Common use of Facility Increase Clause in Contracts

Facility Increase. (a) The Borrower may (no more frequently than three times after the Closing Date (in minimum increments of $50,000,000) during the term of the Revolving Credit Facility) request the Lenders or other Eligible Assignees acceptable to the Administrative Agent in its reasonable discretion to provide additional Commitments (a “Facility Increase”) up to an aggregate amount during the term of the Revolving Credit Facility not in excess of $200,000,000; provided, however, that (i) the Borrower shall have given the Administrative Agent at least 60 days’ written notice of its intention to effect the Facility Increase and the desired amount of such Facility Increase, (ii) there shall exist no Default or Event of Default as of the Facility Increase Effective Date (as defined below) or after giving effect to the Facility Increase to occur on that date and the other conditions precedent to a Borrowing set forth in Section 3.2 are satisfied as of the Facility Increase Effective Date, (iii) an opinion of counsel to the Loan Parties in form and substance and from counsel reasonably satisfactory to the Administrative Agent and addressed to the Facility Agents, the Issuers and the Lenders dated the Facility Increase Effective Date and addressing such matters as the Administrative Agent may reasonably request shall be delivered to the Administrative Agent, (iv) the Administrative Agent shall have received such other documents, agreements, certificates and writings with respect to the Facility Increase as the Administrative Agent shall reasonably request (including, without limitation, resolutions of the Borrower authorizing the borrowings under the Facility Increase and such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion of the Administrative Agent, desirable to ensure that the borrowings under the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), (v) the Borrower shall have paid to the Administrative Agent a fee to be determined (but in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer such increase to (x) the Lenders, and each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is acceptable to the Administrative Agent in its reasonable discretion; provided, however, that (i) the additional Revolving Credit Commitment of each Lender or Eligible Assignee is $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) such Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit to all or a portion of such Facility Increase and, in the case of an Eligible Assignee, to be bound by the terms of this Agreement as a Lender, (iii) the Borrower shall offer the proposed Facility Increase to each Lender (other than a Non-Funding Lender) prior to offering any portion of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders in an aggregate amount at least equal to the amount of the proposed Facility Increase, then the Borrower may request commitments for such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion of the proposed Facility Increase, (v) the Loans made pursuant to such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication of the entire amount of such proposed Facility Increase. (c) On the effective date provided for in the Assumption Agreements providing for a Facility Increase (each a “Facility Increase Effective Date”), the Revolving Credit Commitments will be increased by the additional amount committed to by each Lender or Eligible Assignee on the Facility Increase Effective Date. (d) In the event there are Lenders or Eligible Assignees that have committed to a Facility Increase in excess of the maximum amount requested (or permitted), then the Arrangers (with the consent of the Borrower which shall not be unreasonably withheld) shall have the right to allocate such commitments as among the committing Lenders or committing Eligible Assignees, as the case may be. (e) On each Facility Increase Effective Date, the Administrative Agent will effect a settlement of all outstanding Loans among the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments to the Commitments of such Lenders. Any interest, fees and other payments accrued to the Facility Increase Effective Date with respect to any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interest, fees and other payments accrued on and after the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender hereunder as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) and the Borrower of the occurrence of the Facility Increase to be effected on such Facility Increase Effective Date, the amount of Loans held by each Lender as a result thereof and the amount of the Commitment of each Lender as a result thereof.

Facility Increase. Borrower may by written notice to the Administrative Agent elect to request on one or more occasions (i) the establishment of one or more additional term loan commitments (each, an “Additional Term Loan Commitment”; and the term loans made pursuant to such Additional Term Loan Commitments are referred to herein as “Additional Term Loans”) and/or (ii) an increase in the aggregate Revolving Commitments, so long as after giving affect to any such request the aggregate amount of Additional Term Loan Commitments and increases in the aggregate Revolving Commitments does not exceed $200.0 million. Each such notice shall specify (a) The the date (each, an “Increased Amount Date”) on which Borrower proposes that the Additional Term Loan Commitments and/or increase in Revolving Commitments, as the case may (no be, shall be effective, which shall be a date not less than 10 Business Days nor more frequently than three times 90 days after the Closing Date date on which such notice is delivered to the Administrative Agent or such earlier date as may reasonably be acceptable to the Administrative Agent and (b) the amount of the Additional Term Loan Commitments being requested (which shall be in minimum increments of $50,000,000) during 5.0 million and a minimum amount of $25.0 million, or the term of amount equal to the then remaining Additional Term Loan Commitment. Each Revolving Credit Facility) request Lender shall, by notice to the Lenders or other Eligible Assignees acceptable to Borrower and the Administrative Agent given not more than 10 days after the date of the Borrower’s notice, either agree to increase its Revolving Commitments by all or a portion of such Revolving Lender’s pro rata portion of the offered amount or decline to increase its Revolving Commitment (and any Revolving Lender that does not deliver such a notice within such period of 10 days shall be deemed to have so declined). Each Term Lender shall, by notice to the Borrower and the Administrative Agent given not more than 10 days after the date of the Borrower’s notice, either agree to make such Additional Term Loan Commitment by all or a portion of such Term Lender’s pro rata portion of the offered amount or decline to make such Additional Term Loan Commitment (and any Term Lender that does not deliver such a notice within such period of 10 days shall be deemed to have so declined). In the event that, on the 10th day after the Borrower shall have delivered a notice pursuant to this Section 2.18, the amount of the Additional Term Loan Commitments agreed to are less than the Additional Term Loan Commitments requested by the Borrower, the Borrower may arrange for one or more banks or other entities to extend Additional Term Loan Commitments in its reasonable discretion to provide additional Commitments (a “Facility Increase”) up to an aggregate amount during equal to the term of the Revolving Credit Facility not in excess of $200,000,000unsubscribed amount; provided, however, that (i) each Additional Lender, if not already a Lender hereunder, shall be subject to the Borrower shall have given prior approval of the Administrative Agent at least 60 days’ written notice of its intention to effect the Facility Increase and the desired amount of such Facility Increase, (ii) there shall exist no Default or Event of Default as of the Facility Increase Effective Date (as defined below) or after giving effect to the Facility Increase to occur on that date and the other conditions precedent to a Borrowing set forth in Section 3.2 are satisfied as of the Facility Increase Effective Date, (iii) an opinion of counsel to the Loan Parties in form and substance and from counsel reasonably satisfactory to the Administrative Agent and addressed to the Facility Agents, the Issuers and the Lenders dated the Facility Increase Effective Date and addressing such matters as the Administrative Agent may reasonably request shall be delivered to the Administrative Agent, (iv) the Administrative Agent shall have received such other documents, agreements, certificates and writings with respect to the Facility Increase as the Administrative Agent shall reasonably request (including, without limitation, resolutions of the Borrower authorizing the borrowings under the Facility Increase and such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion of the Administrative Agent, desirable to ensure that the borrowings under the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), (v) the Borrower shall have paid to the Administrative Agent a fee to be determined (but in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer such increase to (x) the Lenders, and each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is acceptable to the Administrative Agent in its reasonable discretion; provided, however, that (i) the additional Revolving Credit Commitment of each Lender or Eligible Assignee is $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) such Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit to all or a portion of such Facility Increase and, in the case of an Eligible Assignee, to be bound by the terms of this Agreement as a Lender, (iii) the Borrower shall offer the proposed Facility Increase to each Lender (other than a Non-Funding Lender) prior to offering any portion of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders in an aggregate amount at least equal to the amount of the proposed Facility Increase, then the Borrower may request commitments for such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion of the proposed Facility Increase, (v) the Loans made pursuant to such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication of the entire amount of such proposed Facility Increase. (c) On the effective date provided for increase in the Assumption Agreements providing for a Facility Increase (each a “Facility Increase Effective Date”Revolving Commitments, the Issuing Bank), the Revolving Credit Commitments will be increased by the additional amount committed to by each Lender or Eligible Assignee on the Facility Increase Effective Date. (d) In the event there are Lenders or Eligible Assignees that have committed to a Facility Increase in excess of the maximum amount requested (or permitted), then the Arrangers (with the which consent of the Borrower which shall not be unreasonably withheld) shall have withheld or delayed (each, an “Additional Lender”); provided that any Lender approached to provide all or a portion of the right to allocate such commitments as among the committing Lenders Additional Term Loan Commitments or committing Eligible Assigneesincrease in Revolving Commitments, as the case may be. , may elect or decline, in its sole discretion, to provide an Additional Term Loan Commitment or increase its Revolving Commitment. Any such Additional Term Loan Commitments and increase in the aggregate Revolving Commitments shall become effective, as of such Increased Amount Date; provided that (e1) no Default or Event of Default shall exist on the Increased Amount Date before or immediately after giving effect to such Additional Term Loan Commitments or increase in Revolving Commitments, as the case may be; (2) Borrower shall be in pro forma compliance with each of the covenants set forth in Section 6.07 as of the last day of the most recently ended fiscal quarter for which financial statements are available to Borrower after giving effect to such Additional Term Loan Commitments or increase in Revolving Commitments, as the case may be; and (3) the Additional Term Loan Commitments or increase in Revolving Commitments, as the case may be, shall be effected pursuant to one or more joinder agreements (in form and substance reasonable acceptable) executed and delivered by Borrower, Administrative Agent and the corresponding Lenders, and each of which shall be recorded in the Register. Any Additional Term Loans made on an Increased Amount Date shall, for all purposes, constitute “Term Loans” hereunder. On any Increased Amount Date on which any Additional Term Loan Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each Facility Increase Effective DateAdditional Lender with an Additional Term Loan Commitment shall make an Additional Term Loan to Borrower in an amount equal to its Additional Term Loan Commitment, and (ii) each Additional Lender with an Additional Term Loan Commitment shall become a Lender hereunder with respect to the Additional Term Loan Commitment and the Additional Term Loans made pursuant thereto. Administrative Agent shall notify Lenders promptly upon receipt of Borrower’s notice of each Increased Amount Date of the Additional Term Loan Commitments or the increase in Revolving Commitments and the Additional Lenders, if any. The terms and provisions of the Additional Term Loans and Additional Term Loan Commitments shall be identical to the initial Term Loans made hereunder. The Additional Term Loans will constitute Obligations hereunder for all purposes of this Agreement and the Security Documents and will be secured by the Collateral securing the other Obligations. The parties hereto acknowledge and agree that the Administrative Agent will may hereunder or pursuant to any Joinder Agreement may, without the consent of any other Lenders, effect a settlement such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of all outstanding Loans among the Lenders (Administrative Agent, to effect the provisions of this Section 2.18, including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Dateconforming amendments (which may be in the form of an amendment and restatement) that will reflect the adjustments to the Commitments of such Lenders. Any interest, fees and other payments accrued to the Facility Increase Effective Date with respect to any Loans of a Lender transferred by such Lender in accordance with such settlement shall be provide for the account Additional Term Loans to share ratably in the benefits of this Agreement and the other Loan Documents with the Term Loans and Revolving Loans; provided that such amendments may not alter the obligations of the transferring Lender. Any interest, fees and other payments accrued on and after Loan Parties under the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender hereunder Loan Documents except as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) and the Borrower of the occurrence of the Facility Increase to be effected on such Facility Increase Effective Date, the amount of Loans held by each Lender as a result thereof and the amount of the Commitment of each Lender as a result thereofprovided in this Section.

Facility Increase. (a) The Borrower may may, at any time and from time to time, by notice to the Administrative Agent, request (no more frequently than three times after the Closing Date (i) an increase in minimum increments of $50,000,000) during the term of the Revolving Credit Commitments of any Series with the latest Revolving Credit Facility Termination Date, (ii) the establishment of a new Series of Revolving Credit Commitments (each of clauses (i) and (ii) a “Revolving Facility Increase”), (iii) the establishment of a term loan credit facility (an “Incremental Term Facility” and the term loans thereunder the “Incremental Term Loans”) request or (iv) increase the principal amount of any existing Incremental Term Facility (each of clauses (iii) and (iv), a “Term Facility Increase”), which notice shall set forth the amount of such requested Facility Increase. Such Facility Increase may be effected (x) in the case of a Revolving Facility Increase, (i) by having one or more New Revolving Credit Lenders become Lenders under the applicable Revolving Credit Facility and/or (ii) by having any one or other Eligible Assignees acceptable to more of the then existing Lenders under the applicable Revolving Credit Facility (at their respective election in their sole discretion), in each case, that have been approved by the Borrower, the Administrative Agent and each Issuing Bank (such approvals by the Administrative Agent and each Issuing Bank not to be unreasonably withheld or delayed), increase the amount of their existing Revolving Credit Commitments or (y) in its reasonable discretion to provide additional Commitments (the case of a “Term Facility Increase”, (i) up to by having one or more Persons that are Eligible Assignees (except that no such Person shall require the approval of any Issuing Bank) become Lenders under an aggregate amount during the term Incremental Term Facility and/or (ii) by having one or more of the Revolving Credit then existing Lenders under the applicable Incremental Term Facility not (at their respective election in excess their sole discretion), in each case, that has been approved by the Borrower, increase the amount of $200,000,000; providedtheir Incremental Term Loans (each such Person, howeveran “Incremental Term Lender”), provided that (i) the Borrower shall have given the Administrative Agent at least 60 days’ written notice of its intention to effect the each Facility Increase and the desired shall be in an amount of such Facility Increasenot less than $5,000,000, (ii) there shall exist no Default or Event of Default as of the Facility Increase Effective Date (as defined below) or after giving effect to the Facility Increase Increase, the Aggregate Facilities Amount shall not exceed the Aggregate Credit Facility Limit, (iii) no Unmatured Default or Default exists or would exist after giving effect to occur on that date and the other conditions precedent to a Borrowing Facility Increase, (iv) all financial covenants set forth in Section 3.2 are 7.27 would be satisfied as on a pro forma basis for the most recent determination period, assuming that the Revolving Credit Loans and Incremental Term Loans outstanding on the date of effectiveness of the Facility Increase Effective Datehad been outstanding on the last day of such determination period, (iiiv) any Facility Increase shall be pursuant to this Agreement, (vi) if such Facility Increase is to increase (1) the Revolving Credit Commitments of an opinion existing Series of counsel Revolving Credit Facility or (2) the Incremental Term Loans of an existing Incremental Term Facility, the terms and conditions of such Facility Increase shall be the same as the terms and conditions applicable to such existing Series or such Incremental Term Facility, as applicable, (vii) if a Facility Increase establishes a new Series of Revolving Credit Facility, (1) such new Series shall mature no earlier than the Loan Parties latest Revolving Credit Facility Termination Date then in effect, (2) no new Series shall have an all-in-yield (taking into account the interest rate, any interest rate “floors” and any upfront fees) greater than any Series of Revolving Credit Facility then in effect and (3) except as permitted by clauses (1) and (2), all other terms and conditions of the new Series shall be the same as the terms and conditions of each existing Series of Revolving Credit Facilities and (viii) if a Facility Increase establishes a new Incremental Term Facility, all terms and conditions (other than amortization, maturity and pricing (including any upfront fees)) of the new Incremental Term Facility shall be the same as the terms and conditions of each existing Series of Revolving Credit Facilities and each of the Incremental Term Lenders shall have the same rights and obligations hereunder as a Revolving Credit Lender; provided that (A) the Incremental Term Loans shall be funded in full (and any commitments therefor shall be deemed terminated upon such funding in full) on the applicable Increase Date (as defined below), (B) the Borrower shall not have the ability to reborrow any Incremental Term Loans once repaid, (C) the Incremental Term Lenders shall not be required to make any Revolving Credit Ratable Advances and shall not receive Undrawn Fees and (D) the Incremental Term Lenders shall not have any rights or obligations under Article IV and shall not receive Letter of Credit Fees. (b) As a condition to a Facility Increase, (i) (x) in the case of a Revolving Facility Increase, the Borrower and each applicable Additional Lender shall have executed and delivered a commitment and acceptance (the “Commitment and Acceptance”) substantially in the form of Exhibit C hereto and substance the Administrative Agent shall have accepted and from counsel reasonably satisfactory executed the same and (y) in the case of a Term Facility Increase, the Borrower, the Administrative Agent and each applicable Additional Lender shall have executed and delivered an Incremental Facility Agreement ; (ii) if requested by an Additional Lender, the Borrower shall have executed and delivered to the Administrative Agent and addressed the applicable Note payable to the order of such Additional Lender; (iii) the Guarantors shall have consented in writing to the Facility Agents, Increase and shall have agreed that their Guaranty Agreements continue in full force and effect; (iv) the Issuers Borrower and the Lenders dated the Facility Increase Effective Date each Additional Lender shall otherwise have executed and addressing delivered such matters other instruments and documents as the Administrative Agent may shall have reasonably request requested in connection with such Facility Increase; and (v) if requested by the Administrative Agent, the Borrower shall have delivered to the Administrative Agent opinions of counsel (substantially similar to the forms of opinions provided for in Section 5.1(ix), modified to apply to the Facility Increase and to each Note, Commitment and Acceptance, and other documents executed and delivered in connection with such Facility Increase). The form and substance of the documents required under clauses (i) through (v) above shall be delivered reasonably acceptable to the Administrative Agent. The Administrative Agent shall promptly provide written notice to all of the Lenders hereunder of each Facility Increase and shall promptly provide copies of each Commitment and Acceptance and each Incremental Facility Agreement to all of the Lenders. (c) Upon the effective date of any Revolving Facility Increase pursuant to the provisions hereof (the “Increase Date”), which Increase Date shall be mutually agreed upon by the Borrower, each applicable Additional Lender and the Administrative Agent, (ivA) such Additional Lender under the Administrative Agent applicable Revolving Credit Facility shall be deemed to have received such other documentsirrevocably and unconditionally purchased and received, agreementswithout recourse or warranty, certificates and writings with respect from the Revolving Credit Lenders party to this Agreement immediately prior to the Facility Increase as the Administrative Agent shall reasonably request (includingDate, without limitation, resolutions of the Borrower authorizing the borrowings under the Facility Increase an undivided interest and such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion of the Administrative Agent, desirable to ensure that the borrowings under the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), (v) the Borrower shall have paid to the Administrative Agent a fee to be determined (but participation in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer Letter of Credit then outstanding, ratably, such increase to (x) the Lenders, and that each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is acceptable to the Administrative Agent in its reasonable discretion; provided, however, that (i) the additional Revolving Credit Commitment of each Lender or Eligible Assignee is $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) such Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit to all or a portion of such Facility Increase and, in the case of an Eligible Assignee, to be bound by the terms of this Agreement as a Lender, (iii) the Borrower shall offer the proposed Facility Increase to each Lender (other than including each Additional Lender under such Revolving Credit Facility) holds a Non-Funding Lender) prior to offering any portion participation interest in each such Letter of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders Credit in an aggregate amount at least equal to the amount of its then Total Revolving Credit Ratable Share thereof; and (B) each Additional Lender under the proposed applicable Revolving Credit Facility Increase, then the Borrower may request commitments for shall make its Total Revolving Credit Ratable Share of all Revolving Credit Ratable Advances made on or after such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee Date and shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion otherwise have all of the proposed Facility Increase, (v) the Loans made pursuant to such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin rights and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication obligations of the entire amount of such proposed Facility Increase. (c) On the effective date provided for in the Assumption Agreements providing for a Facility Increase (each a “Facility Increase Effective Date”), the Revolving Credit Commitments will be increased by the additional amount committed to by each Lender or Eligible Assignee hereunder on the Facility and after such Increase Effective Date. (d) After the Increase Date, Administrative Agent shall promptly provide to each Lender a new Schedule 1 to this Agreement. In the event that there are any Revolving Credit Ratable Loans outstanding after giving effect to an increase in the Aggregate Revolving Credit Commitment pursuant to this Section 2.18, upon notice from Administrative Agent to each Lender in the case of a Revolving Facility Increase, the amount of such Revolving Credit Ratable Loans owing to each Lender shall be appropriately adjusted to reflect the new Revolving Credit Commitments of each Series and the new Total Revolving Credit Ratable Shares of Lenders of each such Series, it being intended that all Revolving Credit Ratable Loans be shared pro rata across all Revolving Credit Facilities and within each Revolving Credit Facility. If, as a result of any such adjustment to the amount of Revolving Credit Ratable Loans owing to any Lender, any payment of all or Eligible Assignees that have committed a portion of any Eurodollar Loan owing to any such Lender occurs on a Facility Increase in excess day which is not the last day of the maximum amount requested (or permitted)applicable Interest Period, then Borrower shall pay to Administrative Agent for the Arrangers (with the consent benefit of the Borrower which shall not be unreasonably withheld) shall have the right to allocate affected Lenders any loss or cost incurred by such commitments as among the committing Lenders or committing Eligible Assignees, as the case may beresulting therefrom in accordance with Section 3.6. (e) On each Facility Increase Effective DateNothing contained herein shall constitute, or otherwise be deemed to be, a commitment or agreement on the part of any Lender to increase any Revolving Credit Commitment hereunder or to provide any Incremental Term Loans at any time or a commitment or agreement on the part of the Borrower or the Administrative Agent will effect a settlement of all outstanding to give or grant any Lender the right to increase any Revolving Credit Commitment hereunder or provide any Incremental Term Loans among the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments to the Commitments of such Lenders. Any interest, fees and other payments accrued to the Facility Increase Effective Date with respect to at any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interest, fees and other payments accrued on and after the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender hereunder as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) and the Borrower of the occurrence of the Facility Increase to be effected on such Facility Increase Effective Date, the amount of Loans held by each Lender as a result thereof and the amount of the Commitment of each Lender as a result thereoftime.

Facility Increase. (a) The Borrower may (no more frequently than three times after the Closing Date (in minimum increments of $50,000,000) during the term of the Revolving Credit Facility) request the Lenders or other Eligible Assignees acceptable may, at any time and from time to time, by notice to the Administrative Agent Agent, request an increase in its reasonable discretion to provide additional Commitments the Aggregate Commitment (a “Facility Increase”), which notice shall set forth the amount of such requested Facility Increase. Such Facility Increase may be effected (i) up to an aggregate amount during the term of by having one or more New Lenders become Lenders under the Revolving Credit Facility and/or (ii) by having any one or more of the then-existing Lenders under the Revolving Credit Facility (at their respective election in their sole discretion), in each case, that have been approved by the Borrower and the Administrative Agent (such approval by the Administrative Agent not in excess to be unreasonably withheld or delayed), increase the amount of $200,000,000; providedtheir existing Commitments, however, provided that (i) the Borrower shall have given the Administrative Agent at least 60 days’ written notice of its intention to effect the each Facility Increase and the desired shall be in an amount of such Facility Increasenot less than $5,000,000, (ii) there shall exist no Default or Event of Default as of the Facility Increase Effective Date (as defined below) or after giving effect to the Facility Increase Increase, the Aggregate Commitment shall not exceed the Aggregate Credit Facility Limit, (iii) no Unmatured Default or Default exists or would exist after giving effect to occur on that date and the other conditions precedent to a Borrowing Facility Increase, (iv) all financial covenants set forth in Section 3.2 are 7.27 would be satisfied as on a pro forma basis for the most recent determination period, assuming that the Loans outstanding on the date of effectiveness of the Facility Increase Effective Datehad been outstanding on the last day of such determination period, (iiiv) an opinion any Facility Increase shall be pursuant to this Agreement, and (vi) the terms and conditions of counsel any Facility Increase (for the avoidance of doubt, not including upfront fees paid in respect of such increased commitments) shall be the same as the terms and conditions applicable to the Loan Parties Revolving Credit Facility; provided that if there is more than one Termination Date at the time of effectiveness of a Facility Increase, the Termination Date for the Facility Increase shall be the latest Termination Date. (b) As a condition to a Facility Increase, (i) the Borrower and each applicable Additional Lender shall have executed and delivered a commitment and acceptance (the “Commitment and Acceptance”) substantially in the form of Exhibit C hereto and substance the Administrative Agent shall have accepted and from counsel reasonably satisfactory executed the same; (ii) if requested by an Additional Lender, the Borrower shall have executed and delivered to the Administrative Agent and addressed the applicable Note payable to the order of such Additional Lender; (iii) the Guarantors shall have consented in writing to the Facility Agents, Increase and shall have agreed that their Guaranty Agreements continue in full force and effect; (iv) the Issuers Borrower and the Lenders dated the Facility Increase Effective Date each Additional Lender shall otherwise have executed and addressing delivered such matters other instruments and documents as the Administrative Agent may shall have reasonably request requested in connection with such Facility Increase; and (v) if requested by the Administrative Agent, the Borrower shall have delivered to the Administrative Agent opinions of counsel (substantially similar to the forms of opinions provided for in Section 5.1(x), modified to apply to the Facility Increase and to each Note, Commitment and Acceptance, and other documents executed and delivered in connection with such Facility Increase). The form and substance of the documents required under clauses (i) through (v) above shall be delivered reasonably acceptable to the Administrative Agent. The Administrative Agent shall promptly provide written notice to all of the Lenders hereunder of each Facility Increase and shall promptly provide copies of each Commitment and Acceptance to all of the Lenders. (c) Upon the effective date of any Facility Increase pursuant to the provisions hereof (the “Increase Date”), which Increase Date shall be mutually agreed upon by the Borrower, each applicable Additional Lender and the Administrative Agent, (ivA) such Additional Lender shall be deemed to have irrevocably and unconditionally purchased and received, without recourse or warranty, from the Administrative Agent shall have received such other documents, agreements, certificates and writings with respect Lenders party to this Agreement immediately prior to the Facility Increase as the Administrative Agent shall reasonably request (includingDate, without limitation, resolutions of the Borrower authorizing the borrowings under the Facility Increase an undivided interest and such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion of the Administrative Agent, desirable to ensure that the borrowings under the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), (v) the Borrower shall have paid to the Administrative Agent a fee to be determined (but participation in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer Letter of Credit then outstanding, ratably, such increase to (x) the Lenders, and each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is acceptable to the Administrative Agent in its reasonable discretion; provided, however, that (i) the additional Revolving Credit Commitment of each Lender or Eligible Assignee is $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) such Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit to all or a portion of such Facility Increase and, in the case of an Eligible Assignee, to be bound by the terms of this Agreement as a Lender, (iii) the Borrower shall offer the proposed Facility Increase to each Lender (other than a Non-Funding including each Additional Lender) prior to offering any portion holds a participation interest in each such Letter of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders Credit in an aggregate amount at least equal to the amount of the proposed Facility Increase, its then the Borrower may request commitments for Ratable Share thereof; and (B) each Additional Lender shall make its Ratable Share of all Advances made on or after such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee Date and shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion otherwise have all of the proposed Facility Increase, (v) the Loans made pursuant to rights and obligations of a Lender hereunder on and after such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication of the entire amount of such proposed Facility Increase. (c) On the effective date provided for in the Assumption Agreements providing for a Facility Increase (each a “Facility Increase Effective Date”), the Revolving Credit Commitments will be increased by the additional amount committed to by each Lender or Eligible Assignee on the Facility Increase Effective Date. (d) In After the event there are Lenders or Eligible Assignees that have committed to a Facility Increase in excess of the maximum amount requested (or permitted), then the Arrangers (with the consent of the Borrower which shall not be unreasonably withheld) shall have the right to allocate such commitments as among the committing Lenders or committing Eligible Assignees, as the case may be. (e) On each Facility Increase Effective Date, the Administrative Agent will effect a settlement of all outstanding Loans among the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments to the Commitments of such Lenders. Any interest, fees and other payments accrued to the Facility Increase Effective Date with respect to any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interest, fees and other payments accrued on and after the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender hereunder as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify promptly provide to each Lender a new Schedule 1 to this Agreement. In the Lenders (includingevent that there are any Loans outstanding after giving effect to an increase in the Aggregate Commitment pursuant to this Section 2.18, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) and the Borrower of the occurrence of the Facility Increase upon notice from Administrative Agent to be effected on such Facility Increase Effective Dateeach Lender, the amount of such Loans held by owing to each Lender shall be appropriately adjusted to reflect the new Commitments and the new Ratable Shares, it being intended that all Loans be held ratably in accordance with the Ratable Shares. If, as a result thereof and of any such adjustment to the amount of Loans owing to any Lender, any payment of all or a portion of any Term SOFR Loan owing to any such Lender occurs on a day which is not the last day of the applicable Interest Period, Borrower shall pay to Administrative Agent for the benefit of the affected Lenders any loss or cost incurred by such Lenders resulting therefrom in accordance with Section 3.6. (e) Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment or agreement on the part of any Lender to increase its Commitment hereunder at any time or a commitment or agreement on the part of each the Borrower or the Administrative Agent to give or grant any Lender as a result thereofthe right to increase its Commitment hereunder at any time.

Facility Increase. (a) The Borrower may (no more frequently than three times after the Closing Date (in minimum increments of $50,000,000) during the term of the Revolving Credit Facility) request the Lenders or other Eligible Assignees acceptable may, at any time and from time to time, by notice to the Administrative Agent in its reasonable discretion to provide additional Commitments Agent, request an increase (a “Facility Increase”) up in the Aggregate Revolving Credit Commitment or Term Loan Facility (or both) (within the limitations herein provided), which notice shall set forth the amount of such requested Facility Increase and the Facility or Facilities with respect to an aggregate amount during which such Facility Increase is requested (within the term limitations herein provided). The Aggregate Revolving Credit Commitment, the Term Loan Facility, or both, may be so increased either by having one or more New Lenders become Lenders under the applicable Facility or Facilities and/or by having any one or more of the then existing Lenders under a Facility (at their respective election in their sole discretion) that have been approved by the Borrower, increase the amount of their Revolving Credit Commitments or Term Commitments (as applicable), provided that (i) each Facility Increase shall be in an amount not in excess of less than $200,000,0005,000,000; providedand (ii) the Aggregate Facility shall not exceed the Aggregate Facility Limit. (b) As a condition to a Facility Increase, however, that (i) the Borrower and each Additional Lender shall have given executed and delivered a commitment and acceptance (the Administrative Agent at least 60 days’ written notice “Commitment and Acceptance”) substantially in the form of its intention to effect Exhibit G hereto (modified, as applicable, in the case of a Facility Increase under the Term Loan Facility), and the desired amount of such Facility Increase, (ii) there shall exist no Default or Event of Default as of the Facility Increase Effective Date (as defined below) or after giving effect to the Facility Increase to occur on that date and the other conditions precedent to a Borrowing set forth in Section 3.2 are satisfied as of the Facility Increase Effective Date, (iii) an opinion of counsel to the Loan Parties in form and substance and from counsel reasonably satisfactory to the Administrative Agent and addressed to the Facility Agents, the Issuers and the Lenders dated the Facility Increase Effective Date and addressing such matters as the Administrative Agent may reasonably request shall be delivered to the Administrative Agent, (iv) the Administrative Agent shall have received accepted and executed the same; (ii) if requested by an Additional Lender, the Borrower shall have executed and delivered to the Administrative Agent the applicable Note payable to the order of such other documents, agreements, certificates and writings with respect Additional Lender; (iii) the Guarantors shall have consented in writing to the Facility Increase and shall have agreed that their Guaranty Agreements continue in full force and effect; (iv) the Borrower and each Additional Lender shall otherwise have executed and delivered such other instruments and documents as the Administrative Agent shall have reasonably request requested in connection with such Facility Increase; and (includingv) if requested by the Administrative Agent, without limitation, resolutions of the Borrower authorizing shall have delivered to the borrowings under Administrative Agent opinions of counsel (substantially similar to the forms of opinions provided for in Section 5.1(viii), modified to apply to the Facility Increase and to each Note, Commitment and Acceptance, and other documents executed and delivered in connection with such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion Facility Increase). The form and substance of the Administrative Agent, desirable to ensure that the borrowings documents required under the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), clauses (i) through (v) the Borrower above shall have paid to the Administrative Agent a fee to be determined (but in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer such increase to (x) the Lenders, and each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is fully acceptable to the Administrative Agent. The Administrative Agent in its reasonable discretion; provided, however, that (i) the additional Revolving Credit Commitment of each Lender or Eligible Assignee is $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) such Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit shall promptly provide written notice to all or a portion of such Facility Increase and, in the case of an Eligible Assignee, to be bound by the terms of this Agreement as a Lender, (iii) the Borrower shall offer the proposed Facility Increase to each Lender (other than a Non-Funding Lender) prior to offering any portion of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders in an aggregate amount at least equal to the amount hereunder of the proposed Facility Increase, then the Borrower may request commitments for such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion of the proposed Facility Increase, (v) the Loans made pursuant to such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication of the entire amount of such proposed Facility Increase. (c) On Upon the effective date provided for in the Assumption Agreements providing for a of any Facility Increase pursuant to the provisions hereof (each a the “Facility Increase Effective Date”), which Increase Date shall be mutually agreed upon by the Borrower, each applicable Additional Lender and the Administrative Agent, then: (i) In the case of a Facility Increase under the Revolving Credit Commitments will Facility, (A) such Additional Lender under the Revolving Credit Facility shall be increased by deemed to have irrevocably and unconditionally purchased and received, without recourse or warranty, from the additional Revolving Credit Lenders party to this Agreement immediately prior to the Increase Date, an undivided interest and participation in any Facility Letter of Credit then outstanding, ratably, such that each Revolving Credit Lender (including each Additional Lender under the Revolving Credit Facility) holds a participation interest in each such Facility Letter of Credit in the amount committed of its then Revolving Credit Ratable Share thereof; (B) on such Increase Date, the Borrower shall repay all outstanding Floating Rate Advances under the Revolving Credit Facility and reborrow a Floating Rate Advance in a like amount from the Revolving Credit Lenders (including each Additional Lender under the Revolving Credit Facility); (C) except as provided in clause (D), such Additional Lender under the Revolving Credit Facility shall not participate in any then outstanding Fixed Ratable Advances under the Revolving Credit Facility; (D) if the Borrower shall at any time on or after such Increase Date convert or continue any Fixed Ratable Advance that was outstanding under the Revolving Credit Facility on such Increase Date, the Borrower shall be deemed to by each Lender or Eligible Assignee repay such Fixed Ratable Advance on the date of the conversion or continuation thereof and then to reborrow as a Revolving Credit Ratable Advance a like amount on such date so that the Additional Lender under the Revolving Credit Facility shall make a Revolving Credit Ratable Loan on such date; and (E) such Additional Lender under the Revolving Credit Facility shall make its Revolving Credit Ratable Share of all Revolving Credit Ratable Advances made on or after such Increase Date (including those referred to in clauses (B) and (D) above) and shall otherwise have all of the rights and obligations of a Revolving Credit Lender hereunder on and after such Increase Date. Notwithstanding the foregoing, upon the occurrence of a Default prior to the date on which such Additional Lender is holding Fixed Ratable Loans under the Revolving Credit Facility equal to its Revolving Credit Ratable Share of all Fixed Ratable Advances under the Revolving Credit Facility, such Additional Lender shall, upon notice from the Administrative Agent, on or after the date on which the Obligations are accelerated or become due following such Default, pay to the Administrative Agent (for the account of the other Revolving Credit Lenders, to which the Administrative Agent shall pay their Revolving Credit Ratable Shares thereof upon receipt) a sum equal to such Additional Lender’s Revolving Credit Ratable Share of each Fixed Ratable Advance then outstanding under the Revolving Credit Facility with respect to which such Additional Lender does not then hold a Fixed Ratable Loan equal to its Revolving Credit Ratable Share thereof; such payment by such Additional Lender shall constitute an ABR Loan hereunder. (ii) In the case of a Facility Increase Effective under the Term Loan Facility, (A) on such Increase Date, each Additional Lender under the Term Loan Facility shall advance its Additional Term Loan, which shall be combined with the other outstanding Term Advances and converted into one or more Ratable Advances under the Term Loan Facility; (B) on such Increase Date, the Borrower shall pay all costs (if any) payable under Section 3.4 resulting from the termination of any Fixed Ratable Advances under the Term Loan Facility prior to the last day of the applicable Interest Period; and (C) such Additional Lender under the Term Loan Facility shall have all of the rights and obligations of a Term Lender hereunder on and after such Increase Date. (d) In the event there are Lenders or Eligible Assignees that have committed to a Facility Increase in excess Solely for purposes of clause (i) of the maximum definitions of “Majority Lenders,” “Required Lenders,” and “Required Revolving Credit Lenders,” until such time as an Additional Lender under the Revolving Credit Facility holds Revolving Credit Ratable Loans equaling its Revolving Credit Ratable Share of all outstanding Revolving Credit Ratable Advances, the amount requested of such Additional Lender’s new Revolving Credit Commitment or the increased amount of its Revolving Credit Commitment (or permitted), then as applicable) shall be excluded from the Arrangers (with the consent amount of the Borrower which Revolving Credit Commitments and there shall not be unreasonably withheld) shall have included in lieu thereof at any time an amount equal to the right sum of the outstanding Revolving Credit Ratable Loans and the participation interests in Facility Letters of Credit held by such Additional Lender with respect to allocate such commitments as among its new Revolving Credit Commitment or the committing Lenders or committing Eligible Assignees, as the case may beincreased amount of its Revolving Credit Commitment. (e) On each Facility Increase Effective DateNothing contained herein shall constitute, or otherwise be deemed to be, a commitment or agreement on the part of any Lender to increase its Revolving Credit Commitment hereunder or to make an Additional Term Loan hereunder at any time or a commitment or agreement on the part of the Borrower or the Administrative Agent will effect a settlement of all outstanding Loans among to give or grant any Lender the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments right to the Commitments of such Lenders. Any interest, fees and other payments accrued increase its Revolving Credit Commitment hereunder or to the Facility Increase Effective Date with respect to make an Additional Term Loan hereunder at any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interest, fees and other payments accrued on and after the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender hereunder as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) and the Borrower of the occurrence of the Facility Increase to be effected on such Facility Increase Effective Date, the amount of Loans held by each Lender as a result thereof and the amount of the Commitment of each Lender as a result thereoftime.

Facility Increase. (a) The Borrower may (no more frequently than three two times after the Closing Date (in minimum increments of $50,000,000) during the term of the Revolving Credit Facility) request the Lenders or other Eligible Assignees acceptable to the Administrative Agent in its reasonable discretion to provide additional Commitments (a “Facility Increase”) up to an aggregate amount during the term of the Revolving Credit Facility not in excess of $200,000,000150,000,000 (a ‘‘Facility Increase’’); provided, however, that (i) the Borrower shall have given the Administrative Revolving Facility Agent at least 60 days’ written days notice of its intention to effect the Facility Increase and the desired amount of such Facility Increase, Increase (ii) there shall exist no Default or Event of Default as other than in respect of the Facility Increase Effective Date (as defined below) or after giving effect to the $50,000,000 Facility Increase to occur on that date and the other Closing Date), (ii) the conditions precedent to a Borrowing set forth in Section 3.2 are satisfied as of the Facility Increase Effective DateDate (as defined below), (iii) an opinion of counsel to the Loan Parties in form and substance and from counsel reasonably satisfactory to the Administrative Revolving Facility Agent and addressed to the Facility Agents, the Issuers and the Lenders dated the Facility Increase Effective Date and addressing such matters as the Administrative Revolving Facility Agent may reasonably request shall be delivered to the Administrative AgentAgents, (iv) the Administrative Agent shall have received such other documents, agreements, certificates and writings with respect to the Facility Increase as the Administrative Agent shall reasonably request (including, without limitation, resolutions of the Borrower authorizing the borrowings under the Facility Increase and such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion of the Administrative Agent, desirable to ensure that the borrowings under the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), (v) the Borrower shall have paid to the Administrative Revolving Facility Agent a fee to be determined (but in any event reasonably acceptable to Group) and (viv) the Borrower shall have paid to the Revolving Credit Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer such increase to (x) the Revolving Credit Lenders, and each Revolving Credit Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is acceptable to the Administrative Agent in its reasonable discretionAssignee; provided, however, that (i) the minimum additional Revolving Credit Commitment of each Lender or Eligible Assignee is equals or exceeds $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) and such Revolving Credit Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Revolving Credit Lender or Eligible Assignee agrees to commit to all or a portion of such Facility Increase and, in the case of an Eligible Assignee, to be bound by the terms of this Agreement as a Lender, (iii) the Borrower shall offer the proposed Facility Increase to each Lender (other than a Non-Funding Lender) prior to offering any portion of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders in an aggregate amount at least equal to the amount of the proposed Facility Increase, then the Borrower may request commitments for such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion of the proposed Facility Increase, (v) the Loans made pursuant to such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication of the entire amount of such proposed Facility Increase. (c) On the effective date provided for in the Assumption Agreements providing for a Facility Increase (each a “‘‘Facility Increase Effective Date”’’), the Revolving Credit Commitments will be increased by the additional amount committed to by each Revolving Credit Lender or Eligible Assignee on the Facility Increase Effective Date. (d) In the event there are Revolving Credit Lenders or and Eligible Assignees that have committed to a Facility Increase in excess of the maximum amount requested (or permitted), then the Arrangers (with the consent of the Borrower which shall not be unreasonably withheld) shall have the right to allocate such commitments as among the committing commitments, first to Lenders or committing and then to Eligible Assignees, as the case may be. (e) On each Facility Increase Effective Date, the Administrative Agent will effect a settlement of all outstanding Loans among the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments to the Commitments of such Lenders. Any interest, fees and other payments accrued to the Facility Increase Effective Date with respect to any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interest, fees and other payments accrued on and after the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender hereunder as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) and the Borrower of the occurrence of the Facility Increase to be effected on such Facility Increase Effective Date, the amount of Loans held by each Lender as a result thereof and the amount of the Commitment of each Lender as a result thereof.

Facility Increase. On or after the date that is six (a6) The Borrower may (no more frequently than three times months after the Closing Date (in minimum increments of $50,000,000the “Increase Period Commencement Date”) during the term of the Revolving Credit Facility) request the Lenders or other Eligible Assignees acceptable and prior to the Administrative date that is six (6) months before the Maturity Date, Borrowing Agent may, from time to time, request in its reasonable discretion to provide additional Commitments writing that Agent and Lenders increase the Maximum Revolving Facility Amount (each a “Facility Increase”) up and increase the Equipment Sublimit (each a “Equipment Sublimit Increase”) the Maximum Revolving Facility Amount and Equipment Sublimit Increase shall be so increased, subject to an aggregate amount during the term of the Revolving Credit Facility not in excess of $200,000,000; provided, however, that following terms and conditions: (i) the Borrower each Lender shall have given the Administrative received credit approval for, and shall have confirmed its agreement to provide, such Facility Increase pursuant to an acknowledgement in a form acceptable to Agent, signed by it and each Borrower and delivered to Agent at least 60 days’ written notice five (5) days before the effective date of its intention such increase; (ii) the effective date of such increase (the “Increase Effective Date”) shall be no earlier than Increase Period Commencement Date; (iii) immediately before and after giving effect to effect the such Facility Increase and on the desired amount Increase Effective Date, there shall exist no Default or Event of Default; (iv) after giving effect to such Facility Increase, the Maximum Revolving Facility Amount shall not exceed $130,000,000; (v) after giving effect to such Equipment Sublimit Increase, the Equipment Sublimit shall not exceed $80,000,000; (vi) no single Facility Increase or Equipment Sublimit Increase shall be for an amount less than $5,000,000 or an integral multiple thereof; (vii) each Lender’s Revolving Loan Commitment shall be increased consistent with its Pro Rata Share; (viii) Borrowing Agent shall deliver to Lender on or before the Increase Effective Date the following documents in form and substance reasonably satisfactory to Agent and the Lenders: (i) certifications of corporate secretary of each Loan Party with attached resolutions certifying that the increase in the Maximum Revolving Facility Amount has been authorized by each Loan Party’s board of directors or equivalent, (ii) a certificate dated as of the Increase Effective Date certifying that (A) immediately before and after giving effect to such Facility Increase on the Increase Effective Date, there shall exist no Default or Event of Default and (B) that the representations and warranties made by Loan Parties herein and in the other Loan Documents are true and complete with the same force and effect as if made on and as of such date (except to the extent any such representation or warranty expressly relates only to any earlier and/or specified date, in which case it shall be true and correct as of such date) and (iii) such other agreements, instruments and information, including supplements or modifications to this Agreement and/or the other Loan Documents executed by the applicable Loan Parties as Agent reasonably deems necessary in order to document such Facility Increase Effective Date (as defined below) or after giving effect and to protect, preserve and continue the Facility Increase to occur on that date perfection and priority of the Liens, security interests, rights and remedies of Agent hereunder and under the other conditions precedent to a Borrowing set forth Loan Documents in Section 3.2 are satisfied as light of such increase; and (ix) on the Facility Increase Effective Date, Borrowers shall pay (iiix) an opinion of counsel to the Loan Parties in form all reasonable fees, costs and substance and from counsel reasonably satisfactory to the Administrative expenses incurred by Agent and addressed to the Facility Agents, the Issuers and the Lenders dated in connection with the Facility Increase Effective Date preparation, negotiation, execution and addressing such matters as the Administrative Agent may reasonably request shall be delivery of all agreements and instruments executed and delivered to the Administrative Agent, (iv) the Administrative Agent shall have received such other documents, agreements, certificates by ▇▇▇▇▇▇ and writings Borrowers in connection with respect to the Facility Increase as the Administrative Agent shall reasonably request (including, without limitation, resolutions of the Borrower authorizing the borrowings under the Facility Increase and such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion of the Administrative Agent, desirable to ensure that the borrowings under the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), (v) the Borrower shall have paid to the Administrative Agent a fee to be determined (but in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer such increase to (x) the Lenders, and each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is acceptable to the Administrative Agent in its reasonable discretion; provided, however, that (i) the additional Revolving Credit Commitment of each Lender or Eligible Assignee is $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) such Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit to all or a portion of such Facility Loan Increase and, Fee set forth in the case of an Eligible AssigneeFee Letter, which fee shall be deemed to be bound by the terms of this Agreement fully earned and payable as a Lender, (iii) the Borrower shall offer the proposed Facility Increase to each Lender (other than a Non-Funding Lender) prior to offering any portion of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders in an aggregate amount at least equal to the amount of the proposed Facility Increase, then the Borrower may request commitments for such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion of the proposed Facility Increase, (v) the Loans made pursuant to such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication of the entire amount of such proposed Facility Increase. (c) On the effective date provided for in the Assumption Agreements providing for a Facility Increase (each a “Facility Increase Effective Date”), the Revolving Credit Commitments will be increased by the additional amount committed to by each Lender or Eligible Assignee on the Facility Increase Effective Date. (d) In the event there are Lenders or Eligible Assignees that have committed to a Facility Increase in excess of the maximum amount requested (or permitted), then the Arrangers (with the consent of the Borrower which shall not be unreasonably withheld) shall have the right to allocate such commitments as among the committing Lenders or committing Eligible Assignees, as the case may be. (e) On each Facility Increase Effective Date, the Administrative Agent will effect a settlement of all outstanding Loans among the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments to the Commitments of such Lenders. Any interest, fees and other payments accrued to the Facility Increase Effective Date with respect to any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interest, fees and other payments accrued on and after the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender hereunder as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) and the Borrower of the occurrence of the Facility Increase to be effected on such Facility Increase Effective Date, the amount of Loans held by each Lender as a result thereof and the amount of the Commitment of each Lender as a result thereof.

Facility Increase. (a) The Borrower may (no more frequently than three times after the Closing Date (in minimum increments of $50,000,000) during the term of the Revolving Credit Facility) request the Lenders or other Eligible Assignees acceptable may, at any time and from time to time, by notice to the Administrative Agent in its reasonable discretion to provide additional Commitments Agent, request an increase (a “Facility Increase”) up to an aggregate in the Aggregate Revolving Credit Commitment (within the limitations herein provided), which notice shall set forth the amount during the term of such requested Facility Increase. The Aggregate Revolving Credit Commitment may be so increased either by having one or more New Revolving Credit Lenders become Lenders under the Revolving Credit Facility and/or by having any one or more of the then existing Lenders under the Revolving Credit Facility (at their respective election in their sole discretion) that have been approved by the Borrower, the Administrative Agent and each of the Arrangers (such approvals by the Administrative Agent and each of the Arrangers not in excess to be unreasonably withheld or delayed), increase the amount of $200,000,000; providedtheir Revolving Credit Commitments, however, provided that (i) the Borrower shall have given the Administrative Agent at least 60 days’ written notice of its intention to effect the each Facility Increase and the desired shall be in an amount of such Facility Increasenot less than $5,000,000, (ii) there shall exist no Default or Event of Default as of the Facility Increase Effective Date (as defined below) or after giving effect to the Facility Increase Increase, the Aggregate Revolving Credit Commitment shall not exceed the Aggregate Revolving Credit Facility Limit, (iii) no Unmatured Default or Default exists or would exist after giving effect to occur on that date and the other conditions precedent to a Borrowing Facility Increase, (iv) all financial covenants set forth in Section 3.2 are 7.28 would be satisfied as of on a pro forma basis for the most recent determination period, after giving effect to such Facility Increase Effective Dateas if it occurred on the last day of such determination period (and assuming such Facility Increase is fully borrowed) and (v) any Facility Increase shall be on the terms and pursuant to the documentation applicable to the Revolving Credit Facility. (b) As a condition to a Facility Increase, (iiii) an opinion the Borrower and each Additional Lender shall have executed and delivered a commitment and acceptance (the “Commitment and Acceptance”) substantially in the form of counsel to the Loan Parties in form Exhibit B hereto and substance and from counsel reasonably satisfactory to the Administrative Agent and addressed to the Facility Agents, the Issuers and the Lenders dated the Facility Increase Effective Date and addressing such matters as the Administrative Agent may reasonably request shall be delivered to the Administrative Agent, (iv) the Administrative Agent shall have received accepted and executed the same; (ii) if requested by an Additional Lender, the Borrower shall have executed and delivered to the Administrative Agent the applicable Note payable to such other documents, agreements, certificates and writings with respect Additional Lender (or its registered assigns); (iii) the Guarantors shall have consented in writing to the Facility Increase and shall have agreed that their Guaranty Agreements continue in full force and effect; (iv) the Borrower and each Additional Lender shall otherwise have executed and delivered such other instruments and documents as the Administrative Agent shall have reasonably request requested in connection with such Facility Increase; and (includingv) if requested by the Administrative Agent, without limitation, resolutions of the Borrower authorizing shall have delivered to the borrowings under Administrative Agent opinions of counsel (substantially similar to the forms of opinions provided for in Section 5.1 (viii), modified to apply to the Facility Increase and to each Note, Commitment and Acceptance, and other documents executed and delivered in connection with such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion Facility Increase). The form and substance of the Administrative Agent, desirable to ensure that the borrowings documents required under the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), clauses (i) through (v) the Borrower above shall have paid to the Administrative Agent a fee to be determined (but in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer such increase to (x) the Lenders, and each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is fully acceptable to the Administrative Agent. The Administrative Agent in its reasonable discretion; provided, however, that (i) the additional Revolving Credit Commitment of each Lender or Eligible Assignee is $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) such Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit shall promptly provide written notice to all or a portion of such Facility Increase and, in the case of an Eligible Assignee, to be bound by the terms of this Agreement as a Lender, (iii) the Borrower shall offer the proposed Facility Increase to each Lender (other than a Non-Funding Lender) prior to offering any portion of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders in an aggregate amount at least equal to the amount hereunder of the proposed Facility Increase, then the Borrower may request commitments for such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion of the proposed Facility Increase, (v) the Loans made pursuant to such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication of the entire amount of such proposed Facility Increase. (c) On Upon the effective date provided for in the Assumption Agreements providing for a of any Facility Increase pursuant to the provisions hereof (each a the “Facility Increase Effective Date”), which Increase Date shall be mutually agreed upon by the Borrower, each applicable Additional Lender and the Administrative Agent, then: (A) such Additional Lender under the Revolving Credit Commitments will Facility shall be increased by deemed to have irrevocably and unconditionally purchased and received, without recourse or warranty, from the additional Revolving Credit Lenders party to this Agreement immediately prior to the Increase Date, an undivided interest and participation in any Facility Letter of Credit then outstanding, ratably, such that each Revolving Credit Lender (including each Additional Lender under the Revolving Credit Facility) holds a participation interest in each such Facility Letter of Credit in the amount committed of its then Revolving Credit Ratable Share thereof; (B) on such Increase Date, the Borrower shall repay all outstanding Floating Rate Advances under the Revolving Credit Facility and reborrow a Floating Rate Advance in a like amount from the Revolving Credit Lenders (including each Additional Lender under the Revolving Credit Facility); (C) except as provided in clause (D), such Additional Lender under the Revolving Credit Facility shall not participate in any then outstanding Eurodollar Ratable Advances under the Revolving Credit Facility; (D) if the Borrower shall at any time on or after such Increase Date convert or continue any Eurodollar Ratable Advance that was outstanding under the Revolving Credit Facility on such Increase Date, the Borrower shall be deemed to by each Lender or Eligible Assignee repay such Eurodollar Ratable Advance on the date of the conversion or continuation thereof and then to reborrow as a Revolving Credit Ratable Advance a like amount on such date so that the Additional Lender under the Revolving Credit Facility shall make a Revolving Credit Ratable Loan on such date; and (E) such Additional Lender under the Revolving Credit Facility shall make its Revolving Credit Ratable Share of all Revolving Credit Ratable Advances made on or after such Increase Effective Date (including those referred to in clauses (B) and (D) above) and shall otherwise have all of the rights and obligations of a Revolving Credit Lender hereunder on and after such Increase Date. Notwithstanding the foregoing, upon the occurrence of a Default prior to the date on which such Additional Lender is holding Eurodollar Ratable Loans under the Revolving Credit Facility equal to its Revolving Credit Ratable Share of all Eurodollar Ratable Advances under the Revolving Credit Facility, such Additional Lender shall, upon notice from the Administrative Agent, on or after the date on which the Obligations are accelerated or become due following such Default, pay to the Administrative Agent (for the account of the other Revolving Credit Lenders, to which the Administrative Agent shall pay their Revolving Credit Ratable Shares thereof upon receipt) a sum equal to such Additional Lender’s Revolving Credit Ratable Share of each Eurodollar Ratable Advance then outstanding under the Revolving Credit Facility with respect to which such Additional Lender does not then hold a Eurodollar Ratable Loan equal to its Revolving Credit Ratable Share thereof; such payment by such Additional Lender shall constitute an ABR Loan hereunder. (d) In the event there are Lenders or Eligible Assignees that have committed to a Facility Increase in excess Solely for purposes of clause (i) of the maximum definition of “Required Lenders,” until such time as an Additional Lender under the Revolving Credit Facility holds Revolving Credit Ratable Loans equaling its Revolving Credit Ratable Share of all outstanding Revolving Credit Ratable Advances, the amount requested of such Additional Lender’s new Revolving Credit Commitment or the increased amount of its Revolving Credit Commitment (or permitted), then as applicable) shall be excluded from the Arrangers (with the consent amount of the Borrower which Revolving Credit Commitments and there shall not be unreasonably withheld) shall have included in lieu thereof at any time an amount equal to the right sum of the outstanding Revolving Credit Ratable Loans and the participation interests in Facility Letters of Credit held by such Additional Lender with respect to allocate such commitments as among its new Revolving Credit Commitment or the committing Lenders or committing Eligible Assignees, as the case may beincreased amount of its Revolving Credit Commitment. (e) On each For the avoidance of doubt, any Facility Increase Effective Datepursuant to the provisions of this Section 2.18 shall not require the consent of any Lender other than the applicable Additional Lenders. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment or agreement on the part of any Lender to increase its Revolving Credit Commitment hereunder at any time or a commitment or agreement on the part of the Borrower or the Administrative Agent will effect a settlement of all outstanding Loans among to give or grant any Lender the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments right to the Commitments of such Lenders. Any interest, fees and other payments accrued to the Facility Increase Effective Date with respect to increase its Revolving Credit Commitment hereunder at any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interest, fees and other payments accrued on and after the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender hereunder as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) and the Borrower of the occurrence of the Facility Increase to be effected on such Facility Increase Effective Date, the amount of Loans held by each Lender as a result thereof and the amount of the Commitment of each Lender as a result thereoftime.

Facility Increase. (a) The Borrower Representative may (no more frequently than three times after the Closing Date (from time to time request an increase in minimum increments of $50,000,000) during the term of the Revolving Credit Facility) request Maximum Amount and the Lenders or other Eligible Assignees acceptable aggregate Revolving Loan Commitments by an aggregate amount of up to the Administrative Agent in its reasonable discretion to provide additional Commitments $25,000,000 (each such increase, a “Facility Increase”). Each Facility Increase shall be made on notice given by Borrower Representative to Agent no later than 12:00 noon (New York City time) up 30 days prior to an aggregate amount during the term date of the Revolving Credit proposed Facility not in excess Increase. Each such notice (a “Notice of $200,000,000; provided, however, that Facility Increase”) shall (i) specify the Borrower shall have given the Administrative Agent at least 60 days’ written notice date of its intention to effect the such proposed Facility Increase and (the desired amount of such “Facility IncreaseIncrease Effective Date”), (ii) there specify the aggregate amount of such proposed Facility Increase, which shall exist be in an amount not less than $10,000,000 (the “Facility Increase Amount”), and (iii) certify that, at such time, no Default or Event of Default as shall have occurred and be continuing (provided that by accepting a requested Facility Increase, Borrower shall be deemed to have represented to Lenders that no Default or Event of Default shall have occurred and be continuing at the time the Facility Increase becomes effective). Agent shall give each Lender prompt notice of Agent’s receipt of a Notice of Facility Increase. Agent may approach the existing Lenders to provide the Facility Increase, or, at Borrowers’ request, Agent shall invite such other financial institutions selected by Borrowers and reasonably acceptable to Agent to provide the Facility Increase and become Lenders (such existing Lenders and other financial institutions, the “Offerees”). Each Offeree shall have until 3:00 p.m. (New York City time) on the fifth Business Day preceding the Facility Increase Effective Date (as defined below) to commit in writing to all or after giving effect a portion of the Facility Increase. If the Offerees deliver commitments with respect to such Facility Increase in an amount in excess of the Facility Increase Amount, then Agent shall allocate the Facility Increase to the Offerees committing to the Facility Increase to occur on that date and the other conditions precedent to a Borrowing set forth any basis Agent determines appropriate in Section 3.2 are satisfied as of consultation with Borrower Representative. On the Facility Increase Effective Date, (iiiA) an opinion of counsel each Offeree committing to the Loan Parties in form and substance and from counsel reasonably satisfactory to the Administrative Agent and addressed to the Facility Agents, the Issuers and the Lenders dated the Facility Increase Effective Date and addressing such matters as the Administrative Agent may reasonably request shall be delivered to the Administrative Agent, (iv) the Administrative Agent shall have received such other documents, agreements, certificates and writings with respect to the Facility Increase as the Administrative Agent shall reasonably request (including, without limitation, resolutions of the Borrower authorizing the borrowings under the Facility Increase and such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion of the Administrative Agent, desirable to ensure that the borrowings under the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), (v) the Borrower shall have paid to the Administrative Agent a fee to be determined (but in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer such increase to (x) the Lenders, and each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is acceptable to the Administrative Agent in its reasonable discretion; provided, however, that (i) the additional Revolving Credit Commitment of each Lender or Eligible Assignee is $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) such Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit to all or a portion of such Facility Increase and, in the case of shall execute an Eligible Assignee, assumption agreement satisfactory to Agent pursuant to which such Offeree agrees to be bound by the terms of this Agreement as a Lender, (iiiB) the Borrower shall offer the proposed Facility Increase to each Lender (other than a Non-Funding Lender) prior to offering any portion of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders in an aggregate amount at least equal to the amount of the proposed Facility Increase, then the Borrower may request commitments for such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion of the proposed Facility Increase, (v) the Loans made pursuant to such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication of the entire amount of such proposed Facility Increase. (c) On the effective date provided for in the Assumption Agreements providing for a Facility Increase (each a “Facility Increase Effective Date”), the Revolving Credit Maximum Amount and the Revolving Loan Commitments will be increased by the additional amount committed Facility Increase Amount in accordance with the allocations determined by Agent, and (C) each Lender, after giving effect to such Facility Increase, shall purchase or sell the Loans held by it from or to the other Lenders, as directed by Agent, such that after giving effect to such purchases and sales each Lender holds its ratable portion of the outstanding Loans. If the commitments of the Offerees in respect of such Facility Increase are less than the Facility Increase Amount, none of the Lenders shall have any obligation to commit to the uncommitted portion of such Facility Increase, and Borrower Representative may elect either to reduce the Facility Increase Amount accordingly or Eligible Assignee to terminate the request for a Facility Increase. Notwithstanding the foregoing, no Facility Increase shall be effected unless the conditions set forth in Section 9.2 are satisfied on the Facility Increase Effective Date. (d) In the event there are Lenders or Eligible Assignees that have committed to a Facility Increase in excess of the maximum amount requested (or permitted), then the Arrangers (with the consent of the Borrower which shall not be unreasonably withheld) shall have the right to allocate such commitments as among the committing Lenders or committing Eligible Assignees, as the case may be. (e) On each Facility Increase Effective Date, the Administrative Agent will effect a settlement of all outstanding Loans among the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments to the Commitments of such Lenders. Any interest, fees and other payments accrued to the Facility Increase Effective Date with respect to any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interest, fees and other payments accrued on and after the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender hereunder as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) and the Borrower of the occurrence of the Facility Increase to be effected on such Facility Increase Effective Date, the amount of Loans held by each Lender as a result thereof and the amount of the Commitment of each Lender as a result thereof.

Facility Increase. (a) The Borrower may (no more frequently than three times after may, at any time and from time to time, by notice to the Closing Date (Administrative Agent, request an increase in minimum increments of $50,000,000) during the term of the Revolving Credit Facility) request Commitments of any Series with the Lenders latest Revolving Credit Facility Termination Date, or other Eligible Assignees acceptable to the Administrative Agent in its reasonable discretion to provide additional establishment of a new Series of Revolving Credit Commitments (each, a “Facility Increase”), which notice shall set forth the amount of such requested Facility Increase. Such Revolving Credit Commitments may be so increased (i) up to an aggregate amount during by having one or more New Revolving Credit Lenders become Lenders under the term of the applicable Revolving Credit Facility and/or (ii) by having any one or more of the then existing Lenders under the applicable Revolving Credit Facility (at their respective election in their sole discretion), in each case, that have been approved by the Borrower, the Administrative Agent, each Issuing Bank and the Swing Line Lender (such approvals by the Administrative Agent, each Issuing Bank and the Swing Line Lender not in excess to be unreasonably withheld or delayed), increase the amount of $200,000,000; providedtheir existing Revolving Credit Commitments, however, provided that (i) the Borrower shall have given the Administrative Agent at least 60 days’ written notice of its intention to effect the each Facility Increase and the desired shall be in an amount of such Facility Increasenot less than $5,000,000, (ii) there shall exist no Default or Event of Default as of the Facility Increase Effective Date (as defined below) or after giving effect to the Facility Increase Increase, the Aggregate Revolving Credit Commitment shall not exceed the Aggregate Revolving Credit Facility Limit, (iii) no Unmatured Default or Default exists or would exist after giving effect to occur on that date and the other conditions precedent to a Borrowing Facility Increase, (iv) all financial covenants set forth in Section 3.2 are 7.27 would be satisfied as on a pro forma basis for the most recent determination period, assuming that the Revolving Credit Loans outstanding on the date of effectiveness of the Facility Increase Effective Datehad been outstanding on the last day of such determination period, (iiiv) any Facility Increase shall be pursuant to this Agreement, (vi) if such Facility Increase is to increase the Revolving Credit Commitments of an opinion existing Series of counsel to the Loan Parties in form and substance and from counsel reasonably satisfactory to the Administrative Agent and addressed to the Facility AgentsRevolving Credit Facility, the Issuers terms and the Lenders dated the conditions of such Facility Increase Effective Date and addressing such matters shall be the same as the Administrative Agent may reasonably request terms and conditions applicable to such existing Series and (vii) if a Facility Increase establishes a new Series of Revolving Credit Facility, (1) such new Series shall mature no earlier than the latest Revolving Credit Facility Termination Date then in effect, (2) no new Series shall have an all-in-yield (taking into account the interest rate, any interest rate “floors” and any upfront fees) greater than any Series of Revolving Credit Facility then in effect and (3) except as permitted by clauses (1) and (2), all other terms and conditions of the new Series shall be delivered the same as the terms and conditions of each existing Series of Revolving Credit Facilities. (b) As a condition to the Administrative Agenta Facility Increase, (ivi) the Borrower and each Additional Lender shall have executed and delivered a commitment and acceptance (the “Commitment and Acceptance”) substantially in the form of Exhibit C hereto and the Administrative Agent shall have received accepted and executed the same; (ii) if requested by an Additional Lender, the Borrower shall have executed and delivered to the Administrative Agent the applicable Note payable to the order of such other documents, agreements, certificates and writings with respect Additional Lender; (iii) the Guarantors shall have consented in writing to the Facility Increase and shall have agreed that their Guaranty Agreements continue in full force and effect; (iv) the Borrower and each Additional Lender shall otherwise have executed and delivered such other instruments and documents as the Administrative Agent shall have reasonably request requested in connection with such Facility Increase; and (includingv) if requested by the Administrative Agent, without limitation, resolutions of the Borrower authorizing shall have delivered to the borrowings under Administrative Agent opinions of counsel (substantially similar to the forms of opinions provided for in Section 5.1(ix), modified to apply to the Facility Increase and to each Note, Commitment and Acceptance, and other documents executed and delivered in connection with such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion Facility Increase). The form and substance of the Administrative Agent, desirable to ensure that the borrowings documents required under the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), clauses (i) through (v) the Borrower above shall have paid to the Administrative Agent a fee to be determined (but in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer such increase to (x) the Lenders, and each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is acceptable to the Administrative Agent. The Administrative Agent in its reasonable discretion; provided, however, that (i) the additional Revolving Credit Commitment of each Lender or Eligible Assignee is $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) such Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit shall promptly provide written notice to all or a portion of such Facility Increase and, in the case of an Eligible Assignee, to be bound by the terms of this Agreement as a Lender, (iii) the Borrower shall offer the proposed Facility Increase to each Lender (other than a Non-Funding Lender) prior to offering any portion of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders in an aggregate amount at least equal to the amount hereunder of the proposed Facility Increase, then the Borrower may request commitments for such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion of the proposed Facility Increase, (v) the Loans made pursuant to such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication of the entire amount of such proposed Facility Increase. (c) On Upon the effective date provided for in the Assumption Agreements providing for a of any Facility Increase pursuant to the provisions hereof (each a the “Facility Increase Effective Date”), which Increase Date shall be mutually agreed upon by the Borrower, each applicable Additional Lender and the Administrative Agent, (A) such Additional Lender under the applicable Revolving Credit Facility shall be deemed to have irrevocably and unconditionally purchased and received, without recourse or warranty, from the Revolving Credit Commitments will be increased by Lenders party to this Agreement immediately prior to the additional Increase Date, an undivided interest and participation in any Letter of Credit then outstanding, ratably, such that each Revolving Credit Lender (including each Additional Lender under such Revolving Credit Facility) holds a participation interest in each such Letter of Credit in the amount committed to by of its then Total Revolving Credit Ratable Share thereof; and (B) each Additional Lender under the applicable Revolving Credit Facility shall make its Total Revolving Credit Ratable Share of all Revolving Credit Ratable Advances made on or Eligible Assignee after such Increase Date and shall otherwise have all of the rights and obligations of a Revolving Credit Lender hereunder on the Facility and after such Increase Effective Date. (d) After the Increase Date, Administrative Agent shall promptly provide to each Lender a new Schedule 1 to this Agreement. In the event that there are any Revolving Credit Ratable Loans outstanding after giving effect to an increase in the Aggregate Revolving Credit Commitment pursuant to this Section 2.18, upon notice from Administrative Agent to each Lender, the amount of such Revolving Credit Ratable Loans owing to each Lender shall be appropriately adjusted to reflect the new Revolving Credit Commitments of each Series and the new Total Revolving Credit Ratable Shares of Lenders of each such Series, it being intended that all Revolving Credit Ratable Loans be shared pro rata across all Revolving Credit Facilities and within each Revolving Credit Facility. If, as a result of any such adjustment to the amount of Revolving Credit Ratable Loans owing to any Lender, any payment of all or Eligible Assignees that have committed a portion of any Eurodollar Loan owing to any such Lender occurs on a Facility Increase in excess day which is not the last day of the maximum amount requested (or permitted)applicable Interest Period, then Borrower shall pay to Administrative Agent for the Arrangers (with the consent benefit of the Borrower which shall not be unreasonably withheld) shall have the right to allocate affected Lenders any loss or cost incurred by such commitments as among the committing Lenders or committing Eligible Assignees, as the case may beresulting therefrom in accordance with Section 3.6. (e) On each Facility Increase Effective DateNothing contained herein shall constitute, or otherwise be deemed to be, a commitment or agreement on the part of any Lender to increase any Revolving Credit Commitment hereunder at any time or a commitment or agreement on the part of the Borrower or the Administrative Agent will effect a settlement of all outstanding Loans among to give or grant any Lender the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments right to the Commitments of such Lenders. Any interest, fees and other payments accrued to the Facility Increase Effective Date with respect to increase any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interest, fees and other payments accrued on and after the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender Revolving Credit Commitment hereunder as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) and the Borrower of the occurrence of the Facility Increase to be effected on such Facility Increase Effective Date, the amount of Loans held by each Lender as a result thereof and the amount of the Commitment of each Lender as a result thereofat any time.

Facility Increase. So long as no Default then exists or would result therefrom, the Borrower may, at any time and from time to time, but not more than twice in any Fiscal Year, and upon at least five (a5) The Borrower may Business Days’ notice, deliver a written request to the Administrative Agent to increase the aggregate Revolving Credit Commitments under this Agreement by up to $250,000,000 in the aggregate (no more frequently than three times after the Closing Date (in minimum increments of $50,000,000) during the term of a “Facility Increase”). Each such request to increase the Revolving Credit Commitments shall be a Facility Increase of not less than $5,000,000 or in an integral multiple of $5,000,000 in excess thereof. The Facility Increase will be in the form of increases in the Revolving Credit Commitments under the Direct Tranche Facility. In the event the Borrower desires to increase such Revolving Credit Commitments, the Administrative Agent, upon receipt of the written request from the Borrower described above, may offer (x) request the Lenders first to any Lender and (y) then to one or more banks, financial institutions or other Eligible Assignees entities, which are not Lenders and are acceptable to the Administrative Agent in its reasonable sole discretion (“New Lenders”), the opportunity to provide additional Commitments (a “participate in any or all of the Facility Increase”) up . No existing Lender shall be required to an aggregate amount during the term increase its Commitment under this Agreement as a result of the Borrower’s request for a Facility Increase and each such Lender’s Revolving Credit Facility not in excess of $200,000,000; provided, however, that Commitment may only be increased by an instrument duly executed by such Lender agreeing to increase its Revolving Credit Commitment. Any such increase shall become effective upon (i) the Borrower shall have given execution by the Borrower, the Administrative Agent at least 60 days’ written notice of its intention to effect the Facility Increase and the desired amount of such Facility Increase, (ii) there shall exist no Default or Event of Default as any lender providing a portion of the Facility Increase Effective Date (as defined below) or after giving effect to the Facility Increase to occur on that date and the other conditions precedent to a Borrowing set forth in Section 3.2 are satisfied as of the Facility Increase Effective Date, (iii) an opinion of counsel to the Loan Parties assumption agreement in form and substance and from counsel reasonably satisfactory to the Administrative Agent and addressed the Borrower, pursuant to the Facility Agentswhich, the Issuers if such lender is a New Lender, such New Lender shall become a Lender under this Agreement and the Lenders dated the Facility Increase Effective Date and addressing such matters as the Administrative Agent may reasonably request shall be delivered to the Administrative Agent, (iv) the Administrative Agent shall have received such other documents, agreements, certificates and writings Loan Documents with respect to the Facility Increase as the Administrative Agent shall reasonably request (including, without limitation, resolutions its portion of the Borrower authorizing the borrowings under the Facility Increase and (ii) the satisfaction of the conditions set forth in Section 3.3 (Conditions Precedent to Facility Increase). Upon the effectiveness of a Facility Increase, each Lender’s Letter of Credit Ratable Portion in the liability of each outstanding Letter of Credit shall be reallocated in accordance with the definition of “Letter of Credit Ratable Portion” (with written notice of such amendmentsreallocation to be promptly delivered to all the Lenders) and if there are any outstanding Loans, modifications and/or supplements the Direct Tranche Lenders and/ or such New Lender providing the CREDIT AGREEMENT THE PREMCOR REFINING GROUP INC. Facility Increase shall make such payments among themselves as directed by the Administrative Agent so that the aggregate principal amount of Loans outstanding shall be owed to all such Direct Tranche Lenders based on its Direct Tranche Ratable Portion of such Loans. In addition, interest payments and Letter of Credit fees to the Collateral Documents Lenders shall be reflective of such reallocated Loans and Letter of Credit liabilities as are necessary or, in the reasonable opinion of directed by the Administrative Agent, desirable . This Agreement and the other Loan Documents shall be deemed to ensure that the borrowings under be amended to reflect the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), (v) the Borrower shall have paid to the Administrative Agent a fee to be determined (but in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer such increase to (x) the Lenders, and each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is acceptable to the Administrative Agent in its reasonable discretion; provided, however, that (i) the additional Revolving Credit Commitment of each Lender or Eligible Assignee is $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) such Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit to all or a portion of such Facility Increase and, in the case of an Eligible Assignee, to be bound by the terms of this Agreement as a Lender, (iii) the Borrower shall offer the proposed Facility Increase to each Lender (other than a Non-Funding Lender) prior to offering any portion of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders in an aggregate amount at least equal to the amount of the proposed Facility Increase, then the Borrower may request commitments for such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion of the proposed Facility Increase, (v) the Loans made pursuant to such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication of the entire amount of such proposed Facility Increase. (c) On the effective date provided for in the Assumption Agreements providing for a Facility Increase (each a “Facility Increase Effective Date”), the Revolving Credit Commitments will be increased by the additional amount committed to by each Lender or Eligible Assignee on the Facility Increase Effective Date. (d) In the event there are Lenders or Eligible Assignees that have committed to a Facility Increase in excess of the maximum amount requested (or permitted), then the Arrangers (with the consent of the Borrower which shall not be unreasonably withheld) shall have the right to allocate such commitments as among the committing Lenders or committing Eligible Assignees, as the case may be. (e) On each Facility Increase Effective Date, the Administrative Agent will effect a settlement of all outstanding Loans among the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments to the Commitments of such Lenders. Any interest, fees and other payments accrued to the Facility Increase Effective Date with respect to any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interest, fees and other payments accrued on and after the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender hereunder as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) and the Borrower addition of the occurrence of the Facility Increase to be effected on such Facility Increase Effective Date, the amount of Loans held by each Lender any New Lenders as a result thereof Lenders party hereto and the amount of the Commitment of each Lender as a result thereofthereto.

Facility Increase. (a) The Borrower may (no more frequently than three times after the Closing Date (in minimum increments of $50,000,000) once during the term of the Revolving Credit Facility) request the Lenders or other Eligible Assignees acceptable to the Administrative Agent in its reasonable discretion to provide additional Commitments (a “Facility Increase”) up to an aggregate amount during the term of the Revolving Credit Facility not in excess of $200,000,00050,000,000 (a "Facility Increase"); provided, however, that (i) the Borrower shall have given the Administrative Agent at least 60 days’ written days notice of its intention to effect the Facility Increase and the desired amount of such Facility Increase, (ii) there shall exist no Default or Event of Default as of the Facility Increase Effective Date (as defined below) or after giving effect to the Facility Increase to occur on that date and the other conditions precedent to a Borrowing set forth in Section 3.2 are satisfied as of the Facility Increase Effective DateDate (as defined below), (iii) an opinion of counsel to the Loan Parties in form and substance and from counsel reasonably satisfactory to the Administrative Agent and addressed to the Facility AgentsAdministrative Agent, the Issuers and the Lenders dated the Facility Increase Effective Date and addressing such matters as the Administrative Agent may reasonably request shall be delivered to the Administrative Agent, Agent and (iv) the Administrative Agent shall have received such other documents, agreements, certificates and writings with respect to the Facility Increase as the Administrative Agent shall reasonably request (including, without limitation, resolutions of the Borrower authorizing the borrowings under the Facility Increase and such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion of the Administrative Agent, desirable to ensure that the borrowings under the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), (v) the Borrower shall have paid to the Administrative Agent Agents a fee to be determined (but in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee fees required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer such increase to (x) the Lenders, and each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is acceptable to the Administrative Agent in its reasonable discretionAssignee; provided, however, that (i) the minimum additional Revolving Credit Commitment of each Lender or Eligible Assignee is equals or exceeds $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) and such Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit to all or a portion of such Facility Increase and, in the case of an Eligible Assignee, to be bound by the terms of this Agreement as a Lender, (iii) the Borrower shall offer the proposed Facility Increase to each Lender (other than a Non-Funding Lender) prior to offering any portion of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders in an aggregate amount at least equal to the amount of the proposed Facility Increase, then the Borrower may request commitments for such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion of the proposed Facility Increase, (v) the Loans made pursuant to such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication of the entire amount of such proposed Facility Increase.. 57 (c) On the effective date provided for in the Assumption Agreements providing for a Facility Increase (each a “"Facility Increase Effective Date”"), the Revolving Credit Commitments will be increased by the additional amount committed to by each Lender or Eligible Assignee on the Facility Increase Effective Date. (d) In the event there are Lenders or and Eligible Assignees that have committed to a Facility Increase in excess of the maximum amount requested (or permitted), then the Arrangers Agents (with the consent of the Borrower which shall not be unreasonably withheld) shall have the right to allocate such commitments as among the committing commitments, first to Lenders or committing and then to Eligible Assignees, as the case may be. (e) On each Facility Increase Effective Date, the Administrative Agent will effect a settlement of all outstanding Loans among the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments to the Commitments of such Lenders. Any interest, fees and other payments accrued to the Facility Increase Effective Date with respect to any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interest, fees and other payments accrued on and after the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender hereunder as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) and the Borrower of the occurrence of the Facility Increase to be effected on such Facility Increase Effective Date, the amount of Loans held by each Lender as a result thereof and the amount of the Commitment of each Lender as a result thereof.

Facility Increase. (a) The Borrower may (no more frequently than three times may, at any time and from time to time after the Closing Date (in minimum increments of $50,000,000) during the term of the Revolving Credit Facility) request the Lenders or other Eligible Assignees acceptable Amendment and Restatement Effective Date, by notice to the Administrative Agent in its reasonable discretion to provide additional Commitments Agent, request an increase (a “Facility Increase”) up to an aggregate in the Aggregate Revolving Credit Commitment (within the limitations herein provided), which notice shall set forth the amount during the term of such requested Facility Increase. The Aggregate Revolving Credit Commitment may be so increased either by having one or more New Revolving Credit Lenders become Lenders under the Revolving Credit Facility and/or by having any one or more of the then existing Lenders under the Revolving Credit Facility (at their respective election in their sole discretion) that have been approved by the Borrower, the Administrative Agent and the Company (such approval by the Administrative Agent not in excess to be unreasonably withheld or delayed), increase the amount of $200,000,000; providedtheir Revolving Credit Commitments, however, provided that (i) the Borrower shall have given the Administrative Agent at least 60 days’ written notice of its intention to effect the each Facility Increase and the desired shall be in an amount of such Facility Increasenot less than $5,000,000, (ii) there shall exist no Default or Event of Default as of the Facility Increase Effective Date (as defined below) or after giving effect to the Facility Increase Increase, the Aggregate Revolving Credit Commitment shall not exceed the Aggregate Revolving Credit Facility Limit, (iii) no Unmatured Default or Default exists or would exist after giving effect to occur on that date and the other conditions precedent to a Borrowing Facility Increase, (iv) all financial covenants set forth in Section 3.2 are 7.28 would be satisfied as of on a pro forma basis for the most recent determination period, after giving effect to such Facility Increase Effective Dateas if it occurred on the last day of such determination period (and assuming such Facility Increase is fully borrowed) and (v) any Facility Increase shall be on the terms and pursuant to the documentation applicable to the Revolving Credit Facility. (b) As a condition to a Facility Increase, (iiii) an opinion the Borrower and each Additional Lender shall have executed and delivered a commitment and acceptance (the “Commitment and Acceptance”) substantially in the form of counsel to the Loan Parties in form Exhibit B hereto and substance and from counsel reasonably satisfactory to the Administrative Agent and addressed to the Facility Agents, the Issuers and the Lenders dated the Facility Increase Effective Date and addressing such matters as the Administrative Agent may reasonably request shall be delivered to the Administrative Agent, (iv) the Administrative Agent shall have received accepted and executed the same (such other documentsacceptance and execution by the Administrative Agent not to be unreasonably withheld or delayed); (ii) if requested by an Additional Lender, agreements, certificates the Borrower shall have executed and writings with respect delivered to the Administrative Agent the applicable Note payable to such Additional Lender (or its registered assigns); (iii) the Guarantors shall have consented in writing to the Facility Increase and shall have agreed that their Guaranty Agreements continue in full force and effect; (iv) the Borrower and each Additional Lender shall otherwise have executed and delivered such other instruments and documents as the Administrative Agent shall have reasonably request requested in connection with such Facility Increase; and (includingv) if requested by the Administrative Agent, without limitation, resolutions of the Borrower authorizing shall have delivered to the borrowings under Administrative Agent opinions of counsel (substantially similar to the forms of opinions provided for in Section 5.1 (viii), modified to apply to the Facility Increase and to each Note, Commitment and Acceptance, and other documents executed and delivered in connection with such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion Facility Increase). The form and substance of the Administrative Agent, desirable to ensure that the borrowings documents required under the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), clauses (i) through (v) the Borrower above shall have paid to the Administrative Agent a fee to be determined (but in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer such increase to (x) the Lenders, and each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is acceptable to the Administrative Agent in its reasonable discretion; provided, however, that (i) the additional Revolving Credit Commitment of each Lender or Eligible Assignee is $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) such Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit . The Administrative Agent shall promptly provide written notice to all or a portion of such Facility Increase and, in the case of an Eligible Assignee, to be bound by the terms of this Agreement as a Lender, (iii) the Borrower shall offer the proposed Facility Increase to each Lender (other than a Non-Funding Lender) prior to offering any portion of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders in an aggregate amount at least equal to the amount hereunder of the proposed Facility Increase, then the Borrower may request commitments for such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion of the proposed Facility Increase, (v) the Loans made pursuant to such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication of the entire amount of such proposed Facility Increase. (c) On Upon the effective date provided for in the Assumption Agreements providing for a of any Facility Increase pursuant to the provisions hereof (each a the “Facility Increase Effective Date”), which Increase Date shall be mutually agreed upon by the Borrower, each applicable Additional Lender and the Administrative Agent, then: (A) such Additional Lender under the Revolving Credit Commitments will Facility shall be increased by deemed to have irrevocably and unconditionally purchased and received, without recourse or warranty, from the additional Revolving Credit Lenders party to this Agreement immediately prior to the Increase Date, an undivided interest and participation in any Facility Letter of Credit then outstanding, ratably, such that each Revolving Credit Lender (including each Additional Lender under the Revolving Credit Facility) holds a participation interest in each such Facility Letter of Credit in the amount committed of its then Revolving Credit Ratable Share thereof; (B) on such Increase Date, the Borrower shall repay all outstanding Floating Rate Advances under the Revolving Credit Facility and reborrow a Floating Rate Advance in a like amount from the Revolving Credit Lenders (including each Additional Lender under the Revolving Credit Facility); (C) except as provided in clause (D), such Additional Lender under the Revolving Credit Facility shall not participate in any then outstanding Eurodollar Ratable Advances under the Revolving Credit Facility; (D) if the Borrower shall at any time on or after such Increase Date convert or continue any Eurodollar Ratable Advance that was outstanding under the Revolving Credit Facility on such Increase Date, the Borrower shall be deemed to by each Lender or Eligible Assignee repay such Eurodollar Ratable Advance on the date of the conversion or continuation thereof and then to reborrow as a Revolving Credit Ratable Advance a like amount on such date so that the Additional Lender under the Revolving Credit Facility shall make a Revolving Credit Ratable Loan on such date; and (E) such Additional Lender under the Revolving Credit Facility shall make its Revolving Credit Ratable Share of all Revolving Credit Ratable Advances made on or after such Increase Effective Date (including those referred to in clauses (B) and (D) above) and shall otherwise have all of the rights and obligations of a Revolving Credit Lender hereunder on and after such Increase Date. Notwithstanding the foregoing, upon the occurrence of a Default prior to the date on which such Additional Lender is holding Eurodollar Ratable Loans under the Revolving Credit Facility equal to its Revolving Credit Ratable Share of all Eurodollar Ratable Advances under the Revolving Credit Facility, such Additional Lender shall, upon notice from the Administrative Agent, on or after the date on which the Obligations are accelerated or become due following such Default, pay to the Administrative Agent (for the account of the other Revolving Credit Lenders, to which the Administrative Agent shall pay their Revolving Credit Ratable Shares thereof upon receipt) a sum equal to such Additional Lender’s Revolving Credit Ratable Share of each Eurodollar Ratable Advance then outstanding under the Revolving Credit Facility with respect to which such Additional Lender does not then hold a Eurodollar Ratable Loan equal to its Revolving Credit Ratable Share thereof; such payment by such Additional Lender shall constitute an ABR Loan hereunder. (d) In the event there are Lenders or Eligible Assignees that have committed to a Facility Increase in excess Solely for purposes of clause (i) of the maximum definition of “Required Lenders,” until such time as an Additional Lender under the Revolving Credit Facility holds Revolving Credit Ratable Loans equaling its Revolving Credit Ratable Share of all outstanding Revolving Credit Ratable Advances, the amount requested of such Additional Lender’s new Revolving Credit Commitment or the increased amount of its Revolving Credit Commitment (or permitted), then as applicable) shall be excluded from the Arrangers (with the consent amount of the Borrower which Revolving Credit Commitments and there shall not be unreasonably withheld) shall have included in lieu thereof at any time an amount equal to the right sum of the outstanding Revolving Credit Ratable Loans and the participation interests in Facility Letters of Credit held by such Additional Lender with respect to allocate such commitments as among its new Revolving Credit Commitment or the committing Lenders or committing Eligible Assignees, as the case may beincreased amount of its Revolving Credit Commitment. (e) On each For the avoidance of doubt, any Facility Increase Effective Datepursuant to the provisions of this Section 2.18 shall not require the consent of any Lender other than the applicable Additional Lenders. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment or agreement on the part of any Lender to increase its Revolving Credit Commitment hereunder at any time or a commitment or agreement on the part of the Borrower or the Administrative Agent will effect a settlement of all outstanding Loans among to give or grant any Lender the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments right to the Commitments of such Lenders. Any interest, fees and other payments accrued to the Facility Increase Effective Date with respect to increase its Revolving Credit Commitment hereunder at any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interest, fees and other payments accrued on and after the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender hereunder as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) and the Borrower of the occurrence of the Facility Increase to be effected on such Facility Increase Effective Date, the amount of Loans held by each Lender as a result thereof and the amount of the Commitment of each Lender as a result thereoftime.

Facility Increase. (a) The Borrower Representative may (no more frequently than three times after the Closing Date (from time to time request an increase in minimum increments of $50,000,000) during the term of the Revolving Credit Facility) request Maximum Amount and the Lenders or other Eligible Assignees acceptable to the Administrative Agent in its reasonable discretion to provide additional aggregate Revolving Loan Commitments (a “Facility Increase”) up to by an aggregate amount during of up to $25,000,000 (each such increase, a "Facility Increase"). Each Facility Increase shall be made on notice given by Borrower Representative to Agent no later than 12:00 noon (New York City time) 30 days prior to the term date of the Revolving Credit proposed Facility not in excess Increase. Each such notice (a "Notice of $200,000,000; provided, however, that Facility Increase") shall (i) specify the Borrower shall have given the Administrative Agent at least 60 days’ written notice date of its intention to effect the such proposed Facility Increase and (the desired amount of such "Facility IncreaseIncrease Effective Date"), (ii) there specify the aggregate amount of such proposed Facility Increase, which shall exist be in an amount not less than $10,000,000 (the "Facility Increase Amount"), and (iii) certify that, at such time, no Default or Event of Default as shall have occurred and be continuing (provided that by accepting a requested Facility Increase, Borrower shall be deemed to have represented to Lenders that no Default or Event of Default shall have occurred and be continuing at the time the Facility Increase becomes effective). Agent shall give each Lender prompt notice of Agent's receipt of a Notice of Facility Increase. Agent may approach the existing Lenders to provide the Facility Increase, or, at Borrowers' request, Agent shall invite such other financial institutions selected by Borrowers and reasonably acceptable to Agent to provide the Facility Increase and become Lenders (such existing Lenders and other financial institutions, the "Offerees"). Each Offeree shall have until 3:00 p.m. (New York City time) on the fifth Business Day preceding the Facility Increase Effective Date (as defined below) to commit in writing to all or after giving effect a portion of the Facility Increase. If the Offerees deliver commitments with respect to such Facility Increase in an amount in excess of the Facility Increase Amount, then Agent shall allocate the Facility Increase to the Offerees committing to the Facility Increase to occur on that date and the other conditions precedent to a Borrowing set forth any basis Agent determines appropriate in Section 3.2 are satisfied as of consultation with Borrower Representative. On the Facility Increase Effective Date, (iiiA) an opinion of counsel each Offeree committing to the Loan Parties in form and substance and from counsel reasonably satisfactory to the Administrative Agent and addressed to the Facility Agents, the Issuers and the Lenders dated the Facility Increase Effective Date and addressing such matters as the Administrative Agent may reasonably request shall be delivered to the Administrative Agent, (iv) the Administrative Agent shall have received such other documents, agreements, certificates and writings with respect to the Facility Increase as the Administrative Agent shall reasonably request (including, without limitation, resolutions of the Borrower authorizing the borrowings under the Facility Increase and such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion of the Administrative Agent, desirable to ensure that the borrowings under the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), (v) the Borrower shall have paid to the Administrative Agent a fee to be determined (but in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer such increase to (x) the Lenders, and each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is acceptable to the Administrative Agent in its reasonable discretion; provided, however, that (i) the additional Revolving Credit Commitment of each Lender or Eligible Assignee is $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) such Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit to all or a portion of such Facility Increase and, in the case of shall execute an Eligible Assignee, assumption agreement reasonably satisfactory to Agent pursuant to which such Offeree agrees to be bound by the terms of this Agreement as a Lender, (iiiB) the Borrower shall offer the proposed Facility Increase to each Lender (other than a Non-Funding Lender) prior to offering any portion of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders in an aggregate amount at least equal to the amount of the proposed Facility Increase, then the Borrower may request commitments for such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion of the proposed Facility Increase, (v) the Loans made pursuant to such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication of the entire amount of such proposed Facility Increase. (c) On the effective date provided for in the Assumption Agreements providing for a Facility Increase (each a “Facility Increase Effective Date”), the Revolving Credit Maximum Amount and the Revolving Loan Commitments will be increased by the additional amount committed Facility Increase Amount in accordance with the allocations determined by Agent, and (C) each Lender, after giving effect to such Facility Increase, shall purchase or sell the Loans held by it from or to the other Lenders, as directed by Agent, such that after giving effect to such purchases and sales each Lender holds its ratable portion of the outstanding Loans. If the commitments of the Offerees in respect of such Facility Increase are less than the Facility Increase Amount, none of the Lenders shall have any obligation to commit to the uncommitted portion of such Facility Increase, and Borrower Representative may elect either to reduce the Facility Increase Amount accordingly (but if less than $10,000,000, Agent shall have consented to such lesser amount) or Eligible Assignee to terminate the request for a Facility Increase. Notwithstanding the foregoing, no Facility Increase shall be effected unless the conditions set forth in Section 9.2 are satisfied on the Facility Increase Effective Date. (d) In the event there are Lenders or Eligible Assignees that have committed . No Lender shall be obligated to a Facility Increase in excess of the maximum amount requested (or permitted), then the Arrangers (with the consent of the Borrower which shall not be unreasonably withheld) shall have the right to allocate such commitments as among the committing Lenders or committing Eligible Assignees, as the case may be. (e) On each Facility Increase Effective Date, the Administrative Agent will effect a settlement of all outstanding Loans among the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments to the Commitments of such Lenders. Any interest, fees and other payments accrued to the Facility Increase Effective Date with respect commit to any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interest, fees and other payments accrued on and after the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender hereunder as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) and the Borrower of the occurrence portion of the Facility Increase to be effected on such Facility Increase Effective Date, the amount of Loans held by each Lender as a result thereof and the amount of the Commitment of each Lender as a result thereofAmount.

Facility Increase. (a) The Borrower may (no more frequently than three times request from time to time after the Closing Effective Date (in minimum increments of $50,000,000) during the term of the Revolving Credit Facility) request the Lenders or other Eligible Assignees acceptable upon at least 30 days’ written notice to the Administrative Agent an increase in its reasonable discretion to provide additional the Commitments (a the “Facility Increase”) up in the aggregate principal amount not to an aggregate amount during exceed $50,000,000. Nothing in this Agreement shall be construed to obligate the term of Administrative Agent or any Lender to negotiate, solicit, provide or commit to the Revolving Credit Facility not in excess of $200,000,000Increase; provided, however, that (i) if any existing Lender shall not elect to increase its Commitment by written notice within ten Business Days following receipt of Borrower’s request for the Facility Increase, the Borrower shall have given the may solicit such commitments from Eligible Assignees that are not existing Lenders. The Administrative Agent at least 60 days’ written notice shall promptly notify each applicable Lender or Eligible Assignee, as applicable, of the proposed Facility Increase and of the proposed terms and conditions therefor. Each such Lender or other Eligible Assignee may, in its intention sole discretion, commit to effect participate in the Facility Increase and the desired amount of such Facility Increase, (ii) there shall exist no Default or Event of Default as of the Facility Increase Effective Date (as defined below) or after giving effect by forwarding its commitment therefor to the Facility Increase to occur on that date Administrative Agent. The Administrative Agent, upon receipt of written commitments from such Lenders and the other conditions precedent to a Borrowing set forth in Section 3.2 are satisfied as of the Facility Increase Effective Date, (iii) an opinion of counsel to the Loan Parties Eligible Assignees in form and substance and from counsel reasonably satisfactory to the Administrative Agent and addressed to the Facility AgentsBorrower, shall promptly notify the Issuers Borrower of such commitments and the Lenders dated the Facility Increase Effective Date and addressing Borrower shall allocate, in its sole discretion, to each such matters as the Administrative Agent may reasonably request shall be delivered to the Administrative Agent, (iv) the Administrative Agent shall have received such other documents, agreements, certificates and writings Lender or Eligible Assignee commitments with respect to the Facility Increase as not to exceed the Administrative Agent amount of written commitments received from such Lender or Eligible Assignee. The Facility Increase shall reasonably request (including, without limitation, resolutions of become effective on a date agreed by the Borrower authorizing the borrowings under the Facility Increase and such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion of the Administrative Agent, desirable to ensure that which agreement shall not be unreasonably withheld or delayed (the borrowings under the “Facility Increase are secured by, and entitled to the benefits of, the Collateral DocumentsDate”), (v) the Borrower shall have paid to the Administrative Agent a fee to be determined (but in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer such increase to (x) the Lenders, and each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is acceptable to the Administrative Agent in its reasonable discretion; provided, however, that the conditions precedent set forth in Section 3.4 (Conditions Precedent to the Facility Increase) shall have been satisfied on or prior to the Facility Increase Date. The Administrative Agent shall notify the Lenders and the Borrower, on or before 1:00 p.m., New York City time, on the first Business Day following the Facility Increase Date of the effectiveness of the Facility Increase and shall record in the Register all applicable additional information in respect of the Facility Increase. (b) From and after the Facility Increase Date, (i) the additional Revolving Credit Commitment commitments under the Facility Increase shall be deemed for all purposes part of each Lender or Eligible Assignee is $5,000,000 or an incremental multiple of $1,000,000 in excess thereofthe Commitments, (ii) such Lender or each Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit to all or a portion of such participating in the Facility Increase and, in the case of an Eligible Assignee, to be bound by the terms of this Agreement as shall become a Lender, Lender hereunder and (iii) the Borrower shall offer commitments under the proposed Facility Increase to each Lender (other than a Non-Funding Lender) prior to offering any portion of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders in an aggregate amount at least equal to the amount of the proposed Facility Increase, then the Borrower may request commitments for such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion of the proposed Facility Increase, (v) the Loans made pursuant to such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) conditions as the Commitments existing immediately prior to the Facility Increase (other Loans than applicable margins, unused commitment fees, upfront or similar fees payable to the Persons providing such Facility Increase or other fees which may, subject to the immediately following sentence, vary from those applicable to the Commitments existing immediately prior to the Facility Increase). Notwithstanding the foregoing, if the applicable margins, unused commitment fee or other fees (includingother than upfront or similar fees payable to the Persons providing such Facility Increase) relating to such Facility Increase exceed the Applicable Margins, without limitation, terms Unused Commitment Fee or other fees (other than upfront or similar fees paid to the existing Lenders on the Effective Date) for the Commitments, then the Applicable Margins, Unused Commitment Fee and/or other Loans that are amended such fees shall be increased to reflect any otherwise better terms for the Loans made pursuant be equal to such applicable margins, unused commitment fee and/or other fees relating to such Facility Increase) and (vi) such . The commitments extended pursuant to the Facility Increase shall be subject to the successful syndication rank pari passu in right of the entire amount of such proposed Facility Increase. (c) payment with all other Commitments. On the effective date provided for in the Assumption Agreements providing for a Facility Increase (each a “Facility Increase Effective Date”), the Revolving Credit Commitments will be increased by the additional amount committed to by each Lender or Eligible Assignee participating in the Facility Increase shall purchase and assume from each existing Lender having Loans and participations in Letters of Credit under the Facility outstanding on the Facility Increase Effective Date. (d) In , without recourse or warranty, an undivided interest and participation, to the event there are Lenders or Eligible Assignees that have committed to a Facility Increase in excess extent of such Lender’s Ratable Portion of the maximum amount requested new Commitments (or permitted), then the Arrangers (with the consent of the Borrower which shall not be unreasonably withheld) shall have the right to allocate such commitments as among the committing Lenders or committing Eligible Assignees, as the case may be. (e) On each Facility Increase Effective Date, the Administrative Agent will after giving effect a settlement of all outstanding Loans among the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments to the Commitments of such Lenders. Any interest, fees and other payments accrued to the Facility Increase Effective Date with respect Increase), in the aggregate outstanding Loans and participations in Letters of Credit under the Facility, so as to any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interestensure that, fees and other payments accrued on and after the Facility Increase Effective Date with respect after giving effect to the interests and obligations acquired by a Facility Increase, each Lender hereunder as a result of such settlement shall be for the account is owed only its Ratable Portion of the acquiring Lender. On each Loans and participations in Letters of Credit under the Facility Increase Effective Date, the Administrative Agent shall notify the Lenders (including, without limitation, those Eligible Assignees that become Lenders outstanding on such Facility Increase Effective Date) and the Borrower of the occurrence of the Facility Increase to be effected on such Facility Increase Effective Date, the amount of Loans held by each Lender as a result thereof and the amount of the Commitment of each Lender as a result thereof.

Facility Increase. Borrowers may, at any time, request a Facility Increase pursuant to this Section in a Facility Increase Amount not in excess of $50,000,000. The procedure for a Facility Increase shall be as follows: (a) The Borrower may Borrowers shall notify the Administrative Agent in writing of its request for a Facility Increase, which request shall (no more frequently than three times after i) specify the Closing Date (in minimum increments of $50,000,000) during the term maximum amount of the Revolving Credit FacilityFacility Increase requested and (ii) describe the proposed uses of the proceeds of the Facility Increase Amount. (b) The Administrative Agent shall promptly forward the request for a Facility Increase and related materials to the Lenders for their consideration. Each Lender may determine, in its sole and absolute discretion, whether or not to participate in the Facility Increase and, if it does elect to participate, the maximum level of its participation; PROVIDED that the approval of the Lenders as a whole shall not be required for a Facility Increase in accordance with this Section. (c) As soon as practicable, each Lender shall notify the Administrative Agent in writing whether or not it wishes to participate in the Facility Increase and, if so, the maximum level of such participation. The Lenders shall use their best efforts to respond promptly to such request, but shall not be required to respond to such request sooner than 20 Banking Days after receipt of the request for Facility Increase. The Administrative Agent shall promptly forward such notifications to Borrower. Any Lender that has not so notified the Administrative Agent within 20 Banking Days after receipt of the request for Facility Increase shall be deemed to have declined to participate in the Facility Increase. (d) If the aggregate amount of the maximum levels of participation in the Facility Increase set forth in the Lender notifications is equal to or less than the maximum amount of the Facility Increase requested by Borrowers, then the Facility Increase shall be implemented, with each Lender's participation in the Facility Increase at the maximum level indicated in their respective notifications. If the aggregate amount of the maximum levels of participation set forth in the Lender notifications is greater than the requested amount of the maximum Facility Increase, then the Facility Increase shall be implemented by scaling back each Lender's level of participation in the Facility Increase to a level that is mutually acceptable to Borrowers and the Administrative Agent. (e) If the aggregate amount of the maximum levels of participation in the Facility Increase set forth in the Lender notifications is less than the maximum amount of the Facility Increase requested by Borrowers, Borrowers may, at their election, solicit (through the Administrative Agent) any other institutional lender that is an Eligible Assignees Assignee and reasonably acceptable to the Administrative Agent to participate in its reasonable discretion to provide additional Commitments (a “Facility Increase”) up to an aggregate amount during the term balance of the Revolving Credit requested maximum Facility not in excess Increase amount. (f) After completion of $200,000,000; providedthe foregoing, however, that (i) the Borrower shall have given the Administrative Agent at least 60 days’ shall give written notice of its intention notification to effect the Facility Increase Lenders and the desired amount of such Facility Increase, (ii) there shall exist no Default or Event of Default as any new lenders of the Facility Increase Effective Date (as defined below) or after giving effect to Amount and the level of participation of each Lender and such lender in the increased Line B Commitment, and thereupon the Facility Increase shall become effective. Concurrently therewith, any new lender shall execute and deliver a joinder to occur on that date and the other conditions precedent to a Borrowing set forth in Section 3.2 are satisfied as of the Facility Increase Effective Date, (iii) an opinion of counsel to the Loan Parties this Agreement in form and substance and from counsel reasonably satisfactory to the Administrative Agent and addressed Borrowers and shall become a Lender for all purposes hereunder. The Lenders agree, to the extent necessary to maintain the same Pro Rata Share of the Line A Commitment and Line B Commitment for each Lender, to make such adjustments in the Pro Rata Shares of the Line A Commitment, and to assign and purchase such portions of the Indebtedness evidenced by the Line A Notes, as are required. Borrowers shall execute and deliver such new Line A Notes and Line B Notes to the Lenders as are necessary to reflect the foregoing. The Administrative Agent shall also prepare and circulate a revised SCHEDULE 1.1 giving effect to the Facility Agents, the Issuers and the Lenders dated the Facility Increase Effective Date and addressing such matters as the Administrative Agent may reasonably request shall be delivered to the Administrative Agent, (iv) the Administrative Agent shall have received such other documents, agreements, certificates and writings with respect to the Facility Increase as the Administrative Agent shall reasonably request (including, without limitation, resolutions of the Borrower authorizing the borrowings under the Facility Increase and such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion of the Administrative Agent, desirable to ensure that the borrowings under the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), (v) the Borrower shall have paid to the Administrative Agent a fee to be determined (but in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer such increase to (x) the Lenders, and each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is acceptable to the Administrative Agent in its reasonable discretion; provided, however, that (i) the additional Revolving Credit Commitment of each Lender or Eligible Assignee is $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) such Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit to all or a portion of such Facility Increase and, in the case of an Eligible Assignee, to be bound by the terms of this Agreement as a Lender, (iii) the Borrower shall offer the proposed Facility Increase to each Lender (other than a Non-Funding Lender) prior to offering any portion of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders in an aggregate amount at least equal to the amount of the proposed Facility Increase, then the Borrower may request commitments for such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion of the proposed Facility Increase, (v) the Loans made pursuant to such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication of the entire amount of such proposed Facility Increase. (c) On the effective date provided for in the Assumption Agreements providing for a Facility Increase (each a “Facility Increase Effective Date”), the Revolving Credit Commitments will be increased by the additional amount committed to by each Lender or Eligible Assignee on the Facility Increase Effective Date. (d) In the event there are Lenders or Eligible Assignees that have committed to a Facility Increase in excess of the maximum amount requested (or permitted), then the Arrangers (with the consent of the Borrower which shall not be unreasonably withheld) shall have the right to allocate such commitments as among the committing Lenders or committing Eligible Assignees, as the case may be. (e) On each Facility Increase Effective Date, the Administrative Agent will effect a settlement of all outstanding Loans among the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments to the Commitments of such Lenders. Any interest, fees and other payments accrued to the Facility Increase Effective Date with respect to any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interest, fees and other payments accrued on and after the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender hereunder as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) and the Borrower of the occurrence of the Facility Increase to be effected on such Facility Increase Effective Date, the amount of Loans held by each Lender as a result thereof and the amount of the Commitment of each Lender as a result thereof.

Facility Increase. (a) The Borrower may (no more frequently than three times after the Closing Date (Borrowers may, at any time, request a Facility Increase pursuant to this Section in minimum increments of $50,000,000) during the term of the Revolving Credit Facility) request the Lenders or other Eligible Assignees acceptable to the Administrative Agent in its reasonable discretion to provide additional Commitments (a “Facility Increase”) up to an aggregate amount during the term of the Revolving Credit Facility Increase Amount not in excess of $200,000,000; provided. The Facility Increase may consist of either an increase to the principal amount of the Line B Commitment, howeveror a new term loan commitment in an amount not in excess of $100,000,000 (the "Bridge Term Commitment" which, together with any refinancings thereof shall thereafter be considered to be a "Commitment" hereunder), or any combination thereof, provided that any extension or refinancing of any Facility Increase shall not be deemed a usage of the Facility Increase. The procedure for a Facility Increase shall be as follows: (a.) Borrowers shall notify the Administrative Agent in writing of its request for a Facility Increase, which request shall (i) specify the Borrower shall have given the Administrative Agent at least 60 days’ written notice of its intention to effect the Facility Increase and the desired maximum amount of such Facility Increase, (ii) there shall exist no Default or Event of Default as of the Facility Increase Effective Date requested and (ii) describe the proposed uses of the proceeds of the Facility Increase Amount. (b.) The Administrative Agent shall promptly forward the request for a Facility Increase and related materials to the Lenders for their consideration. Each Lender may determine, in its sole and absolute discretion, whether or not to participate in the Facility Increase and, if it does elect to participate, the maximum level of its participation; PROVIDED that the approval of the Lenders as defined belowa whole shall not be required for a Facility Increase in accordance with this Section. (c.) As soon as practicable, each Lender shall notify the Administrative Agent in writing whether or not it wishes to participate in the Facility Increase and, if so, the maximum level of such participation. The Lenders shall use their best efforts to respond promptly to such request, but shall not be required to respond to such request sooner than 10 Banking Days after giving effect receipt of the request for Facility Increase. The Administrative Agent shall promptly forward such notifications to Borrower. Any Lender that has not so notified the Administrative Agent within 10 Banking Days after receipt of the request for Facility Increase shall be deemed to have declined to participate in the Facility Increase. (d.) If the aggregate amount of the maximum levels of participation in the Facility Increase set forth in the Lender notifications is equal to or less than the maximum amount of the Facility Increase requested by Borrowers, then the Facility Increase shall be implemented, with each Lender's participation in the Facility Increase at the maximum level indicated in their respective notifications. If the aggregate amount of the maximum levels of participation set forth in the Lender notifications is greater than the requested amount of the maximum Facility Increase, then the Facility Increase shall be implemented by scaling back each Lender's level of participation in the Facility Increase to occur on a level that date is mutually acceptable to Borrowers and the other conditions precedent to a Borrowing Administrative Agent. (e.) If the aggregate amount of the maximum levels of participation in the Facility Increase set forth in Section 3.2 are satisfied as the Lender notifications is less than the maximum amount of the Facility Increase Effective Daterequested by Borrowers, Borrowers may, at their election, solicit (iiithrough the Administrative Agent) any other institutional lender that is an opinion of counsel Eligible Assignee and reasonably acceptable to the Loan Parties Administrative Agent to participate in the balance of the requested maximum Facility Increase amount. (f.) After completion of the foregoing, the Administrative Agent shall give written notification to the Lenders and any new lenders of the Facility Increase Amount and the level of participation of each Lender and such lender in the increased Line B Commitment (or, where applicable, the Bridge Term Commitment), and thereupon the Facility Increase shall become effective. Concurrently therewith, any new lender shall execute and deliver a joinder to this Agreement in form and substance and from counsel reasonably satisfactory to the Administrative Agent and addressed to the Facility Agents, the Issuers Borrowers and the Lenders dated the Facility Increase Effective Date and addressing such matters as the Administrative Agent may reasonably request shall be delivered to the Administrative Agent, (iv) the Administrative Agent shall have received such other documents, agreements, certificates and writings with respect to the Facility Increase as the Administrative Agent shall reasonably request (including, without limitation, resolutions of the Borrower authorizing the borrowings under the Facility Increase and such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion of the Administrative Agent, desirable to ensure that the borrowings under the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), (v) the Borrower shall have paid to the Administrative Agent become a fee to be determined (but in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determinedLender for all purposes hereunder. (bg.) The Borrower shall have It is expressly acknowledged that the right to offer such increase to (x) Pro Rata Shares of the LendersLenders in any Commitments resulting from a Facility Increase need not be equal and ratable, and each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is acceptable to the Administrative Agent in its reasonable discretion; provided, however, that (i) the additional Revolving Credit Commitment of each Lender or Eligible Assignee is $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) such Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit to all or a portion of such Facility Increase andthat, in the case of a Term Bridge Commitment, that the Bridge Term Commitment may have an Eligible Assignee, to be bound by escalating interest rate in excess of the terms of this Agreement as rates otherwise payable hereunder and may provide for a Lender, (iii) final maturity date for the Borrower shall offer the proposed Facility Increase to each Lender (other than a Non-Funding Lender) prior to offering any portion of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments Bridge Term Commitment which is different from the Maturity Date. Any extension or refinancing of the Bridge Term Commitment shall be at the discretion of the Lenders in having an aggregate amount at least equal interest therein, and shall not require an affirmative vote of the other Lenders. (h.) Borrowers shall execute and deliver such new Notes to the amount of Lenders as are necessary to reflect the proposed Facility Increase, then the Borrower may request commitments for such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee foregoing. The Administrative Agent shall be no greater than those paid (or which were offered) also prepare and circulate a revised SCHEDULE 1.1 giving effect to the then existing Lenders providing (or which were requested to provide) any portion of the proposed Facility Increase, (v) the Loans made pursuant to such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication of the entire amount of such proposed Facility Increase. (ci.) On the effective date provided for The Lenders participating in the Assumption Agreements providing for a any Facility Increase (each a “Facility Increase Effective Date”)Amount shall be entitled to the ratable and pari passu benefit of the Collateral Documents, the Revolving Credit Commitments will be increased by the additional amount committed to by each Lender or Eligible Assignee on the Facility Increase Effective Date. (d) In the event there are Lenders or Eligible Assignees that have committed to a Facility Increase in excess of the maximum amount requested (or permitted), then the Arrangers (with the consent of the Borrower which shall not be unreasonably withheld) shall have the right to allocate such commitments as among the committing Lenders or committing Eligible Assignees, as the case may be. (e) On each Facility Increase Effective Date, the Administrative Agent will effect a settlement of all outstanding Loans among the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments to the Commitments of such Lenders. Any interest, fees and other payments accrued to the Facility Increase Effective Date with respect to any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interest, fees and other payments accrued on and after the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender hereunder as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) Parent Guaranty and the Borrower of the occurrence of the Facility Increase to be effected on such Facility Increase Effective Date, the amount of Loans held by each Lender as a result thereof and the amount of the Commitment of each Lender as a result thereofSibling Guaranty." 4. SECTION 6.6

Facility Increase. (a) The Borrower may (no more frequently than three times may, at any time and from time to time after the Closing Date (in minimum increments of $50,000,000) during the term of the Revolving Credit Facility) request the Lenders or other Eligible Assignees acceptable Date, by notice to the Administrative Agent in its reasonable discretion to provide additional Commitments Agent, request an increase (a “Facility Increase”) up to an aggregate in the Aggregate Revolving Credit Commitment (within the limitations herein provided), which notice shall set forth the amount during the term of such requested Facility Increase. The Aggregate Revolving Credit Commitment may be so increased either by having one or more New Revolving Credit Lenders become Lenders under the Revolving Credit Facility and/or by having any one or more of the then existing Lenders under the Revolving Credit Facility (at their respective election in their sole discretion) that have been approved by the Borrower, the Administrative Agent and the Company (such approval by the Administrative Agent not in excess to be unreasonably withheld or delayed), increase the amount of $200,000,000; providedtheir Revolving Credit Commitments, however, provided that (i) the Borrower shall have given the Administrative Agent at least 60 days’ written notice of its intention to effect the each Facility Increase and the desired shall be in an amount of such Facility Increasenot less than $5,000,000, (ii) there shall exist no Default or Event of Default as of the Facility Increase Effective Date (as defined below) or after giving effect to the Facility Increase Increase, the Aggregate Revolving Credit Commitment shall not exceed the Aggregate Revolving Credit Facility Limit, (iii) no Unmatured Default or Default exists or would exist after giving effect to occur on that date and the other conditions precedent to a Borrowing Facility Increase, (iv) all financial covenants set forth in Section 3.2 are 7.28 would be satisfied as of on a pro forma basis for the most recent determination period, after giving effect to such Facility Increase Effective Dateas if it occurred on the last day of such determination period (and assuming such Facility Increase is fully borrowed) and (v) any Facility Increase shall be on the terms and pursuant to the documentation applicable to the Revolving Credit Facility. (b) As a condition to a Facility Increase, (iiii) an opinion the Borrower and each Additional Lender shall have executed and delivered a commitment and acceptance (the “Commitment and Acceptance”) substantially in the form of counsel to the Loan Parties in form Exhibit B hereto and substance and from counsel reasonably satisfactory to the Administrative Agent and addressed to the Facility Agents, the Issuers and the Lenders dated the Facility Increase Effective Date and addressing such matters as the Administrative Agent may reasonably request shall be delivered to the Administrative Agent, (iv) the Administrative Agent shall have received accepted and executed the same (such other documentsacceptance and execution by the Administrative Agent not to be unreasonably withheld or delayed); (ii) if requested by an Additional Lender, agreements, certificates the Borrower shall have executed and writings with respect delivered to the Administrative Agent the applicable Note payable to such Additional Lender (or its registered assigns); (iii) the Guarantors shall have consented in writing to the Facility Increase and shall have agreed that their Guaranty Agreements continue in full force and effect; (iv) the Borrower and each Additional Lender shall otherwise have executed and delivered such other instruments and documents as the Administrative Agent shall have reasonably request requested in connection with such Facility Increase; and (includingv) if requested by the Administrative Agent, without limitation, resolutions of the Borrower authorizing shall have delivered to the borrowings under Administrative Agent opinions of counsel (substantially similar to the forms of opinions provided for in Section 5.1(viii), modified to apply to the Facility Increase and to each Note, Commitment and Acceptance, and other documents executed and delivered in connection with such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion Facility Increase). The form and substance of the Administrative Agent, desirable to ensure that the borrowings documents required under the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), clauses (i) through (v) the Borrower above shall have paid to the Administrative Agent a fee to be determined (but in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer such increase to (x) the Lenders, and each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is acceptable to the Administrative Agent in its reasonable discretion; provided, however, that (i) the additional Revolving Credit Commitment of each Lender or Eligible Assignee is $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) such Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit . The Administrative Agent shall promptly provide written notice to all or a portion of such Facility Increase and, in the case of an Eligible Assignee, to be bound by the terms of this Agreement as a Lender, (iii) the Borrower shall offer the proposed Facility Increase to each Lender (other than a Non-Funding Lender) prior to offering any portion of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders in an aggregate amount at least equal to the amount hereunder of the proposed Facility Increase, then the Borrower may request commitments for such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion of the proposed Facility Increase, (v) the Loans made pursuant to such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication of the entire amount of such proposed Facility Increase. (c) On Upon the effective date provided for in the Assumption Agreements providing for a of any Facility Increase pursuant to the provisions hereof (each a the “Facility Increase Effective Date”), which Increase Date shall be mutually agreed upon by the Borrower, each applicable Additional Lender and the Administrative Agent, then: (A) such Additional Lender under the Revolving Credit Commitments will Facility shall be increased by deemed to have irrevocably and unconditionally purchased and received, without recourse or warranty, from the additional Revolving Credit Lenders party to this Agreement immediately prior to the Increase Date, an undivided interest and participation in any Facility Letter of Credit then outstanding, ratably, such that each Revolving Credit Lender (including each Additional Lender under the Revolving Credit Facility) holds a participation interest in each such Facility Letter of Credit in the amount committed of its then Revolving Credit Ratable Share thereof; (B) on such Increase Date, the Borrower shall repay all outstanding Floating Rate Advances under the Revolving Credit Facility and reborrow a Floating Rate Advance in a like amount from the Revolving Credit Lenders (including each Additional Lender under the Revolving Credit Facility); (C) except as provided in clause (D), such Additional Lender under the Revolving Credit Facility shall not participate in any then outstanding Term SOFR Ratable Advances under the Revolving Credit Facility; (D) if the Borrower shall at any time on or after such Increase Date convert or continue any Term SOFR Ratable Advance that was outstanding under the Revolving Credit Facility on such Increase Date, the Borrower shall be deemed to by each Lender or Eligible Assignee repay such Term SOFR Ratable Advance on the date of the conversion or continuation thereof and then to reborrow as a Revolving Credit Ratable Advance a like amount on such date so that the Additional Lender under the Revolving Credit Facility shall make a Revolving Credit Ratable Loan on such date; and (E) such Additional Lender under the Revolving Credit Facility shall make its Revolving Credit Ratable Share of all Revolving Credit Ratable Advances made on or after such Increase Effective Date (including those referred to in clauses (B) and (D) above) and shall otherwise have all of the rights and obligations of a Revolving Credit Lender hereunder on and after such Increase Date. Notwithstanding the foregoing, upon the occurrence of a Default prior to the date on which such Additional Lender is holding Term SOFR Ratable Loans under the Revolving Credit Facility equal to its Revolving Credit Ratable Share of all Term SOFR Ratable Advances under the Revolving Credit Facility, such Additional Lender shall, upon notice from the Administrative Agent, on or after the date on which the Obligations are accelerated or become due following such Default, pay to the Administrative Agent (for the account of the other Revolving Credit Lenders, to which the Administrative Agent shall pay their Revolving Credit Ratable Shares thereof upon receipt) a sum equal to such Additional Lender’s Revolving Credit Ratable Share of each Term SOFR Ratable Advance then outstanding under the Revolving Credit Facility with respect to which such Additional Lender does not then hold a Term SOFR Ratable Loan equal to its Revolving Credit Ratable Share thereof; such payment by such Additional Lender shall constitute an ABR Loan hereunder. (d) In the event there are Lenders or Eligible Assignees that have committed to a Facility Increase in excess Solely for purposes of clause (i) of the maximum definition of “Required Lenders,” until such time as an Additional Lender under the Revolving Credit Facility holds Revolving Credit Ratable Loans equaling its Revolving Credit Ratable Share of all outstanding Revolving Credit Ratable Advances, the amount requested of such Additional Lender’s new Revolving Credit Commitment or the increased amount of its Revolving Credit Commitment (or permitted), then as applicable) shall be excluded from the Arrangers (with the consent amount of the Borrower which Revolving Credit Commitments and there shall not be unreasonably withheld) shall have included in lieu thereof at any time an amount equal to the right sum of the outstanding Revolving Credit Ratable Loans and the participation interests in Facility Letters of Credit held by such Additional Lender with respect to allocate such commitments as among its new Revolving Credit Commitment or the committing Lenders or committing Eligible Assignees, as the case may beincreased amount of its Revolving Credit Commitment. (e) On each For the avoidance of doubt, any Facility Increase Effective Datepursuant to the provisions of this Section 2.18 shall not require the consent of any Lender other than the applicable Additional Lenders. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment or agreement on the part of any Lender to increase its Revolving Credit Commitment hereunder at any time or a commitment or agreement on the part of the Borrower or the Administrative Agent will effect a settlement of all outstanding Loans among to give or grant any Lender the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments right to the Commitments of such Lenders. Any interest, fees and other payments accrued to the Facility Increase Effective Date with respect to increase its Revolving Credit Commitment hereunder at any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interest, fees and other payments accrued on and after the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender hereunder as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) and the Borrower of the occurrence of the Facility Increase to be effected on such Facility Increase Effective Date, the amount of Loans held by each Lender as a result thereof and the amount of the Commitment of each Lender as a result thereoftime.

Facility Increase. Borrowers may from time to time request an increase in the Revolver Credit Maximum Amount and the aggregate Revolver Commitments by an aggregate amount of up to $50,000,000 (a) The Borrower may (no more frequently than three times after the Closing Date (in minimum increments of $50,000,000) during the term of the Revolving Credit Facility) request the Lenders or other Eligible Assignees acceptable to the Administrative Agent in its reasonable discretion to provide additional Commitments (each such increase, a “Facility Increase”). Each Facility Increase shall be made on notice given by any Borrower to Agent no later than 12:00 noon (Central time) up 30 days prior to an aggregate amount during the term date of the Revolving Credit proposed Facility not in excess Increase. Each such notice (a “Notice of $200,000,000; provided, however, that Facility Increase”) shall (i) specify the Borrower shall have given the Administrative Agent at least 60 days’ written notice date of its intention to effect the such proposed Facility Increase and (the desired amount of such “Facility IncreaseIncrease Effective Date”), (ii) there specify the aggregate amount of such proposed Facility Increase, which shall exist be in an amount not less than $10,000,000 (the “Facility Increase Amount”), and (iii) certify that, (a) at such time, no Default or Event of Default as shall have occurred and be continuing (provided that by accepting a requested Facility Increase, Borrower shall be deemed to have represented to Lenders that no Default or Event of Default shall have occurred and be continuing at the time the Facility Increase becomes effective) and (b) all representations and warranties shall be true and correct in all material respects immediately prior to and immediately after giving effect to, the incurrence of the Facility Increase. Agent shall give each Lender prompt notice of Agent’s receipt of a Notice of Facility Increase. Each Lender, in its sole and absolute discretion, may notify the Agent within ten Business Days after the Notice of Facility Increase whether or not it agrees to provide part of the Facility Increase. Any Lender not responding within such time period shall be deemed to have declined to increase its Commitment. If the existing Lenders do not agree to the full amount of the Facility Increase, then the Agent may approach the existing Lenders to provide the Facility Increase, or, at Borrowers’ request, Agent shall invite such other financial institutions selected by Borrowers and reasonably acceptable to Agent to provide the Facility Increase and become Lenders (such existing Lenders and other financial institutions, the “Offerees”). Each Offeree shall have until 3:00 p.m. (Central time) on the fifth Business Day preceding the Facility Increase Effective Date (as defined below) to commit in writing to all or after giving effect a portion of the Facility Increase. If the Offerees deliver commitments with respect to such Facility Increase in an amount in excess of the Facility Increase Amount, then Agent shall allocate the Facility Increase to the Offerees committing to the Facility Increase to occur on that date and the other conditions precedent to a Borrowing set forth any basis Agent determines appropriate in Section 3.2 are satisfied as of consultation with Borrower Agent. On the Facility Increase Effective Date, (iiiA) an opinion of counsel each Offeree committing to the Loan Parties in form and substance and from counsel reasonably satisfactory to the Administrative Agent and addressed to the Facility Agents, the Issuers and the Lenders dated the Facility Increase Effective Date and addressing such matters as the Administrative Agent may reasonably request shall be delivered to the Administrative Agent, (iv) the Administrative Agent shall have received such other documents, agreements, certificates and writings with respect to the Facility Increase as the Administrative Agent shall reasonably request (including, without limitation, resolutions of the Borrower authorizing the borrowings under the Facility Increase and such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion of the Administrative Agent, desirable to ensure that the borrowings under the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), (v) the Borrower shall have paid to the Administrative Agent a fee to be determined (but in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer such increase to (x) the Lenders, and each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is acceptable to the Administrative Agent in its reasonable discretion; provided, however, that (i) the additional Revolving Credit Commitment of each Lender or Eligible Assignee is $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) such Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit to all or a portion of such Facility Increase and, in the case of shall execute an Eligible Assignee, assumption agreement satisfactory to Agent pursuant to which such Offeree agrees to be bound by the terms of this Agreement as a Lender, (iiiB) the Borrower shall offer Revolver Credit Maximum Amount and the proposed Facility Increase to each Lender (other than a Non-Funding Lender) prior to offering any portion of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders in an aggregate amount at least equal to the amount of the proposed Facility Increase, then the Borrower may request commitments for such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion of the proposed Facility Increase, (v) the Loans made pursuant to such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication of the entire amount of such proposed Facility Increase. (c) On the effective date provided for in the Assumption Agreements providing for a Facility Increase (each a “Facility Increase Effective Date”), the Revolving Credit Revolver Commitments will be increased by the additional amount committed Facility Increase Amount in accordance with the allocations determined by Agent, and (C) each Lender, after giving effect to such Facility Increase, shall purchase or sell the Loans held by it from or to the other Lenders, as directed by Agent, such that after giving effect to such purchases and sales each Lender holds its ratable portion of the outstanding Loans. If the commitments of the Offerees in respect of such Facility Increase are less than the Facility Increase Amount, none of the Lenders shall have any obligation to commit to the uncommitted portion of such Facility Increase, and Borrowers may elect either to reduce the Facility Increase Amount accordingly or Eligible Assignee to terminate the request for a Facility Increase. Upon the effective date of any Facility Increase, Agent shall have received, if requested, opinion letters, promissory notes and such other agreements, documents and instruments reasonably requested by and reasonably satisfactory to Agent in its reasonable discretion evidencing and setting for the conditions of the Facility Increase. Notwithstanding the foregoing, no Facility Increase shall be effected unless the conditions set forth in Section 6.2 are satisfied on the Facility Increase Effective Date. (d) In the event there are Lenders or Eligible Assignees that have committed to a Facility Increase in excess of the maximum amount requested (or permitted), then the Arrangers (with the consent of the Borrower which shall not be unreasonably withheld) shall have the right to allocate such commitments as among the committing Lenders or committing Eligible Assignees, as the case may be. (e) On each Facility Increase Effective Date, the Administrative Agent will effect a settlement of all outstanding Loans among the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments to the Commitments of such Lenders. Any interest, fees and other payments accrued to the Facility Increase Effective Date with respect to any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interest, fees and other payments accrued on and after the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender hereunder as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) and the Borrower of the occurrence of the Facility Increase to be effected on such Facility Increase Effective Date, the amount of Loans held by each Lender as a result thereof and the amount of the Commitment of each Lender as a result thereof.

Facility Increase. (a) The Borrower may from time to time request an increase in the aggregate Revolving Credit Commitments by an aggregate amount of up to $30,000,000 (no more frequently each such increase, a “Facility Increase”). Each Facility Increase shall be made on notice given by the Borrower to the Administrative Agent not later than three times after 12:00 noon (New York time) ten Business Days prior to the Closing Date date of the proposed Facility Increase. Each such notice (a “Notice of Facility Increase”) shall be in minimum increments a form satisfactory to the Administrative Agent and shall specify (i) the date of such proposed Facility Increase (the “Facility Increase Effective Date”), (ii) the aggregate amount of such proposed Facility Increase, which shall in an amount not less than $10,000,000 or in an integral multiple of $50,000,0005,000,000 in excess thereof (the “Facility Increase Amount”), (iii) during that, at the term time of and after giving effect to such Facility Increase, the Borrower shall be in pro forma compliance with the financial covenants set forth in Article V (Financial Covenants) hereof, and (iv) that no Default or Event of Default has occurred and is continuing, or will result from such Facility Increase. The Administrative Agent shall give to each Revolving Credit Lender prompt notice of the Administrative Agent’s receipt of a Notice of Facility Increase and shall offer such Facility Increase to each of the existing Revolving Credit Facility) request Lenders and, if the Lenders or Administrative Agent so determines in its sole discretion, to other Eligible Assignees acceptable to the Administrative Agent in its reasonable sole discretion to provide additional Commitments (a the “Facility IncreaseOfferees”) up to an aggregate amount during the term of the Revolving Credit Facility not in excess of $200,000,000; provided, however, that (i) the Borrower ). Each Offeree shall have given until the Administrative Agent at least 60 days’ written notice of its intention to effect the Facility Increase and the desired amount of such Facility Increase, (ii) there shall exist no Default or Event of Default as of second Business Day preceding the Facility Increase Effective Date (as defined below) to commit in writing to all or after giving effect a portion of the Facility Increase. In the event that the Offerees deliver commitments with respect to such Facility Increase in an amount in excess of the Facility Increase Amount, then the Administrative Agent shall allocate the Facility Increase to the Offerees committing to the Facility Increase to occur on that date and any basis the other conditions precedent to a Borrowing set forth Administrative Agent determines is appropriate in Section 3.2 are satisfied as of consultation with the Borrower. On the Facility Increase Effective Date, (iiiA) an opinion of counsel to the Loan Parties in form and substance and from counsel reasonably satisfactory to the Administrative Agent and addressed to the Facility Agents, the Issuers and the Lenders dated the Facility Increase Effective Date and addressing such matters as the Administrative Agent may reasonably request shall be delivered to the Administrative Agent, (iv) the Administrative Agent shall have received such other documents, agreements, certificates and writings with respect to the Facility Increase as the Administrative Agent shall reasonably request (including, without limitation, resolutions of the Borrower authorizing the borrowings under the Facility Increase and such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion of the Administrative Agent, desirable to ensure that the borrowings under the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), (v) the Borrower shall have paid to the Administrative Agent a fee to be determined (but in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer such increase to (x) the Lenders, and each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is acceptable committing to the Administrative Agent in its reasonable discretion; provided, however, that (i) the additional Revolving Credit Commitment of each Lender or Eligible Assignee is $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) such Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit to all or a portion of such Facility Increase and, in shall execute an assumption agreement satisfactory to the case of an Administrative Agent pursuant to which such Eligible Assignee, Assignee agrees to be bound by the terms of this Agreement as a Revolving Credit Lender, (iiiB) the Borrower shall offer the proposed Facility Increase to each Lender (other than a Non-Funding Lender) prior to offering any portion of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders in an aggregate amount at least equal to the amount of the proposed Facility Increase, then the Borrower may request commitments for such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion of the proposed Facility Increase, (v) the Loans made pursuant to such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication of the entire amount of such proposed Facility Increase. (c) On the effective date provided for in the Assumption Agreements providing for a Facility Increase (each a “Facility Increase Effective Date”), the Revolving Credit Commitments will be increased by the additional amount committed Facility Increase Amount in accordance with the allocations determined by the Administrative Agent, and (C) each Revolving Credit Lender, after giving effect to such Facility Increase, shall purchase or sell the Loans held by it from or to the other Revolving Credit Lenders, as directed by the Administrative Agent, such that after giving effect to such purchases and sales each Revolving Credit Lender holds its Ratable Portion of the outstanding Loans. In the event the commitments of the Offerees in respect of such Facility Increase are less than the Facility Increase Amount, none of the Revolving Credit Lenders or Eligible Assignee the Administrative Agent shall have any obligation to commit to the uncommitted portion of such Facility Increase, and the Borrower may elect either to reduce the Facility Increase Amount accordingly or to terminate its request for a Facility Increase. Notwithstanding the foregoing, no CREDIT AGREEMENT CONSTAR INTERNATIONAL INC. Facility Increase shall be effected unless the conditions set forth in Section 3.2 (Conditions Precedent to each Loan and Letter of Credit) are satisfied on the Facility Increase Effective Date. (d) In the event there are Lenders or Eligible Assignees that have committed to a Facility Increase in excess of the maximum amount Date and, if requested (or permitted), then the Arrangers (with the consent of the Borrower which shall not be unreasonably withheld) shall have the right to allocate such commitments as among the committing Lenders or committing Eligible Assignees, as the case may be. (e) On each Facility Increase Effective Date, by the Administrative Agent will effect a settlement of all outstanding Loans among the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments to the Commitments of such Lenders. Any interest, fees and other payments accrued to the Facility Increase Effective Date with respect to or any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interest, fees and other payments accrued on and after the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender hereunder as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify have received an opinion of counsel to the Lenders (including, without limitation, those Eligible Assignees that become Lenders on Borrower satisfactory to the Administrative Agent addressing such matters relating to such Facility Increase Effective Date) and the Borrower of Credit Agreement as the occurrence of the Facility Increase to be effected on such Facility Increase Effective Date, the amount of Loans held by each Lender as a result thereof and the amount of the Commitment of each Lender as a result thereofAdministrative Agent may require.

Facility Increase. Borrowers may from time to time request an increase in the Revolver Credit Maximum Amount and the aggregate Revolver Commitments by an aggregate amount of up to $50,000,000 (a) The Borrower may (no more frequently than three times after the Closing Date (in minimum increments of $50,000,000) during the term of the Revolving Credit Facility) request the Lenders or other Eligible Assignees acceptable to the Administrative Agent in its reasonable discretion to provide additional Commitments (each such increase, a “Facility Increase”). Each Facility Increase shall be made on notice given by any Borrower to Agent no later than 12:00 noon (Central time) up 30 days prior to an aggregate amount during the term date of the Revolving Credit proposed Facility not in excess Increase. Each such notice (a “Notice of $200,000,000; provided, however, that Facility Increase”) shall (i) specify the Borrower shall have given the Administrative Agent at least 60 days’ written notice date of its intention to effect the such proposed Facility Increase and (the desired amount of such “Facility IncreaseIncrease Effective Date”), (ii) there specify the aggregate amount of such proposed Facility Increase, which shall exist be in an amount not less than $10,000,000 (the “Facility Increase Amount”), and (iii) certify that, (a) at such time, no Default or Event of Default as shall have occurred and be continuing (provided that by accepting a requested Facility Increase, Borrower shall be deemed to have represented to Lenders that no Default or Event of Default shall have occurred and be continuing at the time the Facility Increase becomes effective), (b) all representations and warranties shall be true and correct in all material respects immediately prior to and immediately after giving effect to, the incurrence of the Facility Increase and (c) resolutions attached to such notice are true, correct and complete resolutions of Borrowers authorizing such Facility Increase. Agent shall give each Lender prompt notice of Agent’s receipt of a Notice of Facility Increase. Each Lender, in its sole and absolute discretion, may notify the Agent within ten Business Days after the Notice of Facility Increase whether or not it agrees to provide part of the Facility Increase. Any Lender not responding within such time period shall be deemed to have declined to increase its Commitment. If the existing Lenders do not agree to the full amount of the Facility Increase, then the Agent may approach the existing Lenders to provide the Facility Increase, or, at Borrowers’ request, Agent shall invite such other financial institutions selected by Borrowers and reasonably acceptable to Agent to provide the Facility Increase and become Lenders (such existing Lenders and other financial institutions, the “Offerees”). Each Offeree shall have until 3:00 p.m. (Central time) on the fifth Business Day preceding the Facility Increase Effective Date (as defined below) to commit in writing to all or after giving effect a portion of the Facility Increase. If the Offerees deliver commitments with respect to such Facility Increase in an amount in excess of the Facility Increase Amount, then Agent shall allocate the Facility Increase to the Offerees committing to the Facility Increase to occur on that date and the other conditions precedent to a Borrowing set forth any basis Agent determines appropriate in Section 3.2 are satisfied as of consultation with Borrower Agent. On the Facility Increase Effective Date, (iiiA) an opinion of counsel each Offeree committing to the Loan Parties in form and substance and from counsel reasonably satisfactory to the Administrative Agent and addressed to the Facility Agents, the Issuers and the Lenders dated the Facility Increase Effective Date and addressing such matters as the Administrative Agent may reasonably request shall be delivered to the Administrative Agent, (iv) the Administrative Agent shall have received such other documents, agreements, certificates and writings with respect to the Facility Increase as the Administrative Agent shall reasonably request (including, without limitation, resolutions of the Borrower authorizing the borrowings under the Facility Increase and such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion of the Administrative Agent, desirable to ensure that the borrowings under the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), (v) the Borrower shall have paid to the Administrative Agent a fee to be determined (but in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer such increase to (x) the Lenders, and each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is acceptable to the Administrative Agent in its reasonable discretion; provided, however, that (i) the additional Revolving Credit Commitment of each Lender or Eligible Assignee is $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) such Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit to all or a portion of such Facility Increase and, in the case of shall execute an Eligible Assignee, assumption agreement satisfactory to Agent pursuant to which such Offeree agrees to be bound by the terms of this Agreement as a Lender, (iiiB) the Borrower shall offer Revolver Credit Maximum Amount and the proposed Facility Increase to each Lender (other than a Non-Funding Lender) prior to offering any portion of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders in an aggregate amount at least equal to the amount of the proposed Facility Increase, then the Borrower may request commitments for such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion of the proposed Facility Increase, (v) the Loans made pursuant to such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication of the entire amount of such proposed Facility Increase. (c) On the effective date provided for in the Assumption Agreements providing for a Facility Increase (each a “Facility Increase Effective Date”), the Revolving Credit Revolver Commitments will be increased by the additional amount committed Facility Increase Amount in accordance with the allocations determined by Agent, and (C) each Lender, after giving effect to such Facility Increase, shall purchase or sell the Loans held by it from or to the other Lenders, as directed by Agent, such that after giving effect to such purchases and sales each Lender holds its ratable portion of the outstanding Loans. If the commitments of the Offerees in respect of such Facility Increase are less than the Facility Increase Amount, none of the Lenders shall have any obligation to commit to the uncommitted portion of such Facility Increase, and Borrowers may elect either to reduce the Facility Increase Amount accordingly or Eligible Assignee to terminate the request for a Facility Increase. Upon the effective date of any Facility Increase, Agent shall have received, if requested, opinion letters, promissory notes and such other agreements, documents and instruments reasonably requested by and reasonably satisfactory to Agent in its reasonable discretion evidencing and setting for the conditions of the Facility Increase. Notwithstanding the foregoing, no Facility Increase shall be effected unless the conditions set forth in Section 6.2 are satisfied on the Facility Increase Effective Date. (d) In the event there are Lenders or Eligible Assignees that have committed to a Facility Increase in excess of the maximum amount requested (or permitted), then the Arrangers (with the consent of the Borrower which shall not be unreasonably withheld) shall have the right to allocate such commitments as among the committing Lenders or committing Eligible Assignees, as the case may be. (e) On each Facility Increase Effective Date, the Administrative Agent will effect a settlement of all outstanding Loans among the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments to the Commitments of such Lenders. Any interest, fees and other payments accrued to the Facility Increase Effective Date with respect to any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interest, fees and other payments accrued on and after the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender hereunder as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) and the Borrower of the occurrence of the Facility Increase to be effected on such Facility Increase Effective Date, the amount of Loans held by each Lender as a result thereof and the amount of the Commitment of each Lender as a result thereof.

Facility Increase. (a) The Borrower may (no more frequently than three times may, at any time and from time to time after the Closing Date (in minimum increments of $50,000,000) during the term of the Revolving Credit Facility) request the Lenders or other Eligible Assignees acceptable Date, by notice to the Administrative Agent in its reasonable discretion to provide additional Commitments Agent, request an increase (a “Facility Increase”) up to an aggregate in the Aggregate Revolving Credit Commitment (within the limitations herein provided), which notice shall set forth the amount during the term of such requested Facility Increase. The Aggregate Revolving Credit Commitment may be so increased either by having one or more New Revolving Credit Lenders become Lenders under the Revolving Credit Facility and/or by having any one or more of the then existing Lenders under the Revolving Credit Facility (at their respective election in their 45 sole discretion) that have been approved by the Borrower, the Administrative Agent and the Company (such approval by the Administrative Agent not in excess to be unreasonably withheld or delayed), increase the amount of $200,000,000; providedtheir Revolving Credit Commitments, however, provided that (i) the Borrower shall have given the Administrative Agent at least 60 days’ written notice of its intention to effect the each Facility Increase and the desired shall be in an amount of such Facility Increasenot less than $5,000,000, (ii) there shall exist no Default or Event of Default as of the Facility Increase Effective Date (as defined below) or after giving effect to the Facility Increase Increase, the Aggregate Revolving Credit Commitment shall not exceed the Aggregate Revolving Credit Facility Limit, (iii) no Unmatured Default or Default exists or would exist after giving effect to occur on that date and the other conditions precedent to a Borrowing Facility Increase, (iv) all financial covenants set forth in Section 3.2 are 7.28 would be satisfied as of on a pro forma basis for the most recent determination period, after giving effect to such Facility Increase Effective Dateas if it occurred on the last day of such determination period (and assuming such Facility Increase is fully borrowed) and (v) any Facility Increase shall be on the terms and pursuant to the documentation applicable to the Revolving Credit Facility. • As a condition to a Facility Increase, (iiii) an opinion the Borrower and each Additional Lender shall have executed and delivered a commitment and acceptance (the “Commitment and Acceptance”) substantially in the form of counsel to the Loan Parties in form Exhibit B hereto and substance and from counsel reasonably satisfactory to the Administrative Agent and addressed to the Facility Agents, the Issuers and the Lenders dated the Facility Increase Effective Date and addressing such matters as the Administrative Agent may reasonably request shall be delivered to the Administrative Agent, (iv) the Administrative Agent shall have received accepted and executed the same (such other documentsacceptance and execution by the Administrative Agent not to be unreasonably withheld or delayed); (ii) if requested by an Additional Lender, agreements, certificates the Borrower shall have executed and writings with respect delivered to the Administrative Agent the applicable Note payable to such Additional Lender (or its registered assigns); (iii) the Guarantors shall have consented in writing to the Facility Increase and shall have agreed that their Guaranty Agreements continue in full force and effect; (iv) the Borrower and each Additional Lender shall otherwise have executed and delivered such other instruments and documents as the Administrative Agent shall have reasonably request requested in connection with such Facility Increase; and (includingv) if requested by the Administrative Agent, without limitation, resolutions of the Borrower authorizing shall have delivered to the borrowings under Administrative Agent opinions of counsel (substantially similar to the forms of opinions provided for in Section 5.1(viii), modified to apply to the Facility Increase and to each Note, Commitment and Acceptance, and other documents executed and delivered in connection with such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion Facility Increase). The form and substance of the Administrative Agent, desirable to ensure that the borrowings documents required under the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), clauses (i) through (v) the Borrower above shall have paid to the Administrative Agent a fee to be determined (but in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer such increase to (x) the Lenders, and each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is acceptable to the Administrative Agent in its reasonable discretion. The Administrative Agent shall promptly provide written notice to all of the Lenders hereunder of the Facility Increase. • Upon the effective date of any Facility Increase pursuant to the provisions hereof (the “Increase Date”), which Increase Date shall be mutually agreed upon by the Borrower, each applicable Additional Lender and the Administrative Agent, then: (A) such Additional Lender under the Revolving Credit Facility shall be deemed to have irrevocably and unconditionally purchased and received, without recourse or warranty, from the Revolving Credit Lenders party to this Agreement immediately prior to the Increase Date, an undivided interest and participation in any Facility Letter of Credit then outstanding, ratably, such that each Revolving Credit Lender (including each Additional Lender under the Revolving Credit Facility) holds a participation interest in each such Facility Letter of Credit in the amount of its then Revolving Credit Ratable Share thereof; (B) on such Increase Date, the Borrower shall repay all outstanding Floating Rate Advances under the Revolving Credit Facility and reborrow a Floating Rate Advance in a like amount from the Revolving Credit Lenders (including each Additional Lender under the Revolving Credit Facility); (C) except as provided in clause (D), such Additional Lender under the Revolving Credit Facility shall not participate in any then outstanding Term SOFR Ratable Advances under the Revolving Credit Facility; (D) if the Borrower shall at any time on or after such Increase Date convert or continue any Term SOFR Ratable Advance that was outstanding under the Revolving Credit Facility on such Increase Date, the Borrower shall be deemed to repay such Term SOFR Ratable Advance on the date of the conversion or continuation thereof and then to reborrow as a Revolving Credit Ratable Advance a like amount on such date so that the Additional Lender under the Revolving Credit Facility shall make a Revolving Credit Ratable Loan on such date; and (E) such Additional Lender under the Revolving Credit Facility shall make its Revolving Credit Ratable Share of all Revolving Credit Ratable Advances made on or after such Increase Date (including those referred to in clauses (B) and (D) above) and shall otherwise have all of the rights and obligations of a Revolving Credit Lender hereunder on and after such Increase Date. Notwithstanding the foregoing, upon the occurrence of a Default prior to the date on which such Additional Lender is holding Term SOFR Ratable Loans under the Revolving Credit Facility equal to its Revolving Credit Ratable Share of all Term SOFR Ratable Advances under the Revolving Credit Facility, such Additional Lender shall, upon notice from the Administrative Agent, on or after the date on which the Obligations are accelerated or become due following such Default, pay to the Administrative Agent (for the account of the other Revolving Credit Lenders, to which the Administrative Agent shall pay their Revolving Credit Ratable Shares thereof upon receipt) a sum equal to such Additional Lender’s Revolving Credit Ratable Share of each Term SOFR Ratable Advance then outstanding under the Revolving Credit Facility with respect to which such Additional Lender does not then hold a Term SOFR Ratable Loan equal to its Revolving Credit Ratable Share thereof; such payment by such Additional Lender shall constitute an ABR Loan hereunder. • Solely for purposes of clause (i) of the definition of “Required Lenders,” until such time as an Additional Lender under the Revolving Credit Facility holds Revolving Credit Ratable Loans equaling its Revolving Credit Ratable Share of all outstanding Revolving Credit Ratable Advances, the amount of such Additional Lender’s new Revolving Credit Commitment or the increased amount of its Revolving Credit Commitment (as applicable) shall be excluded from the amount of the Revolving Credit Commitments and there shall be included in lieu thereof at any time an amount equal to the sum of the outstanding Revolving Credit Ratable Loans and the participation interests in Facility Letters of Credit held by such Additional Lender with respect to its new Revolving Credit Commitment or the increased amount of its Revolving Credit Commitment. • For the avoidance of doubt, any Facility Increase pursuant to the provisions of this Section 2.18 shall not require the consent of any Lender other than the applicable Additional Lenders. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment or agreement on the part of any Lender to increase its Revolving Credit Commitment hereunder at any time or a commitment or agreement on the part of the Borrower or the Administrative Agent to give or grant any Lender the right to increase its Revolving Credit Commitment hereunder at any time. • Inability to Determine Rates. Subject to Section 2.23, if, on or prior to the first day of any Interest Period for any SOFR Loan: • the Administrative Agent determines (which determination shall be conclusive and binding absent manifest error) (A) that “Term SOFR” cannot be determined pursuant to the definition thereof or (B) that “Daily Simple SOFR” cannot be determined pursuant to the definition thereof, or • the Required Lenders determine that for any reason in connection with any request for a SOFR Loan or a conversion thereto or a continuation thereof that (A) Term SOFR for any requested Interest Period with respect to a proposed Term SOFR Ratable Loan does not adequately and fairly reflect the cost to such Lenders of making and maintaining such Loan or (B) at any time, Daily Simple SOFR will not adequately or fairly reflect the cost to such Lenders of making and maintaining such Loan, and the Required Lenders have provided notice of such determination to the Administrative Agent, the Administrative Agent will promptly so notify the Borrower and each Lender. Upon notice thereof by the Administrative Agent to the Borrower, any obligation of the Lenders to make SOFR Loans, and any right of the Borrower to continue SOFR Loans or to convert ABR Loans to SOFR Loans, shall be suspended (to the extent of the affected SOFR Loans or affected Interest Periods) until the Administrative Agent (with respect to clause (b), at the instruction of the Required Lenders) revokes such notice. Upon receipt of such notice, (i) the Borrower may revoke any pending request for a borrowing of, conversion to or continuation of SOFR Loans (to the extent of the affected SOFR Loans or affected Interest Periods) or, failing that, the Borrower will be deemed to have converted any such request into a request for a borrowing of or conversion to ABR Loans in the amount specified therein and (ii) any outstanding affected SOFR Loans will be deemed to have been converted into ABR Loans at the end of the applicable Interest Period. Upon any such conversion, the Borrower shall also pay accrued interest on the amount so converted, together with any additional amounts required pursuant to Section 3.4. Subject to Section 2.23, if the Administrative Agent determines (which determination shall be conclusive and binding absent manifest error) that Term SOFR cannot be determined pursuant to the definition thereof on any given day, the interest rate on ABR Loans shall be determined by the Administrative Agent without reference to clause (iii) of the definition of “Alternate Base Rate” until the Administrative Agent revokes such determination. • Replacement of a Lender. If a Lender (“Affected Lender”) (a) sustains or incurs a loss or expense or reduction of income and requests reimbursement therefor from the Borrower pursuant to Section 3.1, 3.2, 3.4 or 3.5, (b) determines that maintenance of any of its SOFR Loans at a suitable Lending Installation would violate any applicable Law or it is otherwise impossible for such Lender (or its Lending Installation) to make, maintain or fund its SOFR Loans and so notifies the Administrative Agent, (c) is a Revolving Credit Declining Lender or a Non-Consenting Lender or (d) is a Defaulting Lender, the Borrower may on or after the date on which the Borrower receives such request (in the case of clause (a) above) or after the date on which the Administrative Agent gives the Borrower notice of the Administrative Agent’s receipt of the notice from such Lender (in the case of clause (b) above) or at any time prior to such Revolving Credit Declining Lender’s Termination Date (in the case of clause (c) above) or at any time after the date that it is determined that such Lender is a Non-Consenting Lender (in the case of clause (c) above) or after it is reasonably determined by the Administrative Agent (or the Borrower), and the Administrative Agent has notified the Borrower (or the Borrower has notified the Administrative Agent), that such Lender is a Defaulting Lender (in the case of clause (d) above) (and such Lender has not ceased to be a Defaulting Lender) notify the Administrative Agent and such Affected Lender that a Replacement Lender designated by the Borrower in the notice has agreed to replace such Lender with respect to its Revolving Credit Commitment and Revolving Credit Loans, provided that (i) any Replacement Lender shall be subject to the approval of the Administrative Agent (which approval shall not be unreasonably withheld or delayed); (ii) any Replacement Lender shall not constitute a Defaulting Lender at the time of such replacement; (iii) any assignment to a Replacement Lender shall be subject to Section 13.3; and (iv) the Borrower shall have paid any amounts due pursuant to Section 3.1, 3.2, 3.4 or 3.5 to the Affected Lender to be replaced on or before such replacement. The Affected Lender to be replaced shall assign, as applicable, its Revolving Credit Commitment, Loans and interests in outstanding Facility Letters of Credit hereunder to the Replacement Lender pursuant to the procedures for assignments contained in Section 13.3 (except as to any minimum amount requirements set forth therein) and shall receive, concurrently with such assignments, payment from such Replacement Lender of an amount equal to all outstanding amounts payable to such Affected Lender with respect to the Revolving Credit Facility, including without limitation the aggregate outstanding principal amount of the Loans held by such Affected Lender, all interest thereon to the date of the assignment, all accrued fees to the date of such assignment and any amounts payable under Section 3.4 with respect to any payment of any Term SOFR Ratable Loan resulting from such assignment. Such Affected Lender shall not be responsible for the payment to the Administrative Agent of the fee provided for in Section 13.3.2, which fee shall be paid by such Replacement Lender. In the case of an assignment by (i) a Revolving Credit Declining Lender under this Section 2.20, the Replacement Lender that is the assignee of the Revolving Credit Declining Lender shall agree at the time of such assignment to the extension to the Extension Date of the Revolving Credit Facility Termination Date with respect to the Revolving Credit Facility, which agreement shall be set forth in a written instrument delivered and satisfactory to the Borrower and (in its reasonable discretion) the Administrative Agent or (ii) a Non-Consenting Lender under this Section 2.20, the Replacement Lender that is the assignee of the Non-Consenting Lender shall agree at the time of such assignment to the amendment, consent or waiver which such Non-Consenting Lender has not consented to, which agreement shall be set forth in a written instrument delivered and satisfactory to the Borrower and (in its reasonable discretion) the Administrative Agent. • Termination of Revolving Credit Commitment of Revolving Credit Declining Lender or Non-Consenting Lender. At any time prior to the replacement of a Revolving Credit Declining Lender or Non-Consenting Lender pursuant to Section 2.20, the Borrower may, upon not less than 15 days’ prior notice to the Administrative Agent (or such shorter period as shall be agreed by the Administrative Agent) and such Revolving Credit Declining Lender or Non-Consenting Lender, as the case may be, terminate the Revolving Credit Commitment of such Revolving Credit Declining Lender or Non-Consenting Lender, as of a Business Day (in the case of the termination of the Revolving Credit Commitments of a Revolving Credit Declining Lender, prior to the Revolving Credit Declining Lender’s Termination Date) set forth in such notice; provided, however, that (i) the additional if such Revolving Credit Commitment of each Declining Lender or Eligible Assignee is $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) such Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit to all or a portion of such Facility Increase and, in the case of an Eligible Assignee, to be bound by the terms of this Agreement as a Lender, (iii) the Borrower shall offer the proposed Facility Increase to each Lender (other than a Non-Funding Consenting Lender) prior to offering any portion of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders in an aggregate amount at least equal to the amount of the proposed Facility Increase, then the Borrower may request commitments for such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion of the proposed Facility Increase, (v) the Loans made pursuant to such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication of the entire amount of such proposed Facility Increase. (c) On the effective date provided for in the Assumption Agreements providing for a Facility Increase (each a “Facility Increase Effective Date”), the Revolving Credit Commitments will be increased by the additional amount committed to by each Lender or Eligible Assignee on the Facility Increase Effective Date. (d) In the event there are Lenders or Eligible Assignees that have committed to a Facility Increase in excess of the maximum amount requested (or permitted), then the Arrangers (with the consent of the Borrower which shall not be unreasonably withheld) shall have the right to allocate such commitments as among the committing Lenders or committing Eligible Assignees, as the case may be. (e) On each , is an Issuing Bank with one or more outstanding Facility Increase Effective DateLetters of Credit, the termination of its Revolving Credit Commitment shall be permitted only upon satisfaction of the requirements set forth in Section 4.10. In the event of such termination of the Revolving Credit Commitment of a Revolving Credit Declining Lender or a Non-Consenting Lender, as the case may be, the Borrower shall pay to the Administrative Agent will effect a settlement on the date of all outstanding Loans among the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments to the Commitments termination of such Lenders. Any interestRevolving Credit Commitment, fees and other payments accrued to the Facility Increase Effective Date with respect to any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interest, fees and other payments accrued on and after the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender hereunder as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) and the Borrower of the occurrence of the Facility Increase to be effected on such Facility Increase Effective Date, the amount of Loans held by each Lender as a result thereof and the amount of the Commitment of each Lender as a result thereof.accou

Facility Increase. (a) The Borrower may (no more frequently than three times after the Closing Date (in minimum increments of $50,000,000) during the term of the Revolving Credit Facility) request the Lenders or other Eligible Assignees acceptable may, at any time and from time to time, by notice to the Administrative Agent Agent, request an increase in its reasonable discretion to provide additional Commitments the Aggregate Commitment (a “Facility Increase”), which notice shall set forth the amount of such requested Facility Increase. Such Facility Increase may be effected (i) up to an aggregate amount during the term of by having one or more New Lenders become Lenders under the Revolving Credit Facility and/or (ii) by having any one or more of the then-existing Lenders under the Revolving Credit Facility (at their respective election in their sole discretion), in each case, that have been approved by the Borrower and are reasonably acceptable to the Administrative Agent (such approval by the Administrative Agent not in excess to be unreasonably withheld or delayed), increase the amount of $200,000,000; providedtheir existing Commitments, however, provided that (i) the Borrower shall have given the Administrative Agent at least 60 days’ written notice of its intention to effect the each Facility Increase and the desired shall be in an amount of such Facility Increasenot less than $5,000,000, (ii) there after giving effect to the Facility Increase, the Aggregate Commitment shall exist not exceed the Aggregate Credit Facility Limit, (iii) no Default or Event of Default as of the Facility Increase Effective Date (as defined below) exists or would exist after giving effect to the Facility Increase to occur on that date and the other conditions precedent to a Borrowing Increase, (iv) all financial covenants set forth in Section 3.2 are 7.27 would be satisfied as on a pro forma basis for the most recent determination period, assuming that the Loans outstanding on the date of effectiveness of the Facility Increase Effective Datehad been outstanding on the last day of such determination period, (iiiv) an opinion any Facility Increase shall be pursuant to this Agreement, (vi) the terms and conditions of counsel any Facility Increase (for the avoidance of doubt, not including upfront fees, commitment fees payable to obtain such increased commitments or similar fees, which shall be determined by the Borrower and the applicable Additional Lenders) shall be the same as the terms and conditions applicable to the Loan Parties Revolving Credit Facility and (vii) the representations and warranties contained in Article VI are true and correct in all material respects as of the date of the Increase Date except to the extent any such representation or warranty is stated to relate solely to an earlier date, in which case such representation or warranty shall have been true and correct in all material respects on and as of such earlier date (provided that any representation and warranty that is qualified as to materiality, material adverse effect or similar language shall be true and correct as of such date); provided that if there is more than one Termination Date at the time of effectiveness of a Facility Increase, the Termination Date for the Facility Increase shall be the latest Termination Date. (b) As a condition to a Facility Increase, (i) the Borrower and each applicable Additional Lender shall have executed and delivered a commitment and acceptance (the “Commitment and Acceptance”) substantially in the form of Exhibit C hereto and substance the Administrative Agent shall have accepted and from counsel reasonably satisfactory executed the same; (ii) if requested by an Additional Lender, the Borrower shall have executed and delivered to the Administrative Agent and addressed the applicable Note payable to the order of such Additional Lender; (iii) the Guarantors shall have consented in writing to the Facility Agents, Increase and shall have agreed that their Guaranty Agreements continue in full force and effect; (iv) the Issuers Borrower and the Lenders dated the Facility Increase Effective Date each Additional Lender shall otherwise have executed and addressing delivered such matters other instruments and documents as the Administrative Agent may shall have reasonably request requested in connection with such Facility Increase; and (v) if requested by the Administrative Agent, the Borrower shall have delivered to the Administrative Agent opinions of counsel (substantially similar to the forms of opinions provided for in Section 5.1(vi), modified to apply to the Facility Increase and to each Note, Commitment and Acceptance, and other documents executed and delivered in connection with such Facility Increase). The form and substance of the documents required under clauses (i) through (v) above shall be delivered reasonably acceptable to the Administrative Agent. The Administrative Agent shall promptly provide written notice to all of the Lenders hereunder of each Facility Increase and shall promptly provide copies of each Commitment and Acceptance to all of the Lenders. (c) Upon the effective date of any Facility Increase pursuant to the provisions hereof (the “Increase Date”), which Increase Date shall be mutually agreed upon by the Borrower, each applicable Additional Lender and the Administrative Agent, (ivA) such Additional Lender shall be deemed to have irrevocably and unconditionally purchased and received, without recourse or warranty, from the Administrative Agent shall have received such other documents, agreements, certificates and writings with respect Lenders party to this Agreement immediately prior to the Facility Increase as the Administrative Agent shall reasonably request (includingDate, without limitation, resolutions of the Borrower authorizing the borrowings under the Facility Increase an undivided interest and such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion of the Administrative Agent, desirable to ensure that the borrowings under the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), (v) the Borrower shall have paid to the Administrative Agent a fee to be determined (but participation in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer Letter of Credit then outstanding, ratably, such increase to (x) the Lenders, and each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is acceptable to the Administrative Agent in its reasonable discretion; provided, however, that (i) the additional Revolving Credit Commitment of each Lender or Eligible Assignee is $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) such Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit to all or a portion of such Facility Increase and, in the case of an Eligible Assignee, to be bound by the terms of this Agreement as a Lender, (iii) the Borrower shall offer the proposed Facility Increase to each Lender (other than a Non-Funding including each Additional Lender) prior to offering any portion holds a participation interest in each such Letter of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders Credit in an aggregate amount at least equal to the amount of the proposed Facility Increase, its then the Borrower may request commitments for Ratable Share thereof; and (B) each Additional Lender shall make its Ratable Share of all Advances made on or after such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee Date and shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion otherwise have all of the proposed Facility Increase, (v) the Loans made pursuant to rights and obligations of a Lender hereunder on and after such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication of the entire amount of such proposed Facility Increase. (c) On the effective date provided for in the Assumption Agreements providing for a Facility Increase (each a “Facility Increase Effective Date”), the Revolving Credit Commitments will be increased by the additional amount committed to by each Lender or Eligible Assignee on the Facility Increase Effective Date. (d) In After the event there are Lenders or Eligible Assignees that have committed to a Facility Increase in excess of the maximum amount requested (or permitted), then the Arrangers (with the consent of the Borrower which shall not be unreasonably withheld) shall have the right to allocate such commitments as among the committing Lenders or committing Eligible Assignees, as the case may be. (e) On each Facility Increase Effective Date, the Administrative Agent will effect a settlement of all outstanding Loans among the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments to the Commitments of such Lenders. Any interest, fees and other payments accrued to the Facility Increase Effective Date with respect to any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interest, fees and other payments accrued on and after the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender hereunder as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify promptly provide to each Lender a new Schedule 1 to this Agreement. In the Lenders (includingevent that there are any Loans outstanding after giving effect to an increase in the Aggregate Commitment pursuant to this Section 2.18, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) and the Borrower of the occurrence of the Facility Increase upon notice from Administrative Agent to be effected on such Facility Increase Effective Dateeach Lender, the amount of such Loans held by owing to each Lender shall be appropriately adjusted to reflect the new Commitments and the new Ratable Shares, it being intended that all Loans be held ratably in accordance with the Ratable Shares. If, as a result thereof and of any such adjustment to the amount of Loans owing to any Lender, any payment of all or a portion of any Term SOFR Loan owing to any such Lender occurs on a day which is not the last day of the applicable Interest Period, Borrower shall pay to Administrative Agent for the benefit of the affected Lenders any loss or cost incurred by such Lenders resulting therefrom in accordance with Section 3.6. (e) Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment or agreement on the part of any Lender to increase its Commitment hereunder at any time or a commitment or agreement on the part of each the Borrower or the Administrative Agent to give or grant any Lender as a result thereofthe right to increase its Commitment hereunder at any time.

Facility Increase. On or after the date that is six (a6) The Borrower may (no more frequently than three times months after the Closing Date (in minimum increments of $50,000,000the “Increase Period Commencement Date”) during the term of the Revolving Credit Facility) request the Lenders or other Eligible Assignees acceptable and prior to the Administrative date that is six (6) months before the Maturity Date, Borrowing Agent may, from time to time, request in its reasonable discretion to provide additional Commitments writing that Agent and Lenders increase the Maximum Revolving Facility Amount (each a “Facility Increase”) up and increase the Equipment Sublimit (each a “Equipment Sublimit Increase”), and the Maximum Revolving Facility Amount and Equipment Sublimit Increase shall be so increased, subject to an aggregate amount during the term of the Revolving Credit Facility not in excess of $200,000,000; provided, however, that following terms and conditions: (i) the Borrower each Lender shall have given the Administrative received credit approval for, and shall have confirmed its agreement to provide, such Facility Increase pursuant to an acknowledgement in a form acceptable to Agent, signed by it and each Borrower and delivered to Agent at least 60 days’ written notice five (5) days before the effective date of its intention such increase; (ii) the effective date of such increase (the “Increase Effective Date”) shall be no earlier than Increase Period Commencement Date; (iii) immediately before and after giving effect to effect the such Facility Increase and on the desired amount Increase Effective Date, there shall exist no Default or Event of Default; (iv) after giving effect to such Facility Increase, the Maximum Revolving Facility Amount shall not exceed $130,000,000160,000,000; (v) after giving effect to such Equipment Sublimit Increase, the Equipment Sublimit shall not exceed $80,000,000; (vi) no single Facility Increase or Equipment Sublimit Increase shall be for an amount less than $5,000,000 or an integral multiple thereof; (vii) each Lender’s Revolving Loan Commitment shall be increased consistent with its Pro Rata Share; (viii) Borrowing Agent shall deliver to Lender on or before the Increase Effective Date the following documents in form and substance reasonably satisfactory to Agent and the Lenders: (i) certifications of corporate secretary of each Loan Party with attached resolutions certifying that the increase in the Maximum Revolving Facility Amount has been authorized by each Loan Party’s board of directors or equivalent, (ii) a certificate dated as of the Increase Effective Date certifying that (A) immediately before and after giving effect to such Facility Increase on the Increase Effective Date, there shall exist no Default or Event of Default and (B) that the representations and warranties made by Loan Parties herein and in the other Loan Documents are true and complete with the same force and effect as if made on and as of such date (except to the extent any such representation or warranty expressly relates only to any earlier and/or specified date, in which case it shall be true and correct as of such date) and (iii) such other agreements, instruments and information, including supplements or modifications to this Agreement and/or the other Loan Documents executed by the applicable Loan Parties as Agent reasonably deems necessary in order to document such Facility Increase Effective Date (as defined below) or after giving effect and to protect, preserve and continue the Facility Increase to occur on that date perfection and priority of the Liens, security interests, rights and remedies of Agent hereunder and under the other conditions precedent to a Borrowing set forth Loan Documents in Section 3.2 are satisfied as light of such increase; and (ix) on the Facility Increase Effective Date, Borrowers shall pay (iiix) an opinion of counsel to the Loan Parties in form all reasonable fees, costs and substance and from counsel reasonably satisfactory to the Administrative expenses incurred by Agent and addressed to the Facility Agents, the Issuers and the Lenders dated in connection with the Facility Increase Effective Date preparation, negotiation, execution and addressing such matters as the Administrative Agent may reasonably request shall be delivery of all agreements and instruments executed and delivered to the Administrative Agent, (iv) the Administrative Agent shall have received such other documents, agreements, certificates by ▇▇▇▇▇▇ and writings Borrowers in connection with respect to the Facility Increase as the Administrative Agent shall reasonably request (including, without limitation, resolutions of the Borrower authorizing the borrowings under the Facility Increase and such amendments, modifications and/or supplements to the Collateral Documents as are necessary or, in the reasonable opinion of the Administrative Agent, desirable to ensure that the borrowings under the Facility Increase are secured by, and entitled to the benefits of, the Collateral Documents), (v) the Borrower shall have paid to the Administrative Agent a fee to be determined (but in any event reasonably acceptable to Group) and (vi) the Borrower shall have paid to the Lenders providing the Facility Increase a fee required in order to clear the market in an amount to be determined. (b) The Borrower shall have the right to offer such increase to (x) the Lenders, and each Lender will have the right, but not the obligation, to commit to all or a portion of the proposed Facility Increase or (y) any institution that would be an Eligible Assignee and is acceptable to the Administrative Agent in its reasonable discretion; provided, however, that (i) the additional Revolving Credit Commitment of each Lender or Eligible Assignee is $5,000,000 or an incremental multiple of $1,000,000 in excess thereof, (ii) such Lender or Eligible Assignee executes an Assumption Agreement pursuant to which such Lender or Eligible Assignee agrees to commit to all or a portion of such Facility Loan Increase and, Fee set forth in the case of an Eligible AssigneeFee Letter, which fee shall be deemed to be bound by the terms of this Agreement fully earned and payable as a Lender, (iii) the Borrower shall offer the proposed Facility Increase to each Lender (other than a Non-Funding Lender) prior to offering any portion of such Facility Increase to an Eligible Assignee and if the Borrower has not received commitments from the Lenders in an aggregate amount at least equal to the amount of the proposed Facility Increase, then the Borrower may request commitments for such Facility Increase from Eligible Assignees in an aggregate amount equal to such deficiency, (iv) the fees to be paid to any Eligible Assignee shall be no greater than those paid (or which were offered) to the then existing Lenders providing (or which were requested to provide) any portion of the proposed Facility Increase, (v) the Loans made pursuant to such Facility Increase shall have the same terms (including, without limitation, maturity date, Applicable Margin and Collateral) as the other Loans (including, without limitation, terms for the other Loans that are amended to reflect any otherwise better terms for the Loans made pursuant to such Facility Increase) and (vi) such Facility Increase shall be subject to the successful syndication of the entire amount of such proposed Facility Increase. (c) On the effective date provided for in the Assumption Agreements providing for a Facility Increase (each a “Facility Increase Effective Date”), the Revolving Credit Commitments will be increased by the additional amount committed to by each Lender or Eligible Assignee on the Facility Increase Effective Date. (d) In the event there are Lenders or Eligible Assignees that have committed to a Facility Increase in excess of the maximum amount requested (or permitted), then the Arrangers (with the consent of the Borrower which shall not be unreasonably withheld) shall have the right to allocate such commitments as among the committing Lenders or committing Eligible Assignees, as the case may be. (e) On each Facility Increase Effective Date, the Administrative Agent will effect a settlement of all outstanding Loans among the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) that will reflect the adjustments to the Commitments of such Lenders. Any interest, fees and other payments accrued to the Facility Increase Effective Date with respect to any Loans of a Lender transferred by such Lender in accordance with such settlement shall be for the account of the transferring Lender. Any interest, fees and other payments accrued on and after the Facility Increase Effective Date with respect to the interests and obligations acquired by a Lender hereunder as a result of such settlement shall be for the account of the acquiring Lender. On each Facility Increase Effective Date, the Administrative Agent shall notify the Lenders (including, without limitation, those Eligible Assignees that become Lenders on such Facility Increase Effective Date) and the Borrower of the occurrence of the Facility Increase to be effected on such Facility Increase Effective Date, the amount of Loans held by each Lender as a result thereof and the amount of the Commitment of each Lender as a result thereof.