increase”) in an aggregate amount for not to exceed $175,000,000; provided that (x) any Accordion Increase shall be on the terms (including, in the case of a Revolving Commitment Increase or increase in the aggregate amount of the Term Loan, the Latest Maturity Date) and pursuant to the documentation to be agreed upon by the Lenders providing such Accordion Increase, (y) the Company shall only be permitted to request two Accordion Increases during the term of this Agreement and (z) any Accordion Increase shall be in a minimum amount of $25,000,000 or, if less than $25,000,000 is available, the amount left available. (b) Each notice submitted pursuant to this Section 2.13 (an “Accordion Increase Notice”) requesting an Accordion Increase shall specify the amount of the increase in the Revolving Commitments or the Term Loan or the amount of the new term loan being requested. Upon receipt of an Accordion Increase Notice, the Administrative Agent may (at the direction of the Company) promptly notify the applicable Lenders and each Augmenting such Lender set forth may (subject to the Company’s consent) have the right to elect to (x) have its Revolving Commitment or Term Loan Commitment increased by its Pro Rata Share (it being understood and agreed that a Lender may elect to have its Revolving Commitment or Term Loan Commitment increased in such noticeexcess of its Pro Rata Share in its discretion if any other Lender declines to participate in the Accordion Increase) of the requested increase in Revolving Commitments or Term Loan Commitments, as applicable or (y) issue a commitment under the Additional Term Loan Facility; provided that (i) the amount of each Commitment Increase Lender may elect or decline, in its sole discretion, to participate in any Accordion Increase, it being understood that no Lender shall be not less than $25,000,000obligated to participate in an Accordion Increase unless it, except in its sole discretion, so agrees and, if a Lender fails to the extent necessary respond to utilize the remaining unused amount any Accordion Increase Notice within five (5) Business Days after such Lender’s receipt of increase permitted under this Section 2.18(a)such request, and such Lender shall be deemed to have declined to participate in such Accordion Increase; (ii) if any Lender declines to participate in any Accordion Increase and, as a result, commitments from additional financial institutions are required in connection with the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) Accordion Increase, any Person or Persons providing such commitment shall be subject to the approval written consent of the Administrative Agent (which approval shall in each case, such consent not to be unreasonably withheld or delayed); (iii) in no event shall a Defaulting Lender be entitled to participate in such Accordion Increase; (iv) neither the funding of the Accordion Increase nor the existence of the Liens securing such Accordion Increase would violate the terms of the Senior Notes Indenture. In the event that any Lender or other Person agrees to participate in any Accordion Increase (each an “Increase Loan Lender”), such Accordion Increase shall become effective on such date as shall be mutually agreed upon by the Increase Loan Lenders and the Company, which date shall not be as soon as practicable after the date of receipt of the Accordion Increase Notice (such date, the “Increase Date”); provided that the establishment of such Accordion Increase shall be subject to the approval satisfaction of any other each of the following conditions: (1) no Default or Event of Default would exist after giving effect thereto; (2) the Accordion Increase shall be effected pursuant to one or more joinder agreements executed and delivered by the Company, the Administrative Agent, and the Increase Loan Lenders, each of which shall be reasonably satisfactory to the Company, the Administrative Agent, and Kraft Foods Group the Increase Loan Lenders; (3) the Credit Parties shall execute and deliver or cause to be executed and delivered to the Administrative Agent such amendments to the Credit Documents, legal opinions and other documents as the Administrative Agent may reasonably request in connection with any such transaction, which amendments, legal opinions and other documents shall be reasonably satisfactory to the Administrative Agent; (4) the representations and warranties contained in Section 8 shall be true and correct in all material respects (or in all respects to the extent that any representation or warranty is qualified by materiality) as of the Increase Date; (5) the Borrowers shall have paid to the Administrative Agent and the Increase Loan Lenders such additional fees as may be agreed to be paid by the Borrowers in connection therewith; and (6) the Company shall be in compliance with the Collateral Coverage Ratio on a pro forma basis after giving effect to such Accordion Increase. (c) On the Increase Date, upon fulfillment of the conditions set forth in this Section 2.13, (i) with respect to any Revolving Commitment Increase, the Administrative Agent shall effect a settlement of all outstanding Revolving Loans among the Lenders that will reflect the adjustments to the Revolving Commitments of the Lenders as a result of the Revolving Commitment Increase, (ii) the Administrative Agent shall notify the Lenders and Credit Parties of the occurrence of the Accordion Increase to be effected on the Increase Date, (iii) Schedule 2.01 shall be deemed modified to reflect the revised and/or new Commitments of the affected Lenders and (iv) Notes will be issued, at the expense of the Borrowers, to any Lender participating in the Accordion Increase and requesting a Note. (d) The terms and provisions of (x) the Revolving Commitment Increase shall be identical to the Revolving Loans and the Revolving Commitments and, for purposes of this Agreement and the other Credit Documents, all Revolving Loans made under the Revolving Commitment Increase shall be deemed to be Revolving Loans and (y) any Accordion Increase to the existing Term Loan Facility (other than an Additional Term Loan Facility) shall be identical to the Term Loan and the Term Loan Commitments and, each loan made in connection with an Accordion Increase to the existing Term Loan Facility (other than an Additional Term Loan Facility) shall constitute an increase to the existing Term Loan hereunder. Without limiting the generality of the foregoing, (i) With respect to any Revolving Commitment Increase, (A) the rate of interest applicable to the Revolving Commitment Increase shall be the same as the rate of interest applicable to the existing Revolving Loans, (B) unused line fees applicable to the Revolving Commitment Increase shall be calculated using the same Unused Line Fee Rates applicable to the existing Revolving Loans, (C) the Revolving Commitment Increase shall share ratably in any mandatory prepayments of the Revolving Loans, (D) after giving effect to such Revolving Commitment Increases, Revolving Commitments shall be reduced based on each Lender’s Pro Rata Percentage, and (E) the Revolving Commitment Increase shall rank pari passu in right of payment and security with the existing Revolving Loans. (ii) With respect to any increase to the existing Term Loan, (A) the rate of interest applicable to such Accordion Increase shall be the same as the rate of interest applicable to the existing Term Loan, (B) such Accordion Increase shall share ratably in any mandatory prepayments of the Term Loan, (C) after giving effect to such Accordion Increase, the Term Commitments shall be reduced based on each Lender’s Pro Rata Percentage, and (D) such Accordion Increase shall rank pari passu in right of payment and security with the existing Term Loan. (iii) With respect to any Additional Term Loan Facility, (A) the Company and each Augmenting Increase Loan Lender providing an Additional Term Loan Facility shall execute all and deliver to the Administrative Agent an Additional Term Loan Facility Agreement and such other documentation as the Administrative Agent shall reasonably specify to evidence the Commitment commitment of such Augmenting Lender and/or its status as a Lender hereunder Increase Loan Lender, (such B) the Additional Term Loan Facility Agreement shall specify the pricing, maturity date and other terms of the Additional Term Loan Facility, (C) the final maturity date of the Additional Term Loan Facility shall be no earlier than the Maturity Date for the existing Term Loan, (D) the weighted average life to maturity of the Additional Term Loan Facility shall be no shorter than the remaining weighted average life to maturity of the Term Loan and other existing Additional Term Loan Facility, (E) the Additional Term Loan Facility shall rank pari passu in right of payment and security with the existing Term Loan, and (F) the other terms and documentation in respect of any Commitment Increase together the Additional Term Loan Facility, to the extent not consistent with the notice existing Term Loan, shall be as agreed between the Company and the Increase Loan Lenders providing the Additional Term Loan Facility (but in any case subject to the specific limitations and requirements set forth above) and the Administrative Agent. (iv) Each joinder agreement and any amendment to any Credit Document requested by the Administrative Agent in connection with the establishment of such Commitment an Accordion Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other of the Lenders, effect such amendments to this Agreement (each, an “Accordion Agreement”) and the other Credit Documents as may be reasonably necessary or appropriate, in the reasonable opinion of the Administrative AgentAgent and the Company, to effect the provisions of this Section 2.182.13. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group At any time after the Closing Date, -------------------- provided that no Event of Default shall have occurred and be continuing, the -------- Borrowers may from time to time (but not more than three times in any calendar year), request an increase of the aggregate Commitments by written notice to the Administrative Agent (which shall promptly deliver a copy to each in writing of the Lendersamount (the "Offered Increase Amount") of ----------------------- such proposed increase (such notice, a "Commitment Increase Notice"), executed by Kraft Foods Group and one or more financial institutions (any . Any such financial institution referred -------------------------- Commitment Increase Notice must offer each Bank the opportunity to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments subscribe for its pro rata share of the Augmenting Lenders to be increasedincreased Commitments; provided, as however, the case may be (-------- ------- Borrowers may, with the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval consent of the Administrative Agent (which approval consent shall not be unreasonably withheld or delayed), without offering to each Bank the opportunity to subscribe for its pro rata share of the increased Commitments, offer to any bank or other financial institution that is not an existing Bank the opportunity to provide a new Commitment pursuant to paragraph (b) and below if the aggregate amount of all Commitments made hereunder pursuant to this proviso which will be in effect when such new Commitment becomes effective does not exceed $750,000,000 subject to subsection 2.20(f). If any portion of the increased Commitments offered to the Banks as contemplated in the immediately preceding sentence is not subscribed for by the Banks, the Borrowers may, with the consent of the Administrative Agent as to any bank or financial institution that is not at such time a Bank (which consent shall not be subject unreasonably withheld or delayed), offer to any existing Bank or to one or more additional banks or financial institutions the opportunity to provide all or a portion of such unsubscribed portion of the increased Commitments pursuant to paragraph (b) below. (b) Any additional bank or financial institution that the Borrowers select to offer the opportunity to provide any portion of the increased Commitments, and that elects to become a party to this Agreement and provide a Commitment, shall execute a New Bank Supplement with the Borrowers and the Administrative Agent, substantially in the form of Exhibit N (a "New Bank -------- Supplement"), whereupon such bank or financial institution (a "New Bank") shall ---------- -------- become a Bank for all purposes and to the approval same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement, and Schedule II shall be deemed to be amended to add the name and Commitment of such New Bank, provided that the Commitment of any other Lenderssuch New Bank shall be in an -------- amount not less than $10,000,000. (c) Any Bank that accepts an offer to it by the Borrowers to increase its Commitment pursuant to this subsection 2.20 shall, in each case, execute a Commitment Increase Supplement with the Borrowers and the Administrative Agent, substantially in the form of Exhibit O (a "Commitment ---------- Increase Supplement"), whereupon such Bank (an "Increasing Bank") shall be bound ------------------- --------------- by and entitled to the benefits of this Agreement with respect to the full amount of its Commitment as so increased, and Kraft Foods Group Schedule II shall be deemed to be amended to so increase the Commitment of such Bank. (d) The effectiveness of any New Bank Supplement or Commitment Increase Supplement shall be contingent upon receipt by the Administrative Agent of such corporate resolutions of the Borrowers and each Augmenting Lender shall execute all such documentation legal opinions of counsel to the Borrowers as the Administrative Agent shall reasonably specify request with respect thereto. (i) Except as otherwise provided in subparagraphs (ii) and (iii) of this paragraph (e), if any bank or financial institution becomes a New Bank pursuant to evidence subsection 2.20(b) or any Bank's Commitment is increased pursuant to subsection 2.20(c), additional Committed Rate Loans made on or after the date of the effectiveness thereof (the "Re-Allocation Date") shall be made in accordance ------------------ with the pro rata provisions of subsection 2.12(b) based on the Commitment Percentages in effect on and after such Re-Allocation Date (except to the extent that any such pro rata borrowings would result in any Bank making an aggregate principal amount of Committed Rate Loans in excess of its Commitment, in which case such excess amount will be allocated to, and made by, the relevant New Banks and Increasing Banks to the extent of, and in accordance with the pro rata provisions of subsection 2.12(b) based on, their respective Commitments). On each Re-Allocation Date, the Administrative Agent shall deliver a notice to each Bank of the adjusted Commitment Percentages after giving effect to any increase in the aggregate Commitments made pursuant to this subsection 2.20 on such Re- Allocation Date. (ii) In the event that on any such Re-Allocation Date there is an unpaid principal amount of ABR Loans, the applicable Borrower shall make prepayments thereof and one or both Borrowers shall make borrowings of ABR Loans and/or Eurodollar Loans, as the applicable Borrower shall determine, so that, after giving effect thereto, the ABR Loans and Eurodollar Loans outstanding are held as nearly as may be in accordance with the pro rata provisions of subsection 2.12(b) based on such new Commitment Percentages. (iii) In the event that on any such Re-Allocation Date there is an unpaid principal amount of Eurodollar Loans, such Eurodollar Loans shall remain outstanding with the respective holders thereof until the expiration of their respective Interest Periods (unless the applicable Borrower elects to prepay any thereof in accordance with the applicable provisions of this Agreement), and on the last day of the respective Interest Periods the applicable Borrower shall make prepayments thereof and one or both Borrowers shall make borrowings of ABR Loans and/or Eurodollar Loans so that, after giving effect thereto, the ABR Loans and Eurodollar Loans outstanding are held as nearly as may be in accordance with the pro rata provisions of subsection 2.12(b) based on such new Commitment Percentages. (f) Notwithstanding anything to the contrary in this subsection 2.20, (i) in no event shall any transaction effected pursuant to this subsection 2.20 cause the aggregate Commitments to exceed $3,000,000,000, (ii) the Commitment of an individual Bank shall not, as a result of providing a new Commitment or of increasing its existing Commitment pursuant to this subsection 2.20, exceed 15% of the aggregate Commitments on any Re-Allocation Date and (iii) no Bank shall have any obligation to increase its Commitment unless it agrees to do so in its sole discretion. (g) The Borrowers, at their own expense, shall execute and deliver to the Administrative Agent in exchange for the surrendered Notes of any Bank, if any, new Notes to the order of such Bank, if requested, in an amount equal to the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of Bank after giving effect to any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such dateBank's Commitment.

Commitment Increases. (a) Kraft Foods Group Notwithstanding anything to the contrary contained in this Agreement, the Borrower may request from time to time (but not more than three times in any calendar year), by written notice to that the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to Total Commitment be increased, as the case may be (; provided that the aggregate amount of all such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases increases shall not exceed $500,000,000. Each Augmenting Lender The Borrower may (if not then a LenderI) request one or more of the Lenders to increase the amount of its Commitment (which request shall be subject in writing and sent to the approval Administrative Agent to forward to such Lender or Lenders) and/or (II) with the consent of the Administrative Agent and each Issuing Lender (which approval consents of the Administrative Agent and each Issuing Lender shall not be unreasonably withheld or delayed), arrange for one or more banks or financial institutions not a party hereto (a “New Lender”) to become parties to and Lenders under this Agreement. In no event may any Lender’s Commitment be increased without the prior written consent of such Lender. The failure of any Lender to respond to the Borrower’s request for an increase shall be deemed a rejection by such Lender of the Borrower’s request. The Total Commitment may not be subject to increased if, at the approval time of any other Lendersproposed increase hereunder, a Default or Event of Default has occurred and Kraft Foods Group is continuing. Upon any request by the Borrower to increase the Total Commitment, the Borrower shall be deemed to have represented and each Augmenting Lender shall execute all such documentation warranted on and as of the Administrative Agent shall reasonably specify to evidence the Commitment date of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect request that no Default or Event of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18Default has occurred and is continuing. (b) Upon each If any Lender is willing, in its sole and absolute discretion, to increase the amount of its Commitment hereunder (such a Lender hereinafter referred to as an “Increasing Lender”), it shall enter into a written agreement to that effect with the Borrower and the Administrative Agent, substantially in the form of Exhibit G (a “Commitment Increase pursuant to this Section 2.18Supplement”), ifwhich agreement shall specify, on among other things, the date amount of the increased Commitment of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to Increasing Lender. Upon the effectiveness of such Commitment Increase Increasing Lender’s increase in Commitment, Schedule 2.01 shall, without further action, be prepaid from deemed to have been amended appropriately to reflect the proceeds of new Pro Rata Advances made increased Commitment. Any New Lender which is willing to become a party hereto and a Lender hereunder (reflecting such Commitment Increaseand which arrangement to become a party hereto and a Lender hereunder has been consented to by the Administrative Agent and each Issuing Lender pursuant to Section 2.21(a)) shall enter into a written agreement with the Borrower and the Administrative Agent, substantially in the form of Exhibit H (a “New Lender Supplement”), which prepayment agreement shall specify, among other things, its Commitment hereunder. When such New Lender becomes a Lender hereunder as set forth in the New Lender Supplement, Schedule 2.01 shall, without further action, be deemed to have been amended as appropriate to reflect the Commitment of such New Lender. Upon the execution by the Administrative Agent, the Borrower and such New Lender of such New Lender Supplement, such New Lender shall become and be deemed a party hereto and a “Lender” hereunder for all purposes hereof and shall enjoy all rights and assume all obligations on the part of the Lenders set forth in this Agreement, and its Commitment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any amount specified in its New Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentenceSupplement. (c) In no event shall an increase in a Lender’s Commitment Increases and new Commitments created pursuant to this Section 2.18 shall or the Commitment of a New Lender become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, until the Administrative Agent and shall have received favorable written opinions of counsel for the applicable Augmenting Borrower, addressed to the Lenders. (d) Notwithstanding , covering such matters as are customary for transactions of this type as may be reasonably requested by the foregoingAdministrative Agent, which opinions shall be substantially the same, to the extent appropriate, as the opinions rendered by counsel to the Borrower on the Closing Date. In no event shall an increase in a Lender’s Commitment or the Commitments (or in any Commitment of any Lender) or addition of an Augmenting a New Lender shall which results in the Total Commitment exceeding the amount which is authorized at such time in resolutions previously delivered to the Administrative Agent become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and until the Administrative Agent shall have received a certificate copy of Kraft Foods Group the resolutions, in form and substance satisfactory to the Administrative Agent, of the Board of Directors of the Borrower authorizing the borrowings contemplated pursuant to such increase, certified by the Secretary or an Assistant Secretary of the Borrower. Upon the effectiveness of the increase in a Lender’s Commitment or the Commitment of a New Lender pursuant to the preceding sentence and execution by an Increasing Lender of a Commitment Increase Supplement or by a New Lender of a New Lender Supplement, the Borrower shall make such borrowings from such Increasing Lender or Additional Lender, and/or shall make such prepayment of outstanding Revolving Loans, as shall be required to cause the aggregate outstanding principal amount of Revolving Loans owing to each Lender (including each such Increasing Lender and New Lender) to be proportional to such Lender’s share of the Total Commitment after giving effect to any increase thereof. Any such prepayments of Eurodollar Loans shall be subject to Section 2.15. Any such borrowings, if based on the Eurodollar Rate, shall have amounts allocated to Interest Periods that effect dated end on dates that coincide with the end of Interest Periods then applicable to outstanding Eurodollar Loans (notwithstanding the definition of “Interest Period”) so as to cause the amount of Eurodollar Loans to be continued or converted pursuant to Section 2.11 on the last day of each such dateInterest Period to be pro rata for all Lenders.

Commitment Increases. (a) Kraft Foods Group may Subject to Section 4.04, the Borrower and any one or more Lenders (including New Lenders (as defined below)) may, from time to time (but not more than three times in any calendar year), by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment maytime, without the consent of any other LendersLender, effect such amendments to this Agreement as may be necessary the Administrative Agent or appropriate, in any Issuing Bank (but with the reasonable opinion consent of the Administrative AgentAgent and each Issuing Bank (not to be unreasonably withheld, delayed or conditioned) with respect to effect any New Lender), agree that such Lenders (including New Lenders) shall provide additional Commitments or increase the provisions amount of this Section 2.18. their Commitments (b) Upon each Commitment Increase pursuant to this Section 2.18each, if, on the date of such a “Commitment Increase”, there are any Pro Rata Advances outstanding, and such Pro Rata Advances shall on or prior Lenders and New Lenders being collectively referred to as the “Increasing Lenders”) by executing and delivering to the effectiveness Administrative Agent an Incremental Commitment Activation Notice specifying (i) the amount of such Commitment Increase be prepaid from and (ii) the proceeds of new Pro Rata Advances made hereunder (reflecting such proposed applicable Incremental Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b)Effective Date. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase (A) the aggregate amount of Commitment Increases obtained after the Closing Date shall not exceed $300,000,000 and (B) each Commitment Increase shall be in the Commitments (or an integral multiple of $5,000,000 and not less than $25,000,000. No Lender shall have any obligation to participate in any Commitment of any Lender) Increase unless it agrees to do so in its sole discretion. Any bank, financial institution or addition of other entity that is eligible to be an Augmenting Lender shall become effective assignee under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date 10.04 (as though the effectiveness of such increase were a Borrowing) and has provided to the Administrative Agent an Administrative Questionnaire and any applicable tax forms required under Section 2.16(f) with respect to such entity) that elects to become a “Lender” under this Agreement in connection with any Commitment Increase shall execute a New Lender Supplement (each, a “New Lender Supplement”), substantially in the form of Exhibit F-2, whereupon such bank, financial institution or other entity (a “New Lender”) shall become a 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. (i) The commitments under each Commitment Increase shall be deemed for all purposes part of the Commitments, (ii) each Lender (including any New Lender) participating in such Commitment Increase shall become a Lender with respect to the Commitments and all matters relating thereto and (iii) the commitments under each Commitment Increase shall have received the same terms as the Commitments. On the Incremental Commitment Effective Date for any Commitment Increase, (A) the aggregate principal amount of the Revolving Loans outstanding (the “Initial Borrowings”) immediately prior to the Commitment Increase on the Incremental Commitment Effective Date shall be deemed to be repaid, (B) each Increasing Lender that shall have had a certificate of Kraft Foods Group Commitment prior to that effect dated such date.the Commitment Increase shall pay to the Administrative Agent in same day funds an amount equal to the difference between (1) the product of

Commitment Increases. (a) Kraft Foods Group Mondelēz may from time to time (but not more than three times in any calendar year), by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group Mondelēz and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group Mondelēz and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group Mondelēz pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods GroupMondelēz, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group Mondelēz to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group may from In the event that at any time prior to time June 30, 1999 the Borrower wishes to increase the aggregate Revolving Credit Commitments, the Borrower or the Administrative Agent shall notify the Lenders of the amount of such proposed increase (but not more than three times in any calendar yeara "Commitment Increase"). (b) Any additional bank, by written notice to financial institution or of other entity which, with the consent of the Borrower and the Administrative Agent (which shall promptly deliver a copy to each consent, in the case of the LendersAdministrative Agent, shall not be unreasonably withheld), executed by Kraft Foods Group elects to become a party to this Agreement and one or more financial institutions (any obtain a Revolving Credit Commitment as part of a Commitment Increase shall execute a New Lender Supplement with the Borrower and the Administrative Agent, substantially in the form of Exhibit H-1, whereupon such bank, financial institution referred or other entity (herein called a "New Lender") shall become a 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 I shall be deemed to be amended to add the name and Revolving Credit Commitment of such New Lender. (c) Any Lender which, as part of a Commitment Increase, elects to increase its Revolving Credit Commitment, shall execute a Commitment Increase Supplement with the Borrower and the Administrative Agent, substantially in the form of Exhibit H-2, whereupon such Lender shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Revolving Credit Commitment as so increased, and Schedule I shall be deemed to be amended to so increase the Revolving Credit Commitment of such Lender. (d) If, on the date upon which a bank, financial institution or other entity becomes a New Lender pursuant to subsection 2.21(b) or upon which a Lender's Revolving Credit Commitment is increased pursuant to subsection 2.21(c), there is an unpaid principal amount of Revolving Credit Loans, the Borrower shall prepay all such then outstanding Revolving Credit Loans and immediately thereafter reborrow under the Revolving Credit Commitments then in effect an amount equal to the amount of Revolving Credit Loans so prepaid or such other amount as the Borrower deems appropriate. (e) Notwithstanding anything to the contrary in this Section 2.18 being called an “Augmenting Lender”)subsection, which may include (i) in no event shall any Lender, transaction effected pursuant to this subsection cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred the increases in the Revolving Credit Commitments pursuant to as a “Commitment Increase”)this subsection to exceed $50,000,000, in an amount for each Augmenting Lender set forth in such notice; provided that (iii) the amount of each Commitment Increase shall be for an amount equal to not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), 5,000,000 and (iiiii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting no Lender shall execute all such documentation as the Administrative Agent shall reasonably specify have any obligation to evidence the increase its Revolving Credit Commitment of such Augmenting Lender and/or unless it agrees to do so in its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18sole discretion. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence." (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on Subsection 6.8. Subsection 6.8 of the date specified Credit Agreement is hereby amended by deleting the amount "$50,000,000" that appears in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (ac) above or on such other date as shall be agreed upon by Kraft Foods Group, thereof and substituting in lieu thereof the Administrative Agent and the applicable Augmenting Lendersamount of "$100,000,000". (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group The Borrowers may from time to time (but not and more than three times in any calendar yearone time), by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed request that the Total Commitment be increased by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,00050,000,000 (or, at any time during the 30 day period commencing on the Effective Date, $15,000,000) for any such increase, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a2.20(a), and (ii) ; provided that the aggregate amount of the Commitment Increases effected pursuant to this paragraph shall not exceed US$250,000,000 and that immediately after giving effect to the effectiveness of each such increase of the Total Commitment the General Debt Basket Usage shall be not more than $750,000,000 and the Secured Debt Basket Usage shall be not more than $500,000,000. Such notice shall set forth the amount of the requested increase in the Commitments and the date on which such increase is requested to become effective (which shall be not less than ten Business Days or more than 60 days after the date of such notice), and shall offer each Lender the opportunity to increase its Commitment by such Lender’s Applicable Percentage of the proposed increased amount. Each Lender shall, by notice to the Company and the Administrative Agent given not more than ten days after the date of the Company’s notice, either agree to increase its applicable Commitment by all or a portion of the offered amount or decline to increase its applicable Commitment (and any Lender that does not deliver such a notice within such period of ten days shall be deemed to have declined to increase its Commitment). In the event that, on the tenth day after the Company shall have delivered a notice pursuant to the first sentence of this paragraph, the Lenders shall have declined to increase their Commitments or have agreed pursuant to the preceding sentence to increase their Commitments by an aggregate amount less than the increase in the Total Commitment requested by the Company, the Company may arrange for one or more banks or other financial institutions (any such bank or other financial institution, together with any existing Lender that agrees to increase its applicable Commitment pursuant to the immediately preceding sentence, being called an “Augmenting Lender”) to provide Commitments or increase their existing Commitments in an aggregate amount equal to the unsubscribed amount on the same terms (including upfront fees) as were offered to the Lenders (or on terms more advantageous to the Company), provided that each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayedwithheld) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group the Company and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder hereunder. Any increase in the Total Commitment may be made in an amount that is less than the increase requested by the Company if the Company is unable to arrange for, or chooses not to arrange for, Augmenting Lenders. (b) Each of the parties hereto hereby agrees that, upon the effectiveness of any increase in the Total Commitment pursuant to this Section 2.20 (the “Commitment Increase”), this Agreement may be amended (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the amendment, a “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, ”) without the consent of any other LendersLenders to the extent (but only to the extent) necessary to reflect the existence and terms of the Commitment Increase evidenced thereby as provided for in Section 9.02(b) (including, effect such amendments to this Agreement as may be necessary or appropriateif applicable, any increase in the reasonable opinion of Applicable Rate or the Administrative Agent, to effect the provisions of this Section 2.18. (b) Applicable Commitment Fee Rate). Upon each Commitment Increase pursuant to this Section 2.18Section, (i) each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Augmenting Lender providing a portion of such Commitment Increase, and each such Augmenting Lender will automatically and without further act be deemed to have assumed, a portion of such Lender’s participations hereunder in outstanding Swingline Loans and Protective Advances such that, after giving effect to such Commitment Increase and each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding participations hereunder in Swingline Loans and Protective Advances held by each Lender (including each such Augmenting Lender) will equal such Lender’s Applicable Percentage and (ii) if, on the date of such Commitment Increase, there are any Pro Rata Advances Revolving Loans outstanding, such Pro Rata Advances Revolving Loans shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances additional Revolving Loans made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances Revolving Loans being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b)2.11. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 2.20 shall become effective on the date specified in the notice delivered by Kraft Foods Group the Company pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Groupthe Company, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in paragraphs (a), (b) and (c) of Section 3.03 4.02 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such datedate and executed by a Responsible Officer of the Company.

Commitment Increases. (a) Kraft Foods Group In the event that at any time prior to June 30, 1999 the Borrower wishes to increase the aggregate Revolving Credit Commitments, it shall notify the Administrative Agent and the Lenders of the amount of such proposed increase (such notice, a "Commitment Increase Offer"). Each Commitment Increase Offer shall offer the Lenders which have Revolving Credit Commitments the opportunity to participate in the increased Revolving Credit Commitments ratably in accordance with their respective Applicable Percentages. In the event that any Lender (each, a "Declining Lender") shall fail to accept in writing a Commitment Increase Offer within 10 Business Days after receiving notice thereof, all or any portion of the proposed increase in the Revolving Credit Commitments offered to the Declining Lenders (the aggregate of such offered amounts, the "Declined Amount") may from time instead be allocated to time any one or more additional banks, financial institutions or other entities pursuant to paragraph (but not b) below and/or to any one or more than three times in any calendar year)existing Lenders pursuant to paragraph (c)(ii) below. (b) Any additional bank, by written notice to financial institution or of other entity which, with the consent of the Borrower and the Administrative Agent (which shall promptly deliver a copy to each consent, in the case of the LendersAdministrative Agent, shall not be unreasonably withheld), executed by Kraft Foods Group elects to become a party to this Agreement and one obtain a Revolving Credit Commitment in an amount equal to all or more financial institutions (any portion of a Declined Amount shall execute a New Lender Supplement with the Borrower and the Administrative Agent, substantially in the form of Exhibit H-1, whereupon such bank, financial institution referred or other entity (herein called a "New Lender") shall become a 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 I shall be deemed to be amended to add the name and Revolving Credit Commitment of such New Lender. (c) Any Lender which (i) accepts a Commitment Increase Offer pursuant to subsection 2.21(a) and/or (ii) with the consent of the Borrower, elects to increase its Revolving Credit Commitment by an amount equal to all or any portion of a Declined Amount shall, in each case, execute a Commitment Increase Supplement with the Borrower and the Administrative Agent, substantially in the form of Exhibit H-2, whereupon such Lender shall be bound by and entitled to the benefits of this Section 2.18 being called an “Augmenting Agreement with respect to the full amount of its Revolving Credit Commitment as so increased, and Schedule I shall be deemed to be amended to so increase the Revolving Credit Commitment of such Lender”. (d) If, on the date upon which a bank, financial institution or other entity becomes a New Lender pursuant to subsection 2.21(b) or upon which a Lender's Revolving Credit Commitment is increased pursuant to subsection 2.21(a) or (c), there is an unpaid principal amount of Revolving Credit Loans, the Borrower shall borrow Revolving Credit Loans from such Lender in an amount determined by reference to the amount of each Type of Revolving Credit Loan (and, in the case of Eurodollar Loans, of each Tranche) which may include any would then have been outstanding from such Lender if (i) each such Type or Tranche had been borrowed on the date such bank, financial institution or other entity became a Lender or such Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be 's Revolving Credit Commitment was increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”)be, in an amount for each Augmenting Lender set forth in case after giving effect to such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), transaction and (ii) the aggregate amount from time to time of each such Type or Tranche requested to be so borrowed had been increased to the extent necessary to give effect, with respect to such Lender, to such additional borrowing. Any Eurodollar Loan borrowed pursuant to the preceding sentence shall bear interest at such rate or rates and for such period or periods as may be agreed upon between the Borrower and such Lender. (e) Notwithstanding anything to the contrary in this subsection, (i) in no event shall any transaction effected pursuant to this subsection cause the aggregate amount of the Commitment Increases shall not increases in the Revolving Credit Commitments pursuant to this subsection to exceed $500,000,000. Each Augmenting Lender 50,000,000, (if not then a Lenderii) the aggregate amount of any increase in Revolving Credit Commitments pursuant to subsection 2.21(b) or (c)(ii) shall be subject limited to the approval of the Administrative Agent relevant Declined Amount, (which approval shall not be unreasonably withheld or delayediii) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment Offer shall be accompanied for an amount equal to not less than $20,000,000 and, unless agreed to by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoingBorrower, no increase in the Revolving Credit Commitments (agreed to, accepted or elected in response to any Commitment Increase Offer may become effective unless the aggregate amount of any Lenderincreases so agreed to, accepted or elected in response to such Commitment Increase Offer is not less than $20,000,000 and (iv) or addition of an Augmenting no Lender shall become effective under this Section 2.18 have any obligation to increase its Revolving Credit Commitment unless on the date of such increase, the conditions set forth it agrees to do so in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such dateits sole discretion.

Commitment Increases. (a) Kraft Foods Group may from time to time (but not more than three times in any calendar year), by written notice Subject to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender restrictions set forth in such notice; the Commitment Letter, the Borrower shall be entitled to request that the Total Commitments be increased to an amount not exceeding Four Hundred Million Dollars ($400,000,000), provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000no Default then exists, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of Borrower gives the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender Banks thirty (if not then a Lender30) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the days' prior written notice of such election, (iii) no Bank shall be obligated to increase such Bank's Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of without such Commitment Increase). The Commitment Increase Amendment may, without the Bank's written consent of any other Lenders, effect such amendments to this Agreement as which may be necessary withheld in such Bank's sole discretion, (iv) the Borrower, not the Banks or appropriate, in the reasonable opinion of the Administrative Agent, shall be responsible for arranging for Persons to effect provide the provisions of additional Commitment amounts; and (v) any Person providing any additional Commitment amount must qualify as an Eligible Assignee and be reasonably acceptable to the Administrative Agent if such Person is not already a Bank. In connection with any such increase in the Total Commitments the parties shall execute any documents reasonably requested in connection with or to evidence such increase, including without limitation an amendment to this Section 2.18Agreement. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on On the date (“Funding Date”) of such Commitment Increase, there are any Pro Rata Advances outstandingfuture increase in the Total Commitments permitted by this Agreement, such Pro Rata Advances shall on or prior to date designated by the effectiveness of Administrative Agent, the Banks whose Commitments have increased in connection with such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified future increase in the notice delivered by Kraft Foods Group pursuant Total Commitments shall fund to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in such amounts as may be required to cause each of them to hold its Pro Rata Share of Advances based upon the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) Funding Date, and the Administrative Agent shall have distribute the funds so received a certificate to the other Banks in such amounts as may be required to cause each of Kraft Foods Group them to that effect dated hold its Pro Rata Share of Advances as of such dateFunding Date. The Banks receiving such amounts to be applied to LIBOR Advances may demand payment of the breakage costs under Section 2.08 as though the Borrower had elected to prepay such LIBOR Advances on such date and the Borrower shall pay the amount so demanded as provided in Section 2.08. The first payment of interest received by the Administrative Agent after such Funding Date shall be paid to the Banks in amounts adjusted to reflect the adjustments of their respective Pro Rata Shares of the Advances as of the Funding Date.

Commitment Increases. (a) Kraft Foods Group may from From time to time (but not more than three times in any calendar year)the Borrower may, by written notice to with the consent of the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”)of the Revolving Credit Lenders, which may include any Lender, cause new Commitments to be extended by increase the Augmenting Lenders or cause the existing Revolving Credit Commitments of the Augmenting such Revolving Credit Lenders to be increased, as the case may be (the by an aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000. Any such increase in the Revolving Credit Commitment of any Revolving Credit Lender shall be evidenced by the execution and delivery by the Borrower, except to the extent necessary to utilize Subsidiary Borrowers, the remaining unused amount Administrative Agent and such Revolving Credit Lender of increase permitted under this Section 2.18(aa Commitment Increase Supplement, substantially in the form of Exhibit N (a "COMMITMENT INCREASE SUPPLEMENT"), and (ii) shall be effective as of the aggregate date specified for effectiveness in such Commitment Increase Supplement, whereupon such Revolving Credit Lender shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of the its Revolving Credit Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) as so increased, and Schedule 1 shall be subject deemed to be amended to so increase the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Revolving Credit Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18Lender. (b) Upon each Commitment Increase pursuant to this Section 2.18, ifIf, on the date upon which the Revolving Credit Commitment of any Revolving Credit Lender is increased pursuant to subsection 2.28(a), there is an unpaid principal amount of Revolving Credit Loans in any currency to the Borrower or any Subsidiary Borrower in which such Revolving Credit Lender has agreed to participate, the principal outstanding amount of all such Revolving Credit Loans shall (A) in the case of such Commitment IncreaseRevolving Credit Loans which are ABR Loans, there are any Pro Rata Advances outstandingbe immediately prepaid by the Borrower or Subsidiary Borrower (but all such Revolving Credit Loans may, on the terms and conditions hereof, be reborrowed on such Pro Rata Advances shall date on or prior to a pro rata basis, based on the effectiveness revised Revolving Credit Commitments as then in effect) and (B) in the case of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder Revolving Credit Loans which are LIBOR Loans, continue to remain outstanding (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and notwithstanding any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere other requirement in this Agreement that such Revolving Credit Loans be held on a pro rata basis based on the revised Revolving Credit Commitments as then in effect) until the end of the then current Interest Period therefor, at which time such LIBOR Loans shall not apply to be paid by the transactions effected pursuant to Borrower or Subsidiary Borrower (but all such Revolving Credit Loans may, on the immediately preceding sentenceterms and conditions hereof, be reborrowed on such date on a pro rata basis, based on the Revolving Credit Commitments as then in effect). (c) Commitment Increases and new Commitments created Notwithstanding anything to the contrary in this subsection 2.28, (i) in no event shall any transaction effected pursuant to this Section 2.18 shall become effective on subsection 2.28 cause the date specified in aggregate Revolving Credit Commitments to exceed $575,000,000, less the notice delivered by Kraft Foods Group pursuant to the first sentence aggregate amount of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.any

Commitment Increases. (a) Kraft Foods Group At any time after the Closing Date, provided that no Event of Default shall have occurred and be continuing, the Borrowers may from time to time (but not more than three times in any calendar year), request an increase of the aggregate Commitments by written notice to the Administrative Agent (which shall promptly deliver a copy to each in writing of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be amount (the aggregate amount “Offered Increase Amount”) of such proposed increase for all Augmenting Lenders on any single occasion being referred to as (such notice, a “Commitment IncreaseIncrease Notice”), in an amount for each Augmenting Lender set forth in . Any such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except Notice must offer each Bank the opportunity to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount subscribe for its pro rata share of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to increased Commitments; provided, however, the approval Borrowers may, with the consent of the Administrative Agent (which approval consent shall not be unreasonably withheld or delayed), without offering to each Bank the opportunity to subscribe for its pro rata share of the increased Commitments, offer to any bank or other financial institution that is not an existing Bank the opportunity to provide a new Commitment pursuant to paragraph (b) and below if the aggregate amount of all Commitments made hereunder pursuant to this proviso which will be in effect when such new Commitment becomes effective does not exceed $1,000,000,000 subject to subsection 2.20(f). If any portion of the increased Commitments offered to the Banks as contemplated in the immediately preceding sentence is not subscribed for by the Banks, the Borrowers may, with the consent of the Administrative Agent as to any bank or financial institution that is not at such time a Bank (which consent shall not be subject unreasonably withheld or delayed), offer to any existing Bank or to one or more additional banks or financial institutions the opportunity to provide all or a portion of such unsubscribed portion of the increased Commitments pursuant to paragraph (b) below. (b) Any additional bank or financial institution that the Borrowers select to offer the opportunity to provide any portion of the increased Commitments, and that elects to become a party to this Agreement and provide a Commitment, shall execute a New Bank Supplement with the Borrowers and the Administrative Agent, substantially in the form of Exhibit N (a “New Bank Supplement”), whereupon such bank or financial institution (a “New Bank”) shall become a Bank for all purposes and to the approval same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement, and Schedule II shall be deemed to be amended to add the name and Commitment of such New Bank, provided that the Commitment of any other Lenderssuch New Bank shall be in an amount not less than $10,000,000. (c) Any Bank that accepts an offer to it by the Borrowers to increase its Commitment pursuant to this subsection 2.20 shall, in each case, execute a Commitment Increase Supplement with the Borrowers and the Administrative Agent, substantially in the form of Exhibit O (a “Commitment Increase Supplement”), whereupon such Bank (an “Increasing Bank”) shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Commitment as so increased, and Kraft Foods Group Schedule II shall be deemed to be amended to so increase the Commitment of such Bank. (d) The effectiveness of any New Bank Supplement or Commitment Increase Supplement shall be contingent upon receipt by the Administrative Agent of such corporate resolutions of the Borrowers and each Augmenting Lender shall execute all such documentation legal opinions of counsel to the Borrowers as the Administrative Agent shall reasonably specify request with respect thereto. (i) Except as otherwise provided in subparagraphs (ii) and (iii) of this paragraph (e), if any bank or financial institution becomes a New Bank pursuant to evidence subsection 2.20(b) or any Bank’s Commitment is increased pursuant to subsection 2.20(c), additional Committed Rate Loans made on or after the date of the effectiveness thereof (the “Re-Allocation Date”) shall be made in accordance with the pro rata provisions of subsection 2.12(b) based on the Commitment Percentages in effect on and after such Re-Allocation Date (except to the extent that any such pro rata borrowings would result in any Bank making an aggregate principal amount of Committed Rate Loans in excess of its Commitment, in which case such excess amount will be allocated to, and made by, the relevant New Banks and Increasing Banks to the extent of, and in accordance with the pro rata provisions of subsection 2.12(b) based on, their respective Commitments). On each Re-Allocation Date, the Administrative Agent shall deliver such amended Schedule II and a notice to each Bank of the adjusted Commitment Percentages after giving effect to any increase in the aggregate Commitments made pursuant to this subsection 2.20 on such Re-Allocation Date. (ii) In the event that on any such Re-Allocation Date there is an unpaid principal amount of ABR Loans, the applicable Borrower shall make prepayments thereof and one or both Borrowers shall make borrowings of ABR Loans and/or Eurocurrency Loans, as the applicable Borrower shall determine, so that, after giving effect thereto, the ABR Loans and Eurocurrency Loans outstanding are held as nearly as may be in accordance with the pro rata provisions of subsection 2.12(b) based on such new Commitment Percentages. In addition, on each Re-Allocation Date, participating interests in then outstanding Letters of Credit shall be adjusted to reflect the new Commitment Percentages. (iii) In the event that on any such Re-Allocation Date there is an unpaid principal amount of Eurocurrency Loans, such Eurocurrency Loans shall remain outstanding with the respective holders thereof until the expiration of their respective Interest Periods (unless the applicable Borrower elects to prepay any thereof in accordance with the applicable provisions of this Agreement), and on the last day of the respective Interest Periods the applicable Borrower shall make prepayments thereof and one or both Borrowers shall make borrowings of ABR Loans and/or Eurocurrency Loans so that, after giving effect thereto, the ABR Loans and Eurocurrency Loans outstanding are held as nearly as may be in accordance with the pro rata provisions of subsection 2.12(b) based on such new Commitment Percentages. (f) Notwithstanding anything to the contrary in this subsection 2.20, (i) in no event shall any transaction effected pursuant to this subsection 2.20 cause the aggregate Commitments to exceed $4,000,000,000, (ii) the Commitment of an individual Bank shall not, as a result of providing a new Commitment or of increasing its existing Commitment pursuant to this subsection 2.20, exceed 15% of the aggregate Commitments on any Re-Allocation Date and (iii) no Bank shall have any obligation to increase its Commitment unless it agrees to do so in its sole discretion. (g) The Borrowers, at their own expense, shall execute and deliver to the Administrative Agent in exchange for the surrendered Notes of any Bank, if any, new Notes to the order of such Bank, if requested, in an amount equal to the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of Bank after giving effect to any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such dateBank’s Commitment.

Commitment Increases. (a) Kraft Foods Group may from time Subject to time (but not more than three times in any calendar yearthe terms of this Section 2.19(a), by written notice the Borrowers shall have the option to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount “Amount of each Commitment Increase shall be not less than Receivables Credit Line B” from $25,000,000, except 15,000,000 as in effect on the Closing Date to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), $30,000,000 and (ii) the aggregate amount “Amount of Inventory Credit Line B” from $2,000,000 as in effect on the Closing Date to $2,500,000 (together, the “Second Tranche Commitment Increase”). At any time from the Closing Date to the Maturity Date of the Inventory Loan B, the Borrowers may request the Second Tranche Commitment Increases Increase by delivering to Administrative Agent (i) a written request by each Borrower to effect the Second Tranche Commitment Increase, which written notice shall not exceed $500,000,000be in form and substance reasonably satisfactory to Administrative Agent and (ii) such other supporting documentation as Administrative Agent shall require. Each Augmenting Lender (if not then a Lender) The effectiveness of the Second Tranche Commitment Increase shall be subject to following conditions precedent: (A) Administrative Agent’s receipt of the written request referenced in the immediately preceding sentence, (B) the Borrowers’ receipt of written approval of the Second Tranche Commitment Increase by Administrative Agent (which such approval to be given in Administrative Agent’s sole discretion), (C) the Borrowers shall not be unreasonably withheld or delayedin compliance with the financial covenants set forth in Section 6.9 hereof on a pro forma basis after giving effect to such Second Tranche Commitment Increase and (D) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group unless otherwise waived by Administrative Agent and each Augmenting Lender Lender, no Default or Event of Default shall execute all such documentation as have occurred and be continuing. Following the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as Second Tranche Effective Date, the “Commitment Increase AmendmentAmount of Receivables Credit Line B” in respect shall be deemed to be $30,000,000 and the “Amount of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments Inventory Credit Line B” shall be deemed to this Agreement as may be necessary or appropriate$2,500,000, in the reasonable opinion of the Administrative Agenteach case, to effect the provisions of this Section 2.18for all purposes hereunder. (b) Upon each Subject to the terms of this Section 2.19(b), the Borrowers shall have the option to increase (i) the “Amount of Receivables Credit Line B” from $30,000,000 as in effect on the Second Tranche Effective Date to $45,000,000 and (ii) the “Amount of Inventory Credit Line B” from $2,500,000 as in effect on the Second Tranche Effective Date to $3,000,000 (together, the “Third Tranche Commitment Increase”). At any time from the Second Tranche Effective Date to the Maturity Date of the Inventory Loan B, the Borrowers may request the Third Tranche Commitment Increase pursuant by delivering to this Section 2.18, if, on Administrative Agent (i) a written request by each Borrower to effect the date of such Third Tranche Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment written notice shall be accompanied by accrued interest on the Pro Rata Advances being prepaid in form and any costs incurred by any Lender in accordance with Section 9.04(b). The substance reasonably satisfactory to Administrative Agent and (ii) such other supporting documentation as Administrative Agent shall require. The effectiveness of the Lenders hereby agree that Third Tranche Commitment Increase shall be subject to following conditions precedent: (A) Administrative Agent’s receipt of the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere written request referenced in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence, (B) the Borrowers’ receipt of written approval of the Third Tranche Commitment Increase by Administrative Agent (such approval to be given in Administrative Agent’s sole discretion), (C) the Borrowers shall be in compliance with the financial covenants set forth in Section 6.9 hereof on a pro forma basis after giving effect to such Third Tranche Commitment Increase and (D) unless otherwise waived by Administrative Agent and each Lender, no Default or Event of Default shall have occurred and be continuing. Following the Third Tranche Effective Date, the “Amount of Receivables Credit Line B” shall be deemed to be $45,000,000 and the “Amount of Inventory Credit Line B” shall be deemed to be $3,000,000, in each case, for all purposes hereunder. (c) Commitment Increases and new Commitments created pursuant Subject to the terms of this Section 2.18 2.19(c), the Borrowers shall become effective have the option to increase (i) the “Amount of Receivables Credit Line B” from $45,000,000 as in effect on the date specified Third Tranche Effective Date to $60,000,000 and (ii) the “Amount of Inventory Credit Line B” from $3,000,000 as in effect on the notice delivered by Kraft Foods Group pursuant Third Tranche Effective Date to $4,000,000 (together, the “Fourth Tranche Commitment Increase”). At any time from the Third Tranche Effective Date to the first sentence Maturity Date of paragraph the Inventory Loan B, the Borrowers may request the Fourth Tranche Commitment Increase by delivering to Administrative Agent (ai) above or on such other date as a written request by each Borrower to effect the Fourth Tranche Commitment Increase, which written notice shall be agreed upon by Kraft Foods Group, the in form and substance reasonably satisfactory to Administrative Agent and (ii) such other supporting documentation as Administrative Agent shall require. The effectiveness of the applicable Augmenting Lenders. Fourth Tranche Commitment Increase shall be subject to following conditions precedent: (dA) Notwithstanding Administrative Agent’s receipt of the foregoing, no increase written request referenced in the Commitments immediately preceding sentence, (or B) the Borrowers’ receipt of written approval of the Fourth Tranche Commitment Increase by Administrative Agent (such approval to be given in any Commitment of any LenderAdministrative Agent’s sole discretion), (C) or addition of an Augmenting Lender the Borrowers shall become effective under this Section 2.18 unless on be in compliance with the date of such increase, the conditions financial covenants set forth in Section 3.03 6.9 hereof on a pro forma basis after giving effect to such Fourth Tranche Commitment Increase and (D) unless otherwise waived by Administrative Agent and each Lender, no Default or Event of Default shall have occurred and be continuing. Following the Fourth Tranche Effective Date, the “Amount of Receivables Credit Line B” shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) deemed to be $60,000,000 and the Administrative Agent “Amount of Inventory Credit Line B” shall have received a certificate of Kraft Foods Group be deemed to that effect dated such datebe $4,000,000, in each case, for all purposes hereunder.

Commitment Increases. (a) Kraft Foods Group may Subject to Section 4.03, the Borrower and any one or more Lenders (including New Lenders (as defined below)) may, from time to time (but not more than three times in any calendar year), by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment maytime, without the consent of any other Lender, the Administrative Agent or any Issuing Bank (but with the consent of the Administrative Agent and each Issuing Bank (not to be unreasonably withheld, delayed or conditioned) with respect to any New Lender), agree that such Lenders (including New Lenders) shall provide additional Commitments or increase the amount of their Commitments (each, a “Commitment Increase,” and such Lenders and New Lenders being collectively referred to as the “Increasing Lenders”) by executing and delivering to the Administrative Agent an Incremental Commitment Activation Notice specifying (i) the amount of such Commitment Increase and (ii) the proposed applicable Incremental Commitment Effective Date. Notwithstanding the foregoing, (A) the Aggregate Commitments after giving effect to all of the Commitment Increases since the Effective Date shall not exceed $4,000,000,000 and (B) each Commitment Increase shall be in an integral multiple of $5,000,000 and not less than $25,000,000. No Lender shall have any obligation to participate in any Commitment Increase unless it agrees to do so in its sole discretion. Any bank, financial institution or other entity that is eligible to be an assignee under Section 9.04 (and has provided to the Administrative Agent an Administrative Questionnaire and any applicable Tax forms required under Section 2.16(f) with respect to such entity) that elects to become a “Lender” under this Agreement in connection with any Commitment Increase shall execute a New Lender Supplement (each, a “New Lender Supplement”), substantially in the form of Exhibit F-2, whereupon such bank, financial institution or other entity (a “New Lender”) shall become a 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. (i) The commitments under each Commitment Increase shall be deemed for all purposes part of the Commitments, (ii) each Lender (including any New Lender) participating in such Commitment Increase shall become a Lender with respect to the Commitments and all matters relating thereto, and (iii) the commitments under each Commitment Increase shall have the same terms as the Commitments. (c) On the Incremental Commitment Effective Date for any Commitment Increase, (i) each relevant Increasing Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such amendments Commitment Increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Revolving Loans, and (ii) the Borrower shall be deemed to have repaid and reborrowed all outstanding Revolving Loans as of the Incremental Commitment Effective Date (with such reborrowing to consist of the same Types of Revolving Loans, with related Interest Periods if applicable, as are then outstanding). The deemed payments made pursuant to clause (ii) of the immediately preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid. Notwithstanding the foregoing and any other provision of this Agreement as may be necessary or appropriateto the contrary, the parties hereto agree that, in the reasonable opinion of connection with any Commitment Increase, the Administrative Agent, the Borrower, and each relevant Increasing Lender may make arrangements satisfactory to effect such parties to cause each such Increasing Lender to temporarily hold risk participations in the provisions outstanding Revolving Loans of this Section 2.18. the other Lenders (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date rather than fund its Applicable Percentage of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to all outstanding Revolving Loans concurrently with the effectiveness of such Commitment Increase be prepaid from the proceeds Increase) with a view toward minimizing breakage costs and transfers of new Pro Rata Advances made hereunder (reflecting funds in connection with such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group may Subject to Section 4.03, the Borrower and any one or more Lenders (including New Lenders) may, from time to time (but not more than three times in any calendar year), by written notice to after the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment mayClosing Date, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in Lender (but with the reasonable opinion consent of the Administrative AgentAgent (solely in the case of any Increasing Lender that is not then a Lender or an Affiliate thereof), each Issuing Bank and the Swingline Lender, in each case, such consent not to effect be unreasonably withheld, delayed or conditioned) agree that such Lenders (including New Lenders) shall provide additional Commitments or increase the provisions amount of this Section 2.18. their Commitments (b) Upon each Commitment Increase pursuant to this Section 2.18each, if, on the date of such a “Commitment Increase”, there are any Pro Rata Advances outstanding, and such Pro Rata Advances shall on or prior Lenders and New Lenders being collectively referred to as the “Increasing Lenders”) by executing and delivering to the effectiveness Administrative Agent an Incremental Commitment Activation Notice specifying (i) the amount of such Commitment Increase and (ii) the proposed applicable Incremental Commitment Effective Date. Notwithstanding the foregoing, (A) the aggregate amount of Commitment Increases obtained after the Closing Date shall not exceed $1,000,000,000 and (B) each Commitment Increase shall be prepaid from in an integral multiple of $5,000,000 and not less than $25,000,000. No Lender shall have any obligation to participate in any Commitment Increase unless it agrees to do so in its sole discretion. Any bank, financial institution or other entity that is an Eligible Assignee (and that has provided to the proceeds Administrative Agent an Administrative Questionnaire and any applicable tax forms required under Section 2.16(f) with respect to such entity) that elects to become a “Lender” under this Agreement in connection with any Commitment Increase shall execute a New Lender Supplement (each, a “New Lender Supplement”), substantially in the form of new Pro Rata Advances made hereunder Exhibit F-2, whereupon such bank, financial institution or other entity (reflecting a “New Lender”) shall become a 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. (i) The commitments under each Commitment Increase shall be deemed for all purposes part of the Commitments, (ii) each Lender (including any New Lender) participating in such Commitment Increase shall become a Lender with respect to the Commitments and all matters relating thereto and (iii) the commitments under each Commitment Increase shall have the same terms as the Commitments. On the Incremental Commitment Effective Date for any Commitment Increase), which prepayment (A) the aggregate principal amount of the Revolving Loans outstanding (the “Initial Borrowings”) immediately prior to the Commitment Increase on the Incremental Commitment Effective Date shall be accompanied deemed to be repaid, (B) each Increasing Lender that shall have had a Commitment prior to the Commitment Increase shall pay to the Administrative Agent in same day funds an amount equal to the difference between (1) the product of (x) such Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase) multiplied by accrued interest on (y) the Pro Rata Advances being prepaid amount of each Subsequent Borrowing (as defined below) and any costs incurred (2) the product of (x) such Lender’s Applicable Percentage (calculated without giving effect to the Commitment Increase) multiplied by any (y) the amount of each Initial Borrowing, (C) each Increasing Lender that shall not have had a Commitment prior to the Commitment Increase shall pay to Administrative Agent in same day funds an amount equal to the product of (1) such Increasing Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase) multiplied by (2) the amount of each Subsequent Borrowing, (D) after the Administrative Agent receives the funds specified in clauses (B) and (C) above, the Administrative Agent shall pay to each Lender the portion of such funds that is equal to the difference between (1) the product of (x) such Lender’s Applicable Percentage (calculated without giving effect to the Commitment Increase) multiplied by (y) the amount of each Initial Borrowing and (2) the product of (x) such Lender’s Applicable Percentage (calculated after giving effect to the Commitment Increase) multiplied by (y) the amount of each Subsequent Borrowing, (E) after the effectiveness of the Commitment Increase, the Borrower shall be deemed to have obtained new Borrowings (the “Subsequent Borrowings”) in amounts equal to the amounts of the Initial Borrowings and of the Types and for the Interest Periods specified in a Borrowing Request delivered to the Administrative Agent in accordance with Section 9.04(b)2.03, (F) each Lender shall be deemed to hold its Applicable Percentage of each Subsequent Borrowing (calculated after giving effect to the Commitment Increase) and (G) the Borrower shall pay each Lender any and all accrued but unpaid interest on its Loans comprising the Initial Borrowings. The Administrative Agent and deemed payments of the Lenders hereby agree that Initial Borrowings made pursuant to clause (A) above shall be subject to compensation by the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected Borrower pursuant to the immediately preceding sentence. (c) provisions of Section 2.15 if the Incremental Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective Effective Date occurs other than on the date specified in last day of the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting LendersInterest Period relating thereto. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group may from time to time (but not The Company shall have the right, no more than three times once in any calendar year), to increase the aggregate amount of the Commitments hereunder on and subject to the following terms and conditions: (i) The Company may, by written notice to the Administrative Agent (which shall promptly deliver a copy notify the Banks), request that the Banks increase ratably their respective Commitments by an aggregate amount up to each but not exceeding $100,000,000, specifying the amount of the Lenders)proposed increase and the proposed effective date thereof. (ii) The Company may offer the increase to (x) then existing Banks, executed by Kraft Foods Group and one each such existing Bank shall have the right (but no obligation) to commit to all or more a specified portion of the proposed increase, or (y) other financial institutions (each an "Additional Bank") that are not Banks and that are reasonably acceptable to the Administrative Agent; provided, that the commitment of any such other financial institution referred shall be at least $10,000,000. (iii) Each Bank, acting in its sole discretion, shall, by notice to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause Company and the existing Commitments of Administrative Agent given no later than the Augmenting Lenders to be increased, as the case may be date (the aggregate amount "Increase Consent Date") that is 15 days after the date of such increase for all Augmenting Lenders on any single occasion being referred to as request (or, if such date is not a “Commitment Increase”Business Day, the next succeeding Business Day), in an amount for advise the Company and the Administrative Agent whether or not such Bank agrees to such increase; provided, that each Augmenting Lender set forth in such notice; provided Bank that determines not to increase its Commitment (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and (ii) the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender"Non-Increasing Bank") shall be subject to the approval of notify the Administrative Agent (which approval shall notify the Banks) of such fact promptly after such determination (but in any event no later than the Increase Consent Date) and any Bank that does not advise the Company on or before the Increase Consent Date shall be deemed to be a Non-Increasing Bank. The election of any Bank to agree to such increase shall not be unreasonably withheld or delayedobligate any other Bank to so agree. (iv) The Administrative Agent shall notify each Bank of such increase, confirming the effective date thereof (the "Increased Commitment Date") and the aggregate amount thereof and the amount of the increase (if any) in each Bank's Commitment; and on such effective date, each Bank's Commitment shall not automatically, without any other action by any Person, be subject increased by the additional amount agreed to by such Bank; provided that, in the event that the amount by which the Banks have agreed to increase their Commitments exceeds the amount of the requested increase of the Commitments offered to the approval Banks, such increase in the Commitments shall be allocated among such Banks pro rata in accordance with the respective amounts of any other Lendersby which such Banks have agreed to increase their Commitments. (v) Each Additional Bank shall, prior to the Increased Commitment Date, execute and Kraft Foods Group deliver an agreement in form and each Augmenting Lender shall execute all such documentation as substance satisfactory to the Borrower and the Administrative Agent shall reasonably specify pursuant to evidence the which it undertakes a Commitment of such Augmenting Lender and/or its status as a Lender hereunder (and such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions Additional Bank shall thereupon become a "Bank" for all purposes of this Section 2.18Agreement). (b) Upon each Commitment Increase pursuant to this Section 2.18, if, on the date of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior to the effectiveness of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (dvi) Notwithstanding the foregoing, no any increase in the aggregate Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under hereunder pursuant to this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 2.04(a) shall not be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.effective unless:

Commitment Increases. a. In the event that the Borrower wishes to increase the Total Commitments at any time when no Default or Event of Default has occurred and is continuing (a) Kraft Foods Group may from time to time (but not more than three times in any calendar yearor shall result of such increase), by written notice to it shall notify the Administrative Agent in writing, given not more frequently than once per calendar year, of the amount (the “Revolving Credit Offered Increase Amount”) of such proposed increase (such notice, a “Commitment Increase Notice”) which shall promptly deliver be in a copy minimum amount equal to $10,000,000 and shall not exceed, in the aggregate for all increases, $150,000,000. The Borrower shall offer each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any Lenders the opportunity to provide such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments ’s Percentage of the Augmenting Lenders to be increasedRevolving Credit Offered Increase Amount, as the case may be (the aggregate amount of and if any Lender declines such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”)offer, in an whole or in part, the Borrower may offer such declined amount for each Augmenting Lender set forth in such notice; provided that to (i) the amount of each Commitment Increase shall be not less than $25,000,000, except to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a), and other Lenders and/or (ii) other banks, financial institutions or other entities with the aggregate amount of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval consent of the Administrative Agent (which approval consent of the Administrative Agent shall not be unreasonably withheld withheld, conditioned or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment mayNotice shall specify the Lenders and/or banks, without financial institutions or other entities that will be requested to provide such Revolving Credit Offered Increase Amount. The Borrower or, if requested by the consent of any other Borrower, the Administrative Agent will notify such Lenders, effect and/or banks, financial institutions or other entities of such amendments offer. b. Any additional bank, financial institution or other entity which the Borrower selects to offer a portion of the increased Total Commitments and which elects to become a party to this Agreement as may be necessary or appropriate, and obtain a Commitment in an amount so offered and accepted by it pursuant to Section 2.3(a) shall execute a new lender supplement (the reasonable opinion of “New Lender Supplement”) with the Borrower and the Administrative Agent, substantially in the form of Exhibit A, whereupon such bank, financial institution or other entity (herein called a “New Revolving Credit Lender”) shall become a 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, provided that the Commitment of any such New Revolving Credit Lender shall be in an amount not less than $5,000,000. c. Any Lender which accepts an offer to it by the Borrower to increase its Commitment pursuant to Section 2.3(a) shall, in each case, execute a commitment increase supplement with the Borrower and the Administrative Agent, substantially in the form of Exhibit B, whereupon such Lender shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Commitment as so increased. d. If any bank, financial institution or other entity becomes a New Revolving Credit Lender pursuant to Section 2.3(b) or any Lender’s Commitment is increased pursuant to Section 2.3(c), additional Revolving Loans made on or after the effectiveness thereof (the “Revolving Credit Re-Allocation Date”) shall be made pro rata based on the Percentages in effect on and after such Revolving Credit Re-Allocation Date (except to the extent that any such pro rata borrowings would result in any Lender making an aggregate principal amount of Revolving Loans in excess of its Commitment, in which case such excess amount will be allocated to, and made by, such New Revolving Credit Lenders and/or Lenders with such increased Commitments to the extent of, and pro rata based on, their respective Commitments otherwise available for Revolving Loans), and continuations of EurodollarTerm Benchmark Loans outstanding on such Revolving Credit Re-Allocation Date shall be effected by repayment of such EurodollarTerm Benchmark Loans on the last day of the Interest Period applicable thereto and the making of new EurodollarTerm Benchmark Loans pro rata based on such new Percentages. In the event that on any such Revolving Credit Re-Allocation Date there is an unpaid principal amount of ABR Loans, the Borrower shall make prepayments thereof and borrowings of ABR Loans so that, after giving effect thereto, the ABR Loans outstanding are held pro rata based on such new Percentages. In the event that on any such Revolving Credit Re-Allocation Date there is an unpaid principal amount of EurodollarTerm Benchmark Loans, such EurodollarTerm Benchmark Loans shall remain outstanding with the respective holders thereof until the expiration of their respective Interest Periods (unless the Borrower elects to prepay any thereof in accordance with the applicable provisions of this Section 2.18Agreement), and interest on and repayments of such EurodollarTerm Benchmark Loans will be paid thereon to the respective Lenders holding such EurodollarTerm Benchmark Loans pro rata based on the respective principal amounts thereof outstanding. e. Notwithstanding anything to the contrary in this Section 2.3, (bi)(i) Upon each no Lender shall have any obligation to increase its Commitment unless it agrees to do so in its sole discretion and unless the Administrative Agent consents to such increase (which consent of the Administrative Agent shall not be unreasonably withheld, conditioned or delayed); provided, that any Lender not responding to the Commitment Increase Notice within the time period prescribed therein shall be deemed to have declined to increase its Commitment and (ii)(ii) in no event shall any transaction effected pursuant to this Section 2.18, if, on 2.3 (A) cause the date Total Commitments to exceed $650,000,000 or (B) occur at a time at which a Default or an Event of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances Default has occurred and is continuing. f. The Administrative Agent shall have received on or prior to the effectiveness Revolving Credit Re-Allocation Date, for the benefit of the Lenders, (i)(i) a legal opinion of counsel to the Borrower covering such Commitment Increase matters as are customary for transactions of this type as may be prepaid from reasonably requested by the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase)Administrative Agent, which prepayment opinions shall be accompanied substantially the same, to the extent appropriate, as the opinions rendered by accrued interest counsel to the Borrower on the Pro Rata Advances being prepaid Effective Date and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and (ii)(ii) certified copies of resolutions of the Lenders hereby agree that board of directors of the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply Borrower authorizing the Borrower to borrow the transactions effected pursuant to the immediately preceding sentenceRevolving Credit Offered Increase Amount. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date as shall be agreed upon by Kraft Foods Group, the Administrative Agent and the applicable Augmenting Lenders. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.

Commitment Increases. (a) Kraft Foods Group The Banks hereby acknowledge and -------------------- agree that the Borrower may from at any time prior to time (the Commitment Expiry Date, but not no more than three times in once during any calendar yearquarter, increase the Total Commitment under this Agreement, in incremental amounts of $10,000,000, by an aggregate amount not in excess of $500,000,000 for all such increases by either requesting a Bank or Banks to increase its Commitment or Commitments (provided that no Bank shall be required to agree to any such increase) or by requesting a financial institution that is an Eligible Transferee to become a party to this Agreement (such institution, a "New Bank"), by written notice to the Administrative Agent (which shall promptly deliver a copy to each of the Lenders), executed by Kraft Foods Group and one or more financial institutions (any such financial institution referred to in this Section 2.18 being called an “Augmenting Lender”), which may include any Lender, cause new Commitments to be extended by the Augmenting Lenders or cause the existing Commitments of the Augmenting Lenders to be increased, as the case may be (the aggregate amount of such increase for all Augmenting Lenders on any single occasion being referred to as a “Commitment Increase”), in an amount for each Augmenting Lender set forth in such notice; provided that (i) no Event of Default has -------- occurred and is continuing at the time of any such increase, (ii) the Credit Rating shall be either an Increased Investment Grade Rating or a Maximum Investment Grade Rating at the time of any such increase, (iii) the Borrower shall deliver a notice of such increase to the Payments Administrator describing (x) the amount of such increase and the Total Commitment after giving effect to such increase and (y) the Bank(s) or New Bank(s) agreeing to such increase and the amount of each such entity's Commitment Increase shall be not less than $25,000,000, except after giving effect to the extent necessary to utilize the remaining unused amount of increase permitted under this Section 2.18(a)such increase, and (iiiv) the aggregate amount Borrower and each such Bank or New Bank shall deliver an Agreement of Commitment Increase to the Payments Administrator. Any such Total Commitment increase will become effective upon (A) in the case of New Banks only, the payment to the Payments Administrator of a nonrefundable fee of $2,500 and (B) in all cases, the recording by the Payments Administrator of such addition to the Total Commitment in the Register, the Payments Administrator hereby agreeing to effect such recordation no later than three Business Days after its receipt of an Agreement of Commitment Increase. Upon the effective- ness of any additional Commitment pursuant to this Section 1.16, (x) the New Bank, if any, will become a "Bank" for all purposes of this Agreement and the other Credit Documents with a Commitment as so recorded by the Payments Administrator in the Register and (y) the Borrower shall issue to the respective Bank or New Bank a new Note. The Payments Administrator will prepare on the last Business Day of each calendar quarter during which an increase has become effective pursuant to this Section 1.16 a new Annex I hereto giving effect to all such increases effected during such quarter and will promptly provide same to the Borrower and each of the Commitment Increases shall not exceed $500,000,000. Each Augmenting Lender (if not then a Lender) shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed) and shall not be subject to the approval of any other Lenders, and Kraft Foods Group and each Augmenting Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence the Commitment of such Augmenting Lender and/or its status as a Lender hereunder (such documentation in respect of any Commitment Increase together with the notice of such Commitment Increase being referred to collectively as the “Commitment Increase Amendment” in respect of such Commitment Increase). The Commitment Increase Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section 2.18Banks. (b) Upon each If the Total Commitment Increase is increased pursuant to this Section 2.181.16 (a) at a time when Loans are outstanding, if, then the Borrower shall take all such actions as appropriate to repay and reborrow Loans (but without any obligation to repay Eurodollar Loans other than on the date last day of such Commitment Increase, there are any Pro Rata Advances outstanding, such Pro Rata Advances shall on or prior an Interest Period applicable thereto and without regard to the effectiveness provisions of such Commitment Increase be prepaid from the proceeds of new Pro Rata Advances made hereunder (reflecting such Commitment Increase), which prepayment shall be accompanied by accrued interest on the Pro Rata Advances being prepaid and any costs incurred by any Lender in accordance with Section 9.04(b). The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (c) Commitment Increases and new Commitments created pursuant to this Section 2.18 shall become effective on the date specified in the notice delivered by Kraft Foods Group pursuant to the first sentence of paragraph (a) above or on such other date Section 1.08), so that, as shall be agreed upon by Kraft Foods Groupsoon as practicable, the Administrative Agent and outstanding principal amount of the applicable Augmenting LendersLoans of each Non-Defaulting Bank equals such Bank's Percentage of the aggregate outstanding principal amount of all Loans of all Non-Defaulting Banks. (d) Notwithstanding the foregoing, no increase in the Commitments (or in any Commitment of any Lender) or addition of an Augmenting Lender shall become effective under this Section 2.18 unless on the date of such increase, the conditions set forth in Section 3.03 shall be satisfied as of such date (as though the effectiveness of such increase were a Borrowing) and the Administrative Agent shall have received a certificate of Kraft Foods Group to that effect dated such date.