Common use of Increase in Facility Amount Clause in Contracts

Increase in Facility Amount. (a) The Borrower may, with the prior written consent of the Facility Agent (which consent may be conditioned on one or more conditions precedent in its sole discretion), (i) increase the Commitment of the existing Lenders (pro rata) with the consent of each such Lender agreeing to an increase (which consent may be conditioned on one or more conditions precedent in its sole discretion), (ii) if such existing Lenders do not agree to the a pro rata increase of the Commitments pursuant to the foregoing clause (i), increase the Commitment of existing Lenders non-pro rata with the consent of each such Lender agreeing to an increase (which consent may be conditioned on one or more conditions precedent in its sole discretion) and/or (iii) if such existing Lenders do not agree to increase the Commitments pursuant to the foregoing clauses (i) or (ii), add additional Lenders satisfactory to the Borrower, in each case which shall increase the Facility Amount by the amount of the increased or new Commitment of each such existing or additional Lenders. Notwithstanding the foregoing, no such increase shall be permitted without the prior written consent of DBNY if, after giving effect to any such increase, DBNY’s Commitment will no longer be at least 51% of the Facility Amount. Notwithstanding anything herein to the contrary, no Lender shall have any obligation to increase its Commitment and no Lender’s Commitment shall be increased without its consent thereto, and each Lender may at its option, unconditionally and without cause, decline to increase its Commitment. (b) Notwithstanding anything to the contrary in clause (a), the Borrower may, with the prior written consent of the Facility Agent and DBNY (which consents may be conditioned on one or more conditions precedent in its sole discretion), further increase the Commitment of DBNY up to an aggregate Facility Amount of $400,000,000 (with notice to the Collateral Agent).

Increase in Facility Amount. (a) The Borrower may, with the prior written consent of the Facility Administrative Agent (which consent may be conditioned on one or more conditions precedent in its sole discretion), (i) increase the Commitment of the existing Lenders (pro rata) with the consent of each such Lender agreeing to an increase (which consent may be conditioned on one or more conditions precedent in its sole discretion), (ii) if such existing Lenders do not agree to the a pro rata increase of the Commitments pursuant to the foregoing clause (i), increase the Commitment of existing Lenders non-pro rata with the consent of each such Lender agreeing to an increase (which consent may be conditioned on one or more conditions precedent in its sole discretion) and/or (iii) if such existing Lenders do not agree to increase the Commitments pursuant to the foregoing clauses (i) or (ii), add additional Lenders satisfactory to the BorrowerLenders, in each case which shall increase the Facility Amount by the amount of the increased or new Commitment of each such existing or additional LendersLender; provided that the aggregate Facility Amount shall not exceed $550,000,000. Notwithstanding the foregoing, no such increase shall be permitted without the prior written consent of DBNY if, after giving effect to any such increase, DBNY’s Commitment will no longer be at least 51% of the Facility Amount. Notwithstanding anything herein to the contrary, no Lender shall have any obligation to increase its Commitment and no Lender’s Commitment shall be increased without its consent thereto, and each Lender may at its option, unconditionally and without cause, decline to increase its Commitment. (b) Notwithstanding anything to the contrary . Upon any increase in clause (a), the Borrower may, with the prior written consent of the Facility Amount and/or Commitments the Administrative Agent and DBNY (which consents may be conditioned on one or more conditions precedent in its sole discretion), further increase the Commitment of DBNY up to an aggregate Facility Amount of $400,000,000 (with will provide notice to the Collateral AgentMorningstar (via email at ▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇).

Increase in Facility Amount. (a) The Borrower may, with the prior written consent of the Facility Administrative Agent (which consent may be conditioned on one or more conditions precedent in its sole discretion), (i) increase the Commitment of the existing Lenders (pro rata) with the consent of each such Lender agreeing to an increase Lender, (which consent may be conditioned on one or more conditions precedent in its sole discretion), (ii) if such existing Lenders do not agree to the a pro rata increase of the Commitments pursuant to the foregoing clause (i), increase the Commitment of existing Lenders non-pro rata with the consent of each such Lender agreeing to an increase (which consent may be conditioned on one or more conditions precedent in its sole discretion) and/or (iii) if such existing Lenders do not agree to increase the Commitments pursuant to the foregoing clauses (i) or (ii), add additional Lenders satisfactory to the BorrowerLenders, in each case which shall increase the Facility Amount by the amount of the increased or new Commitment of each such existing or additional LendersLender. Notwithstanding the foregoing, no such increase shall be permitted without the prior written consent of DBNY if, after giving effect to any such increase, DBNY’s Commitment will no longer be at least 51% of the Facility Amount. Notwithstanding anything herein to the contrary, no Lender shall have any obligation to increase its Commitment and no Lender’s Commitment shall be increased without its consent thereto, and each Lender may at its option, unconditionally and without cause, decline to increase its Commitment. (b) Notwithstanding anything to the contrary in clause (a), the Borrower may, with the prior written consent of the Facility Agent and DBNY (which consents may be conditioned on one or more conditions precedent in its sole discretion), further increase the Commitment of DBNY up to an aggregate Facility Amount of $400,000,000 (with notice to the Collateral Agent).

Increase in Facility Amount. (a) The Borrower may, with the prior written consent of the Facility Administrative Agent (which consent may be conditioned on one or more conditions precedent in its sole discretion), (i) increase the Commitment of the existing Lenders (pro rata) with the consent of each such Lender agreeing to an increase (which consent may be conditioned on one or more conditions precedent in its sole discretion), (ii) if such existing Lenders do not agree to the a pro rata increase of the Commitments pursuant to the foregoing clause (i), increase the Commitment of existing Lenders non-pro rata with the consent of each such Lender agreeing to an increase (which consent may be conditioned on one or more conditions precedent in its sole discretion) and/or (iii) if such existing Lenders do not agree to increase the Commitments pursuant to the foregoing clauses (i) or (ii), add additional Lenders satisfactory to the BorrowerLenders, in each case which shall increase the Facility Amount by the amount of the increased or new Commitment of each such existing or additional LendersLender; provided that the aggregate Facility Amount shall not exceed $550,000,000. Notwithstanding the foregoing, no such increase shall be permitted without the prior written consent of DBNY if, after giving effect to any such increase, DBNY’s Commitment will no longer be at least 51% of the Facility Amount. Notwithstanding anything herein to the contrary, no Lender shall have any obligation to increase its Commitment and no Lender’s Commitment shall be increased without its consent thereto, and each Lender may at its option, unconditionally and without cause, decline to increase its Commitment. (b) Notwithstanding anything to the contrary . Upon any increase in clause (a), the Borrower may, with the prior written consent of the Facility Amount and/or Commitments the Administrative Agent and DBNY (which consents may be conditioned on one or more conditions precedent in its sole discretion), further increase the Commitment of DBNY up to an aggregate Facility Amount of $400,000,000 (with will provide notice to the Collateral AgentMorningstar (via email at ▇▇▇▇▇▇▇▇▇▇▇▇▇@▇▇▇▇▇▇▇▇▇▇▇.▇▇▇).. EXHIBIT A TO AMENDMENT NO. 56

Increase in Facility Amount. (a) The Borrower may, with the prior written consent of the Facility Administrative Agent (which consent may be conditioned on one or more conditions precedent in its sole discretion)) and prior written notice to Morningstar, (i) increase the Commitment of the existing Lenders Lender Groups (pro rata) with the consent of each such Lender agreeing to an increase (which consent may be conditioned on one or more conditions precedent in its sole discretion)Group, (ii) if such existing Lenders do not agree to the a pro rata increase of the Commitments pursuant to the foregoing clause add additional Lender Groups and/or (i), iii) increase the Commitment of existing Lenders non-pro rata any Lender Group with the consent of each such Lender agreeing to an increase (which consent may be conditioned on one or more conditions precedent in its sole discretion) and/or (iii) if such existing Lenders do not agree to increase the Commitments pursuant to the foregoing clauses (i) or (ii), add additional Lenders satisfactory to the BorrowerGroup, in each case which shall increase the Facility Amount by the amount of the increased or new Commitment of each such existing or additional LendersLender Group. Each increase in the Facility Amount shall be allocated to each participating Lender Group pro rata based on their Commitments immediately prior to giving effect to such increase. If any Lender increases its Commitment (including the amount of a new Commitment by a new Lender) (other than in connection with any increase that is designated as a term loan pursuant to Section 2.9), such Lender shall be paid an upfront fee in an amount equal to 0.50% of such increase. Each upfront fee will be paid by (A) any Lender that is concurrently reducing its Commitment (with the consent of the Borrower), up to an aggregate amount equal to 0.50% of such reduction and (B) to the extent any remaining amounts are owed, the Borrower. Notwithstanding the foregoing, no such increase shall be permitted without the prior written consent of DBNY if, after giving effect to any such increase, DBNY’s Commitment will no longer be at least 51% of the Facility Amount. Notwithstanding anything herein to the contrary, no Lender shall have any obligation to increase its Commitment and no Lender’s Commitment shall be increased without its consent thereto, and each Lender may at its option, unconditionally and without cause, decline to increase its Commitment. (b) Notwithstanding anything to the contrary in clause (a), the Borrower may, with the prior written consent of the Facility Agent and DBNY (which consents may be conditioned on one or more conditions precedent in its sole discretion), further increase the Commitment of DBNY up to an aggregate Facility Amount of $400,000,000 (with notice to the Collateral Agent).