Common use of Increase in Commitment Clause in Contracts

Increase in Commitment. (i) At any time during the Commitment Increase Period, the Borrower may request by written notice to the Administrative Agent (A) an increase to the Revolving Amount, (B) to add an additional term loan facility to this Agreement (the “Additional Term Loan Facility”) (which Additional Term Loan Facility shall be subject to subsection (c) below) or (C) to increase the aggregate principal amount of the Term Loan made on the Closing Date (a “Term Loan Increase”); provided that the aggregate amount of all increases and additions (revolver and term) made pursuant to this subsection (b) shall not exceed $50,000,000 and provided, further, that no such increase or addition shall be permitted if (I) the Leverage Ratio would, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement, exceed the lesser of (x) 3.90:1.00 and (y) the maximum Leverage Ratio then permitted under Section 5.7(a) or (II) the covenant contained in Section 5.7(c) would not be satisfied on a pro forma basis for the most recent determination period, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement. Each such request for an increase or addition shall be in an amount of at least $10,000,000, increased by increments of $1,000,000, and may be made by either (1) increasing, for one or more Revolving Lenders, with their prior written consent, their respective Revolving Credit Commitments, (2) adding a new commitment for one or more then existing Lenders, with their prior written consent, with respect to any Term Loan Increase or Additional Term Loan Facility, or (3) including one or more Additional Lenders, each with a new commitment under the Revolving Credit Commitment or with respect to a Term Loan Increase or an Additional Term Loan Facility, as a party to this Agreement (each an “Additional Commitment” and, collectively, the “Additional Commitments”), as described below. Upon receipt of written notice from the Borrower requesting any such increase or addition, the Administrative Agent shall promptly notify the applicable Lenders of such request. At the time of sending such notice to the applicable Lenders, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which each applicable Lender is requested to respond (which shall in no event be less than five Business Days from the date of delivery of such notice). Each applicable Lender shall notify the Administrative Agent within such time period whether or not it agrees to increase its Revolving Amount, or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, and, if so, the amount thereof. Any applicable Lender so approached to provide all or a portion of an increase to the Revolving Amount or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, may elect or decline the same, in its sole discretion. Any applicable Lender not responding within such time period shall be deemed to have declined the same. The Administrative Agent shall notify the Borrower of the applicable Lenders’ responses to each request made under this Section. To achieve the full amount of a requested increase or addition, the Borrower may if necessary after receipt of responses from the applicable Lenders also invite one or more Additional Lenders to become Lenders pursuant to a joinder agreement to this Agreement in form and substance satisfactory to the Administrative Agent. (ii) During the Commitment Increase Period, all of the Lenders agree that the Administrative Agent, in its reasonable discretion, may permit one or more Additional Commitments upon satisfaction of the following requirements: (A) each Additional Lender, if any, shall execute an Additional Lender Assumption Agreement, (B) each Additional Commitment from an Additional Lender, if any, shall be in an amount of at least $1,000,000, (C) the Administrative Agent shall provide to the Borrower and each Lender a revised Schedule 1 to this Agreement, including revised Applicable Commitment Percentages for each of the Lenders, if appropriate, on or prior to the date of the effectiveness of such Additional Commitments (each an “Additional Lender Assumption Effective Date”), and (D) the Borrower shall execute and deliver to the Administrative Agent and the applicable Lenders such replacement or additional Notes as shall be required by the Administrative Agent (and requested by such Lender or Lenders). The Lenders hereby authorize the Administrative Agent to execute each Additional Lender Assumption Agreement on behalf of the Lenders. (iii) On each Additional Lender Assumption Effective Date (except in the case of an Additional Term Loan Facility), as appropriate, the relevant Lenders shall make adjustments among themselves with respect to the Loans then outstanding and amounts of principal, interest, commitment fees and other amounts paid or payable with respect thereto as shall be necessary, in the opinion of the Administrative Agent, in order to reallocate among the applicable Lenders such outstanding amounts, based on the revised Applicable Commitment Percentages and to otherwise carry out fully the intent and terms of this Section 2.10(b) (and the Borrower shall pay to the applicable Lenders any amounts that would be payable pursuant to Section 3.3 hereof if such adjustments among the applicable Lenders would cause a prepayment of one or more Eurodollar Loans). In connection therewith, it is understood and agreed that the Maximum Amount of any Lender will not be increased (or decreased except pursuant to subsection (a) hereof) without the prior written consent of such Lender. The Borrower shall not request any increase or addition pursuant to subsection (b)(i) if a Default or an Event of Default shall then exist, or, after giving pro forma effect to any such increase or addition, would exist. The terms applicable to the Revolving Loans (and Revolving Credit Commitments) in respect of an increase to the Revolving Amount and the terms applicable to the portion of the Term Loan in respect of a Term Loan Increase, in each case pursuant to this Section 2.10, shall be substantially identical to the terms then applicable to existing Revolving Loans (and Revolving Credit Commitments) or to the existing portion of the Term Loan, as the case may be; provided however that the initial issue price of the loans subject to a Term Loan Increase need not be so identical so long as such issue price is not less than the issue price that would produce a Yield Differential as between the Term Loan issued on the Closing Date and the loans to be issued as part of such Term Loan Increase. (iv) Notwithstanding anything herein to the contrary, at the time of any such increase or addition contemplated by this Section 2.10(b), the Administrative Agent, the Credit Parties and the Lenders providing such increase or addition shall enter into an amendment to evidence such increase or addition and such amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate in the reasonable opinion of the Administrative Agent to effect the provisions of this Section 2.10(b) (including, without limitation, amendments to the definitions in this Agreement to designate “classes” or “tranches” of loans, borrowings and commitments, and related terms, and to Section 9.8 hereof for the purpose of treating such increases pari passu with the other loans established hereunder). The Administrative Agent and the Lenders hereby consent to the transactions contemplated by this Section 2.10(b) and hereby waive the requirements of any provision of this Agreement or any other Loan Document that may otherwise prohibit the transactions contemplated by this Section 2.10(b). Upon each increase of the Revolving Amount, Term Loan Increase or addition of the Additional Term Loan Facility, the Total Commitment Amount shall be increased by an amount equal to the amount of such increase or addition.

Increase in Commitment. (i) At any time during the Commitment Increase PeriodProvided there exists no Default, the Borrower may request by written notice to the Administrative Agent (A) an increase to the Revolving Amount, (B) to add an additional term loan facility to this Agreement (the “Additional Term Loan Facility”) (which Additional Term Loan Facility shall be subject to subsection (c) below) or (C) to increase the aggregate principal amount of the Term Loan made on the Closing Date (a “Term Loan Increase”); provided that the aggregate amount of all increases and additions (revolver and term) made pursuant to this subsection (b) shall not exceed $50,000,000 and provided, further, that no such increase or addition shall be permitted if (I) the Leverage Ratio would, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement, exceed the lesser of (x) 3.90:1.00 and (y) the maximum Leverage Ratio then permitted under Section 5.7(a) or (II) the covenant contained in Section 5.7(c) would not be satisfied on a pro forma basis for the most recent determination period, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement. Each such request for an increase or addition shall be in an amount of at least $10,000,000, increased by increments of $1,000,000, and may be made by either (1) increasing, for one or more Revolving Lenders, with their prior written consent, their respective Revolving Credit Commitments, (2) adding a new commitment for one or more then existing Lenders, with their prior written consent, with respect to any Term Loan Increase or Additional Term Loan Facility, or (3) including one or more Additional Lenders, each with a new commitment under the Revolving Credit Commitment or with respect to a Term Loan Increase or an Additional Term Loan Facility, as a party to this Agreement (each an “Additional Commitment” and, collectively, the “Additional Commitments”), as described below. Upon receipt of written notice from the Borrower requesting any such increase or addition, the Administrative Agent shall promptly notify the applicable Lenders of such request. At the time of sending such notice to the applicable Lenders, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which each applicable Lender is requested to respond (which shall in no event be less than five Business Days from the date of delivery of such notice). Each applicable Lender shall notify the Administrative Agent within such time period whether or not it agrees to increase its Revolving Amount, or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, and, if so, the amount thereof. Any applicable Lender so approached to provide all or a portion of an increase to the Revolving Amount or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, may elect or decline the same, in its sole discretion. Any applicable Lender not responding within such time period shall be deemed to have declined the same. The Administrative Agent shall notify the Borrower of the applicable Lenders’ responses to each request made under this Section. To achieve the full amount of a requested increase or addition, the Borrower may if necessary after receipt of responses from the applicable Lenders also invite one or more Additional Lenders to become Lenders pursuant to a joinder agreement to this Agreement in form and substance satisfactory to the Administrative Agent. (ii) During the Commitment Increase Period, all of the Lenders agree that the Administrative Agent, in its reasonable discretion, may permit one or more Additional Commitments upon satisfaction of the following requirements: (A) each Additional Lender, if any, shall execute an Additional Lender Assumption Agreement, (B) each Additional Commitment from an Additional Lender, if any, shall be in an amount of at least $1,000,000, (C) the Administrative Agent shall provide to the Borrower and each Lender a revised Schedule 1 to this Agreement, including revised Applicable Commitment Percentages for each of the Lenders, if appropriate, on or prior to the date of the effectiveness of such Additional Commitments (each an “Additional Lender Assumption Effective Date”), and (D) the Borrower shall execute and deliver to the Administrative Agent and the applicable Lenders such replacement or additional Notes as shall be required by the Administrative Agent (and requested by such Lender or Lenders). The Lenders hereby authorize the Administrative Agent to execute each Additional Lender Assumption Agreement on behalf of the Lenders. (iii) On each Additional Lender Assumption Effective Date (except in Borrower and Guarantors may, on any Business Day after the case date hereof, without the consent of an Additional Term Loan Facility), as appropriate, any Bank but with the relevant Lenders shall make adjustments among themselves with respect to the Loans then outstanding and amounts of principal, interest, commitment fees and other amounts paid or payable with respect thereto as shall be necessary, in the opinion written consent of the Administrative Agent, each Letter of Credit Issuer and the Swing Lender (which consents shall not be unreasonably withheld or delayed), increase the aggregate amount of the Commitments by delivering a Commitment Amount Increase Request at least five (5) Business Days prior to the desired effective date of such increase (the “Commitment Amount Increase”) identifying an additional Bank (or additional Commitment agreed to be made by any existing Bank) and the amount of its Commitment (or additional amount of its Commitment); provided, however, that any increase in order the aggregate amount of the Commitments to reallocate among an amount in excess of U.S. $750,000,000 will require the applicable Lenders such outstanding amountsapproval of the Required Banks; provided further that prior to approaching an additional Bank, based on the revised Applicable Commitment Percentages and to otherwise carry out fully the intent and terms of this Section 2.10(b) (and the Borrower shall pay have offered to the applicable Lenders existing Banks the opportunity to increase their respective Commitments. The effective date of the Commitment Amount Increase shall be agreed upon by the Borrower and the Administrative Agent. Upon the effectiveness thereof, each new Bank (or, if applicable, each existing Bank which consented to an increase in its Commitment) shall advance Loans in an amount sufficient such that after giving effect to its Loan each Bank shall have outstanding its pro rata share of Loans. It shall be a condition to such effectiveness that no Euro-Dollar Loans or Euro-Canadian Dollar Loans be outstanding on the date of such effectiveness and that the Borrower shall not have terminated any amounts that would be payable portion of the Commitment pursuant to Section 3.3 hereof if such adjustments among the applicable Lenders would cause a prepayment of one or more Eurodollar Loans). In connection therewith, it is understood and agreed that the Maximum Amount of any Lender will not be increased (or decreased except pursuant to subsection (a) 2.8 hereof) without the prior written consent of such Lender. The Borrower shall not request agrees to pay any increase or addition pursuant to subsection (b)(i) if a Default or an Event out-of-pocket expenses of Default shall then exist, or, after giving pro forma effect the Administrative Agent relating to any such increase or addition, would existCommitment Amount Increase. The terms applicable to the Revolving Loans (and Revolving Credit Commitments) in respect of an increase to the Revolving Amount and the terms applicable to the portion of the Term Loan in respect of a Term Loan Increase, in each case pursuant to this Section 2.10, shall be substantially identical to the terms then applicable to existing Revolving Loans (and Revolving Credit Commitments) or to the existing portion of the Term Loan, as the case may be; provided however that the initial issue price of the loans subject to a Term Loan Increase need not be so identical so long as such issue price is not less than the issue price that would produce a Yield Differential as between the Term Loan issued on the Closing Date and the loans to be issued as part of such Term Loan Increase. (iv) Notwithstanding anything herein to the contrary, at the time of no Bank shall have any such obligation to increase or addition contemplated by this Section 2.10(b), the Administrative Agent, the Credit Parties its Commitment and the Lenders providing such increase or addition shall enter into an amendment to evidence such increase or addition and such amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate in the reasonable opinion of the Administrative Agent to effect the provisions of this Section 2.10(b) (including, without limitation, amendments to the definitions in this Agreement to designate “classes” or “tranches” of loans, borrowings and commitments, and related terms, and to Section 9.8 hereof for the purpose of treating such increases pari passu with the other loans established hereunder). The Administrative Agent and the Lenders hereby consent to the transactions contemplated by this Section 2.10(b) and hereby waive the requirements of any provision of this Agreement or any other Loan Document that may otherwise prohibit the transactions contemplated by this Section 2.10(b). Upon each increase of the Revolving Amount, Term Loan Increase or addition of the Additional Term Loan Facility, the Total no Bank’s Commitment Amount shall be increased by an amount equal without its consent thereto, and each Bank may at its option, unconditionally and without cause, decline to the amount of such increase or additionits Commitment.

Increase in Commitment. (i) At any time during the Commitment Increase PeriodProvided there exists no Default, the Borrower may request on behalf of the Borrower and Guarantors may, on any Business Day after the date hereof, without the consent of any Bank but with the written consent of the Administrative Agent, each Letter of Credit Issuer and the Swing Lender (which consents shall not be unreasonably withheld or delayed), increase the aggregate amount of the Revolving Credit Commitments and/or outstanding Term Loans by written notice delivering a Commitment Amount Increase Request to the Administrative Agent and Co-Administrative Agents at least five (A5) an increase Business Days (or such shorter period of time agreed by the Administrative Agent) prior to the Revolving Amount, (B) to add an additional term loan facility to this Agreement desired effective date of such increase (the “Additional Term Loan FacilityCommitment Amount Increase”) identifying an additional Bank(s) (which Additional or additional Revolving Credit Commitments and/or Term Loan Facility shall be subject to subsection Loans for existing Bank(s)) and the amount of its Revolving Credit Commitment and/or Term Loans (cor additional amount of its Revolving Credit Commitment(s) belowand/or Term Loans); provided, however, that (i) or (C) to increase any Commitment Amount Increase that results in the sum of the aggregate Revolving Credit Commitments plus the aggregate original principal amount of the Term Loan made Loans to be in excess of $2,000,000,000 will require the approval of the Required Banks, (ii) any Commitment Amount Increase for the first sixty (60) days after the Effective Date shall be in such minimum amount as the Borrower and Administrative Agent shall agree and thereafter in an amount not less than $50,000,000, (iii) no Default shall have occurred and be continuing at the time of the request or the effective date of the Commitment Amount Increase or will result therefrom, (iv) all representations and warranties contained in Article 4 hereof shall be true and correct in all material respects at the time of such request and on the Closing Date effective date of such Commitment Amount Increase (other than representations and warranties that relate to a “specific date, which shall be true and correct in all material respects as of such date), and (v) prior to approaching an additional Bank, the Borrower shall have offered to the existing Banks the opportunity to increase their respective Revolving Credit Commitments and/or outstanding Term Loans, as applicable. The effective date of any Commitment Amount Increase shall be agreed upon by the Borrower and the Administrative Agent. The Borrower, Administrative Agent, and each Bank and/or new Bank advancing an additional Term Loan Increase”)shall agree in the relevant Commitment Amount Increase Request as to the amortization schedule of such additional Term Loan; provided that such additional Term Loans shall have a weighted average life to maturity no lower than the aggregate amount remaining weighted average life to maturity of all increases and additions (revolver and term) made pursuant to this subsection (b) shall not exceed $50,000,000 and provided, further, the outstanding Term Loans; provided further that no such increase or addition schedule shall have the effect of reducing the amortization payments scheduled to be permitted made to the Banks that are not increasing their Term Loans. Upon the effectiveness thereof, the new Bank(s) (or, if applicable, existing Bank(s)) (Ii) the Leverage Ratio would, shall advance Loans in an amount sufficient such that after giving effect to its Loans each Bank shall have outstanding its respective Percentage of all Loans of the making relevant Credit and (ii) in the case of any loans the Revolving Credit, shall acquire its Revolver Percentage of all participations in Letter of Credit Outstandings and Swing Loans. It shall be a condition to such effectiveness that (i) no Euro-Dollar Loans or Euro-Canadian Dollar Loans be made outstanding on the date of such effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement, exceed the lesser of (x) 3.90:1.00 and (yii) the maximum Leverage Ratio then permitted under Section 5.7(a) or (II) the covenant contained in Section 5.7(c) would not be satisfied on a pro forma basis for the most recent determination period, after giving effect if such Commitment Amount Increase is to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement. Each such request for an increase or addition shall be in an amount of at least $10,000,000, increased by increments of $1,000,000, and may be made by either (1) increasing, for one or more Revolving Lenders, with their prior written consent, their respective Revolving Credit Commitments, (2) adding a new commitment for one or more then existing Lenders, with their prior written consent, with respect to the Borrower shall not have terminated any Term Loan Increase or Additional Term Loan Facility, or (3) including one or more Additional Lenders, each with a new commitment under portion of the Revolving Credit Commitment or with respect Commitments pursuant to a Term Loan Increase or an Additional Term Loan Facility, as a party Section 2.8 hereof. The Borrower agrees to this Agreement (each an “Additional Commitment” and, collectively, the “Additional Commitments”), as described below. Upon receipt pay any reasonable out-of-pocket expenses of written notice from the Borrower requesting any such increase or addition, the Administrative Agent shall promptly notify the applicable Lenders of such requestrelating to any Commitment Amount Increase. At the time of sending such notice to the applicable Lenders, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which each applicable Lender is requested to respond (which shall in no event be less than five Business Days from the date of delivery of such notice). Each applicable Lender shall notify the Administrative Agent within such time period whether or not it agrees to increase its Revolving Amount, or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, and, if so, the amount thereof. Any applicable Lender so approached to provide all or a portion of an increase to the Revolving Amount or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, may elect or decline the same, in its sole discretion. Any applicable Lender not responding within such time period shall be deemed to have declined the same. The Administrative Agent shall notify the Borrower of the applicable Lenders’ responses to each request made under this Section. To achieve the full amount of a requested increase or addition, the Borrower may if necessary after receipt of responses from the applicable Lenders also invite one or more Additional Lenders to become Lenders pursuant to a joinder agreement to this Agreement in form and substance satisfactory to the Administrative Agent. (ii) During the Commitment Increase Period, all of the Lenders agree that the Administrative Agent, in its reasonable discretion, may permit one or more Additional Commitments Promptly upon satisfaction of the following requirements: (A) each Additional Lender, if any, shall execute an Additional Lender Assumption Agreement, (B) each Additional Commitment from an Additional Lender, if any, shall be in an amount of at least $1,000,000, (C) the Administrative Agent shall provide to the Borrower and each Lender a revised Schedule 1 to this Agreement, including revised Applicable Commitment Percentages for each of the Lenders, if appropriate, on or prior to the date of the effectiveness of such Additional Commitments (each an “Additional Lender Assumption Effective Date”)any Commitment Amount Increase, and (D) the Borrower Borrower, if requested by any new Bank, shall execute and deliver new Notes to the Administrative Agent and the applicable Lenders such replacement or additional Notes as shall be required by the Administrative Agent (and requested by such Lender or Lenders)each requesting Bank. The Lenders hereby authorize the Administrative Agent to execute each Additional Lender Assumption Agreement on behalf of the Lenders. (iii) On each Additional Lender Assumption Effective Date (except in the case of an Additional Term Loan Facility), as appropriate, the relevant Lenders shall make adjustments among themselves with respect to the Loans then outstanding and amounts of principal, interest, commitment fees and other amounts paid or payable with respect thereto as shall be necessary, in the opinion of the Administrative Agent, in order to reallocate among the applicable Lenders such outstanding amounts, based on the revised Applicable Commitment Percentages and to otherwise carry out fully the intent and terms of this Section 2.10(b) (and the Borrower shall pay to the applicable Lenders any amounts that would be payable pursuant to Section 3.3 hereof if such adjustments among the applicable Lenders would cause a prepayment of one or more Eurodollar Loans). In connection therewith, it is understood and agreed that the Maximum Amount of any Lender will not be increased (or decreased except pursuant to subsection (a) hereof) without the prior written consent of such Lender. The Borrower shall not request any increase or addition pursuant to subsection (b)(i) if a Default or an Event of Default shall then exist, or, after giving pro forma effect to any such increase or addition, would exist. The terms applicable to the Revolving Loans (and Revolving Credit Commitments) in respect of an increase to the Revolving Amount and the terms applicable to the portion of the Term Loan in respect of a Term Loan Increase, in each case pursuant to this Section 2.10, shall be substantially identical to the terms then applicable to existing Revolving Loans (and Revolving Credit Commitments) or to the existing portion of the Term Loan, as the case may be; provided however that the initial issue price of the loans subject to a Term Loan Increase need not be so identical so long as such issue price is not less than the issue price that would produce a Yield Differential as between the Term Loan issued on the Closing Date and the loans to be issued as part of such Term Loan Increase. (iv) Notwithstanding anything herein to the contrary, at the time of no Bank shall have any such obligation to increase its Revolving Credit Commitment or addition contemplated by this Section 2.10(b), the Administrative Agent, the advance additional Term Loans and no Bank’s Revolving Credit Parties and the Lenders providing such increase or addition shall enter into an amendment to evidence such increase or addition and such amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate in the reasonable opinion of the Administrative Agent to effect the provisions of this Section 2.10(b) (including, without limitation, amendments to the definitions in this Agreement to designate “classes” or “tranches” of loans, borrowings and commitments, and related terms, and to Section 9.8 hereof for the purpose of treating such increases pari passu with the other loans established hereunder). The Administrative Agent and the Lenders hereby consent to the transactions contemplated by this Section 2.10(b) and hereby waive the requirements of any provision of this Agreement or any other Loan Document that may otherwise prohibit the transactions contemplated by this Section 2.10(b). Upon each increase of the Revolving Amount, Term Loan Increase or addition of the Additional Term Loan Facility, the Total Commitment Amount shall be increased by an amount equal without its consent thereto, and each Bank may at its option, unconditionally and without cause, decline to the amount of such increase its Revolving Credit Commitment or additionadvance additional Term Loans.

Increase in Commitment. (i) At any time during By written notice sent to the Commitment Increase PeriodBanks, the Borrower may request by written notice to the Administrative Agent (A) an increase to the Revolving Amount, (B) to add an additional term loan facility to this Agreement (the “Additional Term Loan Facility”) (which Additional Term Loan Facility shall be subject to subsection (c) below) or (C) to increase the aggregate principal amount of the Term Loan made on the Closing Date (a “Term Loan Increase”); provided that the aggregate amount of all increases the Commitments by an aggregate amount: (i) equal to any integral multiple of One Million Dollars ($1,000,000) and additions not less than Ten Million Dollars (revolver $10,000,000) and term(ii) made not to exceed Fifty Million Dollars ($50,000,000); provided, that (i) no Default shall have occurred and be continuing, (ii) the aggregate amount of the Commitments shall not have been reduced, nor shall the Borrower have given notice of any such reduction, under Section 2.12(a), except with the prior written consent of the Required Banks; and (iii) the aggregate amount of the Commitments shall not previously have been increased pursuant to this subsection Section 2.12(b) on more than one occasion. Within thirty (b30) shall not exceed $50,000,000 and provided, further, that no days after such increase or addition shall be permitted if request has been given (I) the Leverage Ratio would, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments as determined in accordance with this AgreementSection 12.13), exceed each Bank shall notify the lesser Agent, whether or not, in the exercise of (x) 3.90:1.00 and (y) the maximum Leverage Ratio then permitted under Section 5.7(a) or (II) the covenant contained in Section 5.7(c) would not be satisfied on a pro forma basis for the most recent determination periodits sole discretion, after giving effect it is willing to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement. Each such request for an increase or addition shall be in its Commitment by an amount equal to its pro rata share (calculated based on its Commitment then in existence) of at least $10,000,000, increased by increments of $1,000,000, and may be made by either (1) increasing, for one or more Revolving Lenders, with their prior written consent, their respective Revolving Credit Commitments, (2) adding a new commitment for one or more then existing Lenders, with their prior written consent, with respect to any Term Loan Increase or Additional Term Loan Facility, or (3) including one or more Additional Lenders, each with a new commitment under the Revolving Credit Commitment or with respect to a Term Loan Increase or an Additional Term Loan Facility, as a party to this Agreement requested increase (each an “Additional Commitment” and, collectively, the “Additional Commitments”Bank having no obligation to do so), as described below. Upon receipt of written notice from the Borrower requesting any such increase or addition, the Administrative The Agent shall promptly notify the applicable Lenders Borrower and each other Bank of such requesteach Bank's decision. At the time of sending such notice to the applicable Lenders, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which each applicable Lender is requested to respond (which shall in no event be less than five Business Days from the date of delivery of such notice). Each applicable Lender shall Any Bank that does not so notify the Administrative Agent within such time period whether or not it agrees to increase its Revolving Amount, or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, and, if so, the amount thereof. Any applicable Lender so approached to provide all or a portion of an increase to the Revolving Amount or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, may elect or decline the same, in its sole discretion. Any applicable Lender not responding within such time period shall be deemed to have declined the samedecided not to be willing to increase its Commitment. The Administrative Agent shall notify the Borrower of the applicable Lenders’ responses to each request made under this Section. To achieve the full amount of a requested increase or addition, the Borrower may if necessary after receipt of responses from the applicable Lenders also invite If one or more Additional Lenders of the Banks is not willing to become Lenders pursuant to a joinder agreement to this Agreement so increase its Commitment, then within sixty (60) days after the Borrower's original request has been given (as determined in form and substance satisfactory accordance with Section 12.13), with notice thereof to the Administrative Agent. (ii) During the Commitment Increase Periodother Banks, all of the Lenders agree that the Administrative Agent, in its reasonable discretion, may permit another one or more Additional Commitments upon satisfaction financial institutions meeting the definition of an Eligible Assignee (each a "New Bank") may commit to provide an amount equal to the aggregate amount of the following requirementsrequested increase that will not be provided by the existing Banks; provided, that the Commitment of each New Bank shall be at least Five Million ($5,000,000) and the maximum number of New Banks shall be two. Upon receipt of notice from the Agent to the Banks and the Borrower that the Banks, or sufficient Banks and New Banks, have agreed to commit to an aggregate amount equal to the increase requested by the Borrower (or such lesser amount as the Borrower shall agree, which shall be at least Ten Million Dollars ($10,000,000) and an integral multiple of One Million Dollars ($1,000,000) in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, (Ai) each Additional Lender, the Borrower the Agent and the Banks willing to increase their respective Commitments and the New Banks (if any, ) shall execute and deliver an Additional Lender Assumption Agreement, (B) each Additional Increased Commitment from an Additional Lender, if any, shall be in an amount of at least $1,000,000, (C) the Administrative Agent shall provide to the Borrower and each Lender a revised Schedule 1 to this Agreement, including revised Applicable Commitment Percentages for each of the Lenders, if appropriate, on or prior to the date of the effectiveness of such Additional Commitments (each an “Additional Lender Assumption Effective Date”)Supplement, and (D) the Borrower shall execute and deliver a new Note, as provided in the Increased Commitment Supplement, to each Bank. Upon the Administrative Agent and the applicable Lenders such replacement or additional Notes as shall be required by the Administrative Agent (and requested by such Lender or Lenders). The Lenders hereby authorize the Administrative Agent to execute each Additional Lender Assumption Agreement on behalf effective date of the Lenders. (iii) On each Additional Lender Assumption Effective Date (except in the case of an Additional Term Loan Facility)Increased Commitment Supplement, as appropriate, the relevant Lenders if all existing Banks shall make adjustments among themselves with respect to the Loans then outstanding and amounts of principal, interest, commitment fees and other amounts paid or payable with respect thereto as shall be necessary, in the opinion not have provided their pro rata portion of the Administrative Agentrequested increase, in order to reallocate among the applicable Lenders such outstanding amounts, based on the revised Applicable Commitment Percentages and to otherwise carry out fully the intent and terms of this Section 2.10(b) (and the Borrower shall pay request a borrowing hereunder which shall be made only by the Banks who have increased their Commitment and, if applicable, the New Banks, the proceeds of such borrowing shall be utilized by Borrower to repay the Banks who did not agree to increase their Commitments, such borrowing and repayments to be in amounts sufficient so that after giving effect thereto, the Loans shall be held by the Banks pro rata according to the applicable Lenders any amounts that would be payable pursuant to Section 3.3 hereof if such adjustments among the applicable Lenders would cause a prepayment of one or more Eurodollar Loans). In connection therewith, it is understood and agreed that the Maximum Amount of any Lender will not be increased (or decreased except pursuant to subsection (a) hereof) without the prior written consent of such Lender. The Borrower shall not request any increase or addition pursuant to subsection (b)(i) if a Default or an Event of Default shall then exist, or, after giving pro forma effect to any such increase or addition, would exist. The terms applicable to the Revolving Loans (and Revolving Credit respective Commitments) in respect of an increase to the Revolving Amount and the terms applicable to the portion of the Term Loan in respect of a Term Loan Increase, in each case pursuant to this Section 2.10, shall be substantially identical to the terms then applicable to existing Revolving Loans (and Revolving Credit Commitments) or to the existing portion of the Term Loan, as the case may be; provided however that the initial issue price of the loans subject to a Term Loan Increase need not be so identical so long as such issue price is not less than the issue price that would produce a Yield Differential as between the Term Loan issued on the Closing Date and the loans to be issued as part of such Term Loan Increase. (iv) Notwithstanding anything herein to the contrary, at the time of any such increase or addition contemplated by this Section 2.10(b), the Administrative Agent, the Credit Parties and the Lenders providing such increase or addition shall enter into an amendment to evidence such increase or addition and such amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate in the reasonable opinion of the Administrative Agent to effect the provisions of this Section 2.10(b) (including, without limitation, amendments to the definitions in this Agreement to designate “classes” or “tranches” of loans, borrowings and commitments, and related terms, and to Section 9.8 hereof for the purpose of treating such increases pari passu with the other loans established hereunder). The Administrative Agent and the Lenders hereby consent to the transactions contemplated by this Section 2.10(b) and hereby waive the requirements of any provision of this Agreement or any other Loan Document that may otherwise prohibit the transactions contemplated by this Section 2.10(b). Upon each increase of the Revolving Amount, Term Loan Increase or addition of the Additional Term Loan Facility, the Total Commitment Amount shall be increased by an amount equal to the amount of such increase or addition.

Increase in Commitment. (i) At So long as (a) no Default or Unmatured Default has occurred and is continuing, and (b) the Borrower has not terminated or reduced in part any unused portion of the Commitments at any time during the Commitment Increase Periodpursuant to Section 2.5, the Borrower may request may, at any time and from time to time, by written notice to the Administrative Agent, request, not more than two (2) times each calendar year, an increase in the Aggregate Commitment within the limitations hereafter described, which notice shall set forth the amount of such increase. In accordance with Section 2.6(iv), the Aggregate Commitment may be so increased either by having one or more Purchasers that have been approved by the Borrower and the Administrative Agent become Lenders and/or by having any one or more of the then existing Lenders (at their respective election in their sole discretion) increase the amount of their Commitment ("Increasing Lenders"), provided that (A) the Commitment of any Purchaser shall not be less than $10,000,000 and the sum of the Commitments of the Purchasers and the increases in the Commitments of the Increasing Lenders shall be in an increase to the Revolving Amountaggregate amount of not less than $10,000,000 (and, if in excess thereof, in integral multiples of $5,000,000); (B) to add an additional term loan facility to this Agreement (the “Additional Term Loan Facility”) (which Additional Term Loan Facility shall be subject to subsection (c) below) or (C) to increase the aggregate principal amount of the Term Loan made on the Closing Date (a “Term Loan Increase”); provided that the aggregate amount of all the increases and additions (revolver and term) made in the Aggregate Commitment pursuant to this subsection (b) Section 2.6 shall not exceed $50,000,000 75,000,000; (C) the Borrower, each Purchaser and/or each Increasing Lender shall have executed and provideddelivered to the Administrative Agent a commitment and acceptance (the "Commitment and Acceptance") substantially in the form of Exhibit F hereto, furtherand the Administrative Agent shall have accepted and executed the same, (D) if requested by the Purchaser and/or the Increasing Lenders, the Borrower shall have executed and delivered to the Administrative Agent a Note or Notes payable to the order of each Purchaser and/or each Increasing Lender, each such Note to be in the amount of such Purchaser's Commitment or such Increasing Lender's Commitment (as applicable), (E) the Guarantors shall have consented in writing to the new Commitments or increases in Commitments (as applicable) and shall have agreed that no their Guaranty continue in full force and effect, and (F) the Borrower, each Purchaser and/or each Increasing Lender shall otherwise have executed and delivered such other instruments and documents as the Administrative Agent shall have reasonably requested in connection with such new Commitment or increase or addition in the Commitment (as applicable). The form and substance of the documents required under clauses (C) through (F) above shall be permitted if reasonably acceptable to the Administrative Agent. The Administrative Agent shall provide prior written notice to all of the Lenders hereunder of the admission of any Purchaser or the increase in the Commitment of any Increasing Lender hereunder and shall furnish to each of the Lenders copies of the documents required under clause (IC), (E) and (F) above. (ii) Upon the Leverage Ratio wouldeffective date of any increase in the Aggregate Commitment pursuant to the provisions hereof ("Increase Date"), which Increase Date shall be mutually agreed upon by the Borrower, each Purchaser, each Increasing Lender and the Administrative Agent, each Purchaser and/or Increasing Lender shall make a payment to the Administrative Agent in an amount sufficient, upon the application of such payments by all Purchasers and Increasing Lenders to the reduction of the Outstanding Credit Exposures of the Lenders (including the Increasing Lenders), to cause the Outstanding Credit Exposures of each Lender to be equal to each Lender's Pro Rata Share of the Aggregate Commitment as so increased. The Borrower hereby irrevocably authorizes each Purchaser and/or each Increasing Lender to fund to the Administrative Agent the payment required to be made pursuant to the immediately preceding sentence for application to the reduction of the Outstanding Credit Exposures of the Lenders, and each such payment shall constitute a Loan hereunder. If, as a result of the repayment of the Outstanding Credit Exposures provided for in this Section 2.6(ii), any payment of a Eurodollar Loan occurs on a day which is not the last day of the applicable Interest Period, the Borrower will pay to the Administrative Agent for the benefit of any of the Lenders (including any Increasing Lender to the extent of Eurodollar Loans held by such Increasing Lender prior to such Increase Date) holding a Eurodollar Loan any loss or cost incurred by such Lender resulting therefrom in accordance with Section 3.4. Upon the Increase Date, all Loans outstanding hereunder (including any Loans made by the Purchasers and/or Increasing Lenders on the Increase Date) shall be Floating Rate Loans, subject to the Borrower's right to convert the same to Eurodollar Loans on or after giving effect to such date in accordance with the provisions of Section 2.10. (iii) Upon the Increase Date and the making of any loans to be made on the date of effectiveness thereof (in each case assuming Loans by the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments Purchasers and/or Increasing Lenders in accordance with this Agreementthe provisions of Section 2.6(ii), exceed each Purchaser and/or each Increasing Lender shall also be deemed to have irrevocably and unconditionally purchased and received without recourse or warranty, from the lesser of (x) 3.90:1.00 and (y) the maximum Leverage Ratio then permitted under Section 5.7(a) or (II) the covenant contained in Section 5.7(c) would not be satisfied on a pro forma basis for the most recent determination period, after giving effect Lenders immediately prior to the making of Increase Date, an undivided interest and participation in any loans to be made on the date of effectiveness thereof Facility LC and Swing Line Advance, as applicable, then outstanding, ratably, such that each Lender (including each Purchaser) holds a participation interest in each case assuming such Facility LC and Swing Line Advance, as applicable, in proportion to such Lender's Pro Rata Share. (iv) Upon the Revolving Amount notice by the Borrower to the Administrative Agent pursuant to Section 2.6(i) hereof, each of the then existing Lenders shall have the right (at its election) to increase its Commitment by an amount equal to such Lender's Pro Rata Share of the proposed increase in the Aggregate Commitment. If less than all of the proposed increase in Aggregate Commitment is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement. Each such request for an elected by the existing Lenders, then any of the then existing Lenders shall have the right to increase or addition shall be its Commitment in an amount greater than such Lender's Pro Rata Share of at least $10,000,000, increased by increments the proposed increase in the Aggregate Commitment with the Administrative Agent's approval. In the event the sum of $1,000,000, each Purchaser's Commitment and may be made by either (1) increasing, for one or more Revolving Lenders, with their prior written consent, their respective Revolving Credit Commitments, (2) adding a new commitment for one or more then existing Lenders, with their prior written consent, with respect to any Term Loan Increase or Additional Term Loan Facility, or (3) including one or more Additional Lenders, the increase in each with a new commitment under Increasing Lender's Commitment is less than the Revolving Credit Commitment or with respect to a Term Loan Increase or an Additional Term Loan Facility, as a party to this Agreement (each an “Additional requested increase in the Aggregate Commitment” and, collectively, the “Additional Commitments”), as described belowBorrower may elect to accept the increase in the Aggregate Commitment to be equal to such lesser amount. Upon receipt of written notice from Notwithstanding anything to the Borrower requesting any such increase or additioncontrary contained herein, the Administrative Agent shall promptly notify not be liable for any failure to obtain Increasing Lenders or Purchasers hereunder or for any failure to increase the applicable Lenders of such request. At Aggregate Commitment by the time of sending such notice to the applicable Lenders, amount so requested by the Borrower pursuant to Section 2.6(i). (in consultation with v) Nothing contained herein shall constitute or otherwise be deemed to be a commitment or agreement on the Administrative Agent) shall specify the time period within which each applicable part of any Lender is requested to respond (which shall in no event be less than five Business Days from the date of delivery of such notice). Each applicable Lender shall notify the Administrative Agent within such time period whether or not it agrees to increase its Revolving Amount, or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, and, if so, the amount thereofCommitment hereunder at any time. Any applicable No Lender so approached to provide all or a portion of an increase to the Revolving Amount or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, may elect or decline the same, in its sole discretion. Any applicable Lender not responding within such time period shall be deemed to have declined the same. The Administrative Agent shall notify the Borrower of the applicable Lenders’ responses to each request made under this Section. To achieve the full amount of a requested increase or addition, the Borrower may if necessary after receipt of responses from the applicable Lenders also invite one or more Additional Lenders to become Lenders pursuant to a joinder agreement to this Agreement in form and substance satisfactory to the Administrative Agent. (ii) During the Commitment Increase Period, all of the Lenders agree that the Administrative Agent, in its reasonable discretion, may permit one or more Additional Commitments upon satisfaction of the following requirements: (A) each Additional Lender, if any, shall execute an Additional Lender Assumption Agreement, (B) each Additional Commitment from an Additional Lender, if any, shall be in an amount of at least $1,000,000, (C) the Administrative Agent shall provide to the Borrower and each Lender a revised Schedule 1 to this Agreement, including revised Applicable Commitment Percentages for each of the Lenders, if appropriate, on or prior to the date of the effectiveness of such Additional Commitments (each an “Additional Lender Assumption Effective Date”), and (D) the Borrower shall execute and deliver to the Administrative Agent and the applicable Lenders such replacement or additional Notes as shall be required by the Administrative Agent (and requested by such Lender or Lenders). The Lenders hereby authorize the Administrative Agent to execute each Additional Lender Assumption Agreement on behalf of the Lenders. (iii) On each Additional Lender Assumption Effective Date (except in only for itself) shall have the case of an Additional Term Loan Facility), as appropriate, the relevant Lenders shall make adjustments among themselves with respect right to the Loans then outstanding and amounts of principal, interest, commitment fees and other amounts paid or payable with respect thereto as shall be necessary, in the opinion of the Administrative Agent, in order to reallocate among the applicable Lenders such outstanding amounts, based on the revised Applicable Commitment Percentages and to otherwise carry out fully the intent and terms of this Section 2.10(b) (and the Borrower shall pay to the applicable Lenders any amounts that would be payable decline Borrower's request pursuant to Section 3.3 hereof if such adjustments among the applicable Lenders would cause a prepayment of one or more Eurodollar Loans). In connection therewith, it is understood and agreed that the Maximum Amount of any Lender will not be increased (or decreased except pursuant to subsection (a2.6(i) hereof) without the prior written consent of such Lender. The Borrower shall not request any increase or addition pursuant to subsection (b)(i) if a Default or an Event of Default shall then exist, or, after giving pro forma effect to any such increase or addition, would exist. The terms applicable to the Revolving Loans (and Revolving Credit Commitments) in respect of for an increase to the Revolving Amount and the terms applicable to the portion of the Term Loan in respect of a Term Loan Increase, in each case pursuant to this Section 2.10, shall be substantially identical to the terms then applicable to existing Revolving Loans (and Revolving Credit Commitments) or to the existing portion of the Term Loan, as the case may be; provided however that the initial issue price of the loans subject to a Term Loan Increase need not be so identical so long as such issue price is not less than the issue price that would produce a Yield Differential as between the Term Loan issued on the Closing Date and the loans to be issued as part of such Term Loan Increase. (iv) Notwithstanding anything herein to the contrary, at the time of any such increase or addition contemplated by this Section 2.10(b), the Administrative Agent, the Credit Parties and the Lenders providing such increase or addition shall enter into an amendment to evidence such increase or addition and such amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate in the reasonable opinion of the Administrative Agent to effect the provisions of this Section 2.10(b) (including, without limitation, amendments to the definitions in this Agreement to designate “classes” or “tranches” of loans, borrowings and commitments, and related terms, and to Section 9.8 hereof for the purpose of treating such increases pari passu with the other loans established hereunder). The Administrative Agent and the Lenders hereby consent to the transactions contemplated by this Section 2.10(b) and hereby waive the requirements of any provision of this Agreement or any other Loan Document that may otherwise prohibit the transactions contemplated by this Section 2.10(b). Upon each increase of the Revolving Amount, Term Loan Increase or addition of the Additional Term Loan Facility, the Total Commitment Amount shall be increased by an amount equal to the amount of such increase or additionAggregate Commitment.

Increase in Commitment. (a) So long as (a) no Default has occurred and is continuing, and (b) the Borrower has not terminated or reduced in part any unused portion of the Commitments at any time pursuant to Section 2.5, the Borrower may, at any time and from time to time, by notice to the Agent, request an increase in the aggregate amount of the Commitments within the limitations hereafter described, which notice shall set forth the amount of such increase. In accordance with Section 2.6(d), the aggregate amount of the Commitments may be so increased either by having one or more New Lenders that have been approved by the Borrower become Lenders and/or by having any one or more of the then existing Lenders (at their respective election in their sole discretion) increase the amount of their Commitment (Increasing Lenders), provided that (i) At any time during the Commitment Increase Period, of any New Lender shall not be less than $10,000,000 and the Borrower may request by written notice to sum of the Administrative Agent (A) an increase to Commitments of the Revolving Amount, (B) to add an additional term loan facility to this Agreement (New Lenders and the “Additional Term Loan Facility”) (which Additional Term Loan Facility increases in the Commitments of the Increasing Lenders shall be subject to subsection (c) below) or (C) to increase the in an aggregate principal amount of the Term Loan made on the Closing Date not less than $10,000,000 (a “Term Loan Increase”and, if in excess thereof, in integral multiples of $5,000,000); provided that (ii) the aggregate amount of all the increases in the Commitments pursuant to this Section 2.6 shall not exceed Fifty Million Dollars ($50,000,000); (ii) the Borrower, each New Lender and/or each Increasing Lender shall have executed and additions delivered to the Agent a commitment and acceptance (revolver the Commitment and termAcceptance) substantially in the form of Exhibit F hereto, and the Agent shall have accepted and executed the same, (iv) the Borrower shall have executed and delivered to the Agent a Revolving Note or Revolving Notes payable to the order of each New Lender and/or each Increasing Lender, each such Revolving Note to be in the amount of such New Lender's Commitment or such Increasing Lenders Commitment (as applicable); (v) the Borrower shall have delivered to the Agent opinions of counsel (substantially similar to the forms of opinions provided for in Section 6.1(j), modified to apply to the increase in the Commitments and each new Revolving Note and Commitment and Acceptance executed and delivered in connection therewith); (vi) the Significant Subsidiaries shall have consented in writing to the new Commitments or increases in Commitments (as applicable) and shall have agreed that their Guarantees continue in full force and effect, and (vii) the Borrower, each New Lender and/or each Increasing Lender shall otherwise have executed and delivered such other instruments and documents as the Agent shall have reasonably requested in connection with such new Commitment or increase in the Commitment (as applicable). The form and substance of the documents required under clauses (iii) through (vii) above shall be reasonably acceptable to the Agent. The Agent shall provide written notice to all of the Lenders hereunder of the admission of any New Lender or the increase in the Commitment of any Increasing Lender hereunder and shall furnish to each of the Lenders copies of the documents required under clause (iii), (v), (vi) and (vii) above. (b) Upon the effective date of any increase in the aggregate amount of Commitments pursuant to the provisions hereof (Increase Date), which Increase Date shall be mutually agreed upon by the Borrower, each New Lender, each Increasing Lender and the Agent, each New Lender and/or Increasing Lender shall make a payment to the Agent in an amount sufficient, upon the application of such payments by all New Lenders and Increasing Lenders to the reduction of the outstanding Revolving Loans held by the Lenders (including the Increasing Lenders) to cause the principal amount outstanding under the Revolving Loans made by each Lender to be equal to each Lenders Commitment Percentage of the aggregate amount of Commitments as so increased. The Borrower hereby irrevocably authorizes each New Lender and/or each Increasing Lender to fund to the Agent the payment required to be made pursuant to the immediately preceding sentence for application to the reduction of the outstanding Revolving Loans held by the other Lenders, and each such payment shall constitute a Revolving Loan hereunder. If, as a result of the repayment of the Revolving Loans provided for in this subsection Section 2.6(b), any payment of a Eurodollar Loan occurs on a day which is not the last day of the applicable Interest Period, the Borrower will pay to the Agent for the benefit of any of the Lenders (bincluding any Increasing Lender to the extent of Eurodollar Loans held by such Increasing Bank prior to such Increase Date) holding a Eurodollar Loan any loss or cost incurred by such Lender resulting therefrom in accordance with Section 5.5. Upon the Increase Date, all Revolving Loans outstanding hereunder (including any Revolving Loans made by the New Lenders and/or Increasing Lenders on the Increase Date) shall not exceed $50,000,000 be Base Rate Loans, subject to the Borrower's right to convert the same to Eurodollar Loans on or after such date in accordance with the provisions of Section 3.5. (c) Upon the Increase Date and provided, further, that no such increase or addition shall be permitted if (I) the Leverage Ratio would, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments Loans by the New Lenders and/or Increasing Lenders in accordance with this Agreement, exceed the lesser provisions of (x) 3.90:1.00 and (y) the maximum Leverage Ratio then permitted under Section 5.7(a) or (II) the covenant contained in Section 5.7(c) would not be satisfied on a pro forma basis for the most recent determination period, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement. Each such request for an increase or addition shall be in an amount of at least $10,000,000, increased by increments of $1,000,000, and may be made by either (1) increasing, for one or more Revolving Lenders, with their prior written consent, their respective Revolving Credit Commitments, (2) adding a new commitment for one or more then existing Lenders, with their prior written consent, with respect to any Term Loan Increase or Additional Term Loan Facility, or (3) including one or more Additional Lenders2.6(b), each with a new commitment under the Revolving Credit Commitment or with respect to a Term Loan Increase or an Additional Term Loan Facility, as a party to this Agreement (New Lender and/or each an “Additional Commitment” and, collectively, the “Additional Commitments”), as described below. Upon receipt of written notice from the Borrower requesting any such increase or addition, the Administrative Agent shall promptly notify the applicable Lenders of such request. At the time of sending such notice to the applicable Lenders, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which each applicable Lender is requested to respond (which shall in no event be less than five Business Days from the date of delivery of such notice). Each applicable Increasing Lender shall notify the Administrative Agent within such time period whether or not it agrees to increase its Revolving Amount, or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, and, if so, the amount thereof. Any applicable Lender so approached to provide all or a portion of an increase to the Revolving Amount or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, may elect or decline the same, in its sole discretion. Any applicable Lender not responding within such time period shall also be deemed to have declined the same. The Administrative Agent shall notify the Borrower of the applicable Lenders’ responses to each request made under this Section. To achieve the full amount of a requested increase irrevocably and unconditionally purchased and received without recourse or additionwarranty, the Borrower may if necessary after receipt of responses from the applicable Lenders also invite one or more Additional Lenders to become Lenders pursuant to a joinder agreement to this Agreement in form and substance satisfactory immediately prior to the Administrative AgentIncrease Date, an undivided interest and participation in any Letter of Credit and Swingline Loan, as applicable, then outstanding, ratably, such that each Lender (including each New Lender) holds a participation interest in each such Letter of Credit and Swingline Loan, as applicable, in proportion to such Lenders Commitment Percentage. (iid) During Upon the Commitment Increase Period, all of notice by the Lenders agree that the Administrative Agent, in its reasonable discretion, may permit one or more Additional Commitments upon satisfaction of the following requirements: (A) each Additional Lender, if any, shall execute an Additional Lender Assumption Agreement, (B) each Additional Commitment from an Additional Lender, if any, shall be in an amount of at least $1,000,000, (C) the Administrative Agent shall provide Borrower to the Borrower and each Lender a revised Schedule 1 Agent pursuant to this AgreementSection 2.6(a) hereof, including revised Applicable Commitment Percentages for each of the Lenders, if appropriate, on or prior to the date of the effectiveness of such Additional Commitments (each an “Additional Lender Assumption Effective Date”), and (D) the Borrower shall execute and deliver to the Administrative Agent and the applicable Lenders such replacement or additional Notes as shall be required by the Administrative Agent (and requested by such Lender or Lenders). The Lenders hereby authorize the Administrative Agent to execute each Additional Lender Assumption Agreement on behalf of the Lenders. (iii) On each Additional Lender Assumption Effective Date (except in the case of an Additional Term Loan Facility), as appropriate, the relevant then existing Lenders shall make adjustments among themselves with respect have the right (at its election) to the Loans then outstanding and amounts of principal, interest, commitment fees and other amounts paid or payable with respect thereto as shall be necessary, in the opinion of the Administrative Agent, in order to reallocate among the applicable Lenders such outstanding amounts, based on the revised Applicable increase its Commitment Percentages and to otherwise carry out fully the intent and terms of this Section 2.10(b) (and the Borrower shall pay to the applicable Lenders any amounts that would be payable pursuant to Section 3.3 hereof if such adjustments among the applicable Lenders would cause a prepayment of one or more Eurodollar Loans). In connection therewith, it is understood and agreed that the Maximum Amount of any Lender will not be increased (or decreased except pursuant to subsection (a) hereof) without the prior written consent of such Lender. The Borrower shall not request any increase or addition pursuant to subsection (b)(i) if a Default or an Event of Default shall then exist, or, after giving pro forma effect to any such increase or addition, would exist. The terms applicable to the Revolving Loans (and Revolving Credit Commitments) in respect of an increase to the Revolving Amount and the terms applicable to the portion of the Term Loan in respect of a Term Loan Increase, in each case pursuant to this Section 2.10, shall be substantially identical to the terms then applicable to existing Revolving Loans (and Revolving Credit Commitments) or to the existing portion of the Term Loan, as the case may be; provided however that the initial issue price of the loans subject to a Term Loan Increase need not be so identical so long as such issue price is not less than the issue price that would produce a Yield Differential as between the Term Loan issued on the Closing Date and the loans to be issued as part of such Term Loan Increase. (iv) Notwithstanding anything herein to the contrary, at the time of any such increase or addition contemplated by this Section 2.10(b), the Administrative Agent, the Credit Parties and the Lenders providing such increase or addition shall enter into an amendment to evidence such increase or addition and such amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate in the reasonable opinion of the Administrative Agent to effect the provisions of this Section 2.10(b) (including, without limitation, amendments to the definitions in this Agreement to designate “classes” or “tranches” of loans, borrowings and commitments, and related terms, and to Section 9.8 hereof for the purpose of treating such increases pari passu with the other loans established hereunder). The Administrative Agent and the Lenders hereby consent to the transactions contemplated by this Section 2.10(b) and hereby waive the requirements of any provision of this Agreement or any other Loan Document that may otherwise prohibit the transactions contemplated by this Section 2.10(b). Upon each increase of the Revolving Amount, Term Loan Increase or addition of the Additional Term Loan Facility, the Total Commitment Amount shall be increased by an amount equal to such Lenders Commitment Percentage of the proposed increase in the aggregate Commitments. If less than all of the proposed increase in aggregate Commitments is elected by the existing Lenders, then any of the then existing Lenders shall have the right to increase its Commitment in an amount greater than such Lenders Commitment Percentage of the proposed increase in the aggregate Commitments with the Agents approval. If the entire amount of the proposed increase in aggregate Commitments is still not obtained, Agent shall use its best efforts with Borrowers full cooperation to add New Lenders, acceptable to the Borrower and to the Agent, with new Commitments which when added to the increase in Commitments of the Increasing Lenders, shall equal the requested increase in the aggregate amount of the Commitments. In the event the sum of each New Lenders Commitment and the increase in each Increasing Lenders Commitment is less than the requested increase in the aggregate amount of Commitments, the Borrower may elect to accept the increase in the aggregate amount of the Commitments to be equal to such lesser amount. Notwithstanding anything to the contrary, Agent shall not be liable for any failure to obtain Increasing Lenders or New Lenders hereunder or any failure to increase the aggregate amount of Commitments by the amount so requested by the Borrower pursuant to Section 2.6(a). (e) Nothing contained herein shall constitute, or otherwise be deemed to be a commitment or agreement on the part of such any Lender to increase or additionits Commitment hereunder at any time. No Lender (except only for itself) shall have the right to decline Borrower=s request pursuant to Section 2.6(a) for an increase in the aggregate amount of Commitments.

Increase in Commitment. (ia) At any time during Provided that no Unmatured Default or Default has occurred and is continuing, subject to the Commitment Increase Periodterms and conditions set forth in this Section 2.23, the Borrower may shall have the option at any time and from time to time prior to the date that is at least thirty (30) days prior to the Facility Termination Date to request an increase in the Aggregate Revolving Credit Commitment, the Term Loan A Commitments and/or the Term Loan B Commitments, each in increments of $10,000,000, by an aggregate amount of increases to the Aggregate Revolving Credit Commitment, the Term Loan A Commitments and Term Loan B Commitments of up to $350,000,000 (the amount of the requested increase to be set forth in the Increase Notice) (which, assuming no previous reduction in the Revolving Credit Commitments, the Term Loan A Commitments or the Term Loan B Commitments, would result in an Aggregate Commitment of LEGAL02/41239043v9 $825,000,000), written notice to the Administrative Agent (Aan “Increase Notice”). The execution and delivery of the Increase Notice by the Borrower shall constitute a representation and warranty by the Borrower that all the conditions set forth in this Section 2.23 shall have been satisfied on the date of such Increase Notice. The Commitment Increase may be allocated (1) an increase to the then existing Revolving AmountCredit Commitments, having the same terms as the existing Revolving Credit Commitments (2) to the then existing Term Loan A Commitments having the same terms as the existing Term Loan A Commitments, (B3) to add an additional term loan facility to this Agreement (the “Additional initial Term Loan Facility”) (which Additional B Commitment, or once the initial Term Loan Facility shall be subject B Commitment is provided hereunder, to subsection (c) below) the then existing Term Loan B Commitments having the same terms as the existing Term Loan B Commitments, or (C4) any combination thereof reasonably satisfactory to Administrative Agent and satisfactory to the existing or additional Revolving Credit Lenders, Term Loan A Lenders or Term Loan B Lenders, as applicable, providing such additional Revolving Credit Commitments, Term Loan A Commitments or Term Loan B Commitments, as applicable. (b) In the event of the initial increase the aggregate principal amount of the Term Loan made on the Closing Date B Commitment, (a “Term Loan Increase”); provided that the aggregate amount of all increases and additions (revolver and term) made pursuant to this subsection (b) shall not exceed $50,000,000 and provided, further, that no such increase or addition shall be permitted if (Ii) the Leverage Ratio wouldBorrower, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement, exceed the lesser of (x) 3.90:1.00 and (y) the maximum Leverage Ratio then permitted under Section 5.7(a) or (II) the covenant contained in Section 5.7(c) would not be satisfied on a pro forma basis for the most recent determination period, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement. Each such request for an increase or addition shall be in an amount of at least $10,000,000, increased by increments of $1,000,000, and may be made by either (1) increasing, for one or more Revolving Lenders, with their prior written consent, their respective Revolving Credit Commitments, (2) adding a new commitment for one or more then existing Lenders, with their prior written consent, with respect to any Term Loan Increase or Additional Term Loan Facility, or (3) including one or more Additional Lenders, each with a new commitment under the Revolving Credit Commitment or with respect to a Term Loan Increase or an Additional Term Loan Facility, as a party to this Agreement (each an “Additional Commitment” and, collectively, the “Additional Commitments”), as described below. Upon receipt of written notice from the Borrower requesting any such increase or addition, the Administrative Agent shall promptly notify the applicable Lenders of such request. At the time of sending such notice to the applicable Lenders, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which each applicable Lender is requested to respond (which shall in no event be less than five Business Days from the date of delivery of such notice). Each applicable Lender shall notify the Administrative Agent within such time period whether or not it agrees to increase its Revolving Amount, or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, and, if so, the amount thereof. Any applicable Lender so approached to provide all or a portion of an increase to the Revolving Amount or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, may elect or decline the same, in its sole discretion. Any applicable Lender not responding within such time period shall be deemed to have declined the same. The Administrative Agent shall notify the Borrower of the applicable Lenders’ responses to each request made under this Section. To achieve the full amount of a requested increase or addition, the Borrower may if necessary after receipt of responses from the applicable Lenders also invite one or more Additional Lenders to become Lenders pursuant to a joinder agreement to this Agreement in form and substance satisfactory to the Administrative Agent. (ii) During the Commitment Increase Period, all of the Lenders agree that the Administrative Agent, in its reasonable discretion, may permit one or more Additional Commitments upon satisfaction of the following requirements: (A) each Additional Lender, if any, shall execute an Additional Lender Assumption Agreement, (B) each Additional Commitment from an Additional Lender, if any, shall be in an amount of at least $1,000,000, (C) the Administrative Agent shall provide to the Borrower and each Lender a revised Schedule 1 to this Agreement, including revised Applicable Commitment Percentages for each of the Lenders, if appropriate, on or prior to the date of the effectiveness of such Additional Commitments (each an “Additional Lender Assumption Effective Date”), and (D) the Borrower shall execute and deliver to the Administrative Agent and the applicable Lenders providing such replacement or additional Notes initial Term Loan B Commitment shall enter into an amendment to this Agreement as is necessary to evidence such increase of the Term Loan B Commitment (the “Term Loan B Commitment Amendment”), and all Lenders not providing the initial Term Loan B Commitments hereby consent to such limited scope amendment without future consent rights, provided that any such amendment regarding the Term Loan B Commitments shall provide that: (A) the final maturity date of the Term Loan B Commitment shall be required by no earlier than the Administrative Agent Term Loan A Maturity Date, (and requested by such Lender or Lenders). The Lenders hereby authorize the Administrative Agent to execute each Additional Lender Assumption Agreement on behalf B) there shall be no scheduled amortization of the Lenders. (iii) On each Additional Lender Assumption Effective Date (except in loans or reductions of commitments under the case of an Additional Term Loan FacilityB Commitment (which shall not restrict any mandatory prepayments required under Section 2.3(b), ) and (C) the Term Loan B Loans will rank pari passu in right of payment with the existing Revolving Credit Loans and the existing Term Loan A Loans and the borrower and guarantors of the Term Loan B Commitment shall be the same as appropriate, the relevant Lenders shall make adjustments among themselves Borrower and Subsidiary Guarantors with respect to the existing Revolving Credit Loans then outstanding and amounts of principalTerm Loan A Loans, interest(D) the interest rate margin, commitment fees rate floors, fees, original issue discount and other amounts paid or payable with respect thereto as shall be necessary, in the opinion of the Administrative Agent, in order to reallocate among the applicable Lenders such outstanding amounts, based on the revised Applicable Commitment Percentages and to otherwise carry out fully the intent and terms of this Section 2.10(b) (and the Borrower shall pay to the applicable Lenders any amounts that would be payable pursuant to Section 3.3 hereof if such adjustments among the applicable Lenders would cause a prepayment of one or more Eurodollar Loans). In connection therewith, it is understood and agreed that the Maximum Amount of any Lender will not be increased (or decreased except pursuant to subsection (a) hereof) without the prior written consent of such Lender. The Borrower shall not request any increase or addition pursuant to subsection (b)(i) if a Default or an Event of Default shall then exist, or, after giving pro forma effect to any such increase or addition, would exist. The terms premium applicable to the Revolving Term Loan B Loans shall be determined by the Borrower and the Term Loan B Lenders, (and E) the Term Loan B Loans may participate on a pro rata or less than pro rata (but not greater than pro rata) basis in voluntary or mandatory prepayments with the Revolving Credit Commitments) in respect of an increase to the Revolving Amount Loans and the Term Loan A Loans, and (F) the terms applicable to the portion of the Term Loan in respect of a Term Loan Increase, in each case pursuant to this Section 2.10, B Commitment shall be substantially identical to the terms set forth herein with respect to the Term Loan A Commitment (except as set forth in clauses (A) through (E) above), except for any terms that apply only after the Term Loan A Maturity Date or are also added for the benefit of the Term Loan A Lenders, and (ii) Borrower shall execute and deliver a Note to each Term Loan B Lender with respect to its respective Term Loan B Loan. (c) Upon receipt of any Increase Notice, the Administrative Agent shall consult with the Arrangers and shall notify the Borrower of the amount of facility fees (if LEGAL02/41239043v9 any) to be paid to any Lenders who provide an additional Revolving Credit Commitment, Term Loan A Commitment or Term Loan B Commitment, as applicable, in connection with such increase in the Aggregate Revolving Credit Commitment, Term Loan A Commitment or Term Loan B Commitment, as applicable (which shall be in addition to the fees to be paid to Administrative Agent or the Arrangers pursuant to the Fee Letter). If the Borrower agrees to pay the facility fees so determined, then applicable the Administrative Agent shall send a notice to existing all Revolving Loans Credit Lenders, Term Loan A Lenders or Term Loan B Lenders, as applicable, (the “Additional Commitment Request Notice”) informing them of the Borrower’s request to increase the Aggregate Revolving Credit Commitment, Term Loan A Commitment and/or Term Loan B Commitment, as applicable, and of the facility fees to be paid with respect thereto. Each Lender who desires to provide an additional Revolving Credit Commitment, Term Loan A Commitment and/or Term Loan B Commitment, as applicable, upon such terms shall provide Administrative Agent with a written commitment letter specifying the amount of the additional Revolving Credit Commitment, Term Loan A Commitment and/or Term Loan B Commitment, as applicable, which it is willing to provide prior to such deadline as may be specified in the Additional Commitment Request Notice. If the requested increase is oversubscribed then the Administrative Agent and the Arrangers shall allocate the Commitment Increase among the Revolving Credit Lenders, Term Loan A Lenders and/or Term Loan B Lenders, as applicable, who provide such commitment letters on such basis as the Administrative Agent and the Arrangers shall determine after consultation with the Borrower. If the additional Revolving Credit Commitments) or , Term Loan A Commitments and/or Term Loan B Commitments, as applicable, so provided are not sufficient to provide the existing portion full amount of the Term LoanCommitment Increase requested by the Borrower, as the case may be; provided however that the initial issue price of the loans subject to a Term Loan Increase need not be so identical so long as such issue price is not less than the issue price that would produce a Yield Differential as between the Term Loan issued on the Closing Date and the loans to be issued as part of such Term Loan Increase. (iv) Notwithstanding anything herein to the contrary, at the time of any such increase or addition contemplated by this Section 2.10(b), then the Administrative Agent, the Credit Parties Arrangers or the Borrower may, but shall not be obligated to, invite one or more banks or lending institutions (which banks or lending institutions shall be acceptable to Administrative Agent, the Arrangers and the Lenders providing such increase or addition Borrower) to become a Revolving Credit Lender, Term Loan A Lender and/or Term Loan B Lender and provide an additional Revolving Credit Commitment, Term Loan A Commitment and/or Term Loan B Commitment, as applicable. The Administrative Agent shall enter into an amendment to evidence such increase or addition and such amendment may, without the consent of any other provide all Revolving Credit Lenders, Term Loan A Lenders and/or Term Loan B Lenders, as applicable, with a notice setting forth the amount, if any, of the additional Revolving Credit Commitment, Term Loan A Commitment and/or Term Loan B Commitment, to be provided by each Revolving Credit Lender, Term Loan A Lender and/or Term Loan B Lender, as applicable, and the revised Revolving Credit Percentages, Term Loan A Commitment Percentages and/or Term Loan B Commitment Percentages, as applicable, which shall be applicable after the effective date of the Commitment Increase specified therein (the “Commitment Increase Date”). In no event shall any Lender be obligated hereunder to provide an additional Revolving Credit Commitment, Term Loan A Commitment and/or Term Loan B Commitment. (d) On any Commitment Increase Date with respect to the Revolving Credit Commitment, the outstanding principal balance of the Revolving Credit Loans shall be reallocated among the Revolving Credit Lenders such that after the applicable LEGAL02/41239043v9 Commitment Increase Date the outstanding principal amount of Revolving Credit Loans owed to each Lender shall be equal to such Lender’s Revolving Credit Percentage (as in effect such amendments after the applicable Commitment Increase Date) of the outstanding principal amount of all Revolving Credit Loans. The participation interests of the Revolving Credit Lenders in Letters of Credit and Swingline Advances shall be similarly adjusted. On any Commitment Increase Date those Revolving Credit Lenders whose Revolving Credit Percentage is increasing shall advance the funds to the Administrative Agent and the funds so advanced shall be distributed among the Revolving Credit Lenders whose Revolving Credit Percentage is decreasing as necessary to accomplish the required reallocation of the outstanding Revolving Credit Loans. (e) Upon the effective date of each increase in the Aggregate Revolving Credit Commitment, Term Loan A Commitments and/or Term Loan B Commitments pursuant to this Agreement Section 2.23, the Administrative Agent may unilaterally revise Schedule 1.1 to reflect the then current Commitments of each Lender and shall provide a copy thereof to each Lender. (f) Notwithstanding anything to the other Loan Documents as may be necessary or appropriate in contrary contained herein, the reasonable opinion obligation of the Administrative Agent and the Revolving Credit Lenders to effect increase the provisions of this Section 2.10(b) (includingAggregate Revolving Credit Commitment, without limitation, amendments to the definitions in this Agreement to designate “classes” or “tranches” of loans, borrowings and commitments, and related terms, and to Section 9.8 hereof for the purpose of treating such increases pari passu with the other loans established hereunder). The Administrative Agent and the Term Loan A Lenders hereby consent to increase the Term Loan A Commitments or the Administrative Agent and the Term Loan B Lenders (including any Persons that elect to become Term Loan B Lenders) to increase the Term Loan B Commitments, as applicable, pursuant to this Section 2.23 shall be conditioned upon satisfaction of the following conditions precedent which must be satisfied prior to the transactions contemplated by this Section 2.10(b) and hereby waive the requirements effectiveness of any provision of this Agreement or any other Loan Document that may otherwise prohibit the transactions contemplated by this Section 2.10(b). Upon each increase of the Aggregate Revolving AmountCredit Commitment, the Term Loan Increase A Commitments or addition of the Additional Term Loan FacilityB Commitments, the Total Commitment Amount shall be increased by an amount equal to the amount of such increase or addition.as applicable:

Increase in Commitment. (ia) At any time during Provided that no Unmatured Default or Default has occurred and is continuing, subject to the Commitment Increase Periodterms and conditions set forth in this Section 2.23, the Borrower may shall have the option at any time and from time to time prior to the date that is at least thirty (30) days prior to the Facility Termination Date to request an increase in the Aggregate Revolving Credit Commitment, the Term Loan A Commitments and/or the Term Loan B Commitments, each in increments of $10,000,000, by an aggregate amount of increases to the Aggregate Revolving Credit Commitment, the Term A Loan Commitments and Term Loan B Commitments of up to $350,000,000 (the amount of the requested increase to be set forth in the Increase Notice) (which, assuming no previous reduction in the Revolving Credit Commitments, the Term Loan A Commitments or the Term Loan B Commitments, would result in an Aggregate Commitment of $700,000,000), written notice to the Administrative Agent (Aan “Increase Notice”). The execution and delivery of the Increase Notice by the Borrower shall constitute a representation and warranty by the Borrower that all the conditions set forth in this Section 2.23 shall have been satisfied on the date of such Increase Notice. The Commitment Increase may be allocated (1) an increase to the then existing Revolving AmountCredit Commitments, having the same terms as the existing Revolving Credit Commitments (2) to the then existing Term Loan A Commitments having the same terms as the existing Term Loan A Commitments, (B3) to add an additional term loan facility to this Agreement (the “Additional initial Term Loan Facility”) (which Additional B Commitment, or once the initial Term Loan Facility shall be subject B Commitment is provided hereunder, to subsection (c) below) the then existing Term Loan B Commitments having the same terms as the existing Term Loan B Commitments, or (C4) any combination thereof reasonably satisfactory to Administrative Agent and satisfactory to the existing or additional Revolving Credit Lenders, Term Loan A Lenders or Term Loan B Lenders, as applicable, providing such additional Revolving Credit Commitments, Term Loan A Commitments or Term Loan B Commitments, as applicable. (b) In the event of the initial increase the aggregate principal amount of the Term Loan made on the Closing Date B Commitment, (a “Term Loan Increase”); provided that the aggregate amount of all increases and additions (revolver and term) made pursuant to this subsection (b) shall not exceed $50,000,000 and provided, further, that no such increase or addition shall be permitted if (Ii) the Leverage Ratio wouldBorrower, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement, exceed the lesser of (x) 3.90:1.00 and (y) the maximum Leverage Ratio then permitted under Section 5.7(a) or (II) the covenant contained in Section 5.7(c) would not be satisfied on a pro forma basis for the most recent determination period, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement. Each such request for an increase or addition shall be in an amount of at least $10,000,000, increased by increments of $1,000,000, and may be made by either (1) increasing, for one or more Revolving Lenders, with their prior written consent, their respective Revolving Credit Commitments, (2) adding a new commitment for one or more then existing Lenders, with their prior written consent, with respect to any Term Loan Increase or Additional Term Loan Facility, or (3) including one or more Additional Lenders, each with a new commitment under the Revolving Credit Commitment or with respect to a Term Loan Increase or an Additional Term Loan Facility, as a party to this Agreement (each an “Additional Commitment” and, collectively, the “Additional Commitments”), as described below. Upon receipt of written notice from the Borrower requesting any such increase or addition, the Administrative Agent shall promptly notify the applicable Lenders of such request. At the time of sending such notice to the applicable Lenders, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which each applicable Lender is requested to respond (which shall in no event be less than five Business Days from the date of delivery of such notice). Each applicable Lender shall notify the Administrative Agent within such time period whether or not it agrees to increase its Revolving Amount, or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, and, if so, the amount thereof. Any applicable Lender so approached to provide all or a portion of an increase to the Revolving Amount or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, may elect or decline the same, in its sole discretion. Any applicable Lender not responding within such time period shall be deemed to have declined the same. The Administrative Agent shall notify the Borrower of the applicable Lenders’ responses to each request made under this Section. To achieve the full amount of a requested increase or addition, the Borrower may if necessary after receipt of responses from the applicable Lenders also invite one or more Additional Lenders to become Lenders pursuant to a joinder agreement to this Agreement in form and substance satisfactory to the Administrative Agent. (ii) During the Commitment Increase Period, all of the Lenders agree that the Administrative Agent, in its reasonable discretion, may permit one or more Additional Commitments upon satisfaction of the following requirements: (A) each Additional Lender, if any, shall execute an Additional Lender Assumption Agreement, (B) each Additional Commitment from an Additional Lender, if any, shall be in an amount of at least $1,000,000, (C) the Administrative Agent shall provide to the Borrower and each Lender a revised Schedule 1 to this Agreement, including revised Applicable Commitment Percentages for each of the Lenders, if appropriate, on or prior to the date of the effectiveness of such Additional Commitments (each an “Additional Lender Assumption Effective Date”), and (D) the Borrower shall execute and deliver to the Administrative Agent and the applicable Lenders providing such replacement or additional Notes initial Term Loan B Commitment shall enter into an amendment to this Agreement as is necessary to evidence such increase of the Term Loan B Commitment (the “Term Loan B Commitment Amendment”), and all Lenders not providing the initial Term Loan B Commitments hereby consent to such limited scope amendment without future consent rights, provided that any such amendment regarding the Term Loan B shall provide that: (A) the final maturity date of the Term Loan B Commitment shall be required by no earlier than the Administrative Agent Term Loan A Maturity Date, (and requested by such Lender or Lenders). The Lenders hereby authorize the Administrative Agent to execute each Additional Lender Assumption Agreement on behalf B) there shall be no scheduled amortization of the Lenders. (iii) On each Additional Lender Assumption Effective Date (except in loans or reductions of commitments under the case of an Additional Term Loan FacilityB Commitment (which shall not restrict any mandatory prepayments required under Section 2.3(b), ) and (C) the Term Loan B Loans will rank pari passu in right of payment with the existing Revolving Credit Loans and the existing Term Loan A Loans and the borrower and guarantors of the Term Loan B Commitment shall be the same as appropriate, the relevant Lenders shall make adjustments among themselves Borrower and Subsidiary Guarantors with respect to the existing Revolving Credit Loans then outstanding and amounts of principalTerm Loan A Loans, interest(D) the interest rate margin, commitment fees rate floors, fees, original issue discount and other amounts paid or payable with respect thereto as shall be necessary, in the opinion of the Administrative Agent, in order to reallocate among the applicable Lenders such outstanding amounts, based on the revised Applicable Commitment Percentages and to otherwise carry out fully the intent and terms of this Section 2.10(b) (and the Borrower shall pay to the applicable Lenders any amounts that would be payable pursuant to Section 3.3 hereof if such adjustments among the applicable Lenders would cause a prepayment of one or more Eurodollar Loans). In connection therewith, it is understood and agreed that the Maximum Amount of any Lender will not be increased (or decreased except pursuant to subsection (a) hereof) without the prior written consent of such Lender. The Borrower shall not request any increase or addition pursuant to subsection (b)(i) if a Default or an Event of Default shall then exist, or, after giving pro forma effect to any such increase or addition, would exist. The terms premium applicable to the Revolving Term Loan B shall be determined by the Borrower and the Term Loan B Lenders, (E) the Term Loan B Loans may participate on a pro rata or less than pro rata (and but not greater than pro rata) basis in voluntary or mandatory prepayments with the Revolving Credit CommitmentsLoans and Term Loan A Loans, and (F) in respect of an increase to the Revolving Amount and the terms applicable to the portion of the Term Loan in respect of a Term Loan Increase, in each case pursuant to this Section 2.10, B Commitment shall be substantially identical to the terms set forth herein with respect to Term Loan A (except as set forth in clauses (A) through (E) above), except for any terms that apply only after the Term Loan A Maturity Date or are also added for the benefit of the Term Loan A Lenders, and (ii) Borrower shall execute and deliver a Note to each Term Loan B Lender with respect to its respective Term Loan B Loan. (c) Upon receipt of any Increase Notice, the Administrative Agent shall consult with the Arrangers and shall notify the Borrower of the amount of facility fees (if any) to be paid to any Lenders who provide an additional Revolving Credit Commitment, Term Loan A Commitment or Term Loan B Commitment, as applicable, in connection with such increase in the Aggregate Revolving Credit Commitment, Term Loan A Commitment or Term Loan B Commitment, as applicable (which shall be in addition to the fees to be paid to Administrative Agent or the Arrangers pursuant to the Fee Letter). If the Borrower agrees to pay the facility fees so determined, then applicable the Administrative Agent shall send a notice to existing all Revolving Loans Credit Lenders, Term Loan A Lenders or Term Loan B Lenders, as applicable, (the “Additional Commitment Request Notice”) informing them of the Borrower’s request to increase the Aggregate Revolving Credit Commitment, Term Loan A Commitment and/or Term Loan B Commitment, as applicable, and of the facility fees to be paid with respect thereto. Each Lender who desires to provide an additional Revolving Credit Commitment, Term Loan A Commitment and/or Term Loan B Commitment, as applicable, upon such terms shall provide Administrative Agent with a written commitment letter specifying the amount of the additional Revolving Credit Commitment, Term Loan A Commitment and/or Term Loan B Commitment, as applicable, which it is willing to provide prior to such deadline as may be specified in the Additional Commitment Request Notice. If the requested increase is oversubscribed then the Administrative Agent and the Arrangers shall allocate the Commitment Increase among the Revolving Credit Lenders, Term Loan A Lenders and/or Term Loan B Lenders, as applicable, who provide such commitment letters on such basis as the Administrative Agent and the Arrangers shall determine after consultation with the Borrower. If the additional Revolving Credit Commitments) or , Term Loan A Commitments and/or Term Loan B Commitments, as applicable, so provided are not sufficient to provide the existing portion full amount of the Term LoanCommitment Increase requested by the Borrower, as the case may be; provided however that the initial issue price of the loans subject to a Term Loan Increase need not be so identical so long as such issue price is not less than the issue price that would produce a Yield Differential as between the Term Loan issued on the Closing Date and the loans to be issued as part of such Term Loan Increase. (iv) Notwithstanding anything herein to the contrary, at the time of any such increase or addition contemplated by this Section 2.10(b), then the Administrative Agent, the Credit Parties Arrangers or the Borrower may, but shall not be obligated to, invite one or more banks or lending institutions (which banks or lending institutions shall be acceptable to Administrative Agent, the Arrangers and the Lenders providing such increase or addition Borrower) to become a Revolving Credit Lender, Term Loan A Lender and/or Term Loan B Lender and provide an additional Revolving Credit Commitment, Term Loan A Commitment and/or Term Loan B Commitment, as applicable. The Administrative Agent shall enter into an amendment to evidence such increase or addition and such amendment may, without the consent of any other provide all Revolving Credit Lenders, Term Loan A Lenders and/or Term Loan B Lenders, as applicable, with a notice setting forth the amount, if any, of the additional Revolving Credit Commitment, Term Loan A Commitment and/or Term Loan B Commitment, to be provided by each Revolving Credit Lender, Term Loan A Lender and/or Term Loan B Lender, as applicable, and the revised Revolving Credit Percentages, Term Loan A Commitment Percentages and/or Term Loan B Commitment Percentages, as applicable, which shall be applicable after the effective date of the Commitment Increase specified therein (the “Commitment Increase Date”). In no event shall any Lender be obligated hereunder to provide an additional Revolving Credit Commitment, Term Loan A Commitment and/or Term Loan B Commitment. (d) On any Commitment Increase Date with respect to the Revolving Credit Commitment, the outstanding principal balance of the Revolving Credit Loans shall be reallocated among the Revolving Credit Lenders such that after the applicable Commitment Increase Date the outstanding principal amount of Revolving Credit Loans owed to each Lender shall be equal to such Lender’s Revolving Credit Percentage (as in effect such amendments after the applicable Commitment Increase Date) of the outstanding principal amount of all Revolving Credit Loans. The participation interests of the Revolving Credit Lenders in Letters of Credit and Swingline Advances shall be similarly adjusted. On any Commitment Increase Date those Revolving Credit Lenders whose Revolving Credit Percentage is increasing shall advance the funds to the Administrative Agent and the funds so advanced shall be distributed among the Revolving Credit Lenders whose Revolving Credit Percentage is decreasing as necessary to accomplish the required reallocation of the outstanding Revolving Credit Loans. (e) Upon the effective date of each increase in the Aggregate Revolving Credit Commitment, Term Loan A Commitments and/or Term Loan B Commitments pursuant to this Agreement Section 2.23, the Administrative Agent may unilaterally revise Schedule 1.1 to reflect the then current Commitments of each Lender and shall provide a copy thereof to each Lender. (f) Notwithstanding anything to the other Loan Documents as may be necessary or appropriate in contrary contained herein, the reasonable opinion obligation of the Administrative Agent and the Revolving Credit Lenders to effect increase the provisions of this Section 2.10(b) (includingAggregate Revolving Credit Commitment, without limitation, amendments to the definitions in this Agreement to designate “classes” or “tranches” of loans, borrowings and commitments, and related terms, and to Section 9.8 hereof for the purpose of treating such increases pari passu with the other loans established hereunder). The Administrative Agent and the Term Loan A Lenders hereby consent to increase the Term Loan A Commitments or the Administrative Agent and the Term Loan B Lenders (including any Persons that elect to become Term Loan B Lenders) to increase the Term Loan B Commitments, as applicable, pursuant to this Section 2.23 shall be conditioned upon satisfaction of the following conditions precedent which must be satisfied prior to the transactions contemplated by this Section 2.10(b) and hereby waive the requirements effectiveness of any provision of this Agreement or any other Loan Document that may otherwise prohibit the transactions contemplated by this Section 2.10(b). Upon each increase of the Aggregate Revolving AmountCredit Commitment, the Term Loan Increase A Commitments or addition of the Additional Term Loan FacilityB Commitments, the Total Commitment Amount shall be increased by an amount equal to the amount of such increase or addition.as applicable:

Increase in Commitment. (i) i. At any time during the Commitment Increase Period, the Borrower may request by written notice to that the Administrative Agent (A) an increase to the Maximum Revolving Amount, or (B) to add an additional a term loan facility to this Agreement (the “Additional Term Loan Facility”) (which Additional Term Loan Facility shall be subject to subsection (c) below) or (C) to increase the aggregate principal amount of the Term Loan made on the Closing Date (a “Term Loan Increase”); provided that the aggregate amount of all increases and additions (revolver and term) made pursuant to this subsection (b) following the establishment of the Project Everest Incremental Revolving Credit Commitments on the Third Amendment Effective Date shall not exceed One Hundred Million Dollars ($50,000,000 and provided, further, that no such increase or addition shall be permitted if (I) the Leverage Ratio would, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement, exceed the lesser of (x) 3.90:1.00 and (y) the maximum Leverage Ratio then permitted under Section 5.7(a) or (II) the covenant contained in Section 5.7(c) would not be satisfied on a pro forma basis for the most recent determination period, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement100,000,000). Each such request for an increase or addition shall be in an amount of at least Ten Million Dollars ($10,000,000, increased by increments of $1,000,000), and may be made by either (1) increasing, for one or more Revolving Lenders, with their prior written consent, their respective Revolving Credit Commitments, (2) adding a new commitment for one or more then existing Lenders, with their prior written consent, with respect to any Term Loan Increase or the Additional Term Loan Facility, or (3) including one or more Additional Lenders, each with a new commitment under the Revolving Credit Commitment or with respect to a Term Loan Increase or an the Additional Term Loan Facility, as a party to this Agreement (each an “Additional Commitment” and, collectively, the “Additional Commitments”), as described below. Upon receipt of written notice from the Borrower requesting any such increase or addition, the Administrative Agent shall promptly notify the applicable Lenders of such request. At the time of sending such notice to the applicable Lenders, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which each applicable Lender is requested to respond (which shall in no event be less than five Business Days from the date of delivery of such notice). Each applicable Lender shall notify the Administrative Agent within such time period whether or not it agrees to increase its Revolving Amount, or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, and, if so, the amount thereof. Any applicable Lender so approached to provide all or a portion of an increase to the Revolving Amount or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, may elect or decline the same, in its sole discretion. Any applicable Lender not responding within such time period shall be deemed to have declined the same. The Administrative Agent shall notify the Borrower of the applicable Lenders’ responses to each request made under this Section. To achieve the full amount of a requested increase or addition, the Borrower may if necessary after receipt of responses from the applicable Lenders also invite one or more Additional Lenders to become Lenders pursuant to a joinder agreement to this Agreement in form and substance satisfactory to the Administrative Agent. (ii) . During the Commitment Increase Period, all of the Lenders agree that the Administrative Agent, in its reasonable sole discretion, may permit one or more Additional Commitments upon satisfaction of the following requirements: (A) each Additional Lender, if any, shall execute an Additional Lender Assumption Agreement, (B) each Additional Commitment from an Additional Lender, if any, shall be in an amount of at least Ten Million Dollars ($1,000,00010,000,000), (C) the Administrative Agent shall provide to the Borrower and each Lender a revised Schedule 1 to this Agreement, including revised Applicable Commitment Percentages for each of the Lenders, if appropriate, on or at least three Business Days prior to the date of the effectiveness of such Additional Commitments (each an “Additional Lender Assumption Effective Date”), and (D) the Borrower shall execute and deliver to the Administrative Agent and the applicable Lenders such replacement or additional Notes as shall be required by the Administrative Agent (and if Notes have been requested by such Lender or Lenders)) and (E) solely with respect to any Additional Commitment in connection with the Project Everest Acquisition, upon satisfaction solely of the Project Everest Acquisition Conditions. The Lenders hereby authorize the Administrative Agent to execute each Additional Lender Assumption Agreement on behalf of the Lenders. (iii) . On each Additional Lender Assumption Effective Date (except in the case of an Additional Term Loan Facility), as appropriateDate, the relevant Lenders shall make adjustments among themselves with respect to the Loans then outstanding and amounts of principal, interest, commitment fees and other amounts paid or payable with respect thereto as shall be necessary, in the opinion of the Administrative Agent, in order to reallocate among the applicable Lenders such outstanding amounts, based on the revised Applicable Commitment Percentages and to otherwise carry out fully the intent and terms of this Section 2.10(b) (and the Borrower shall pay to the applicable Lenders any amounts that would be payable pursuant to Section 3.3 hereof if such adjustments among the applicable Lenders would cause a prepayment of one or more Eurodollar Fixed Rate Loans). In connection therewith, it is understood and agreed that the Maximum Amount of any Lender will not be increased (or decreased except pursuant to subsection (a) hereof) without the prior written consent of such Lender. The Other than with respect to the Project Everest Acquisition, the Borrower shall not request any increase or any addition of a term loan facility pursuant to this subsection (b)(ib) if a Default or an Event of Default shall then exist, or, after giving pro forma effect to any such increase or additionincrease, would exist. The terms applicable to the Revolving Loans (and Revolving Credit Commitments) in respect of an increase to the Revolving Amount and the terms applicable to the portion of the Term Loan in respect of a Term Loan Increase, in each case pursuant to this Section 2.10, shall be substantially identical to the terms then applicable to existing Revolving Loans (and Revolving Credit Commitments) or to the existing portion of the Term Loan, as the case may be; provided however that the initial issue price of the loans subject to a Term Loan Increase need not be so identical so long as such issue price is not less than the issue price that would produce a Yield Differential as between the Term Loan issued on the Closing Date and the loans to be issued as part of such Term Loan Increase. (iv) Notwithstanding anything herein to the contrary, at At the time of any such increase or addition contemplated by this Section 2.10(b)increase, at the request of the Administrative Agent, the Credit Parties and the Lenders providing such increase or addition shall enter into an amendment to evidence such increase or addition and such amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents address related provisions as may be deemed necessary or appropriate in the reasonable opinion of by the Administrative Agent to effect the provisions of this Section 2.10(b) (including, without limitation, amendments to the definitions in this Agreement to designate “classes” or “tranches” of loans, borrowings and commitments, and related terms, and to Section 9.8 hereof for the purpose of treating such increases pari passu with the other loans established hereunder). The Administrative Agent and the Lenders hereby consent to the transactions contemplated by this Section 2.10(b) and hereby waive the requirements of any provision of this Agreement or any other Loan Document that may otherwise prohibit the transactions contemplated by this Section 2.10(b). Upon each increase of the Revolving Amount, Term Loan Increase or addition of the Additional Term Loan Facility, the Total Commitment Amount shall be increased by an amount equal to the amount of such increase or additionAgent.

Increase in Commitment. (i) At any time during the Commitment Increase Period, the Administrative Borrower may request by written notice to that the Administrative Agent (A) an increase to the Revolving Amount, or (B) to add an additional term loan facility to this Agreement (the “Additional Term Loan Facility”) (which Additional Term Loan Facility shall be subject to subsection (c) below) or (C) to increase the aggregate principal amount of the Term Loan made on the Closing Date (a “Term Loan Increase”); provided that the aggregate amount of all increases and additions (revolver and term) made pursuant to this subsection (b) shall not exceed One Hundred Fifty Million Dollars ($50,000,000 and provided, further, that no 150,000,000) (each such increase or addition shall be permitted if (I) the Leverage Ratio would, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreementand/or Additional Term Loan Facility, exceed the lesser of (x) 3.90:1.00 and (y) the maximum Leverage Ratio then permitted under Section 5.7(a) or (II) the covenant contained in Section 5.7(c) would not be satisfied on a pro forma basis for the most recent determination period, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreementan “Increase”). Each such request for an increase or addition Increase shall be in an amount of at least Five Million Dollars ($10,000,0005,000,000), increased by increments of One Million Dollars ($1,000,000), and may be made by either (1) increasing, for one or more Revolving Lenders, with their prior written consent, their respective Revolving Credit Commitments, (2) adding a new commitment for one or more then existing Lenders, with their prior written consent, with respect to any Term Loan Increase or the Additional Term Loan Facility, or (3) including one or more Additional Lenders, each with a new commitment (in a minimum amount of at least Five Million Dollars ($5,000,000)) under the Revolving Credit Commitment or with respect to a Term Loan Increase or an the Additional Term Loan Facility, as a party to this Agreement (each an “Additional Commitment” and, collectively, the “Additional Commitments”). For clarification purposes, nothing contained in this Section 2.10 shall be construed as described below. Upon receipt of written notice from the Borrower requesting a commitment by any Lender to make any Additional Commitment and any such increase or addition, the Administrative Agent shall promptly notify the applicable Lenders of such request. At the time of sending such notice to the applicable Lenders, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which each applicable Lender is requested to respond (which shall in no event be less than five Business Days from the date of delivery of such notice). Each applicable commitment by a Lender shall notify the Administrative Agent within be at such time period whether or not it agrees to increase its Revolving Amount, or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, and, if so, the amount thereof. Any applicable Lender so approached to provide all or a portion of an increase to the Revolving Amount or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, may elect or decline the same, in its ▇▇▇▇▇▇’s sole and absolute discretion. Any applicable Lender not responding within such time period shall be deemed to have declined the same. The Administrative Agent shall notify the Borrower of the applicable Lenders’ responses to each request made under this Section. To achieve the full amount of a requested increase or addition, the Borrower may if necessary after receipt of responses from the applicable Lenders also invite one or more Additional Lenders to become Lenders pursuant to a joinder agreement to this Agreement in form and substance satisfactory to the Administrative Agent. (ii) During the Commitment Increase Period, all of the Lenders agree that the Administrative Agent, in its reasonable sole discretion, may permit one or more Additional Commitments upon satisfaction of the following requirements: (A) each Additional Lender, if any, shall execute an Additional Lender Assumption Agreement, (B) each Additional Commitment from an Additional Lender, if any, shall be in an amount of at least $1,000,000, (C) the Administrative Agent shall provide to the Administrative Borrower and each Lender a revised Schedule 1 to this Agreement, including revised Applicable Commitment Percentages for each of the Lenders, if appropriate, on or at least three Business Days prior to the date of the effectiveness of such Additional Commitments (each an “Additional Lender Assumption Effective Date”), and (DC) the Borrower Borrowers shall execute and deliver to the Administrative Agent and the applicable Lenders such appropriate replacement or additional Revolving Credit Notes as shall be required by the Administrative Agent (and if Notes have been requested by such Lender or Lenders), and (D) the Borrowers shall execute and deliver any other documents, instruments or agreements or such thereof as the Administrative Agent may reasonably require. The Lenders hereby authorize the Administrative Agent to execute each Additional Lender Assumption Agreement on behalf of the Lenders. (iiii) On each Additional Lender Assumption Effective Date (except in with respect to the case of an Additional Term Loan Facility)Commitment being increased, as appropriate, the relevant Lenders shall make adjustments among themselves with respect to the Loans then outstanding and amounts of principal, interest, commitment fees and other amounts paid or payable with respect thereto as shall be necessary, in the opinion of the Administrative Agent, in order to reallocate among the applicable such Lenders such outstanding amounts, based on the revised Applicable Commitment Percentages and to otherwise carry out fully the intent and terms of this Section 2.10(b) (and the Borrower Borrowers shall pay to the applicable Lenders any amounts that would be payable pursuant to Section 3.3 hereof if such adjustments among the applicable Lenders would cause a prepayment of one or more Eurodollar Loans). In connection therewith, it is understood and agreed that the Maximum Amount of any Lender will not be increased (or decreased except pursuant to subsection (a) hereof) without the prior written consent of such Lender. The Borrower Borrowers shall not only be entitled to request any increase or addition an Increase pursuant to this subsection (b)(ib) if (i) Borrowers have delivered to the Administrative Agent updated pro forma Projections (after giving effect to the applicable Increase and any projected utilization of any Additional Commitments related thereto) for the Credit Parties and their Subsidiaries evidencing compliance on a pro forma basis with Section 5.7 for the next four fiscal quarters of the Parent immediately following the proposed date of the applicable Increase and (ii) no Default or an Event of Default shall then exist, orand, after giving pro forma effect to any such increase or addition, Increase would exist. The terms applicable to the Revolving Loans (and Revolving Credit Commitments) in respect of an increase to the Revolving Amount and the terms applicable to the portion of the Term Loan in respect of a Term Loan Increase, in each case pursuant to this Section 2.10, shall be substantially identical to the terms then applicable to existing Revolving Loans (and Revolving Credit Commitments) or to the existing portion of the Term Loan, as the case may be; provided however that the initial issue price of the loans subject to a Term Loan Increase need not be so identical so long as such issue price is not less than the issue price that would produce a Yield Differential as between the Term Loan issued on the Closing Date and the loans to be issued as part of such Term Loan Increase. (iv) Notwithstanding anything herein to the contrary, at At the time of any such increase or addition contemplated by this Section 2.10(b)Increase, at the request of the Administrative Agent, the Credit Parties and the Lenders providing such increase or addition shall enter into an amendment to evidence such increase or addition and such amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents address related provisions as may be reasonably deemed necessary or appropriate in the reasonable opinion of by the Administrative Agent to effect the provisions of this Section 2.10(b) (including, without limitation, amendments to the definitions in this Agreement to designate “classes” or “tranches” of loans, borrowings and commitments, and related terms, and to Section 9.8 hereof for the purpose of treating such increases pari passu with the other loans established hereunder). The Administrative Agent and the Lenders hereby consent to the transactions contemplated by this Section 2.10(b) and hereby waive the requirements of any provision of this Agreement or any other Loan Document that may otherwise prohibit the transactions contemplated by this Section 2.10(b). Upon each increase of the Revolving Amount, Term Loan Increase or addition of the Additional Term Loan Facility, the Total Commitment Amount shall be increased by an amount equal to the amount of such increase or additionAgent.

Increase in Commitment. (a) The Borrower, on behalf of the Borrower and Guarantors, may, on any Business Day after the date hereof, request an increase of the aggregate amount of the Revolving Credit Commitments (each a “Commitment Amount Increase”) and/or outstanding Term Loans and/or create one or more additional tranches of term loans (each such additional tranche of term loans or increase in an existing tranche of Term Loans, an “Incremental Term Loan”); provided, however, that: (i) At any time during except as permitted by the Commitment Increase Periodfinal sentence of this Section 2.16, the Borrower may request by written notice sum of the aggregate Commitment Amount Increases and Incremental Term Loans effective after the Seventh Amendment Effective Date shall not exceed an amount equal to the sum of (A) the amount of additional Debt that would cause the Total Leverage Ratio as of the four (4) consecutive fiscal quarter period most recently ended prior to the incurrence of such additional Debt for which financial statements have been delivered to the Administrative Agent (A) an increase to the Revolving Amounthereunder, (B) to add an additional term loan facility to this Agreement (the “Additional Term Loan Facility”) (which Additional Term Loan Facility shall be subject to subsection (c) below) or (C) to increase the aggregate principal amount of the Term Loan made calculated on the Closing Date (a “Term Loan Increase”); provided that the aggregate amount of all increases and additions (revolver and term) made pursuant to this subsection (b) shall not exceed $50,000,000 and provided, further, that no such increase or addition shall be permitted if (I) the Leverage Ratio would, pro forma basis after giving effect to the making incurrence of any loans to be made on such additional Debt and assuming that the date of effectiveness thereof (in each case assuming the Revolving proposed Commitment Amount Increase or Incremental Term Loan is fully drawn on at such effective datetime, not to exceed 3.00 to 1.00 plus (B) and other appropriate pro forma adjustments in accordance with this Agreement, exceed the lesser of $750,000,000; (xii) 3.90:1.00 and (y) the maximum Leverage Ratio then permitted under Section 5.7(a) no approval or (II) the covenant contained in Section 5.7(c) would not be satisfied on a pro forma basis for the most recent determination period, after giving effect to the making consent of any loans to Bank shall be made on required except the date Banks providing such Commitment Amount Increase or Incremental Term Loan and the consents contemplated by clause (vi) below, (iii) except as permitted by the final sentence of effectiveness thereof (in each case assuming the Revolving this Section 2.16(a), any Commitment Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement. Each such request for an increase Increase or addition issuance of Incremental Term Loans shall be in an aggregate amount for all Banks of not less than $50,000,000 (or such lesser aggregate amount for all Banks as may be acceptable to the Administrative Agent), (iv) no Default shall have occurred and be continuing at least $10,000,000the time of the request or the effective date of the Commitment Amount Increase or issuance of Incremental Term Loans or will result therefrom, increased (v) all representations and warranties contained in Article 4 hereof shall be true and correct in all material respects (where not already qualified by increments materiality, otherwise in all respects) at the time of $1,000,000such request and on the effective date of such Commitment Amount Increase or issuance of Incremental Term Loans (other than representations and warranties that relate to a specific date, which shall be true and correct in all material respects (where not already qualified by materiality, otherwise in all respects) as of such date), and may be made by either (1vi) increasingthe Administrative Agent and, for one or more Revolving Lenders, with their prior written consent, their respective Revolving Credit Commitments, (2) adding in the case of a new commitment for one or more then existing Lenders, with their prior written consent, with respect to any Term Loan Increase or Additional Term Loan Facility, or (3) including one or more Additional LendersCommitment Amount Increase, each with a new commitment Letter of Credit Issuer and the Swing Lender, shall have provided their written consent (which consents shall not be unreasonably withheld). Unless the Borrower otherwise notifies the Administrative Agent, if all or any portion of any Commitment Amount Increases or Incremental Term Loans would be permitted under clause (A) above on the Revolving Credit applicable date of incurrence, such Commitment Amount Increases or with respect to a Incremental Term Loan Increase Loans (or an Additional Term Loan Facility, as a party to this Agreement (each an “Additional Commitment” and, collectively, the “Additional Commitments”relevant portion thereof), as described below. Upon receipt of written notice from the Borrower requesting any such increase or additionapplicable, the Administrative Agent shall promptly notify the applicable Lenders of such request. At the time of sending such notice to the applicable Lenders, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which each applicable Lender is requested to respond (which shall in no event be less than five Business Days from the date of delivery of such notice). Each applicable Lender shall notify the Administrative Agent within such time period whether or not it agrees to increase its Revolving Amount, or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, and, if so, the amount thereof. Any applicable Lender so approached to provide all or a portion of an increase to the Revolving Amount or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, may elect or decline the same, in its sole discretion. Any applicable Lender not responding within such time period shall be deemed to have declined the same. The Administrative Agent shall notify the Borrower of the applicable Lenders’ responses to each request made under this Section. To achieve the full amount of a requested increase or addition, the Borrower may if necessary after receipt of responses from the applicable Lenders also invite one or more Additional Lenders to become Lenders pursuant to a joinder agreement to this Agreement been incurred in form and substance satisfactory to the Administrative Agent. (ii) During the Commitment Increase Period, all of the Lenders agree that the Administrative Agent, in its reasonable discretion, may permit one or more Additional Commitments upon satisfaction of the following requirements: reliance on clause (A) each Additional Lender, if any, shall execute an Additional Lender Assumption Agreement, above prior to the utilization of any amount available under clause (B) each Additional Commitment from an Additional Lenderabove. Notwithstanding the foregoing clause (a)(i), if anythe Borrower, shall be in an amount on behalf of at least $1,000,000, (C) the Administrative Agent shall provide to the Borrower and each Lender a revised Schedule 1 to this AgreementGuarantors, including revised Applicable Commitment Percentages for each of the Lendersmay, if appropriate, on any Business Day on or prior to the date of that is 30 days after the effectiveness of such Additional Commitments (each an “Additional Lender Assumption Effective Date”), and (D) the Borrower shall execute and deliver to the Administrative Agent and the applicable Lenders such replacement or additional Notes as shall be required by the Administrative Agent (and requested by such Lender or Lenders). The Lenders hereby authorize the Administrative Agent to execute each Additional Lender Assumption Agreement on behalf of the Lenders. (iii) On each Additional Lender Assumption Effective Date (except in the case of request an Additional Term Loan Facility), as appropriate, the relevant Lenders shall make adjustments among themselves with respect to the Loans then outstanding and amounts of principal, interest, commitment fees and other amounts paid or payable with respect thereto as shall be necessary, in the opinion of the Administrative Agent, in order to reallocate among the applicable Lenders such outstanding amounts, based on the revised Applicable Commitment Percentages and to otherwise carry out fully the intent and terms of this Section 2.10(b) (and the Borrower shall pay to the applicable Lenders any amounts that would be payable pursuant to Section 3.3 hereof if such adjustments among the applicable Lenders would cause a prepayment of one or more Eurodollar Loans). In connection therewith, it is understood and agreed that the Maximum Amount of any Lender will not be increased (or decreased except pursuant to subsection (a) hereof) without the prior written consent of such Lender. The Borrower shall not request any increase or addition pursuant to subsection (b)(i) if a Default or an Event of Default shall then exist, or, after giving pro forma effect to any such increase or addition, would exist. The terms applicable to the Revolving Loans (and Revolving Credit Commitments) in respect of an increase to the Revolving Amount and the terms applicable to the portion of the Term Loan in respect of a Term Loan Increase, in each case pursuant to this Section 2.10, shall be substantially identical to the terms then applicable to existing Revolving Loans (and Revolving Credit Commitments) or to the existing portion of the Term Loan, as the case may be; provided however that the initial issue price of the loans subject to a Term Loan Increase need not be so identical so long as such issue price is not less than the issue price that would produce a Yield Differential as between the Term Loan issued on the Closing Date and the loans to be issued as part of such Term Loan Increase. (iv) Notwithstanding anything herein to the contrary, at the time of any such increase or addition contemplated by this Section 2.10(b), the Administrative Agent, the Credit Parties and the Lenders providing such increase or addition shall enter into an amendment to evidence such increase or addition and such amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate in the reasonable opinion of the Administrative Agent to effect the provisions of this Section 2.10(b) (including, without limitation, amendments to the definitions in this Agreement to designate “classes” or “tranches” of loans, borrowings and commitments, and related terms, and to Section 9.8 hereof for the purpose of treating such increases pari passu with the other loans established hereunder). The Administrative Agent and the Lenders hereby consent to the transactions contemplated by this Section 2.10(b) and hereby waive the requirements of any provision of this Agreement or any other Loan Document that may otherwise prohibit the transactions contemplated by this Section 2.10(b). Upon each increase of the Revolving Amount, Term Loan Increase or addition aggregate amount of the Additional Revolving Credit Commitments and/or outstanding Term Loan FacilityLoans in an aggregate principal amount not to exceed $500,000,000, and in such event (1) such increases shall not be subject to the Total Commitment Amount shall be increased by an amount equal to limitation on the amount of increases imposed by clause (a)(i) above, (2) such increase or addition.increases shall not count against the $750,000,000 amount specified in clause (a)(i)(B) above, 120175877_7 145870580_7

Increase in Commitment. (i) At any time during the Commitment Increase PeriodProvided no Default or Event of Default has occurred and is continuing, the Borrower may request and Parent may, on any Business Day prior to the Termination Date increase the aggregate amount of the Commitments by written notice delivering to the Administrative Agent a Commitment Amount Increase Request in the form of Exhibit E hereto at least five (A5) Business Days prior to the desired effective date of such increase (the "Commitment Amount Increase") identifying an additional Bank (or additional Commitment agreed to be made by any existing Bank) and the amount of its Commitment (or additional amount of its Commitment); PROVIDED, HOWEVER, that the Parent and Borrower may only request an increase in the aggregate amount of the Commitments if immediately after giving effect to the Revolving Amount, (B) to add an additional term loan facility to this Agreement (the “Additional Term Loan Facility”) (which Additional Term Loan Facility shall be subject to subsection (c) below) or (C) to increase such Commitment Amount Increase the aggregate principal amount of the Term Loan made Borrower's obligations owing under the Indenture shall be less than the Euro equivalent of $100,000,000; PROVIDED FURTHER that such new or increased Commitment may not be in excess of the difference, if any, between $100,000,000 MINUS the U.S. Dollar Equivalent of the principal amount of the Borrower's obligations owing under the Indenture. The amount of the permitted increase in Commitments shall be calculated using the U.S. Dollar Equivalent of the principal amount redeemed under the Indenture on the Closing Date date notice of such redemption is delivered to the holders of the debt outstanding under the Indenture. Upon the effectiveness thereof, each new Bank (a “Term Loan Increase”); provided that the aggregate amount of all increases and additions (revolver and term) made pursuant or, if applicable, each existing Bank which consented to this subsection (ban increase in its Commitment) shall not exceed $50,000,000 and provided, further, advance Loans in an amount sufficient such that no such increase or addition shall be permitted if (I) the Leverage Ratio would, after giving effect to the making its Loans each Bank shall have outstanding its PRO RATA share of any loans Loans. It shall be a condition to such effectiveness that no Eurocurrency Loans be made outstanding on the date of such effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement, exceed the lesser of (x) 3.90:1.00 and (y) the maximum Leverage Ratio then permitted under Section 5.7(a) or (II) the covenant contained in Section 5.7(c) would not be satisfied on a pro forma basis for the most recent determination period, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement. Each such request for an increase or addition shall be in an amount of at least $10,000,000, increased by increments of $1,000,000, and may be made by either (1) increasing, for one or more Revolving Lenders, with their prior written consent, their respective Revolving Credit Commitments, (2) adding a new commitment for one or more then existing Lenders, with their prior written consent, with respect to any Term Loan Increase or Additional Term Loan Facility, or (3) including one or more Additional Lenders, each with a new commitment under the Revolving Credit Commitment or with respect to a Term Loan Increase or an Additional Term Loan Facility, as a party to this Agreement (each an “Additional Commitment” and, collectively, the “Additional Commitments”), as described below. Upon receipt of written notice from that the Borrower requesting shall not have terminated any such increase portion of the Commitments pursuant to Section 1.13 hereof. The Borrower agrees to pay any fees or addition, expenses of the Administrative Agent shall promptly notify the applicable Lenders of such request. At the time of sending such notice to the applicable Lenders, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which each applicable Lender is requested to respond (which shall in no event be less than five Business Days from the date of delivery of such notice). Each applicable Lender shall notify the Administrative Agent within such time period whether or not it agrees to increase its Revolving Amount, or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, and, if so, the amount thereof. Any applicable Lender so approached to provide all or a portion of an increase to the Revolving Amount or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, may elect or decline the same, in its sole discretion. Any applicable Lender not responding within such time period shall be deemed to have declined the same. The Administrative Agent shall notify the Borrower of the applicable Lenders’ responses to each request made under this Section. To achieve the full amount of a requested increase or addition, the Borrower may if necessary after receipt of responses from the applicable Lenders also invite one or more Additional Lenders to become Lenders pursuant to a joinder agreement to this Agreement in form and substance satisfactory to the Administrative Agent. (ii) During the Commitment Increase Period, all of the Lenders agree that the Administrative Agent, in its reasonable discretion, may permit one or more Additional Commitments upon satisfaction of the following requirements: (A) each Additional Lender, if any, shall execute an Additional Lender Assumption Agreement, (B) each Additional Commitment from an Additional Lender, if any, shall be in an amount of at least $1,000,000, (C) the Administrative Agent shall provide to the Borrower and each Lender a revised Schedule 1 to this Agreement, including revised Applicable Commitment Percentages for each of the Lenders, if appropriate, on or prior to the date of the effectiveness of such Additional Commitments (each an “Additional Lender Assumption Effective Date”), and (D) the Borrower shall execute and deliver to the Administrative Agent and the applicable Lenders such replacement or additional Notes as shall be required by the Administrative Agent (and requested by such Lender or Lenders). The Lenders hereby authorize the Administrative Agent to execute each Additional Lender Assumption Agreement on behalf of the Lenders. (iii) On each Additional Lender Assumption Effective Date (except in the case of an Additional Term Loan Facility), as appropriate, the relevant Lenders shall make adjustments among themselves with respect to the Loans then outstanding and amounts of principal, interest, commitment fees and other amounts paid or payable with respect thereto as shall be necessary, in the opinion of the Administrative Agent, in order to reallocate among the applicable Lenders such outstanding amounts, based on the revised Applicable Commitment Percentages and to otherwise carry out fully the intent and terms of this Section 2.10(b) (and the Borrower shall pay to the applicable Lenders any amounts that would be payable pursuant to Section 3.3 hereof if such adjustments among the applicable Lenders would cause a prepayment of one or more Eurodollar Loans). In connection therewith, it is understood and agreed that the Maximum Amount of any Lender will not be increased (or decreased except pursuant to subsection (a) hereof) without the prior written consent of such Lender. The Borrower shall not request any increase or addition pursuant to subsection (b)(i) if a Default or an Event of Default shall then exist, or, after giving pro forma effect relating to any such increase or addition, would existCommitment Amount Increase. The terms applicable to the Revolving Loans (and Revolving Credit Commitments) in respect of an increase to the Revolving Amount and the terms applicable to the portion of the Term Loan in respect of a Term Loan Increase, in each case pursuant to this Section 2.10, shall be substantially identical to the terms then applicable to existing Revolving Loans (and Revolving Credit Commitments) or to the existing portion of the Term Loan, as the case may be; provided however that the initial issue price of the loans subject to a Term Loan Increase need not be so identical so long as such issue price is not less than the issue price that would produce a Yield Differential as between the Term Loan issued on the Closing Date and the loans to be issued as part of such Term Loan Increase. (iv) Notwithstanding anything herein to the contrary, at the time of no Bank shall have any such obligation to increase or addition contemplated by this Section 2.10(b), the Administrative Agent, the Credit Parties its Commitment and the Lenders providing such increase or addition shall enter into an amendment to evidence such increase or addition and such amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate in the reasonable opinion of the Administrative Agent to effect the provisions of this Section 2.10(b) (including, without limitation, amendments to the definitions in this Agreement to designate “classes” or “tranches” of loans, borrowings and commitments, and related terms, and to Section 9.8 hereof for the purpose of treating such increases pari passu with the other loans established hereunder). The Administrative Agent and the Lenders hereby consent to the transactions contemplated by this Section 2.10(b) and hereby waive the requirements of any provision of this Agreement or any other Loan Document that may otherwise prohibit the transactions contemplated by this Section 2.10(b). Upon each increase of the Revolving Amount, Term Loan Increase or addition of the Additional Term Loan Facility, the Total no Bank's Commitment Amount shall be increased by an amount equal without its consent thereto, and each Bank may at its option, unconditionally and without cause, decline to the amount of such increase or additionits Commitment.

Increase in Commitment. At any time prior to May 1, 2015, Borrower may, at its option and subject to the conditions set forth below in this §2.8, request up to three (3) times that Agent increase the aggregate Commitments by (i) At any time during admitting additional Lenders hereunder (each a “Subsequent Lender”) and/or (ii) increasing the Commitment Increase Period, the Borrower may request by written notice of any Lender (each an “Increasing Lender”) subject to the Administrative Agent following conditions: (Aa) each Subsequent Lender shall meet the conditions for an increase Eligible Assignee; (b) if requested by the applicable Lender, Borrower executes new Notes payable to the Revolving Amountorder of each Subsequent Lender, or a new or replacement Note payable to the order of each Increasing Lender; (Bc) each Subsequent Lender executes and delivers to add an additional term loan facility Agent a signature page to this Agreement evidencing its agreement to be bound as a Lender hereunder and each Increasing Lender executes and delivers to Agent an acknowledgement of its increased Commitment; (d) Borrower and Agent shall have executed new Security Documents and/or modifications of the “Additional Term Security Documents and other Loan Facility”) (which Additional Term Loan Facility Documents to reflect the increase in the Commitments and Borrower shall have paid to Agent any and all documentary stamp tax, non-recurring intangible tax or other taxes imposed in connection with the recording of such modifications of the Security Documents or increase in the Commitment amount and Agent shall be subject provided with evidence satisfactory to subsection it that all Liens in favor of Agent are and remain first priority Liens; (ce) below) or (C) to increase the aggregate principal amount of the Term Loan made on the Closing Date (a “Term Loan Increase”); provided that the aggregate amount of all increases and additions (revolver and term) made pursuant to this subsection (b) shall not exceed $50,000,000 and provided, further, that no such increase or addition shall be permitted if (I) the Leverage Ratio would, after giving effect to the making admission of any loans to be made on Subsequent Lender or the date of effectiveness thereof (increase in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement, exceed the lesser of (x) 3.90:1.00 and (y) the maximum Leverage Ratio then permitted under Section 5.7(a) or (II) the covenant contained in Section 5.7(c) would not be satisfied on a pro forma basis for the most recent determination period, after giving effect to the making Commitment of any loans to be made on Increasing Lender, the date sum of effectiveness thereof all Commitments does not exceed $200,000,000; (f) each increase in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement. Each such request for an increase or addition total Commitments shall be in an the amount of at least $10,000,000, increased by increments of $1,000,000, and may be made by either (1) increasing, for one or more Revolving Lenders, with their prior written consent, their respective Revolving Credit Commitments, (2) adding a new commitment for one or more then existing Lenders, with their prior written consent, with respect to any Term Loan Increase or Additional Term Loan Facility, or (3) including one or more Additional Lenders, each with a new commitment under the Revolving Credit Commitment or with respect to a Term Loan Increase or an Additional Term Loan Facility, as a party to this Agreement (each an “Additional Commitment” and, collectively, the “Additional Commitments”), as described below. Upon receipt of written notice from the Borrower requesting any such increase or addition, the Administrative Agent shall promptly notify the applicable Lenders of such request. At the time of sending such notice to the applicable Lenders, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which each applicable Lender is requested to respond (which shall in no event be less than five Business Days from the date of delivery of such notice). Each applicable Lender shall notify the Administrative Agent within such time period whether or not it agrees to increase its Revolving Amount, or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, and, if so, the amount thereof. Any applicable Lender so approached to provide all or a portion of an increase to the Revolving Amount or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, may elect or decline the same, in its sole discretion. Any applicable Lender not responding within such time period shall be deemed to have declined the same. The Administrative Agent shall notify the Borrower of the applicable Lenders’ responses to each request made under this Section. To achieve the full amount of a requested increase or addition, the Borrower may if necessary after receipt of responses from the applicable Lenders also invite one or more Additional Lenders to become Lenders pursuant to a joinder agreement to this Agreement in form and substance satisfactory to the Administrative Agent.; (iig) During the Commitment Increase Period, all of the Lenders agree that representations and warranties of Borrower and Guarantors in the Administrative Agent, Loan Documents shall be true and correct in its reasonable discretion, may permit one or more Additional Commitments upon satisfaction all material respects as of the following requirements: effective date of the increase in the total Commitment (Aor if such representations and warranties by their terms relate solely to an earlier date, then as of such earlier date); (h) each Additional no Default or Event of Default exists or would result therefrom; (i) no Lender, if anyincluding, shall execute an Additional Lender Assumption Agreement, (B) each Additional Commitment from an Additional Lender, if anybut not limited to KeyBank, shall be in an amount of at least $1,000,000, (C) the Administrative Agent shall provide to the Borrower and each Increasing Lender a revised Schedule 1 to this Agreement, including revised Applicable Commitment Percentages for each of the Lenders, if appropriate, on or prior to the date of the effectiveness of such Additional Commitments (each an “Additional Lender Assumption Effective Date”), and (D) the Borrower shall execute and deliver to the Administrative Agent and the applicable Lenders such replacement or additional Notes as shall be required by the Administrative Agent (and requested by such Lender or Lenders). The Lenders hereby authorize the Administrative Agent to execute each Additional Lender Assumption Agreement on behalf of the Lenders. (iii) On each Additional Lender Assumption Effective Date (except in the case of an Additional Term Loan Facility), as appropriate, the relevant Lenders shall make adjustments among themselves with respect to the Loans then outstanding and amounts of principal, interest, commitment fees and other amounts paid or payable with respect thereto as shall be necessary, in the opinion of the Administrative Agent, in order to reallocate among the applicable Lenders such outstanding amounts, based on the revised Applicable Commitment Percentages and to otherwise carry out fully the intent and terms of this Section 2.10(b) (and the Borrower shall pay to the applicable Lenders any amounts that would be payable pursuant to Section 3.3 hereof if such adjustments among the applicable Lenders would cause a prepayment of one or more Eurodollar Loans). In connection therewith, it is understood and agreed that the Maximum Amount of any Lender will not be increased (or decreased except pursuant to subsection (a) hereof) without the prior written consent of such Lender; 6231593.9\0334186 (j) Borrower shall have delivered to Agent a Compliance Certificate setting forth in reasonable detail computations evidencing compliance, on a proforma basis giving effect to the Commitment increase, with the covenants contained in §9; and (k) Borrower shall have executed such other modifications and documents and made such other deliveries as Agent may reasonably require to evidence and effectuate such new or increased Commitments and shall pay or reimburse Agent and Agent’s Special Counsel for all reasonable fees (including any fees specified in the Agreement Regarding Fees), expenses and costs in connection with the foregoing and Borrower shall also pay such Loan fees and placement fees, if any, as may be agreed for such increase in the Commitments. The After adding the Commitment of any Increasing Lender or Subsequent Lender, Agent shall promptly provide each Lender and Borrower with a new Schedule 1.1 to this Agreement (and each Lender acknowledges that its Commitment Percentage under Schedule 1.1 and allocated portion of the Outstanding Loans will change in accordance with its pro rata share of the increased Term Commitments.) Unless and until the total Commitments have been increased in accordance with this §2.8, Borrower shall not request be permitted any increase or addition pursuant to subsection (b)(i) if a Default or an Event of Default shall then exist, or, after giving pro forma effect to any such increase or addition, would exist. The terms applicable to the Revolving Loans (and Revolving Credit Commitments) in respect of an increase to the Revolving Amount and the terms applicable to the portion of the Term Loan in respect of a Term Loan Increase, in each case pursuant to this Section 2.10, shall be substantially identical to the terms then applicable to existing Revolving Loans (and Revolving Credit Commitments) or to the existing portion of the Term Loan, as the case may be; provided however that the initial issue price of the loans subject to a Term Loan Increase need not be so identical so long as such issue price is not less than the issue price that would produce a Yield Differential as between the Term Loan issued on the Closing Date and the loans to be issued as part of such Term Loan Increase. (iv) Notwithstanding anything herein to the contrary, at the time of any such increase or addition contemplated by this Section 2.10(b), the Administrative Agent, the Credit Parties and the Lenders providing such increase or addition shall enter into an amendment to evidence such increase or addition and such amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate in the reasonable opinion of the Administrative Agent to effect the provisions of this Section 2.10(b) (including, without limitation, amendments to the definitions in this Agreement to designate “classes” or “tranches” of loans, borrowings and commitments, and related terms, and to Section 9.8 hereof for the purpose of treating such increases pari passu with the other loans established hereunder). The Administrative Agent and the Lenders hereby consent to the transactions contemplated by this Section 2.10(b) and hereby waive the requirements of any provision of this Agreement or any other Loan Document that may otherwise prohibit the transactions contemplated by this Section 2.10(b). Upon each increase of the Revolving Amount, Term Loan Increase or addition of the Additional Term Loan Facility, the Total Commitment Amount shall be increased by an amount equal to disbursement beyond the amount of the Commitments in effect immediately prior to such increase or additionproposed increase.

Increase in Commitment. (ia) At any time during prior to the Commitment Increase PeriodRevolving Credit Termination Date, the Borrower may request by written notice to shall have the ability, in consultation with the Administrative Agent Agent, to request increases in the Commitment (A) an increase to the Revolving Amounteach, (B) to add an additional term loan facility to this Agreement (the “Additional Term Loan Facility”) (which Additional Term Loan Facility shall be subject to subsection (c) below) or (C) to increase the aggregate principal amount of the Term Loan made on the Closing Date (a “Term Loan Requested Commitment Increase”); provided that (i) no Lender shall have any obligation to participate in any Requested Commitment Increase, (ii) in no event shall the aggregate amount of all increases and additions Requested Commitment Increases exceed $50,000,000, (revolver and termiii) made each such Requested Commitment Increase shall be in a minimum principal amount of $10,000,000 or, if less, the remaining amount permitted pursuant to this subsection clause (bii) above, (iv) no Default or Event of Default shall not exceed $50,000,000 have occurred and providedbe continuing or would result from the proposed Requested Commitment Increase, further, that no such increase or addition shall be permitted if and (Iv) the Leverage Ratio would, Borrower shall have demonstrated pro forma compliance with all financial covenants set forth in Article 9 before and after giving effect to the making of any loans to be made on the date of effectiveness thereof such Requested Commitment Increase. (in each case assuming the Revolving Amount is fully drawn on such effective dateb) and other appropriate pro forma adjustments in accordance with this Agreement, exceed the lesser of (x) 3.90:1.00 and (y) the maximum Leverage Ratio then permitted under Section 5.7(a) or (II) the covenant contained in Section 5.7(c) would not be satisfied on a pro forma basis for the most recent determination period, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement. Each such request for an increase or addition shall be in an amount of at least $10,000,000, increased by increments of $1,000,000, and may be made by either (1) increasing, for one or more Revolving Lenders, with their prior written consent, their respective Revolving Credit Commitments, (2) adding a new commitment for one or more then existing Lenders, with their prior written consent, with respect to any Term Loan Increase or Additional Term Loan Facility, or (3) including one or more Additional Lenders, each with a new commitment under the Revolving Credit Commitment or with respect to a Term Loan Increase or an Additional Term Loan Facility, as a party to this Agreement (each an “Additional Commitment” and, collectively, the “Additional Commitments”), as described below. Upon receipt of written notice from the Borrower requesting any such increase or addition, the The Administrative Agent shall promptly give notice of such requested increase to the Lenders. Each Lender shall notify the applicable Lenders Administrative Agent within five (5) Business Days (or such longer period of such request. At time which may be agreed upon by the time of sending such notice Administrative Agent and the Borrower and communicated to the applicable Lenders, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which each applicable Lender is requested to respond (which shall in no event be less than five Business Days from the date of delivery of such notice). Each applicable Lender shall notify notice to the Administrative Agent within such time period Lenders whether or not it agrees to increase its Revolving Amount, or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, Commitment and, if so, the amount thereofby what amount. Any applicable Lender so approached to provide all or a portion of an increase to the Revolving Amount or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, may elect or decline the same, in its sole discretion. Any applicable Lender not responding within such time period shall be deemed to have declined the sameto increase its Commitment. The Administrative Agent shall notify the Borrower of the applicable Lenders’ responses to each request made under this Sectionhereunder. To achieve the full amount of a requested increase or addition, the The Borrower may if necessary after receipt of responses from the applicable Lenders also invite one or more Additional Lenders additional Eligible Assignees to become Lenders pursuant to a joinder agreement to this Agreement in form and substance reasonably satisfactory to the Administrative Agent. (iic) During Upon the completion of each Requested Commitment Increase PeriodIncrease, all (i) entries on Schedule 1.1 will be revised to reflect the revised Commitments and Commitment Percentages of each of the Lenders agree that the Administrative Agent, in its reasonable discretion, may permit one or more Additional Commitments upon satisfaction of the following requirements: (Aincluding each new Lender) each Additional Lender, if any, shall execute an Additional Lender Assumption Agreement, and (B) each Additional Commitment from an Additional Lender, if any, shall be in an amount of at least $1,000,000, (Cii) the Administrative Agent shall provide to outstanding Revolving Credit Loans will be reallocated on the Borrower and each Lender a effective date of such increase among the Lenders in accordance with their revised Schedule 1 to this Agreement, including revised Applicable Commitment Percentages for each of the Lenders, if appropriate, on or prior to the date of the effectiveness of such Additional Commitments (each an “Additional Lender Assumption Effective Date”), and (D) the Borrower shall execute and deliver to the Administrative Agent and the applicable Lenders (including each new Lender) having a Commitment agree to make all payments and adjustments necessary to effect such replacement or additional Notes as shall be required by the Administrative Agent (and requested by such Lender or Lenders). The Lenders hereby authorize the Administrative Agent to execute each Additional Lender Assumption Agreement on behalf of the Lenders. (iii) On each Additional Lender Assumption Effective Date (except in the case of an Additional Term Loan Facility), as appropriate, the relevant Lenders shall make adjustments among themselves with respect to the Loans then outstanding and amounts of principal, interest, commitment fees and other amounts paid or payable with respect thereto as shall be necessary, in the opinion of the Administrative Agent, in order to reallocate among the applicable Lenders such outstanding amounts, based on the revised Applicable Commitment Percentages and to otherwise carry out fully the intent and terms of this Section 2.10(b) (reallocation and the Borrower shall pay to the applicable Lenders any amounts that would be payable and all costs required pursuant to Section 3.3 hereof 2.6(c) in connection with such reallocation as if such adjustments among the applicable Lenders would cause reallocation were a prepayment of one or more Eurodollar Loansrepayment). In connection therewith, it is understood and agreed that the Maximum Amount of any Lender will not be increased (or decreased except pursuant to subsection (a) hereof) without the prior written consent of such Lender. The Borrower shall not request any increase or addition pursuant to subsection (b)(i) if a Default or an Event of Default shall then exist, or, after giving pro forma effect to any such increase or addition, would exist. The terms applicable to the Revolving Loans (and Revolving Credit Commitments) in respect of an increase to the Revolving Amount and the terms applicable to the portion of the Term Loan in respect of a Term Loan Increase, in each case pursuant to this Section 2.10, shall be substantially identical to the terms then applicable to existing Revolving Loans (and Revolving Credit Commitments) or to the existing portion of the Term Loan, as the case may be; provided however that the initial issue price of the loans subject to a Term Loan Increase need not be so identical so long as such issue price is not less than the issue price that would produce a Yield Differential as between the Term Loan issued on the Closing Date and the loans to be issued as part of such Term Loan Increase. (iv) Notwithstanding anything herein to the contrary, at the time of any such increase or addition contemplated by this Section 2.10(b), the Administrative Agent, the Credit Parties and the Lenders providing such increase or addition shall enter into an amendment to evidence such increase or addition and such amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate in the reasonable opinion of the Administrative Agent to effect the provisions of this Section 2.10(b) (including, without limitation, amendments to the definitions in this Agreement to designate “classes” or “tranches” of loans, borrowings and commitments, and related terms, and to Section 9.8 hereof for the purpose of treating such increases pari passu with the other loans established hereunder). The Administrative Agent and the Lenders hereby consent to the transactions contemplated by this Section 2.10(b) and hereby waive the requirements of any provision of this Agreement or any other Loan Document that may otherwise prohibit the transactions contemplated by this Section 2.10(b). Upon each increase of the Revolving Amount, Term Loan Increase or addition of the Additional Term Loan Facility, the Total Commitment Amount shall be increased by an amount equal to the amount of such increase or addition.

Increase in Commitment. (a) The Company may, at its option any time after the 2019 Restatement Effective Date and before the Termination Date, seek to (i) At increase the Revolving Commitments (any time during the such increase, a “Commitment Increase PeriodIncrease”) or (ii) establish one or more new term loan commitments (“Term Loan Commitments” and, together with any Commitment Increase, the Borrower may request by “Incremental Commitments”) of an existing tranche of term loans or a separate tranche of new term loans (any such term loans, the “Incremental Term Loans”) upon written notice to the Administrative Agent (A) an increase Agent; provided that, subject to the Revolving Amountcalculation adjustments set forth in Section 1.3 with respect to any Incremental Term Loans being incurred in connection with a Limited Condition Transaction, (B) to add an additional term loan facility to this Agreement (the “Additional Term Loan Facility”) (which Additional Term Loan Facility shall be subject to subsection (c) below) or (C) to increase the aggregate principal amount of all Incremental Commitments (excluding the 2019 Incremental Term Loan made on the Closing Date (a “Term Loan Increase”); provided that the aggregate amount of all increases and additions (revolver and term) made pursuant to this subsection (bCommitments) shall not exceed $50,000,000 and provided, further, that no such increase or addition shall be permitted if (I) the Leverage Ratio would, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement, exceed the lesser greater of (x) 3.90:1.00 $500,000,000 and (y) the maximum Leverage Ratio then permitted under Section 5.7(a) or (II) the covenant contained in Section 5.7(c) would not be satisfied on a pro forma basis for the most recent determination period, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement. Each amount such request for an increase or addition shall be in an amount of at least $10,000,000, increased by increments of $1,000,000, and may be made by either (1) increasing, for one or more Revolving Lenders, with their prior written consent, their respective Revolving Credit Commitments, (2) adding a new commitment for one or more then existing Lenders, with their prior written consent, with respect to any Term Loan Increase or Additional Term Loan Facility, or (3) including one or more Additional Lenders, each with a new commitment under the Revolving Credit Commitment or with respect to a Term Loan Increase or an Additional Term Loan Facility, as a party to this Agreement (each an “Additional Commitment” and, collectively, the “Additional Commitments”), as described below. Upon receipt of written notice from the Borrower requesting any such increase or addition, the Administrative Agent shall promptly notify the applicable Lenders of such request. At the time of sending such notice to the applicable Lenders, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which each applicable Lender is requested to respond (which shall in no event be less than five Business Days from the date of delivery of such notice). Each applicable Lender shall notify the Administrative Agent within such time period whether or not it agrees to increase its Revolving Amount, or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, and, if so, the amount thereof. Any applicable Lender so approached to provide all or a portion of an increase to the Revolving Amount or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, may elect or decline the same, in its sole discretion. Any applicable Lender not responding within such time period shall be deemed to have declined the same. The Administrative Agent shall notify the Borrower of the applicable Lenders’ responses to each request made under this Section. To achieve the full amount of a requested increase or addition, the Borrower may if necessary after receipt of responses from the applicable Lenders also invite one or more Additional Lenders to become Lenders pursuant to a joinder agreement to this Agreement in form and substance satisfactory to the Administrative Agent. (ii) During the Commitment Increase Period, all of the Lenders agree that the Administrative Agent, in its reasonable discretion, may permit one or more Additional Commitments upon satisfaction of the following requirements: (A) each Additional Lender, if any, shall execute an Additional Lender Assumption Agreement, (B) each Additional Commitment from an Additional Lender, if any, shall be in an amount of at least $1,000,000, (C) the Administrative Agent shall provide to the Borrower and each Lender a revised Schedule 1 to this Agreement, including revised Applicable Commitment Percentages for each of the Lenders, if appropriate, on or prior to the date of the effectiveness of such Additional Commitments (each an “Additional Lender Assumption Effective Date”), and (D) the Borrower shall execute and deliver to the Administrative Agent and the applicable Lenders such replacement or additional Notes as shall be required by the Administrative Agent (and requested by such Lender or Lenders). The Lenders hereby authorize the Administrative Agent to execute each Additional Lender Assumption Agreement on behalf of the Lenders. (iii) On each Additional Lender Assumption Effective Date (except in the case of an Additional Term Loan Facility), as appropriate, the relevant Lenders shall make adjustments among themselves with respect to the Loans then outstanding and amounts of principal, interest, commitment fees and other amounts paid or payable with respect thereto as shall be necessary, in the opinion of the Administrative Agent, in order to reallocate among the applicable Lenders such outstanding amounts, based on the revised Applicable Commitment Percentages and to otherwise carry out fully the intent and terms of this Section 2.10(b) (and the Borrower shall pay to the applicable Lenders any amounts that would be payable pursuant to Section 3.3 hereof if such adjustments among the applicable Lenders would cause a prepayment of one or more Eurodollar Loans). In connection therewith, it is understood and agreed that the Maximum Amount of any Lender will not be increased (or decreased except pursuant to subsection (a) hereof) without the prior written consent of such Lender. The Borrower shall not request any increase or addition pursuant to subsection (b)(i) if a Default or an Event of Default shall then exist, or, after giving pro forma effect to the incurrence of such Incremental Commitments and the use of proceeds thereof (assuming that all amounts thereunder are drawn in full but without netting any of the proceeds thereof) the Total Debt to EBITDA Ratio would not exceed 3.50 to 1.00. (b) Any such increase or addition, would exist. The terms applicable notice delivered to the Revolving Loans (and Revolving Credit Commitments) Administrative Agent in respect of an increase to the Revolving Amount and the terms applicable to the portion of the Term Loan in respect of connection with a Term Loan Increase, in each case pursuant to this Section 2.10, Commitment Increase shall be substantially identical to delivered at a time when no Unmatured Event of Default or Event of Default has occurred and is continuing and shall specify (i) the terms then applicable to existing Revolving Loans amount of such Commitment Increase (and Revolving Credit Commitments) or to the existing portion of the Term Loan, as the case may be; provided however that the initial issue price of the loans subject to a Term Loan Increase need which shall not be so identical so long as less than $10,000,000 or, if less, the maximum amount of Incremental Commitments remaining to be established hereunder) sought by the Company, (ii) the date (each, an “Increased Amount Date”) on which the Company proposes that such issue price is Commitment Increase shall be effective, which shall be a date not less than ten Business Days after the issue price that would produce a Yield Differential as between date on which such notice is delivered to the Term Loan issued on Administrative Agent (unless otherwise agreed by the Closing Date Administrative Agent in its sole discretion) and (iii) the identity of each Incremental Lender to whom the Company proposes any portion of such Commitment Increase be allocated and the loans amounts of such allocations. The Administrative Agent, subject to the consent of the Company, which shall not be issued as part unreasonably withheld, may allocate the Commitment Increase (which may be declined by any Lender (including in its sole discretion)) on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Eligible Assignees reasonably acceptable to each of the Administrative Agent, each Issuing Lender, the Swing Line Lender and the Company which have expressed a desire to accept the Commitment Increase. The Administrative Agent will then notify each existing Lender and Incremental Lender of such Term Loan IncreaseCommitments or revised allocations of the Revolving Commitments, including the desired increase. No Commitment Increase shall become effective until each of the Incremental Lenders extending such Commitment Increase and the Company shall have delivered to the Administrative Agent a document in form reasonably satisfactory to the Administrative Agent pursuant to which any such Incremental Lender states the amount of its Commitment Increase and agrees to assume and accept the obligations and rights of a Lender hereunder, and the Company accepts such new Incremental Commitments. (ivc) Notwithstanding anything herein Any such notice delivered to the contraryAdministrative Agent in connection with Term Loan Commitments shall be delivered at a time when no Unmatured Event of Default or Event of Default has occurred and is continuing and shall specify (i) the amount of such Term Loan Commitments (which shall not be less than $25,000,000 or, at if less, the time maximum amount of Incremental Commitments remaining to be established hereunder) sought by the Company, (ii) the Increased Amount Date, which shall be a date not less than ten Business Days after the date on which such notice is delivered to the Administrative Agent (unless otherwise agreed by the Administrative Agent in its sole discretion) and (iii) the identity of each Incremental Lender. Each Incremental Lender, if not already a Lender hereunder, shall be an Eligible Assignee and reasonably acceptable to the Administrative Agent and no Lender shall be required to participate in any Incremental Term Loans. On or after such increase or addition contemplated by this Section 2.10(b)Increased Amount Date, the Company, the Administrative Agent, the Credit Parties Agent and the one or more Incremental Lenders providing such increase or addition shall enter into an amendment to evidence such increase or addition and such amendment may, and without the consent of any other LendersLender, effect amend this Agreement pursuant to an amendment agreement (an “Incremental Term Loan Amendment”) setting forth, to the extent applicable, the following terms of such Incremental Term Loans: (A) whether such Incremental Term Loans will be part of an existing tranche of Incremental Term Loans or part of a new and separate tranche, (B) the maturity or termination date applicable to the Incremental Term Loans or Term Loan Commitments of such tranche, (C) any amortization applicable to the Incremental Term Loans of such tranche, (D) the interest rate or rates applicable to the Incremental Term Loans of such tranche, (E) the fees applicable to the Incremental Term Loans or Term Loan Commitments of such tranche, (F) any original issue discount applicable to Incremental Term Loans or Term Loan Commitments of such tranche, (G) the initial Interest Period or Interest Periods applicable to Incremental Term Loans or Term Loan Commitments of such tranche and (H) any voluntary or mandatory prepayment requirements or Term Loan Commitment reductions applicable to Incremental Term Loans or Term Loan Commitments of such tranche and any restrictions on the voluntary or mandatory prepayment or reduction of Incremental Term Loans or Term Loan Commitments of tranches established after such tranche (it being understood that any such mandatory prepayments may be applied to Term Loans prior to being applied to any Revolving Loans), and implementing such additional amendments to this Agreement as shall be appropriate to give effect to the foregoing terms and to provide the rights and benefits of this Agreement and other Loan Documents to the Incremental Term Loans of such tranche, and such amendment will be effective to amend this Agreement and the other Loan Documents on the terms set forth therein without the consent of any other Lender or the Swing Line Lender. Except as may contemplated by the preceding sentence, the terms of any Incremental Term Loans established under this Section shall be necessary the same as those of the Incremental Term Loans existing at the time such new Incremental Term Loans were made. Notwithstanding the foregoing, (1) except as provided in clauses (A) through (H) above, no Incremental Term Loan Amendment shall alter the rights of any Lender (other than the Incremental Lenders) in a manner that would not be permitted under Section 15.1 without the consent of such Lender unless such consent shall have been obtained and (2) no Incremental Term Loans (other than the 2019 Incremental Term Loans) shall (A) have a maturity date earlier than the Latest Maturity Date without the prior written consent of Lenders holding a majority of the principal amount of the Revolving Commitments and the Incremental Term Loans of any tranche maturing prior to such date, (B) have scheduled amortization of more than 5% of the original principal amount of such Incremental Term Loan per annum or appropriate (C) have mandatory prepayment terms other than customary mandatory prepayments from proceeds of assets sales and casualty events (with customary reinvestment rights), the incurrence of Debt not otherwise permitted hereunder and annual excess cash flow. The Administrative Agent shall promptly notify each Lender as to the effectiveness of each Incremental Term Loan Amendment. (d) Notwithstanding the foregoing, no Incremental Commitments or Incremental Term Loans shall be made or established, and no Incremental Term Loan Amendment shall become effective, unless (i) no Unmatured Event of Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such Incremental Commitments or Incremental Term Loans (except in the reasonable opinion case that the proceeds of any Incremental Term Loans are being used to finance a Limited Condition Transaction, in which case the standard will be no Event of Default or Unmatured Event of Default on the LCT Test Date and no Event of Default under Sections 13.1(a) or 13.1(c) at the time of the Administrative Agent to effect the provisions consummation of this Section 2.10(bsuch Limited Condition Transaction); (ii) (including, without limitation, amendments all other fees and expenses owing in respect of such increase to the definitions in this Agreement to designate “classes” or “tranches” of loans, borrowings and commitments, and related terms, and to Section 9.8 hereof for the purpose of treating such increases pari passu with the other loans established hereunder). The Administrative Agent and the Lenders hereby consent will have been paid; (iii) the Company shall be in pro forma compliance with each of the covenants set forth in Section 11.12 (giving effect, if applicable, to the transactions contemplated by this Section 2.10(bprovisos thereto) and hereby waive as of the requirements last day of the most recently ended Fiscal Quarter (or, in the case that the proceeds of any provision of this Agreement or any other Incremental Term Loan Document that may otherwise prohibit the transactions contemplated by this Section 2.10(b). Upon each increase are being used to finance a Limited Condition Transaction, as of the Revolving Amountlast day of the most recently ended Fiscal Quarter prior to the applicable LCT Test Date) after giving effect to such Commitment Increase or Incremental Term Loans and other customary and appropriate pro forma adjustment events, including any Acquisitions or dispositions after the beginning of the relevant determination period but prior to or simultaneous with the borrowing of such Incremental Commitments or Incremental Term Loans, as the case may be, and provided that for purposes of calculating the Total Debt to EBITDA Ratio, any Commitment Increases that are drawn substantially simultaneous with the effectiveness of such Commitment Increase shall be given pro forma effect; and (iv) the Company shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent in connection with any such transaction. (e) Upon the making of any Incremental Term Loan Increase or addition the effectiveness of any Incremental Commitment of any Incremental Lender that is not already a Lender pursuant to this Section, such Incremental Lender shall be deemed to be a “Lender” (and a Lender in respect of Loans of the Additional applicable facility or tranche) hereunder, and henceforth shall be entitled to all the rights of, and benefits accruing to, Lenders (or Lenders in respect of the applicable facility or tranche) hereunder and shall be bound by all agreements, acknowledgements and other obligations of Lenders (or Lenders in respect of the applicable facility or tranche) hereunder. After giving effect to any Commitment Increase, all Loans and all such other credit exposure shall be held ratably by the Lenders in proportion to their respective Term Loan FacilityCommitments and/or Revolving Commitments, as revised to reflect the Total Commitment Amount Increase. The terms of any such Commitment Increase and the extensions of credit made pursuant thereto shall be increased identical to those of the other Commitments and the extensions of credit made pursuant thereto. Each Commitment Increase shall be deemed for all purposes a Revolving Commitment and each Loan made thereunder (an “Incremental Revolving Loan”) shall be deemed, for all purposes, a Revolving Loan. The Administrative Agent may elect or decline to arrange the increase in Revolving Commitment sought by an amount equal the Company but is under no obligation to arrange or consummate any such increase. The Company will cooperate with the amount of Administrative Agent in such increase or additionefforts.

Increase in Commitment. (a) The Borrower, on behalf of the Borrower and Guarantors, may, on any Business Day after the date hereof, request an increase of the aggregate amount of the Revolving Credit Commitments (each a "Commitment Amount Increase") and/or outstanding Term Loans and/or create one or more additional tranches of term loans (each such additional tranche of term loans or increase in an existing tranche of Term Loans, an "Incremental Term Loan"); provided, however, that: (i) At except as permitted by the final sentence of this Section 2.161., the sum of the aggregate Commitment Amount Increases and Incremental Term Loans effective after the Effective Date shall not exceed an amount equal to the sum of (A) the amount of additional Debt that would cause the Total Leverage Ratio as of the four (4) consecutive fiscal quarter period most recently ended prior to the incurrence of such additional Debt for which financial statements have been delivered to the Administrative Agent hereunder, calculated on a pro forma basis after giving effect to the incurrence of such additional Debt and assuming that the proposed Commitment Amount Increase or Incremental Term Loan is fully drawn at such time, not to exceed 3.00 to 1.00 plus (B) $750,000,000; (ii) no approval or consent of any Bank shall be required except the Banks providing such Commitment Amount Increase or Incremental Term Loan and the consents contemplated by clause (vi) below, (iii) except as permitted by the final sentence of this Section 2.16(a), any Commitment Amount Increase or issuance of Incremental Term Loans shall be in an aggregate amount for all Banks of not less than $50,000,000 (or such lesser aggregate amount for all Banks as may be acceptable to the Administrative Agent), (iv) no Default shall have occurred and be continuing at the time during of the request or the effective date of the Commitment Amount Increase Periodor issuance of Incremental Term Loans or will result therefrom, (v) all representations and warranties contained in Article 4 hereof shall be true and correct in all material respects (where not already qualified by materiality, otherwise in all respects) at the time of such request and on the effective date of such Commitment Amount Increase or issuance of Incremental Term Loans (other than representations and warranties that relate to a specific date, which shall be true and correct in all material respects (where not already qualified by materiality, otherwise in all respects) as of such date), and (vi) the Administrative Agent and, in the case of a Commitment Amount Increase, each Letter of Credit Issuer and the Swing Lender, shall have provided their written consent (which consents shall not be unreasonably withheld). Unless the Borrower otherwise notifies the Administrative Agent, if all or any portion of any Commitment Amount Increases or Incremental Term Loans would be permitted under clause (A) above on the applicable date of incurrence, such Commitment Amount Increases or Incremental Term Loans (or the relevant portion thereof), as applicable, shall be deemed to have been incurred in reliance on clause (A) above prior to the utilization of any amount available under clause (B) above. Notwithstanding the foregoing clause (a)(i), the Borrower, on behalf of the Borrower and Guarantors, may, on any Business Day on or prior to the date that is 30 days after the Effective Date, request an increase of the aggregate amount of the Revolving Credit Commitments and/or outstanding Term Loans in an aggregate principal amount not to exceed $500,000,000, and in such event (1) such increases shall not be subject to the limitation on the amount of increases imposed by clause (a)(i) above, (2) such increases shall not count against the $750,000,000 amount specified in clause (a)(i)(B) above, (3) such increases shall not be subject to the minimum amount limitation specified in clause (a)(iii) above, and (4) such increases shall otherwise be subject to this Section 2.16, as applicable. (b) In order to request a Commitment Amount Increase or Incremental Term Loan, the Borrower may request by shall deliver written notice to the Administrative Agent at least five (A5) an increase Business Days (or such shorter period of time agreed by the Administrative Agent) prior to the Revolving Amountdesired effective date of such increase identifying one or more existing or additional Banks and the amount of its Commitment Amount Increase or Incremental Term Loan. Upon the effectiveness thereof, the new Banks (B) to add an additional term loan facility to this Agreement (the “Additional Term Loan Facility”or, if applicable, existing Banks) (which Additional Term Loan Facility shall be subject to subsection (c) below) or (C) to increase the aggregate principal amount of the Term Loan made on the Closing Date (a “Term Loan Increase”); provided that the aggregate amount of all increases and additions (revolver and term) made pursuant to this subsection (bi) shall not exceed $50,000,000 and provided, further, advance Loans in an amount sufficient such that no such increase or addition shall be permitted if (I) the Leverage Ratio would, after giving effect to its Loans each Bank shall have outstanding its respective Percentage of all Loans of the making relevant Credit and (ii) in the case of the Revolving Credit, shall acquire its Revolver Percentage of all participations in Letter of Credit Outstandings and Swing Loans. It shall be a condition to such effectiveness that (i) if any loans to be made Euro‑Dollar Loans are outstanding on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreementeffectiveness, exceed the lesser of (x) 3.90:1.00 Section 2.13 shall apply and (yii) in the maximum Leverage Ratio then permitted under Section 5.7(a) or (II) case of a Commitment Amount Increase, the covenant contained in Section 5.7(c) would Borrower shall not be satisfied on a pro forma basis for the most recent determination period, after giving effect to the making have terminated any portion of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement. Each such request for an increase or addition shall be in an amount of at least $10,000,000, increased by increments of $1,000,000, and may be made by either (1) increasing, for one or more Revolving Lenders, with their prior written consent, their respective Revolving Credit Commitments, (2) adding a new commitment for one or more then existing Lenders, with their prior written consent, with respect to any Term Loan Increase or Additional Term Loan Facility, or (3) including one or more Additional Lenders, each with a new commitment under the Revolving Credit Commitment or with respect Commitments pursuant to a Term Loan Increase or an Additional Term Loan Facility, Section 2.8 hereof. The Borrower and each Guarantor agree to deliver to the Administrative Agent such corporate due diligence documents as a party to this Agreement (each an “Additional Commitment” and, collectively, the “Additional Commitments”), as described below. Upon receipt of written notice from the Borrower requesting any such increase or addition, the Administrative Agent shall promptly notify reasonably request in connection with any Commitment Amount Increase. Promptly upon the applicable Lenders effectiveness of such request. At the time of sending such notice to the applicable Lendersany Commitment Amount Increase or Incremental Term Loan, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which execute and deliver new Notes to each applicable Lender is requested to respond (which shall in no event be less than five Business Days from the requesting Bank. The effective date of delivery of such notice). Each applicable Lender shall notify the Administrative Agent within such time period whether any Commitment Amount Increase or not it agrees to increase its Revolving Amount, or provide a portion of the relevant Additional Incremental Term Loan Facility or Term Loan Increase, and, if so, the amount thereof. Any applicable Lender so approached to provide all or a portion of an increase to the Revolving Amount or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, may elect or decline the same, in its sole discretion. Any applicable Lender not responding within such time period shall be deemed to have declined the same. The Administrative Agent shall notify agreed upon by the Borrower of the applicable Lenders’ responses to each request made under this Section. To achieve the full amount of a requested increase or addition, the Borrower may if necessary after receipt of responses from the applicable Lenders also invite one or more Additional Lenders to become Lenders pursuant to a joinder agreement to this Agreement in form and substance satisfactory to the Administrative Agent. (iic) During the Commitment Increase Period, Incremental Term Loans of a new tranche (i) may be unsecured or may be secured by liens on any or all assets of the Lenders agree that the Administrative Agent, in its reasonable discretion, may permit one or more Additional Commitments upon satisfaction of the following requirements: (A) each Additional Lender, if any, shall execute an Additional Lender Assumption Agreement, (B) each Additional Commitment from an Additional Lender, if any, shall be in an amount of at least $1,000,000, (C) the Administrative Agent shall provide to the Borrower and each Lender a revised Schedule 1 to this Agreementthe Guarantors, including revised Applicable Commitment Percentages for each as determined by the Borrower and the lenders of the LendersIncremental Term Loans (and if so secured, if appropriateall Obligations shall be secured equally and ratably by liens on the same assets; provided that, on or prior to the date extent such Incremental Term Loans (and any replacement financing) are paid and satisfied in full, or any liens granted to secure such Incremental Term Loans (and any replacement financing) are released, the ratable liens granted to secure the other Obligations shall, so long as no Default or Event of Default exists, upon the Borrower's written request, also be released), (ii) shall rank pari passu in right of payment and of security with the other Term Loans and Revolving Loans and shall have the same guarantors as the other Term Loans and the Revolving Loans, (iii) shall not mature earlier than the latest Extended Maturity Date, (iv) shall not have a lower weighted average life to maturity than the remaining weighted average life to maturity of the effectiveness outstanding Term Loans, (v) shall have an amortization schedule (subject to clauses (iii) and (iv)), provisions relating to optional and, to the extent applied pro rata to the other Term Loans and such Incremental Term Loans, mandatory prepayments (including mandatory repurchase offers), and a Base Rate Margin, a Euro‑Dollar Margin, rate floors, fees, premiums, funding discounts and other pricing terms (including a "MFN clause" allowing for repricing upon incurrence of subsequent Incremental Term Loans) for such Incremental Term Loans as determined by the Borrower and the lenders of such Additional Commitments Incremental Term Loans (each an “Additional Lender Assumption Effective Date”provided that no such amortization schedule shall have the effect of reducing the amortization payments scheduled to be made with respect to other Term Loans), and (Dvi) may not otherwise have terms and conditions different from those of the Borrower other Term Loans and Revolving Loans. Incremental Term Loans consisting of an increase in an existing tranche of Term Loans (i) shall execute have principal amortization payments based on the remaining quarterly principal amortization payments of such existing tranche of Term Loans as a percentage of the remaining principal amount of such existing tranche of Term Loans at the time of such increase applied to such increase amount (with the intent being that such increase will amortize at the same relative rate as the existing tranche of Term Loans), and deliver to (ii) may not otherwise have terms and conditions different from those of the Administrative Agent and the applicable Lenders other Term Loans of such replacement or additional Notes as shall be required by the Administrative Agent (and requested by such Lender or Lenders)tranche. The Lenders hereby authorize Borrower will use the Administrative Agent to execute proceeds of each Additional Lender Assumption Agreement on behalf of the LendersIncremental Term Loan for any purpose permitted by Section 5.8. (iiid) On each Additional Lender Assumption Effective Date Commitments in respect of any Commitment Amount Increase or Incremental Term Loans shall become Commitments under this Agreement pursuant to an amendment (except in the case of an Additional Term Loan Facility)"Incremental Amendment") to this Agreement and, as appropriate, the relevant Lenders shall make adjustments among themselves with respect other Credit Documents, executed by the Borrower, each Guarantor, each Bank agreeing to the Loans then outstanding provide such Commitment, if any, each new Bank, if any, and amounts of principal, interest, commitment fees and other amounts paid or payable with respect thereto as shall be necessary, in the opinion of the Administrative Agent, in order to reallocate among the applicable Lenders such outstanding amounts, based on the revised Applicable Commitment Percentages and to otherwise carry out fully the intent and terms of this Section 2.10(b) (and the Borrower shall pay to the applicable Lenders any amounts that would be payable pursuant to Section 3.3 hereof if such adjustments among the applicable Lenders would cause a prepayment of one or more Eurodollar Loans). In connection therewith, it is understood and agreed that the Maximum Amount of any Lender will not be increased (or decreased except pursuant to subsection (a) hereof) without the prior written consent of such Lender. The Borrower Incremental Amendment shall not request any increase or addition pursuant to subsection (b)(i) if a Default or an Event of Default shall then existnot, orexcept as specified in the preceding sentence, after giving pro forma effect to any such increase or addition, would exist. The terms applicable to the Revolving Loans (and Revolving Credit Commitments) in respect of an increase to the Revolving Amount and the terms applicable to the portion of the Term Loan in respect of a Term Loan Increase, in each case pursuant to this Section 2.10, shall be substantially identical to the terms then applicable to existing Revolving Loans (and Revolving Credit Commitments) or to the existing portion of the Term Loan, as the case may be; provided however that the initial issue price of the loans subject to a Term Loan Increase need not be so identical so long as such issue price is not less than the issue price that would produce a Yield Differential as between the Term Loan issued on the Closing Date and the loans to be issued as part of such Term Loan Increase. (iv) Notwithstanding anything herein to the contrary, at the time of any such increase or addition contemplated by this Section 2.10(b), the Administrative Agent, the Credit Parties and the Lenders providing such increase or addition shall enter into an amendment to evidence such increase or addition and such amendment may, without require the consent of any other LendersBank, and may effect such amendments to this Agreement and the other Loan Credit Documents as may be necessary, in the reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section. The Banks hereby authorize the Administrative Agent to execute such other documents, instruments and agreements, including security agreements, as may be necessary or appropriate in the reasonable opinion of the Administrative Agent to give effect the provisions of this Section 2.10(b) (including, without limitation, amendments to the definitions in this Agreement to designate “classes” or “tranches” of loans, borrowings and commitments, and related terms, and to Section 9.8 hereof for the purpose of treating such increases pari passu with the other loans established hereunder)Incremental Amendment. The effectiveness of any Incremental Amendment shall be subject to the satisfaction on the date thereof of such conditions as the parties thereto shall agree. (e) The Borrower agrees to pay any reasonable out‑of‑pocket expenses of the Administrative Agent and the Lenders hereby consent relating to any Commitment Amount Increase, Incremental Term Loan or Incremental Amendment. Notwithstanding anything herein to the transactions contemplated by this Section 2.10(b) contrary, no Bank shall have any obligation to increase its Revolving Credit Commitment or advance Incremental Term Loans and hereby waive the requirements of any provision of this Agreement or any other Loan Document that may otherwise prohibit the transactions contemplated by this Section 2.10(b). Upon each increase of the no Bank's Revolving Amount, Term Loan Increase or addition of the Additional Term Loan Facility, the Total Credit Commitment Amount shall be increased by an amount equal without its consent thereto, and each Bank may at its option, unconditionally and without cause, decline to the amount of such increase its Revolving Credit Commitment or additionadvance Incremental Term Loans.

Increase in Commitment. (i) At any time during the Commitment Increase PeriodProvided there exists no Default, the Borrower may request by written notice to the Administrative Agent (A) an increase to the Revolving Amount, (B) to add an additional term loan facility to this Agreement (the “Additional Term Loan Facility”) (which Additional Term Loan Facility shall be subject to subsection (c) below) or (C) to increase the aggregate principal amount Company on behalf of the Term Loan made Borrowers and Guarantors may, on the Closing Date (a “Term Loan Increase”); provided that the aggregate amount of all increases and additions (revolver and term) made pursuant to this subsection (b) shall not exceed $50,000,000 and provided, further, that no such increase or addition shall be permitted if (I) the Leverage Ratio would, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement, exceed the lesser of (x) 3.90:1.00 and (y) the maximum Leverage Ratio then permitted under Section 5.7(a) or (II) the covenant contained in Section 5.7(c) would not be satisfied on a pro forma basis for the most recent determination period, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement. Each such request for an increase or addition shall be in an amount of at least $10,000,000, increased by increments of $1,000,000, and may be made by either (1) increasing, for one or more Revolving Lenders, with their prior written consent, their respective Revolving Credit Commitments, (2) adding a new commitment for one or more then existing Lenders, with their prior written consent, with respect to any Term Loan Increase or Additional Term Loan Facility, or (3) including one or more Additional Lenders, each with a new commitment under the Revolving Credit Commitment or with respect to a Term Loan Increase or an Additional Term Loan Facility, as a party to this Agreement (each an “Additional Commitment” and, collectively, the “Additional Commitments”), as described below. Upon receipt of written notice from the Borrower requesting any such increase or addition, the Administrative Agent shall promptly notify the applicable Lenders of such request. At the time of sending such notice to the applicable Lenders, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which each applicable Lender is requested to respond (which shall in no event be less than five Business Days from the date of delivery of such notice). Each applicable Lender shall notify the Administrative Agent within such time period whether or not it agrees to increase its Revolving Amount, or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, and, if so, the amount thereof. Any applicable Lender so approached to provide all or a portion of an increase to the Revolving Amount or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, may elect or decline the same, in its sole discretion. Any applicable Lender not responding within such time period shall be deemed to have declined the same. The Administrative Agent shall notify the Borrower of the applicable Lenders’ responses to each request made under this Section. To achieve the full amount of a requested increase or addition, the Borrower may if necessary after receipt of responses from the applicable Lenders also invite one or more Additional Lenders to become Lenders pursuant to a joinder agreement to this Agreement in form and substance satisfactory to the Administrative Agent. (ii) During the Commitment Increase Period, all of the Lenders agree that the Administrative Agent, in its reasonable discretion, may permit one or more Additional Commitments upon satisfaction of the following requirements: (A) each Additional Lender, if any, shall execute an Additional Lender Assumption Agreement, (B) each Additional Commitment from an Additional Lender, if any, shall be in an amount of at least $1,000,000, (C) the Administrative Agent shall provide to the Borrower and each Lender a revised Schedule 1 to this Agreement, including revised Applicable Commitment Percentages for each of the Lenders, if appropriate, Day on or prior to the ninetieth day after the date of hereof, with the effectiveness of such Additional Commitments (each an “Additional Lender Assumption Effective Date”), and (D) the Borrower shall execute and deliver to the Administrative Agent and the applicable Lenders such replacement or additional Notes as shall be required by the Administrative Agent (and requested by such Lender or Lenders). The Lenders hereby authorize the Administrative Agent to execute each Additional Lender Assumption Agreement on behalf of the Lenders. (iii) On each Additional Lender Assumption Effective Date (except in the case of an Additional Term Loan Facility), as appropriate, the relevant Lenders shall make adjustments among themselves with respect to the Loans then outstanding and amounts of principal, interest, commitment fees and other amounts paid or payable with respect thereto as shall be necessary, in the opinion written consent of the Administrative Agent, increase the aggregate amount of the Revolving Loan Commitments by delivering a Commitment Amount Increase Request at least 5 Business Days prior to the desired effective date of such increase (the "COMMITMENT AMOUNT INCREASE") identifying an additional Bank (or additional Revolving Loan Commitment agreed to be made by any existing Bank) and the amount of its Revolving Loan Commitment (or additional amount of its Revolving Loan Commitment); PROVIDED, HOWEVER, that any increase of the aggregate amount of the Revolving Loan Commitments to an amount in order excess of $375,000,000 will require the approval of the Required Banks. The effective date of the Commitment Amount Increase shall be agreed upon by the Company and the Administrative Agent. Upon the effectiveness thereof, each new Bank (or, if applicable, each existing Bank which consented to reallocate among the applicable Lenders an increase in its Revolving Loan Commitment) shall advance Revolving Loans in an amount sufficient such that after giving effect to its Revolving Loan each Bank shall have outstanding amounts, based its PRO RATA share of Revolving Loans. It shall be a condition to such effectiveness that no Eurocurrency Loans be outstanding on the revised Applicable date of such effectiveness and that the Company shall not have terminated any portion of the Total Commitment Percentages and to otherwise carry out fully the intent and terms of this Section 2.10(b) (and the Borrower shall pay to the applicable Lenders any amounts that would be payable pursuant to Section 3.3 hereof if such adjustments among the applicable Lenders would cause a prepayment of one or more Eurodollar Loans). In connection therewith, it is understood and agreed that the Maximum Amount of any Lender will not be increased (or decreased except pursuant to subsection (a) 3.02 hereof) without the prior written consent of such Lender. The Borrower shall not request Company agrees to pay any increase fees or addition pursuant to subsection (b)(i) if a Default or an Event expenses of Default shall then exist, or, after giving pro forma effect the Administrative Agent relating to any such increase or addition, would existCommitment Amount Increase. The terms applicable to the Revolving Loans (and Revolving Credit Commitments) in respect of an increase to the Revolving Amount and the terms applicable to the portion of the Term Loan in respect of a Term Loan Increase, in each case pursuant to this Section 2.10, shall be substantially identical to the terms then applicable to existing Revolving Loans (and Revolving Credit Commitments) or to the existing portion of the Term Loan, as the case may be; provided however that the initial issue price of the loans subject to a Term Loan Increase need not be so identical so long as such issue price is not less than the issue price that would produce a Yield Differential as between the Term Loan issued on the Closing Date and the loans to be issued as part of such Term Loan Increase. (iv) Notwithstanding anything herein to the contrary, at the time of no Bank shall have any such obligation to increase or addition contemplated by this Section 2.10(b), the Administrative Agent, the Credit Parties its Revolving Loan Commitment and the Lenders providing such increase or addition shall enter into an amendment to evidence such increase or addition and such amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other no Bank's Revolving Loan Documents as may be necessary or appropriate in the reasonable opinion of the Administrative Agent to effect the provisions of this Section 2.10(b) (including, without limitation, amendments to the definitions in this Agreement to designate “classes” or “tranches” of loans, borrowings and commitments, and related terms, and to Section 9.8 hereof for the purpose of treating such increases pari passu with the other loans established hereunder). The Administrative Agent and the Lenders hereby consent to the transactions contemplated by this Section 2.10(b) and hereby waive the requirements of any provision of this Agreement or any other Loan Document that may otherwise prohibit the transactions contemplated by this Section 2.10(b). Upon each increase of the Revolving Amount, Term Loan Increase or addition of the Additional Term Loan Facility, the Total Commitment Amount shall be increased by an amount equal without its consent thereto, and each Bank may at its option, unconditionally and without cause, decline to the amount of such increase or additionits Revolving Loan Commitment.

Increase in Commitment. 107599586\V-16 US_Active\115440519\V-15 (ia) At any time during Provided that no Unmatured Default or Default has occurred and is continuing, subject to the Commitment Increase Periodterms and conditions set forth in this Section 2.23, the Borrower may shall have the option at any time and from time to time prior to the date that is at least thirty (30) days prior to the Facility Termination Date to request an increase in the Aggregate Revolving Credit Commitment, the Term Loan A Commitments and/or the Term Loan B Commitments, each in increments of $10,000,000, by an aggregate amount of increases to the Aggregate Revolving Credit Commitment, the Term A Loan Commitments and Term Loan B Commitments of up to $350,000,000 (the amount of the requested increase to be set forth in the Increase Notice) (which, assuming no previous reduction in the Revolving Credit Commitments, the Term Loan A Commitments or the Term Loan B Commitments, would result in an Aggregate Commitment of $700,000,000), written notice to the Administrative Agent (A) an increase to the Revolving Amount, (B) to add an additional term loan facility to this Agreement (the “Additional Term Loan FacilityIncrease Notice”) (which Additional Term Loan Facility shall be subject to subsection (c) below) or (C) to increase the aggregate principal amount ). The execution and delivery of the Term Loan made on Increase Notice by the Closing Date (Borrower shall constitute a “Term Loan Increase”); provided representation and warranty by the Borrower that all the aggregate amount of all increases and additions (revolver and term) made pursuant to conditions set forth in this subsection (b) Section 2.23 shall not exceed $50,000,000 and provided, further, that no such increase or addition shall be permitted if (I) the Leverage Ratio would, after giving effect to the making of any loans to be made have been satisfied on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement, exceed the lesser of (x) 3.90:1.00 and (y) the maximum Leverage Ratio then permitted under Section 5.7(a) or (II) the covenant contained in Section 5.7(c) would not be satisfied on a pro forma basis for the most recent determination period, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this AgreementIncrease Notice. Each such request for an increase or addition shall be in an amount of at least $10,000,000, increased by increments of $1,000,000, and The Commitment Increase may be made by either allocated (1) increasing, for one or more Revolving Lenders, with their prior written consent, their respective to the then existing Revolving Credit Commitments, having the same terms as the existing Revolving Credit Commitments (2) adding a new commitment for one or more to the then existing Lenders, with their prior written consent, with respect to any Term Loan Increase or Additional A Commitments having the same terms as the existing Term Loan FacilityA Commitments, or (3) including one or more Additional Lenders, each with a new commitment under to the Revolving Credit Commitment or with respect to a initial Term Loan Increase B Commitment, or an Additional once the initial Term Loan FacilityB Commitment is provided hereunder, as a party to this Agreement (each an “Additional Commitment” and, collectively, the “Additional Commitments”), as described below. Upon receipt of written notice from the Borrower requesting any such increase or addition, the Administrative Agent shall promptly notify the applicable Lenders of such request. At the time of sending such notice to the applicable Lenders, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which each applicable Lender is requested to respond (which shall in no event be less than five Business Days from the date of delivery of such notice). Each applicable Lender shall notify the Administrative Agent within such time period whether or not it agrees to increase its Revolving Amount, or provide a portion of the relevant Additional then existing Term Loan Facility or B Commitments having the same terms as the existing Term Loan Increase, and, if so, the amount thereof. Any applicable Lender so approached to provide all or a portion of an increase to the Revolving Amount or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, may elect or decline the same, in its sole discretion. Any applicable Lender not responding within such time period shall be deemed to have declined the same. The Administrative Agent shall notify the Borrower of the applicable Lenders’ responses to each request made under this Section. To achieve the full amount of a requested increase or addition, the Borrower may if necessary after receipt of responses from the applicable Lenders also invite one or more Additional Lenders to become Lenders pursuant to a joinder agreement to this Agreement in form and substance satisfactory to the Administrative Agent. (ii) During the Commitment Increase Period, all of the Lenders agree that the Administrative Agent, in its reasonable discretion, may permit one or more Additional Commitments upon satisfaction of the following requirements: (A) each Additional Lender, if any, shall execute an Additional Lender Assumption Agreement, (B) each Additional Commitment from an Additional Lender, if any, shall be in an amount of at least $1,000,000, (C) the Administrative Agent shall provide to the Borrower and each Lender a revised Schedule 1 to this Agreement, including revised Applicable Commitment Percentages for each of the Lenders, if appropriate, on or prior to the date of the effectiveness of such Additional Commitments (each an “Additional Lender Assumption Effective Date”), and (D) the Borrower shall execute and deliver to the Administrative Agent and the applicable Lenders such replacement or additional Notes as shall be required by the Administrative Agent (and requested by such Lender or Lenders). The Lenders hereby authorize the Administrative Agent to execute each Additional Lender Assumption Agreement on behalf of the Lenders. (iii) On each Additional Lender Assumption Effective Date (except in the case of an Additional Term Loan Facility), as appropriate, the relevant Lenders shall make adjustments among themselves with respect to the Loans then outstanding and amounts of principal, interest, commitment fees and other amounts paid or payable with respect thereto as shall be necessary, in the opinion of the Administrative Agent, in order to reallocate among the applicable Lenders such outstanding amounts, based on the revised Applicable Commitment Percentages and to otherwise carry out fully the intent and terms of this Section 2.10(b) (and the Borrower shall pay to the applicable Lenders any amounts that would be payable pursuant to Section 3.3 hereof if such adjustments among the applicable Lenders would cause a prepayment of one or more Eurodollar Loans). In connection therewith, it is understood and agreed that the Maximum Amount of any Lender will not be increased (or decreased except pursuant to subsection (a) hereof) without the prior written consent of such Lender. The Borrower shall not request any increase or addition pursuant to subsection (b)(i) if a Default or an Event of Default shall then existB Commitments, or, after giving pro forma effect to any such increase or addition, would exist. The terms applicable to the Revolving Loans (and Revolving Credit Commitments) in respect of an increase to the Revolving Amount and the terms applicable to the portion of the Term Loan in respect of a Term Loan Increase, in each case pursuant to this Section 2.10, shall be substantially identical to the terms then applicable to existing Revolving Loans (and Revolving Credit Commitments) or to the existing portion of the Term Loan, as the case may be; provided however that the initial issue price of the loans subject to a Term Loan Increase need not be so identical so long as such issue price is not less than the issue price that would produce a Yield Differential as between the Term Loan issued on the Closing Date and the loans to be issued as part of such Term Loan Increase. (iv) Notwithstanding anything herein to the contrary, at the time of any such increase or addition contemplated by this Section 2.10(b), the Administrative Agent, the Credit Parties and the Lenders providing such increase or addition shall enter into an amendment to evidence such increase or addition and such amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate in the reasonable opinion of the Administrative Agent to effect the provisions of this Section 2.10(b) (including, without limitation, amendments to the definitions in this Agreement to designate “classes” or “tranches” of loans, borrowings and commitments, and related terms, and to Section 9.8 hereof for the purpose of treating such increases pari passu with the other loans established hereunder). The Administrative Agent and the Lenders hereby consent to the transactions contemplated by this Section 2.10(b) and hereby waive the requirements of any provision of this Agreement or any other Loan Document that may otherwise prohibit the transactions contemplated by this Section 2.10(b). Upon each increase of the Revolving Amount, Term Loan Increase or addition of the Additional Term Loan Facility, the Total Commitment Amount shall be increased by an amount equal to the amount of such increase or addition.

Increase in Commitment. (a) The Company may, at its option any time after the 2019 Restatement Effective Date and before the Termination Date, seek to (i) At increase the Commitments (any time during the such increase, a “Commitment Increase PeriodIncrease”) or (ii) establish one or more new term loan commitments (“Term Loan Commitments” and, together with any Commitment Increase, the Borrower may request by “Incremental Commitments”) of an existing tranche of term loans or a separate tranche of new term loans (any such term loans, the “Incremental Term Loans”) upon written notice to the Administrative Agent (A) an increase Agent; provided that, subject to the Revolving Amountcalculation adjustments set forth in Section 1.3 with respect to any Incremental Term Loans being incurred in connection with a Limited Condition Transaction, (B) to add an additional term loan facility to this Agreement (the “Additional Term Loan Facility”) (which Additional Term Loan Facility shall be subject to subsection (c) below) or (C) to increase the aggregate principal amount of the Term Loan made on the Closing Date (a “Term Loan Increase”); provided that the aggregate amount of all increases and additions (revolver and term) made pursuant to this subsection (b) Incremental Commitments shall not exceed $50,000,000 and provided, further, that no such increase or addition shall be permitted if (I) the Leverage Ratio would, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement, exceed the lesser greater of (x) 3.90:1.00 $500,000,000 and (y) the maximum Leverage Ratio then permitted under Section 5.7(a) or (II) the covenant contained in Section 5.7(c) would not be satisfied on a pro forma basis for the most recent determination period, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement. Each amount such request for an increase or addition shall be in an amount of at least $10,000,000, increased by increments of $1,000,000, and may be made by either (1) increasing, for one or more Revolving Lenders, with their prior written consent, their respective Revolving Credit Commitments, (2) adding a new commitment for one or more then existing Lenders, with their prior written consent, with respect to any Term Loan Increase or Additional Term Loan Facility, or (3) including one or more Additional Lenders, each with a new commitment under the Revolving Credit Commitment or with respect to a Term Loan Increase or an Additional Term Loan Facility, as a party to this Agreement (each an “Additional Commitment” and, collectively, the “Additional Commitments”), as described below. Upon receipt of written notice from the Borrower requesting any such increase or addition, the Administrative Agent shall promptly notify the applicable Lenders of such request. At the time of sending such notice to the applicable Lenders, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which each applicable Lender is requested to respond (which shall in no event be less than five Business Days from the date of delivery of such notice). Each applicable Lender shall notify the Administrative Agent within such time period whether or not it agrees to increase its Revolving Amount, or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, and, if so, the amount thereof. Any applicable Lender so approached to provide all or a portion of an increase to the Revolving Amount or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, may elect or decline the same, in its sole discretion. Any applicable Lender not responding within such time period shall be deemed to have declined the same. The Administrative Agent shall notify the Borrower of the applicable Lenders’ responses to each request made under this Section. To achieve the full amount of a requested increase or addition, the Borrower may if necessary after receipt of responses from the applicable Lenders also invite one or more Additional Lenders to become Lenders pursuant to a joinder agreement to this Agreement in form and substance satisfactory to the Administrative Agent. (ii) During the Commitment Increase Period, all of the Lenders agree that the Administrative Agent, in its reasonable discretion, may permit one or more Additional Commitments upon satisfaction of the following requirements: (A) each Additional Lender, if any, shall execute an Additional Lender Assumption Agreement, (B) each Additional Commitment from an Additional Lender, if any, shall be in an amount of at least $1,000,000, (C) the Administrative Agent shall provide to the Borrower and each Lender a revised Schedule 1 to this Agreement, including revised Applicable Commitment Percentages for each of the Lenders, if appropriate, on or prior to the date of the effectiveness of such Additional Commitments (each an “Additional Lender Assumption Effective Date”), and (D) the Borrower shall execute and deliver to the Administrative Agent and the applicable Lenders such replacement or additional Notes as shall be required by the Administrative Agent (and requested by such Lender or Lenders). The Lenders hereby authorize the Administrative Agent to execute each Additional Lender Assumption Agreement on behalf of the Lenders. (iii) On each Additional Lender Assumption Effective Date (except in the case of an Additional Term Loan Facility), as appropriate, the relevant Lenders shall make adjustments among themselves with respect to the Loans then outstanding and amounts of principal, interest, commitment fees and other amounts paid or payable with respect thereto as shall be necessary, in the opinion of the Administrative Agent, in order to reallocate among the applicable Lenders such outstanding amounts, based on the revised Applicable Commitment Percentages and to otherwise carry out fully the intent and terms of this Section 2.10(b) (and the Borrower shall pay to the applicable Lenders any amounts that would be payable pursuant to Section 3.3 hereof if such adjustments among the applicable Lenders would cause a prepayment of one or more Eurodollar Loans). In connection therewith, it is understood and agreed that the Maximum Amount of any Lender will not be increased (or decreased except pursuant to subsection (a) hereof) without the prior written consent of such Lender. The Borrower shall not request any increase or addition pursuant to subsection (b)(i) if a Default or an Event of Default shall then exist, or, after giving pro forma effect to the incurrence of such Incremental Commitments and the use of proceeds thereof (assuming that all amounts thereunder are drawn in full but without netting any of the proceeds thereof) the Total Debt to EBITDA Ratio would not exceed 3.50 to 1.00. (b) Any such increase or addition, would exist. The terms applicable notice delivered to the Revolving Loans (and Revolving Credit Commitments) Administrative Agent in respect of an increase to the Revolving Amount and the terms applicable to the portion of the Term Loan in respect of connection with a Term Loan Increase, in each case pursuant to this Section 2.10, Commitment Increase shall be substantially identical to delivered at a time when no Unmatured Event of Default or Event of Default has occurred and is continuing and shall specify (i) the terms then applicable to existing Revolving Loans amount of such Commitment Increase (and Revolving Credit Commitments) or to the existing portion of the Term Loan, as the case may be; provided however that the initial issue price of the loans subject to a Term Loan Increase need which shall not be so identical so long as less than $10,000,000 or, if less, the maximum amount of Incremental Commitments remaining to be established hereunder) sought by the Company, (ii) the date (each, an “Increased Amount Date”) on which the Company proposes that such issue price is Commitment Increase shall be effective, which shall be a date not less than ten Business Days after the issue price that would produce date on which such notice is delivered to the Administrative Agent (unless otherwise agreed by the Administrative Agent in its sole discretion) and (iii) the identity of each Incremental Lender to whom the Company proposes any portion of such Commitment Increase be allocated and the amounts of such allocations. The Administrative Agent, subject to the consent of the Company, which shall not be unreasonably withheld, may allocate the Commitment Increase (which may be declined by any Lender (including in its sole discretion)) on either a Yield Differential as between ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Eligible Assignees reasonably acceptable to each of the Administrative Agent, each Issuing Lender, the Swing Line Lender and the Company which have expressed a desire to accept the Commitment Increase. The Administrative Agent will then notify each existing Lender and Incremental Lender of such revised allocations of the Commitments, including the desired increase. No Commitment Increase shall become effective until each of the Incremental Lenders extending such Commitment Increase and the Company shall have delivered to the Administrative Agent a document in form reasonably satisfactory to the Administrative Agent pursuant to which any such Incremental Lender states the amount of its Commitment Increase and agrees to assume and accept the obligations and rights of a Lender hereunder, and the Company accepts such new Commitments. (c) Any such notice delivered to the Administrative Agent in connection with Term Loan issued on Commitments shall be delivered at a time when no Unmatured Event of Default or Event of Default has occurred and is continuing and shall specify (i) the Closing Date and the loans to be issued as part amount of such Term Loan Increase. Commitments (ivwhich shall not be less than $25,000,000 or, if less, the maximum amount of Incremental Commitments remaining to be established hereunder) Notwithstanding anything herein sought by the Company, (ii) the Increased Amount Date, which shall be a date not less than ten Business Days after the date on which such notice is delivered to the contraryAdministrative Agent (unless otherwise agreed by the Administrative Agent in its sole discretion) and (iii) the identity of each Incremental Lender. Each Incremental Lender, at if not already a Lender hereunder, shall be an Eligible Assignee and reasonably acceptable to the time of Administrative Agent and no Lender shall be required to participate in any Incremental Term Loans. On or after such increase or addition contemplated by this Section 2.10(b)Increased Amount Date, the Company, the Administrative Agent, the Credit Parties Agent and the one or more Incremental Lenders providing such increase or addition shall enter into an amendment to evidence such increase or addition and such amendment may, and without the consent of any other LendersLender, effect amend this Agreement pursuant to an amendment agreement (an “Incremental Term Loan Amendment”) setting forth, to the extent applicable, the following terms of such Incremental Term Loans: (A) whether such Incremental Term Loans will be part of an existing tranche of Incremental Term Loans or part of a new and separate tranche, (B) the maturity or termination date applicable to the Incremental Term Loans or Term Loan Commitments of such tranche, (C) any amortization applicable to the Incremental Term Loans of such tranche, (D) the interest rate or rates applicable to the Incremental Term Loans of such tranche, (E) the fees applicable to the Incremental Term Loans or Term Loan Commitments of such tranche, (F) any original issue discount applicable to Incremental Term Loans or Term Loan Commitments of such tranche, (G) the initial Interest Period or Interest Periods applicable to Incremental Term Loans or Term Loan Commitments of such tranche and (H) any voluntary or mandatory prepayment requirements or Term Loan Commitment reductions applicable to Incremental Term Loans or Term Loan Commitments of such tranche and any restrictions on the voluntary or mandatory prepayment or reduction of Incremental Term Loans or Term Loan Commitments of tranches established after such tranche (it being understood that any such mandatory prepayments may be applied to Term Loans prior to being applied to any Revolving Loans), and implementing such additional amendments to this Agreement as shall be appropriate to give effect to the foregoing terms and to provide the rights and benefits of this Agreement and other Loan Documents to the Incremental Term Loans of such tranche, and such amendment will be effective to amend this Agreement and the other Loan Documents on the terms set forth therein without the consent of any other Lender or the Swing Line Lender. Except as may contemplated by the preceding sentence, the terms of any Incremental Term Loans established under this Section shall be necessary the same as those of the Incremental Term Loans existing at the time such new Incremental Term Loans were made. Notwithstanding the foregoing, (1) except as provided in clauses (A) through (H) above, no Incremental Term Loan Amendment shall alter the rights of any Lender (other than the Incremental Lenders) in a manner that would not be permitted under Section 15.1 without the consent of such Lender unless such consent shall have been obtained and (2) no Incremental Term Loans shall (A) have a maturity date earlier than the Latest Maturity Date without the prior written consent of Lenders holding a majority of the principal amount of the Commitments or appropriate the Incremental Term Loans of any tranche maturing prior to such date, (B) have scheduled amortization of more than 5% of the original principal amount of such Incremental Term Loan per annum or (C) have mandatory prepayment terms other than customary mandatory prepayments from proceeds of assets sales and casualty events (with customary reinvestment rights), the incurrence of Debt not otherwise permitted hereunder and annual excess cash flow. The Administrative Agent shall promptly notify each Lender as to the effectiveness of each Incremental Term Loan Amendment. (d) Notwithstanding the foregoing, no Incremental Commitments or Incremental Term Loans shall be made or established, and no Incremental Term Loan Amendment shall become effective, unless (i) no Unmatured Event of Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such Incremental Commitments or Incremental Term Loans (except in the reasonable opinion case that the proceeds of any Incremental Term Loans are being used to finance a Limited Condition Transaction, in which case the standard will be no Event of Default or Unmatured Event of Default on the LCT Test Date and no Event of Default under Sections 13.1(a) or 13.1(c) at the time of the Administrative Agent to effect the provisions consummation of this Section 2.10(bsuch Limited Condition Transaction); (ii) (including, without limitation, amendments all other fees and expenses owing in respect of such increase to the definitions in this Agreement to designate “classes” or “tranches” of loans, borrowings and commitments, and related terms, and to Section 9.8 hereof for the purpose of treating such increases pari passu with the other loans established hereunder). The Administrative Agent and the Lenders hereby consent will have been paid; (iii) the Company shall be in pro forma compliance with each of the covenants set forth in Section 11.12 (giving effect, if applicable, to the transactions contemplated by this Section 2.10(bprovisos thereto) and hereby waive as of the requirements last day of the most recently ended Fiscal Quarter (or, in the case that the proceeds of any provision of this Agreement or any other Incremental Term Loan Document that may otherwise prohibit the transactions contemplated by this Section 2.10(b). Upon each increase are being used to finance a Limited Condition Transaction, as of the Revolving Amountlast day of the most recently ended Fiscal Quarter prior to the applicable LCT Test Date) after giving effect to such Commitment Increase or Incremental Term Loans and other customary and appropriate pro forma adjustment events, including any Acquisitions or dispositions after the beginning of the relevant determination period but prior to or simultaneous with the borrowing of such Incremental Commitments or Incremental Term Loans, as the case may be, and provided that for purposes of calculating the Total Debt to EBITDA Ratio, any Commitment Increases that are drawn substantially simultaneous with the effectiveness of such Commitment Increase shall be given pro forma effect; and (iv) the Company shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent in connection with any such transaction. (e) Upon the making of any Incremental Term Loan Increase or addition the effectiveness of any Incremental Commitment of any Incremental Lender that is not already a Lender pursuant to this Section, such Incremental Lender shall be deemed to be a “Lender” (and a Lender in respect of Loans of the Additional Term Loan Facilityapplicable facility or tranche) hereunder, the Total Commitment Amount and henceforth shall be increased entitled to all the rights of, and benefits accruing to, Lenders (or Lenders in respect of the applicable facility or tranche) hereunder and shall be bound by all agreements, acknowledgements and other obligations of Lenders (or Lenders in respect of the applicable facility or tranche) hereunder. After giving effect to any Commitment Increase, all Loans and all such other credit exposure shall be held ratably by the Lenders in proportion to their respective Commitments, as revised to reflect the increase in the Commitments. The terms of any such Commitment Increase and the extensions of credit made pursuant thereto shall be identical to those of the other Commitments and the extensions of credit made pursuant thereto. Each Commitment Increase shall be deemed for all purposes a Commitment and each Loan made thereunder (an amount equal “Incremental Revolving Loan”) shall be deemed, for all purposes, a Revolving Loan. The Administrative Agent may elect or decline to arrange the amount of increase in Commitment sought by the Company but is under no obligation to arrange or consummate any such increase or additionincrease. The Company will cooperate with the Administrative Agent in such efforts.

Increase in Commitment. (i) At any time during prior to the Commitment Increase Perioddate that is thirty days prior to the Termination Date, if no Default shall have occurred and be continuing (or would result after giving effect thereto), the Borrower Company may, if it so elects, increase the aggregate amount of the Revolving Commitment (each such increase to be in an aggregate amount that is an integral multiple of $500,000 and not less than $5,000,000) (the “Increased Revolving Amount”), first, by agreeing with one or more existing Lenders that such Lenders’ respective Pro Rata Share shall be increased to include the Increased Revolving Amount, or if no existing Lender agrees to increase its Pro Rata Share, then by designating one or more financial institutions not theretofore a Lender to become a Lender (such designation to be effective only with the prior written consent of the Administrative Agent, which consent will not be unreasonably withheld or delayed, and only if each such financial institution accepts to fund, as the case may request be, the Increased Revolving Amount). Lasalle and its Affiliates will use their best efforts to arrange financial institutions to provide such increases with arrangement fees paid as agreed at such time. Upon execution and delivery by written the Company and each such Lender or other financial institution of an instrument (an “Increased Revolving Amount Acceptance”) in form reasonably satisfactory to the Administrative Agent, such Lender shall have the commitment to loan the Increased Revolving Amount as therein set forth, or such other financial institution shall become a Lender with a commitment to loan the Increased Revolving Amount as therein set forth, and all the rights and obligations of a Lender with a Revolving Commitment hereunder; provided: (a) that the Company shall provide prompt notice of such increase to the Administrative Agent, which shall promptly notify the respective Lenders; (b) that the Company shall have delivered to the Administrative Agent a copy of the Increased Revolving Amount Acceptance; (Ac) an increase to that the amount of the Increased Revolving Amount, (B) to add an additional term loan facility to this Agreement (the “Additional Term Loan Facility”) (which Additional Term Loan Facility shall be subject to subsection (c) below) or (C) to increase the aggregate principal amount of the Term Loan made on the Closing Date (a “Term Loan Increase”); provided that the aggregate amount of together with all increases and additions (revolver and term) made other Increased Revolving Amounts pursuant to this subsection (b) shall Section 2.1.4 since the date of this Agreement, does not exceed $50,000,000 50,000,000; (d) that, before and provided, further, that no such increase or addition shall be permitted if (I) the Leverage Ratio would, after giving effect to the making Increased Revolving Amount, the representations and warranties of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement, exceed the lesser of (x) 3.90:1.00 and (y) the maximum Leverage Ratio then permitted under Section 5.7(a) or (II) the covenant Company contained in Section 5.7(c) would not be satisfied on a pro forma basis for the most recent determination period, after giving effect to the making 9 of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement. Each such request for an increase or addition Agreement shall be true and correct in an amount of at least $10,000,000, increased by increments of $1,000,000, and may be made by either all material respects; and (1e) increasing, for one or more Revolving Lenders, with their prior written consent, their respective Revolving Credit Commitments, (2) adding a new commitment for one or more then existing Lenders, with their prior written consent, with respect to any Term Loan Increase or Additional Term Loan Facility, or (3) including one or more Additional Lenders, each with a new commitment under the Revolving Credit Commitment or with respect to a Term Loan Increase or an Additional Term Loan Facility, as a party to this Agreement (each an “Additional Commitment” and, collectively, the “Additional Commitments”), as described below. Upon receipt of written notice from the Borrower requesting any such increase or addition, that the Administrative Agent shall promptly notify have received such evidence (including an opinion of the applicable Lenders Company’s counsel) as it may reasonably request to confirm the Company’s due authorization of such requestthe transactions contemplated by this Section 2.1.4 and the validity and enforceability of the obligations of the Company resulting therefrom. At the time of sending such notice to the applicable Lenders, the Borrower (in consultation with the Administrative Agent) shall specify the time period within which each applicable Lender is requested to respond (which shall in no event be less than five Business Days from On the date of delivery of any such notice). Each applicable Lender shall notify the Administrative Agent within such time period whether or not it agrees to increase its Revolving Amount, or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, and, if soincrease, the amount thereof. Any applicable Lender so approached to provide all or a portion of an increase to the Revolving Amount or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, may elect or decline the same, in its sole discretion. Any applicable Lender not responding within such time period Company shall be deemed to have declined the same. The Administrative Agent shall notify the Borrower of the applicable Lenders’ responses to each request made under this Section. To achieve the full amount of a requested increase or addition, the Borrower may if necessary after receipt of responses from the applicable Lenders also invite one or more Additional Lenders to become Lenders pursuant to a joinder agreement to this Agreement in form and substance satisfactory to the Administrative Agent. (ii) During the Commitment Increase Period, all of the Lenders agree that the Administrative Agent, in its reasonable discretion, may permit one or more Additional Commitments upon satisfaction of the following requirements: (A) each Additional Lender, if any, shall execute an Additional Lender Assumption Agreement, (B) each Additional Commitment from an Additional Lender, if any, shall be in an amount of at least $1,000,000, (C) the Administrative Agent shall provide to the Borrower and each Lender a revised Schedule 1 to this Agreement, including revised Applicable Commitment Percentages for each of the Lenders, if appropriate, on or prior to the date of the effectiveness of such Additional Commitments (each an “Additional Lender Assumption Effective Date”), and (D) the Borrower shall execute and deliver represented to the Administrative Agent and the applicable Lenders such replacement or additional Notes as shall be required by the Administrative Agent (and requested by such Lender or Lenders). The Lenders hereby authorize the Administrative Agent to execute each Additional Lender Assumption Agreement on behalf of the Lenders. (iii) On each Additional Lender Assumption Effective Date (except in the case of an Additional Term Loan Facility), as appropriate, the relevant Lenders shall make adjustments among themselves with respect to the Loans then outstanding and amounts of principal, interest, commitment fees and other amounts paid or payable with respect thereto as shall be necessary, in the opinion of the Administrative Agent, in order to reallocate among the applicable Lenders such outstanding amounts, based on the revised Applicable Commitment Percentages and to otherwise carry out fully the intent and terms of this Section 2.10(b) (and the Borrower shall pay to the applicable Lenders any amounts that would be payable pursuant to Section 3.3 hereof if such adjustments among the applicable Lenders would cause a prepayment of one or more Eurodollar Loans). In connection therewith, it is understood and agreed that the Maximum Amount of any Lender will not be increased (or decreased except pursuant to subsection conditions set forth in clauses (a) hereofthrough (e) without the prior written consent of such Lenderabove have been satisfied. The Borrower shall not request Upon any increase or addition pursuant to subsection (b)(i) if a Default or an Event in the aggregate amount of Default shall then exist, or, after giving pro forma effect to any such increase or addition, would exist. The terms applicable to the Revolving Loans (and Revolving Credit Commitments) in respect of an increase to the Revolving Amount and the terms applicable to the portion of the Term Loan in respect of a Term Loan Increase, in each case Commitment pursuant to this Section 2.102.1.4, each existing Lender whose Revolving Commitment has not increased pursuant to this Section 2.1.4 (each, a “Non-Increasing Lender”) shall be substantially identical deemed, without further action by any party hereto, to the terms then applicable have sold to existing each Lender whose Revolving Loans (and Revolving Credit Commitments) Commitment has been assumed or to the existing portion of the Term Loan, as the case may be; provided however that the initial issue price of the loans subject to a Term Loan Increase need not be so identical so long as such issue price is not less than the issue price that would produce a Yield Differential as between the Term Loan issued on the Closing Date and the loans to be issued as part of such Term Loan Increase. (iv) Notwithstanding anything herein to the contrary, at the time of any such increase or addition contemplated by increased under this Section 2.10(b2.1.4 (each, an “Increased Revolving Loan Lender”), the Administrative Agent, the Credit Parties and the Lenders providing such increase or addition each Increased Revolving Loan Lender shall enter into an amendment to evidence such increase or addition and such amendment maybe deemed, without the consent further action by any party hereto, to have purchased from each Non-Increasing Lender, a participation in each Swing Line Loan and Letter of any other Lenders, effect Credit in which such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate Non-Increasing Lender has acquired a participation in the reasonable opinion of the Administrative Agent to effect the provisions of this Section 2.10(b) (including, without limitation, amendments to the definitions in this Agreement to designate “classes” or “tranches” of loans, borrowings and commitments, and related terms, and to Section 9.8 hereof for the purpose of treating such increases pari passu with the other loans established hereunder). The Administrative Agent and the Lenders hereby consent to the transactions contemplated by this Section 2.10(b) and hereby waive the requirements of any provision of this Agreement or any other Loan Document that may otherwise prohibit the transactions contemplated by this Section 2.10(b). Upon each increase of the Revolving Amount, Term Loan Increase or addition of the Additional Term Loan Facility, the Total Commitment Amount shall be increased by an amount equal to such Increased Lender’s Pro Rata Share thereof, until such time as all Swing Line Loans and Letters of Credit are held by the amount of such increase or additionLenders in proportion to their respective Revolving Commitment after giving effect to the Increased Revolving Loan.

Increase in Commitment. (a) The Borrower, on behalf of the Borrower and Guarantors, may, on any Business Day after the date hereof, increase the aggregate amount of the Revolving Credit Commitments and/or outstanding Term Loans and/or create one or more additional tranches of term loans (each additional tranche of term loans, an “Incremental Term Loan”); provided, however, that (i) At any time during the Commitment Amount Increase Period, the Borrower may request by written notice to the Administrative Agent (A) an increase to the Revolving Amount, (B) to add an additional term loan facility to this Agreement (the “Additional or Incremental Term Loan Facility”) (which Additional Term Loan Facility shall be subject to subsection (c) below) or (C) to increase that results in the sum of the aggregate Revolving Credit Commitments plus the aggregate original principal amount of the Term Loan made Loans and Incremental Term Loans to be in excess of $2,900,000,000 minus, to the extent not utilized by the Borrower on or prior to August 25, 2013, up to $115,000,000, will require the Closing Date approval of the Required Banks (a “and in all other cases, no approval or consent of any Bank shall be required except the Banks providing such Commitment Amount Increase or Incremental Term Loan Increase”and the consents contemplated by clause (v) below); provided that the aggregate amount , (ii) any Commitment Amount Increase or issuance of all increases and additions (revolver and term) made pursuant to this subsection (b) shall not exceed $50,000,000 and provided, further, that no such increase or addition shall be permitted if (I) the Leverage Ratio would, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement, exceed the lesser of (x) 3.90:1.00 and (y) the maximum Leverage Ratio then permitted under Section 5.7(a) or (II) the covenant contained in Section 5.7(c) would not be satisfied on a pro forma basis for the most recent determination period, after giving effect to the making of any loans to be made on the date of effectiveness thereof (in each case assuming the Revolving Amount is fully drawn on such effective date) and other appropriate pro forma adjustments in accordance with this Agreement. Each such request for an increase or addition Incremental Term Loans shall be in an amount not less than $50,000,000 (or such lesser amount as may be acceptable to the Administrative Agent), (iii) no Default shall have occurred and be continuing at the time of the request or the effective date of the Commitment Amount Increase or issuance of Incremental Term Loans or will result therefrom, (iv) all representations and warranties contained in Article 4 hereof shall be true and correct in all material respects (where not already qualified by materiality, otherwise in all respects) at the time of such request and on the effective date of such Commitment Amount Increase or issuance of Incremental Term Loans (other than representations and warranties that relate to a specific date, which shall be true and correct in all material respects (where not already qualified by materiality, otherwise in all respects) as of such date), and (v) the Administrative Agent and, in the case of an increase in the Revolving Credit Commitment, each Letter of Credit Issuer and the Swing Line Lender, shall have provided their written consent (which consents shall not be unreasonably withheld). (b) In order to request an increase in the Revolving Credit Commitments and/or outstanding Term Loans, the Borrower shall deliver a Commitment Amount Increase Request to the Administrative Agent at least $10,000,000five (5) Business Days (or such shorter period of time agreed by the Administrative Agent) prior to the desired effective date of such increase (the “Commitment Amount Increase”) identifying an additional Bank(s) (or additional Revolving Credit Commitments and/or Term Loans for existing Bank(s)) and the amount of its Revolving Credit Commitment and/or Term Loans (or additional amount of its Revolving Credit Commitment(s) and/or Term Loans). The Borrower, increased by increments of $1,000,000the Administrative Agent, and may each Bank and/or new Bank advancing an additional Term Loan shall agree in the relevant Commitment Amount Increase Request as to the amortization schedule of such additional Term Loan; provided that (i) such additional Term Loans shall have a weighted average life to maturity no lower than the remaining weighted average life to maturity of the outstanding Term Loans and (ii) no such amortization schedule shall have the effect of reducing the amortization payments scheduled to be made by either to the Banks that are not increasing their Term Loans. Upon the effectiveness thereof, the new Bank(s) (1or, if applicable, existing Bank(s)) increasing(i) shall advance Loans in an amount sufficient such that after giving effect to its Loans each Bank shall have outstanding its respective Percentage of all Loans of the relevant Credit and (ii) in the case of the Revolving Credit, for one or more Revolving Lendersshall acquire its Revolver Percentage of all participations in Letter of Credit Outstandings and Swing Loans. It shall be a condition to such effectiveness that (i) if any Euro-Dollar Loans are outstanding on the date of such effectiveness, with their prior written consent, their respective Section 2.13 shall apply and (ii) if such Commitment Amount Increase is to the Revolving Credit Commitments, (2) adding a new commitment for one or more then existing Lenders, with their prior written consent, with respect to the Borrower shall not have terminated any Term Loan Increase or Additional Term Loan Facility, or (3) including one or more Additional Lenders, each with a new commitment under portion of the Revolving Credit Commitment or with respect Commitments pursuant to a Term Loan Increase or an Additional Term Loan Facility, Section 2.8 hereof. The Borrower and each Guarantor agree to deliver to the Administrative Agent such corporate due diligence documents as a party to this Agreement (each an “Additional Commitment” and, collectively, the “Additional Commitments”), as described below. Upon receipt of written notice from the Borrower requesting any such increase or addition, the Administrative Agent shall promptly notify reasonably request in connection with any Commitment Amount Increase. Promptly upon the applicable Lenders effectiveness of such request. At the time of sending such notice to the applicable Lendersany Commitment Amount Increase, the Borrower (in consultation with the Administrative Agent) Borrower, if requested by any new Bank, shall specify the time period within which execute and deliver new Notes to each applicable Lender is requested to respond (which shall in no event be less than five Business Days from the requesting Bank. The effective date of delivery of such notice). Each applicable Lender shall notify the Administrative Agent within such time period whether or not it agrees to increase its Revolving Amount, or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, and, if so, the amount thereof. Any applicable Lender so approached to provide all or a portion of an increase to the Revolving any Commitment Amount or provide a portion of the relevant Additional Term Loan Facility or Term Loan Increase, may elect or decline the same, in its sole discretion. Any applicable Lender not responding within such time period Increase shall be deemed to have declined the same. The Administrative Agent shall notify agreed upon by the Borrower of the applicable Lenders’ responses to each request made under this Section. To achieve the full amount of a requested increase or addition, the Borrower may if necessary after receipt of responses from the applicable Lenders also invite one or more Additional Lenders to become Lenders pursuant to a joinder agreement to this Agreement in form and substance satisfactory to the Administrative Agent. (A) The Incremental Term Loans (i) may be unsecured or may be secured by liens on any or all assets of the Borrower and the Guarantors, as determined by the Borrower and the lenders of the Incremental Term Loans (and if so secured, the Term Loans and Revolving Loans shall be secured equally and ratably by liens on the same assets; provided that, to the extent the Incremental Term Loans (and any replacement financing) are paid and satisfied in full, or any liens granted to secure the Incremental Term Loans (and any replacement financing) are released, the ratable liens granted to secure the Term Loans and Revolving Loans shall, so long as no Default or Event of Default exists, upon the Borrower’s written request, also be released), (ii) During shall rank pari passu in right of payment and of security with the Commitment Increase PeriodTerm Loans and Revolving Loans and shall have the same guarantors as the Term Loans and the Revolving Loans, all (iii) shall not mature earlier than the latest Extended Maturity Date, (iv) shall not have a lower weighted average life to maturity than the remaining weighted average life to maturity of the Lenders agree that outstanding Term Loans, (v) shall have an amortization schedule (subject to clause (iv)), provisions relating to optional and, to the Administrative Agentextent applied pro rata to the Term Loans and the Incremental Term Loans, in its reasonable discretionmandatory prepayments (including mandatory repurchase offers), may permit one or more Additional Commitments and a Base Rate Margin, a Euro-Dollar Margin, rate floors, fees, premiums, funding discounts and other pricing terms (including a “MFN clause” allowing for repricing upon satisfaction incurrence of subsequent Incremental Term Loans) for the Incremental Term Loans as determined by the Borrower and the lenders of the following requirements: Incremental Term Loans, and (Avi) each Additional Lender, if any, shall execute an Additional Lender Assumption Agreement, may not otherwise have terms and conditions different from those of the Term Loans and Revolving Loans. (B) each Additional Commitment from Commitments in respect of Incremental Term Loans shall become Commitments under this Agreement pursuant to an Additional Lender, if any, shall be in amendment (an amount of at least $1,000,000, (C“Incremental Amendment”) the Administrative Agent shall provide to the Borrower and each Lender a revised Schedule 1 to this Agreement, including revised Applicable Commitment Percentages for each of the Lenders, if appropriate, on or prior to the date of the effectiveness of such Additional Commitments (each an “Additional Lender Assumption Effective Date”), and (D) the Borrower shall execute and deliver to the Administrative Agent and the applicable Lenders such replacement or additional Notes as shall be required by the Administrative Agent (and requested by such Lender or Lenders). The Lenders hereby authorize the Administrative Agent to execute each Additional Lender Assumption Agreement on behalf of the Lenders. (iii) On each Additional Lender Assumption Effective Date (except in the case of an Additional Term Loan Facility)and, as appropriate, the relevant Lenders shall make adjustments among themselves with respect other Credit Documents, executed by the Borrower, each Guarantor, each Bank agreeing to the Loans then outstanding provide such Commitment, if any, each new Bank, if any, and amounts of principal, interest, commitment fees and other amounts paid or payable with respect thereto as shall be necessary, in the opinion of the Administrative Agent, in order to reallocate among the applicable Lenders such outstanding amounts, based on the revised Applicable Commitment Percentages and to otherwise carry out fully the intent and terms of this Section 2.10(b) (and the Borrower shall pay to the applicable Lenders any amounts that would be payable pursuant to Section 3.3 hereof if such adjustments among the applicable Lenders would cause a prepayment of one or more Eurodollar Loans). In connection therewith, it is understood and agreed that the Maximum Amount of any Lender will not be increased (or decreased except pursuant to subsection (a) hereof) without the prior written consent of such Lender. The Borrower Incremental Amendment shall not request any increase or addition pursuant to subsection (b)(i) if a Default or an Event of Default shall then existnot, orexcept as specified in the preceding sentence, after giving pro forma effect to any such increase or addition, would exist. The terms applicable to the Revolving Loans (and Revolving Credit Commitments) in respect of an increase to the Revolving Amount and the terms applicable to the portion of the Term Loan in respect of a Term Loan Increase, in each case pursuant to this Section 2.10, shall be substantially identical to the terms then applicable to existing Revolving Loans (and Revolving Credit Commitments) or to the existing portion of the Term Loan, as the case may be; provided however that the initial issue price of the loans subject to a Term Loan Increase need not be so identical so long as such issue price is not less than the issue price that would produce a Yield Differential as between the Term Loan issued on the Closing Date and the loans to be issued as part of such Term Loan Increase. (iv) Notwithstanding anything herein to the contrary, at the time of any such increase or addition contemplated by this Section 2.10(b), the Administrative Agent, the Credit Parties and the Lenders providing such increase or addition shall enter into an amendment to evidence such increase or addition and such amendment may, without require the consent of any other LendersBank, and may effect such amendments to this Agreement and the other Loan Credit Documents as may be necessary, in the reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section. The Banks hereby authorize the Administrative Agent to execute such other documents, instruments and agreements, including security agreements, as may be necessary or appropriate in the reasonable opinion of the Administrative Agent to give effect the provisions of this Section 2.10(b) (including, without limitation, amendments to the definitions in this Agreement to designate “classes” or “tranches” of loans, borrowings and commitments, and related terms, and to Section 9.8 hereof for the purpose of treating such increases pari passu with the other loans established hereunder)Incremental Amendment. The effectiveness of any Incremental Amendment shall be subject to the satisfaction on the date thereof of such conditions as the parties thereto shall agree. The Borrower will use the proceeds of each Incremental Term Loan for any purpose permitted by Section 5.8. (d) The Borrower agrees to pay any reasonable out-of-pocket expenses of the Administrative Agent relating to any Commitment Amount Increase and the Lenders hereby consent any Incremental Amendment. Notwithstanding anything herein to the transactions contemplated by this Section 2.10(b) contrary, no Bank shall have any obligation to increase its Revolving Credit Commitment or advance additional Term Loans or Incremental Term Loans and hereby waive the requirements of any provision of this Agreement or any other Loan Document that may otherwise prohibit the transactions contemplated by this Section 2.10(b). Upon each increase of the no Bank’s Revolving Amount, Term Loan Increase or addition of the Additional Term Loan Facility, the Total Credit Commitment Amount shall be increased by an amount equal without its consent thereto, and each Bank may at its option, unconditionally and without cause, decline to the amount of such increase its Revolving Credit Commitment or additionadvance additional Term Loans or Incremental Term Loans.