Common use of Increase of Commitments Clause in Contracts

Increase of Commitments. On up to three occasions after the Effective Date, the Borrower at its option may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative Agent, which notice shall specify the amount of any such increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Administrative Agent and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any such existing Lender agrees to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e).

Increase of Commitments. On up to three occasions after the Effective Date, the Borrower at its option (a) El Paso may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative Agent, which request that the Total Commitment be increased by an aggregate amount not to exceed the Incremental Facility Amount at such time. Upon the receipt of such request by the Administrative Agent, the Administrative Agent shall deliver a copy thereof to each Lender. Such notice shall specify set forth the amount of any such the requested increase (which shall be in minimum increments of $1,000,000 and a minimum amount of $10,000,000 or equal to the remaining Incremental Facility Amount) and the date on which such increase is requested to become effective (which shall be not be less than $10,000,000) 10 days nor more than 60 days after the date of such notice and which, in any event, must be on or prior to the Maturity Date), and shall certify that no Default has occurred offer each Lender the opportunity to increase its Commitment by its Applicable Percentage of the proposed increased amount. Each Lender shall, by notice to El Paso and is continuing. After delivery of such notice, the Administrative Agent or given not more than 10 days after the Borrower, in consultation with date of the Administrative Agent’s notice, may offer either agree to increase its Commitment by all or a portion of the offered amount (each Lender so agreeing being an “Increasing Lender”) or decline to increase its Commitment (and any Lender that does not deliver such a notice within such period of 10 days shall be deemed to have declined to increase its Commitment). In the event that, on the 10th day after the Administrative Agent shall have delivered a notice pursuant to the second sentence of this paragraph, the Increasing Lenders shall have agreed pursuant to the preceding sentence to increase their Commitments by an aggregate amount less than the increase (which requested by El Paso, El Paso may be declined by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to arrange for one or more Lenders and/or banks or other entities (any such bank or other entity being called an “Augmenting Lender”), which may include any Lender, to other Lenders extend Commitments or entities reasonably acceptable increase their existing Commitments in an aggregate amount equal to the unsubscribed amount; provided, however, that each Augmenting Lender (that is not an existing Lender) shall be subject to the prior written approval of the Administrative Agent and the Borrower. No increase in the Revolving Commitment Issuing Bank (which approvals shall become effective until the existing not be unreasonably withheld or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any such existing Lender agrees to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lendersdelayed), and the existing Lenders Borrowers and each Augmenting Lender shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted execute all such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents documentation as the Administrative Agent shall reasonably specify to evidence such Augmenting Lender’s Commitment and/or its status as a Lender hereunder. Any such increase may reasonably request. No consent of any Lender (other be made in an amount that is less than the Lenders agreeing increase requested by El Paso if El Paso is unable to new arrange for, or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant chooses not to this Section 2.09(e)arrange for, Augmenting Lenders.

Increase of Commitments. On up Provided there exists no Default or Event of Default, the Borrowers may request an increase in the amount of the aggregate Tranche A Commitment Amounts and the aggregate Tranche B Commitment Amounts by offering to three occasions after the Effective DateBanks or to other prospective Banks that can make the representation and warranty contained in Section 8.12 acceptable to the Administrative Agent (“Prospective Banks”) the opportunity to increase their Commitments or to extend Commitments hereunder; provided, however, the Borrower at its option mayshall not request an increase that would cause the aggregate Commitment Amounts after giving effect to such increase to exceed $2,600,000,000; and provided further, from time for the avoidance of doubt, after giving effect to timesaid increase, seek that each Bank shall have the same Commitment Percentage of the aggregate Tranche A Commitment Amounts and the aggregate Tranche B Commitment Amounts. Any such request shall be sent to increase the Revolving Commitments by up Banks, the Prospective Banks and the Administrative Agent and shall (A) refer to an this Agreement, (B) specify (i) the aggregate amount of $200,000,000 the increase that is sought and (resulting ii) the name of each Bank and Prospective Bank to which the opportunity to increase or extend a Commitment is to be offered and the amount of such offer, and (C) request that Banks wishing to increase their Commitments and Prospective Banks wishing to extend new Commitments notify the Administrative Agent within 14 days of the date of the Borrower’s request. For the avoidance of doubt, no Bank shall be required to increase its Commitment. The increase in maximum total Revolving Commitments the Commitment of $650,000,000) upon at least each Bank that agrees to increase such Commitment under this Section 2.17 shall be effective three (3) Business Days’ prior written notice Days (or such other date as is acceptable to the Borrower and the Administrative Agent, which notice shall specify ) after the amount fourteenth day following the date of any such increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent or the Borrower, in consultation with ’s request without any further action by the Administrative Agent, may offer the increase (which may be declined by Banks or any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis amendment to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Administrative Agent and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any such existing Lender agrees to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfiedagreement. Upon the effectiveness of any increase in the Revolving Commitments pursuant heretoa Bank’s Commitment, (i) each Lender (new or existing) Schedule 1 shall be deemed to have accepted an assignment from been amended to reflect the existing Lendersincrease in such Bank’s Commitment and (ii) if any Loans are outstanding under this Agreement, such Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Bank’s increase in Commitment Percentage of such Loans, for further distribution to the other Banks according to their Commitment Percentages. Each Prospective Bank that accepts the Borrower’s offer to extend a Commitment shall become a party to this Agreement on such date or dates as may be mutually satisfactory to such Prospective Bank, the Borrower and the existing Lenders Administrative Agent, subject to the Administrative Agent’s receipt of a duly completed and executed Accession Agreement in the form of Exhibit H hereto. Upon the effectiveness of any Accession Agreement to which any Prospective Bank is a party, (i) such Prospective Bank shall be entitled to all rights, benefits and privileges accorded a Bank hereunder; (ii) Schedule 1 shall be deemed to have made an assignment been amended to each new or existing Lender accepting a new or increased Revolving Commitment, reflect the Commitment of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth additional Bank as provided in the Assignment and Assumption) Accession Agreement; and (iiiii) if any Loans are outstanding under this Agreement, the Swingline Exposure and LC Exposure Prospective Bank shall promptly make available to the Administrative Agent at the office of the existing Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Prospective Bank’s Commitment Percentage of such Loans, for further distribution to the Banks according to their Commitment Percentages. Notwithstanding the foregoing, no increase in a Bank’s Commitment and new Lenders no accession of a Prospective Bank shall be automatically adjusted become effective until such time as the Administrative Agent shall have received (1) evidence in form and substance satisfactory to the Administrative Agent that each Borrower has taken all necessary corporate, trust or limited liability company action to approve such increase in the aggregate Commitment Amounts, (2) a written opinion of the Borrower’s legal counsel, addressed to the Administrative Agent and the Banks and in form and substance satisfactory to the Administrative Agent (3) a certificate from the Borrowers certifying that, before and after giving effect to such assignments increase, (A) the representations and adjustmentswarranties contained in this Agreement are true and correct on and as of the date of such effectiveness, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant except to the preceding sentence extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of such earlier date and (B) no Default or Event of Default exists. The Administrative Agent shall be made give prompt notice to such Bank of (A) any increase in exchange forany Bank’s Commitment and (B) the Commitment of any additional Bank, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to in each case under this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)2.17.

Increase of Commitments. On up to three occasions after the Effective Date, the Borrower at its option (a) El Paso may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative Agent, which request that the Total Commitment be increased by an aggregate amount not to exceed the Incremental Facility Amount at such time. Upon the receipt of such request by the Administrative Agent, the Administrative Agent shall deliver a copy thereof to each Lender. Such notice shall specify set forth the amount of any such the requested increase (which shall be in minimum increments of $1,000,000 and a minimum amount of $10,000,000 or equal to the remaining Incremental Facility Amount), whether all or any portion of the requested increase is to be made available to the Trustee and the date on which such increase is requested to become effective (which shall be not be less than $10,000,000) 10 days nor more than 60 days after the date of such notice and which, in any event, must be on or prior to the Maturity Date), and shall certify that no Default has occurred offer each Lender the opportunity to increase its Commitment by its Applicable Percentage of the proposed increased amount. Each Lender shall, by notice to El Paso and is continuing. After delivery of such notice, the Administrative Agent or given not more than 10 days after the Borrower, in consultation with date of the Administrative Agent’s notice, may offer either agree to increase its Commitment by all or a portion of the offered amount (each Lender so agreeing being an “Increasing Lender”) or decline to increase its Commitment (and any Lender that does not deliver such a notice within such period of 10 days shall be deemed to have declined to increase its Commitment) (each Lender so declining or being deemed to have declined being a “Non-Increasing Lender”). In the event that, on the 10th day after the Administrative Agent shall have delivered a notice pursuant to the second sentence of this paragraph, the Increasing Lenders shall have agreed pursuant to the preceding sentence to increase their Commitments by an aggregate amount less than the increase (which requested by El Paso, El Paso may be declined by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to arrange for one or more Lenders and/or banks or other entities (any such bank or other entity being called an “Augmenting Lender”), which may include any Lender, to other Lenders extend Commitments or entities reasonably acceptable increase their existing Commitments in an aggregate amount equal to the unsubscribed amount; provided, however, that each Augmenting Lender shall be subject to the prior written approval of the Administrative Agent and the Borrower. No increase in the Revolving Commitment Issuing Bank (which approvals shall become effective until the existing not be unreasonably withheld or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any such existing Lender agrees to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lendersdelayed), and the existing Lenders Borrowers and each Augmenting Lender shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted execute all such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents documentation as the Administrative Agent shall reasonably specify to evidence its Commitment and/or its status as a Lender hereunder. Any such increase may reasonably request. No consent of any Lender (other be made in an amount that is less than the Lenders agreeing increase requested by El Paso if El Paso is unable to new arrange for, or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant chooses not to this Section 2.09(e)arrange for, Augmenting Lenders.

Increase of Commitments. On up (a) So long as, after giving pro forma effect to three occasions after the Effective Date, the Borrower at its option may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative Agent, which notice shall specify the amount of any such increase increase, (which shall not be less than $10,000,000x) and shall certify that no Default or Event of Default has occurred and is continuing. After delivery of such notice, continuing on the Administrative Agent or date thereof and (y) the Borrower, Borrower is in consultation compliance with the Administrative Agentcovenants set forth in Sections 6.16 and Section 6.17 (assuming for purposes of this Section 2.18(a) that the Commitments, may offer the increase (which may be declined by including any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Administrative Agent and the Borrower. No proposed increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have Commitments, are fully drawn) (as evidenced by a certificate of a Financial Officer delivered to the Administrative Agent on the date the Borrower submits a document Commitment Increase Notice), the Borrower may at any time and from time to time request an increase of the aggregate Commitments by notice under Section 2.18(a) or (b) to the Administrative Agent in writing of the amount of such proposed increase (such notice, a “Commitment Increase Notice”); provided, however, that (i) each such increase shall be at least $25,000,000, (ii) the cumulative increase in Commitments pursuant to this Section 2.18 shall not exceed $50,000,000, (iii) the Commitment of any Lender may not be increased without such Lender’s consent, and (iv) the aggregate amount of the Lenders’ Commitments shall not exceed $350,000,000 without the approval of the Required Lenders. If the Borrower elects to increase the aggregate Commitments by increasing the Commitment of a Lender, the Borrower, the Administrative Agent and such Lender shall execute an agreement (a “Commitment Increase Agreement”), in substantially the form attached hereto as Exhibit B, whereupon such Lender shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Commitment as so increased, and the definition of “Commitment” in Section 1.01 and Schedule 2.01 hereof shall be deemed to be amended to reflect such increase. No Lender shall have any obligation whatsoever to agree to increase its Commitment. Each Commitment Increase Agreement shall be irrevocable and shall be effective upon notice thereof by the Administrative Agent at the same time as that of all other increasing Lenders. (b) The Borrower may, in its sole discretion, but with the consent of the Administrative Agent as to any Person that is not at such time a Lender (which consent shall not be unreasonably withheld or delayed), offer to one or more additional banks or financial institutions the opportunity to participate in all or a portion of the increased Commitments pursuant to paragraph (c) below by notifying the Administrative Agent with a Commitment Increase Notice. Promptly and in any event within five (5) Business Days after receipt of a Commitment Increase Notice from the Borrower of its desire to offer to the additional banks or to financial institutions identified therein or such additional banks or financial institutions identified by the Administrative Agent and approved by the Borrower, the Administrative Agent shall notify such proposed lenders of the opportunity to participate in all or a portion of the increased Commitments. (c) Any additional bank or financial institution that the Borrower selects to offer participation in the increased Commitments shall execute and deliver to the Administrative Agent a New Lender Agreement (a “New Lender Agreement”), in substantially the form attached hereto as Exhibit C, setting forth its Commitment, and upon the effectiveness of such New Lender Agreement such bank or financial institution (a “New Lender”) shall become a Lender for all purposes and to the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement, and the signature pages hereof shall be deemed to be amended to add the name of such New Lender and the definition of “Commitment” in Section 1.01 and Schedule 2.01 hereof shall be deemed amended to increase the aggregate Commitments of the Lenders by the Commitment of such New Lender, provided that the Commitment of any New Lender shall be an amount not less than $5,000,000. Each New Lender Agreement shall be irrevocable and shall be effective upon notice thereof by the Administrative Agent at the same time as that of all other New Lenders. (d) The effectiveness of any New Lender Agreement or Commitment Increase Agreement shall be contingent upon receipt by the Administrative Agent of such corporate resolutions of the Borrower and legal opinions of counsel to the Borrower as the Administrative Agent shall reasonably request with respect thereto, in each case in form and substance reasonably satisfactory to the Administrative Agent. Once a New Lender Agreement or Commitment Increase Agreement becomes effective, the Administrative Agent shall reflect the increases in the Commitments effected by such agreements by appropriate entries in the Register. (e) If any bank or financial institution becomes a New Lender pursuant to which (iSection 2.18(c) or any such existing Lender agrees Lender’s Commitment is increased pursuant to the amount Section 2.18(a), additional Revolving Loans made on or after, participations in Letters of its Revolving Commitment increaseCredit issued on or after, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunderparticipations in Swingline Loans made on or after, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in thereof (the Revolving Commitments pursuant hereto, (i) each Lender (new or existing“Re-Allocation Date”) shall be deemed made pro rata based on their respective Commitments in effect on or after such Re-Allocation Date (except to have accepted an assignment from the existing Lendersextent that any such pro rata Loans or participations in Letters of Credit or Swingline Loans, as the case may be, would result in any Lender exceeding its Commitment, in which case such excess amount will be allocated to, and made by, such New Lender and/or Lenders with such increased Commitments to the extent of, and pro rata based on, their respective Commitments), and continuations of Loans outstanding on such Re-Allocation Date shall be effected by repayment of such Loans on the last day of the Interest Period applicable thereto or, in the case of ABR Loan, on the date of such increase, and the existing Lenders shall be deemed to have made an assignment to each making of new or existing Lender accepting a new or increased Revolving Commitment, Loans of an interest in each then outstanding Revolving Loan (in each case, the same Type pro rata based on the terms respective Commitments in effect on and conditions set forth in the Assignment and Assumptionafter such Re-Allocation Date. (f) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder If on any Re-Allocation Date there is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and an unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of Eurodollar Loans, such Eurodollar Loans shall remain outstanding with the respective holders thereof until the expiration of their respective Interest Periods (unless the Borrower elects to prepay any Eurocurrency Loan shallthereof in accordance with the applicable provisions of this Agreement), for purposes of Section 2.16 be deemed prepayments and interest on and repayments of such Loan. Any increase of Eurodollar Loans will be paid thereon to the Revolving Commitments pursuant to this Section shall be subject to receipt by respective Lenders holding such Eurodollar Loans pro rata based on the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)respective principal amounts thereof outstanding.

Increase of Commitments. On up to three occasions after the Effective Restatement Date, the Borrower at its option may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000850,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative Agent, which notice shall specify the amount of any such increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Administrative Agent and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any such existing Lender agrees to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e).

Increase of Commitments. On up to three occasions after the Effective Date, the The Borrower at its option may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative Agent on up to four (4) occasions during the period from the Closing Date to the Facility Termination Date, request (i) incremental Revolving Commitments (the “New Revolving Commitments”) or (ii) the establishment of one or more new term loan commitments (the “New Term Commitments”, and together with the New Term Commitments, the “Incremental Commitments”) in an amount not to exceed the aggregate amount of $500,000,000 for all Incremental Commitments from one or more additional Lenders (which may include any existing Lender) willing to provide such Incremental Commitments in their own discretion. Each such request for an Incremental Commitment shall be in the minimum amount of $25,000,000. The Administrative Agent and/or its Affiliates shall use commercially reasonable efforts, with the assistance of the Borrower, to arrange a syndicate of Lenders willing to hold the requested Incremental Commitments. If (x) Lenders are willing to provide such New Revolving Commitments, the Revolving Commitments may be increased from time to time by the addition of a new Revolving Lender or the increase of the Revolving Commitment of an existing Lender (each, a “New Revolving Lender”) with the consent of only the Borrower, the Administrative Agent, which notice shall specify and such New Revolving Lenders or (y) Lenders are willing to provide such New Term Commitments, term loans may be made hereunder (the amount “New Term Loans”) by such Lenders (each, a “New Term Lender”) with the consent of any such increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After delivery of such noticeonly the Borrower, the Administrative Agent or the Borrowerand such New Term Lenders, in consultation with each case so long as the Administrative Agent, may offer Aggregate Commitment plus the increase (which may be declined by aggregate amount of New Term Loans made hereunder does not exceed $1,450,000,000 less any Lender in its sole discretion) voluntary reductions in the Revolving Commitments after the Closing Date pursuant to Section 2.1(c). Nothing in this Section 2.1(d) shall constitute or be deemed to constitute an agreement by any Lender to provide Incremental Commitments hereunder. Any Incremental Commitments shall be evidenced by the execution and delivery of an amendment to this Agreement by the Borrower, the Administrative Agent and the New Revolving Lenders or New Term Lenders, as applicable, providing such Incremental Commitment, a copy of which shall be forwarded to each Lender by the Administrative Agent promptly after execution thereof. Each such amendment executed in connection with an Incremental Commitment 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 good faith judgment of Administrative Agent, to effect the provisions of this Section 2.1(d), subject to approval by the Borrower and the New Revolving Lenders or New Term Lenders, as applicable, including without limitation to (w) include the New Revolving Lenders and/or New Term Lenders as “Lenders” hereunder, (x) include the New Revolving Commitments and/or New Term Commitments as “Commitments” hereunder, (y) to include the New Revolving Loans and New Term Loans as “Loans” hereunder, and (z) to include the New Revolving Lenders, the New Revolving Commitments and the New Revolving Loans and/or the New Term Lenders, the New Term Commitments and the New Term Loans for purposes of the definition of “Required Lenders”; provided however, that any amendments to Articles V through VIII, inclusive, that adversely affect a Lender or any amendment to provisions of this Agreement other than those effecting this Section 2.1(d) shall be subject to Section 8.2. All such amendments and joinder agreements entered into with the applicable Loan Parties by the Administrative Agent shall be binding and conclusive on all Lenders. On the effective date of each such increase in the Revolving Commitments, the Borrower and the Administrative Agent shall cause the New Revolving Lenders to hold their pro rata share of all ratable Revolving Borrowings outstanding at the close of business on such day, by either funding more than its or their pro rata share of new ratable Revolving Borrowings made on such date or purchasing shares of outstanding ratable Revolving Loans held by the other Revolving Lenders or a combination thereof. The Revolving Lenders agree to cooperate in any required sale and purchase of outstanding ratable basis Revolving Borrowings to achieve such result. The Borrower agrees to pay all fees associated with the increase in the Aggregate Commitment including any amounts due under Section 3.4 in connection with any reallocation of Eurocurrency Borrowings. In no event will such New Revolving Lenders be required to fund or purchase a portion of any Competitive Bid Loan to comply with this Section 2.1(d) on such date. On the effective date of any New Term Commitments of any Series, (i) each New Term Lender of any Series shall make a New Term Loan to the Borrower in an amount equal to its New Term Commitment of such Series, and (ii) each New Term Lender of any Series shall become a Lender hereunder with respect to the New Term Commitments of such Series and the New Term Loans of such Series made pursuant thereto. Any New Term Loans made on such effective date shall be designated a separate series (a “Series”) of New Term Loans for all purposes of this Agreement. The terms and provisions of the New Revolving Loans and New Revolving Commitments shall be identical to the existing Revolving Loans and Revolving Commitments. The terms of any New Term Loans of any Series (a) shall not provide for any amortization payments on or prior to the Facility Termination Date, but may permit voluntary prepayment, (b) shall provide that the applicable New Term Loan maturity date of each Series shall be no earlier than the Facility Termination Date, (c) shall provide that any guarantees provided in respect of the New Term Loans shall also guarantee the other Obligations and (d) shall include such other terms and pricing as may be agreed by the Borrower, the Administrative Agent and the New Term Lenders. Notwithstanding the foregoing, no Incremental Commitment shall become effective under this Section 2.1(d) unless (i) on the date of such effectiveness, the conditions set forth in Section 4.2 shall be satisfied or otherwise waived by the Lenders or with Incremental Commitments and the Administrative Agent shall have received a certificate to that effect dated such date and executed by an Authorized Officer of the Borrower, (ii) the Administrative Agent shall have received a certificate of an Authorized Officer of the Borrower as to the board resolutions evidencing authority for such Incremental Commitment and as to any changes to the formation documents of the Borrower since the Closing Date, (iii) the Borrower shall be in pro forma compliance with the covenants set forth in Section 6.18 after giving effect to the Loans to be made on a non prosuch date pursuant to such Incremental Commitments and the application of the proceeds therefrom as if made and applied on such date, (iv) the Borrower shall deliver any legal opinions reasonably requested by the Administrative Agent in connection with such Incremental Commitments, consistent with those delivered on the Closing Date, and (v) the Borrower shall have paid all reasonable and documented out-rata basis of-pocket costs and expenses of the Administrative Agent pursuant to one or more Lenders and/or to other Lenders or entities reasonably acceptable Section 9.7 and all agreed-upon fees payable to the Administrative Agent and the Borrower. No increase in the New Revolving Commitment shall become effective until the existing Lenders or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any such existing Lender agrees to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing New Term Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitmentas applicable, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted connection with such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Incremental Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e).

Increase of Commitments. On up to three occasions (a) The Borrower shall have the right at any time after the Effective Date, the Borrower at its option may, from time to time, seek Closing Date to increase the Revolving aggregate Commitments by up hereunder in accordance with the following provisions and subject to an aggregate amount the following conditions: (i) The Borrower shall give the Administrative Agent, which shall promptly deliver a copy thereof to each of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon the Lenders, at least three (3) 20 Business Days’ prior written notice to the Administrative Agent, which notice shall specify the amount (a “Notice of Increase”) of any such requested increase specifying the aggregate amount by which the Commitments are to be increased (the “Requested Increase Amount”), which shall be at least $10,000,000, and the requested date of increase (the “Requested Increase Date”). Each Lender shall have the right, but no obligation whatsoever, by written notice to the Borrower through the Administrative Agent not less than 10 Business Days after the date of said Notice of Increase, to offer to increase its Commitment by an amount specified by such Lender, which shall not be less than $10,000,000) 1,000,000 and shall certify not exceed the Requested Increase Amount. Any Lender that no Default has occurred and so offers to increase its Commitment is continuingherein called an “Increasing Lender”. After delivery Any Lender that does not so offer within such time shall be deemed to have declined to increase its Commitment. (ii) If the aggregate amount of such noticethe increases offered pursuant to sub-clause (i) above exceeds the Requested Increase Amount, the Administrative Agent or increase shall be allocated ratably among the BorrowerIncreasing Lenders. (iii) If the aggregate amount of the increases offered pursuant to sub-clause (i) above is less than the Requested Increase Amount, in consultation with the Borrower may, through the Administrative Agent, may offer the increase (which may be declined by any Lender in its sole discretion) in balance of the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis Requested Increase Amount to one or more Lenders and/or to other Lenders or entities financial institutions, each of which must be reasonably acceptable satisfactory to the Administrative Agent and Agent; provided, that the BorrowerCommitment to be acquired hereunder by any such other financial institution shall not be less than $1,000,000. No increase in Any such other financial institution that agrees to acquire a Commitment pursuant hereto is herein called an “Additional Lender”. (iv) Effective on the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered Requested Increase Date, subject to the Administrative Agent a document terms and conditions hereof, (x) Schedule I shall be deemed amended to reflect the increases contemplated hereby, (y) the Commitment of each Increasing Lender shall be increased by the amount determined pursuant to sub-clauses (i) and (ii) above, and (z) each Additional Lender shall enter into an agreement in form and substance reasonably satisfactory to the Borrower and the Administrative Agent pursuant to which (i) any it shall undertake, as of such existing Lender agrees to Requested Increase Date, a new Commitment in the amount of its Revolving Commitment increase, (ii) any such new Lender agrees determined pursuant to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, sub-clause (iii) above, and such Additional Lender shall thereupon be deemed to be a Lender for all purposes of this Agreement. Each Additional Lender may request a Note in accordance with Section 2.17(d). (v) If on the Requested Increase Date there are Advances outstanding hereunder, appropriate adjustments shall be made (by the making of Advances by the Increasing Lenders and the Additional Lenders and/or the prepayment of outstanding Advances) as necessary to cause the outstanding Advances to be held ratably by all Lenders. (vi) The Borrower accepts such incremental Revolving Commitmentsmay not exercise its rights under this Section 2.19 more than once in each successive annual period commencing on the Closing Date. (b) Anything in this Section 2.19 to the contrary notwithstanding, (iv) the effective date of any no increase in the Revolving aggregate Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be effective unless: (i) as of the date of the relevant Notice of Increase and on the relevant Requested Increase Date and after giving effect to such increase, (x) no Default or Event of Default shall have occurred and be continuing and (y) the representations and warranties of the Borrower in Article 4 (subject to receipt by updating in the Administrative Agent from the Borrower case of such supplemental opinions, resolutions, certificates Sections 4.01(n) and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments4.01(o)) shall be required for true and correct in all material respects as if made on and as of such date (unless expressly stated to relate to an earlier date, in which case such representations and warranties shall be true and correct in all material respects as of such earlier date); (ii) on and as of the date of the relevant Notice of Increase and on the relevant Requested Increase Date and after giving effect to such increase, the M▇▇▇▇’▇ Rating and the S&P Rating shall be at least equal to Baa3 and BBB- respectively; (iii) the Borrower shall not previously have reduced the Commitments under Section 2.04; and (iv) after giving effect to any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)such increase the aggregate amount of the Commitments shall not exceed $300,000,000.

Increase of Commitments. On up to three occasions after the Effective Date, the Borrower at its option may, from time to time, seek to increase the incremental Revolving Commitments by up to an or Term Commitments not exceeding in the aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) 150,000,000 for all such Commitment increases after the date hereof upon at least three five (35) Business Days’ prior written notice to the Administrative Agent, which notice shall (i) specify the amount of any such proposed increase, (ii) specify whether the proposed increase is with respect to Revolving Commitments, Term Commitments or both and (which shall not be less than $10,000,000iii) and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Administrative Agent and the Borrower. No increase in the Revolving Commitment total Commitments shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any such existing Lender agrees to the amount of its Revolving Commitment or Term Commitment increase, (ii) any such new Lender agrees to states its Revolving Commitment or Term Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments or Term Commitments and the date of any incremental Term Loans to be made pursuant thereto is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the total Revolving Commitments pursuant heretoCommitments, (i) each Lender the Lenders (new or existing) shall be deemed to have accepted accept an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made make an assignment to each the new or existing Lender Lenders accepting a new or increased Revolving Commitment, of an a direct or participation interest in each then outstanding Revolving Loan, Swingline Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure Letter of the existing and new Lenders shall be automatically adjusted Credit such that, after giving effect to such assignments and adjustmentsthereto, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, for the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders Any incremental Term Loan made pursuant to this hereto shall be made as part of a Term Borrowing comprised of all outstanding Term Loans. The Borrower shall make any payments under Section in respect 2.16 arising out of the principal amount making of the assignments or the single Term Borrowing referred to in the two preceding sentences. The effectiveness of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving incremental Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinionssupplemental, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent From and after the making of any Lender (other than the Lenders agreeing to new an incremental Term Loan or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)Section, such loan shall be deemed a “Term Loan” or “Revolving Loan”, as applicable, hereunder for all purposes hereof.

Increase of Commitments. On up to three occasions (a) The Borrower shall have the right at any time after the Effective DateDate to request that the aggregate Commitments hereunder be increased (a “Commitment Increase”) in accordance with the following provisions and subject to the following conditions: (i) The Borrower shall give the Administrative Agent, which shall promptly deliver a copy thereof to each of the Borrower at its option mayLenders, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) ten Business Days’ prior written notice (a “Notice of Increase”) of any such requested increase specifying the aggregate amount by which the Commitments are to be increased (the “Requested Increase Amount”), which shall be at least $5 million and shall not exceed the Maximum Incremental Facilities Amount, the requested date of increase (the “Requested Increase Date”) and the date by which the Lenders wishing to participate in the Commitment Increase must commit to an increase in the amount of their respective Commitments (the “Commitment Date”). Each Lender that is willing in its sole discretion to participate in such requested Commitment Increase (each an “Increasing Lender”) shall give written |US-DOCS\159511341907.1259.8|| notice to the Administrative Agent on or prior to the Commitment Date of the amount by which it is willing to increase its Commitment. (ii) Promptly following each Commitment Date, the Administrative Agent shall notify the Borrower as to the amount, if any, by which the Lenders are willing to participate in the requested Commitment Increase. In addition, the Borrower may extend offers to one or more Eligible Assignees, each of which must be reasonably satisfactory to the Administrative Agent, which notice (such consent not to be unreasonably withheld) to participate in any portion of the requested Commitment Increase; provided, however, that the Commitment of each such Eligible Assignee shall specify the be in an amount of any such increase (which shall not be less than $10,000,0001 million or an integral multiple of $1 million in excess thereof (or equal to the total remaining capacity under the Maximum Incremental Facilities Amount). Any such Eligible Assignee that agrees to acquire a Commitment pursuant hereto is herein called an “Additional Lender”. (iii) Effective on the Requested Increase Date, subject to the terms and conditions hereof, (x) the Commitment Schedule shall certify that no Default has occurred and is continuing. After delivery be deemed to be amended to reflect the increases contemplated hereby, (y) the Commitment of such notice, each Increasing Lender shall be increased by an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to increase its Commitment), and (z) each Additional Lender shall enter into an agreement in form and substance reasonably satisfactory to the Borrower and the Administrative Agent pursuant to which it shall undertake, as of such Requested Increase Date, a new Commitment in an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to participate in the requested Commitment Increase), and such Additional Lender shall thereupon be deemed to be a Lender for all purposes of this Agreement. (iv) If on the Requested Increase Date there are any Revolving Credit Loans outstanding hereunder, the Borrower shall borrow from all or certain of the Lenders and/or prepay Revolving Credit Loans of all or certain of the Lenders such that, after giving effect thereto, the Revolving Credit Loans (including, without limitation, the Types and Interest Periods thereof) and such participations shall be held by the Lenders (including for such purposes the Increasing Lenders and the Additional Lenders) ratably in accordance with their respective Commitments. On and after each Requested Increase Date, the ratable share of each Lender’s participation in Letters of Credit and Revolving Credit Loans from draws under Letters of Credit shall be calculated after giving effect to each such Commitment Increase. (b) Anything in this Section 2.23 to the contrary notwithstanding, no increase in the aggregate Commitments hereunder pursuant to this Section 2.23 shall be effective unless: (i) as of the date of the relevant Notice of Increase and on the relevant Requested Increase Date and immediately after giving effect to such increase, (x) no Default or Event of Default shall have occurred and be continuing and (y) the condition set forth in Section 4.02(a) shall be required to be satisfied; provided that to the extent the proceeds of any Requested Increase Amount are intended to be applied to finance a Limited Condition Transaction, if agreed to by the Increasing Lenders and/or the Additional Lenders providing such Requested Increase Amount, (x) the only representations and warranties that will be required to be true and correct in all material respects (or, in the case of any representations and warranties qualified by materiality or Material Adverse Effect, in all respects) as of the applicable closing date for such Requested Increase Amount shall be (A) the Specified Representations, and (B) in the case of an acquisition, such of the representations and warranties made by or on behalf of |US-DOCS\159511341907.1259.8|| the applicable acquired company or business in the applicable acquisition agreement as are material to the interests of the Increasing Lenders or the BorrowerAdditional Lenders, but only to the extent that Holdings or the applicable Subsidiary has the right to terminate its obligations under such acquisition agreement or not consummate such acquisition as a result of a breach of such representations or warranties in consultation such acquisition agreement, and (y) the only condition with respect to absence of a Default or Event of Default shall be the absence of a Default or Event of Default at the time such acquisition agreement or other applicable definitive documentation or announcement document is entered into or publicly disclosed; (ii) to the extent reasonably requested by the Administrative Agent, may offer receipt by the increase Administrative Agent of (which may be declined by any Lender A) customary legal opinions, board resolutions and officers’ certificates consistent with the documentation delivered on the Effective Date (conformed as appropriate) other than changes to such legal opinions resulting from a change in its sole discretion) law, change in the Revolving Commitments on either a ratable basis fact or change to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities counsel’s form of opinion reasonably acceptable satisfactory to the Administrative Agent and (B) any reaffirmation or similar documentation as reasonably requested by the Borrower. No increase Administrative Agent in order to ensure that such Increasing Lender or Additional Lender is provided with the Revolving benefit of the applicable Loan Documents; (iii) subject to Section 1.08, after giving effect to such Commitment Increases, the aggregate principal amount of all such Commitment Increases incurred or issued since the Second Amendment Effective Date, together with any Incremental Term Loan Facilities incurred or issued since the Second Amendment Effective Date, shall become effective until not exceed the existing then Maximum Incremental Facilities Amount; (iv) subject to Section 1.08, after giving effect to any such Commitment Increase, the Loan Parties shall be in pro forma compliance with the Financial Covenant for the most recently ended Reference Period for which financial statements have been (or new Lenders extending such incremental Commitment amount were required to be) delivered to the Administrative Agent and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any detailed calculations demonstrating such existing Lender agrees to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and compliance; and (v) the Borrower certifies that on such date the conditions for a new Loan except as otherwise specifically set forth in Section 4.02 are satisfied. Upon herein or as may otherwise be agreed by the effectiveness Administrative Agent, all of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) other terms and conditions applicable to such Commitment Increase shall be deemed identical to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in applicable to the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender Loans (other than with respect to any upfront fees, which may be as agreed by the Borrower and the Lenders agreeing to new or increased Revolving Commitments) providing such Commitment Increase). For the avoidance of doubt, any loans under any Commitment Increase shall be required for any incremental treated ratably in terms of right to payment and prepayment with loans under the Revolving Credit Loans and/or Commitments outstanding prior to the effectiveness of such Commitment provided or Loan made pursuant to this Section 2.09(e)Increase.

Increase of Commitments. On up to three occasions after the Effective Date, the Borrower at its option xiv) El Paso may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative Agent, which request that the Total Commitment be increased by an aggregate amount not to exceed the Incremental Facility Amount at such time. Upon the receipt of such request by the Administrative Agent, the Administrative Agent shall deliver a copy thereof to each Lender. Such notice shall specify set forth the amount of any such the requested increase (which shall be in minimum increments of $1,000,000 and a minimum amount of $10,000,000 or equal to the remaining Incremental Facility Amount) and the date on which such increase is requested to become effective (which shall be not be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After delivery 10 days nor more than 60 days after the date of such notice, the Administrative Agent or the Borrowernotice and which, in consultation with any event, must be on or prior to the Administrative Agent, may offer the Maturity Date). Any such increase (which in Commitments may be declined provided by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other existing Lenders or by one or more banks or other entities reasonably acceptable that is not an existing Lender (any such bank or other entity that is not an existing Lender being called an “Augmenting Lender”); provided, however, that each Augmenting Lender shall be subject to the prior written approval of the Administrative Agent and the Borrower. No increase in the Revolving Commitment each Issuing Bank (which approvals shall become effective until the existing not be unreasonably withheld or new Lenders extending such incremental Commitment amount delayed), and the Borrower Borrowers and each Augmenting Lender shall have delivered to execute all such documentation as the Administrative Agent shall reasonably specify to evidence such Augmenting Lender’s Commitment and/or its status as a document in form Lender hereunder. Each Lender shall, by notice to El Paso and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any such existing Lender agrees to given not more than 10 days after the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any the Administrative Agent’s notice, either agree to increase in its Commitment by all or a portion of the Revolving Commitments is specified and offered amount (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender so agreeing being an “Increasing Lender”) or decline to increase its Commitment (new or existing) and any Lender that does not deliver such a notice within such period of 10 days shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed declined to have made an assignment to each new or existing Lender accepting a new or increased Revolving increase its Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted ). Any such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall increase may be made in exchange an amount that is less than the increase requested by El Paso if El Paso is unable to arrange for, and substantially contemporaneously with the payment or chooses not to the assigning Lenders ofarrange for, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)Augmenting Lenders.

Increase of Commitments. On up to three occasions after (a) The Borrower shall have the Effective Dateoption, without the Borrower at its option mayconsent of the Lenders, from time to time, seek time to increase cause one or more increases in the Revolving Aggregate Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice adding, subject to the Administrative Agent, which notice shall specify the amount prior approval of any such increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent (such approval not to be unreasonably withheld), to this Agreement one or more financial institutions as Lenders (collectively, the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined “New Lenders”) or by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to allowing one or more Lenders and/or to other Lenders increase their respective Commitments, subject to the satisfaction of the following conditions: (i) prior to and after giving effect to the increase, no Default or entities Event of Default shall have occurred hereunder and be continuing; (ii) no such increase shall cause the aggregate increases in Commitments pursuant to this Section 2.18 to exceed $100,000,000; (iii) no Lender’s Commitment shall be increased without such Lender’s consent; (iv) no more than three requests may be made for increases in Commitments pursuant to this Section 2.18; and (v) such increase shall be evidenced by an incremental commitment agreement in form and substance reasonably acceptable to the Administrative Agent and executed by the Borrower. No , the Administrative Agent, New Lenders, if any, and Lenders increasing their Commitments, if any, and which shall indicate the amount and allocation of such increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount Aggregate Commitments and the Borrower shall have delivered effective date of such increase (the “Increase Effective Date”). Each financial institution that becomes a New Lender pursuant to this Section by the execution and delivery to the Administrative Agent of the applicable incremental commitment agreement shall be a document in form “Lender” for all purposes under this Agreement on the applicable Increase Effective Date. The Borrower shall borrow and substance reasonably satisfactory prepay Loans on each Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) to the Administrative Agent pursuant extent necessary to which (i) any such existing Lender agrees to keep the amount outstanding Loans of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted ratable with such that, Lender’s revised Applicable Percentage after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by any nonratable increase in the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to Aggregate Commitments under this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)Section.

Increase of Commitments. On up to three occasions after the Effective Date, the (a) The Borrower at its option may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative AgentAgent given not less than 45 days prior to the requested effective date, which notice request that the Commitments be increased in increments of $10,000,000 (but in no event may the total Commitments after giving effect to all increases pursuant to this Section ------- 2.13 exceed $350,000,000). The Administrative Agent shall specify notify the amount Lenders of ---- its receipt of any such increase notice given pursuant to this Section 2.13(a) within two --------------- Business Days after the Administrative Agent's receipt thereof. Each Lender (which shall not be less than $10,000,000a "Consenting Lender") may, by irrevocable notice to the Borrower and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent or delivered to the Borrower, in consultation with Administrative Agent not later than 30 days after the receipt of notice from the Administrative Agent, may offer inform the Administrative Agent that it wishes to participate in the requested increase (which and the amount of such participation. Such consent may be declined given or withheld by any each Lender in its absolute and sole discretion. (b) in The Borrower shall have the Revolving Commitments on either a ratable basis right, by notice to the Lenders or on a non pro-rata basis Administrative Agent given not less than 45 days prior to the requested effective date, to increase the Commitments in increments of $10,000,000 (but in no event may the total Commitments after giving effect to all increases pursuant to this Section 2.13 exceed $350,000,000) provided that one or more Lenders and/or to other Lenders or entities reasonably Persons ------------ acceptable to the Borrower, the Administrative Agent and the Borrower. No increase in the Revolving LC Issuer has agreed to make a Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount on and the Borrower shall have delivered subject to the Administrative Agent a document in form terms of this Agreement and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any has executed such existing Lender agrees to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may deems reasonably requestnecessary or advisable to add such Person or Persons as a Lender hereunder. No consent The Administrative Agent shall notify the Lenders of its receipt of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made notice given pursuant to this Section 2.09(e)2.13(b) within two Business Days after the --------------- Administrative Agent's receipt thereof. (c) The Borrower shall not be entitled to request an increase in the Commitments nor shall any approved Commitment increase be effective if any Default or Event of Default shall have occurred and be continuing at such time.

Increase of Commitments. On up (a) The Borrower may from time to three occasions time after the Closing Date, by written notice to Administrative Agent (which shall be provided four (4) Business Days prior to the Increase Effective Date or within such shorter period of time as Administrative Agent may agree), executed by the Borrower and one or more financial institutions (any such financial institution referred to in this Section being called an “Increasing Lender”), which may include any Lender (acting in its sole discretion), cause new Commitments to be extended by the Increasing Lenders or cause the existing Commitments of the Increasing Lenders to be increased (any such extension or increase being called a “Commitment Increase”), in an amount set forth in such notice; provided, that (i) the aggregate amount of the Commitment Increases becoming effective on any single date shall be at least the lesser of (A) $25,000,000 (or such lesser amount consented to by Administrative Agent) and (B) the result of $75,000,000 minus the aggregate amount of all Commitment Increases effected since the Closing Date pursuant to this Section 2.18, (ii) after giving effect to the requested increase, the aggregate amount of all increases in the Commitments following the Closing Date pursuant to this Section 2.18 shall not exceed $75,000,000, and (iii) each Increasing Lender, if not already a Lender hereunder, (A) shall be subject to the approval of Administrative Agent (which approval shall not be unreasonably withheld, conditioned or delayed), (B) shall complete an Administrative Questionnaire and provide to Administrative Agent such forms, certificates or other evidence with respect to United States federal income tax withholding matters as such Increasing Lender may be required to deliver pursuant to Section 2.16(e), and (C) shall become a party hereto by completing and delivering to Administrative Agent, not later than 11:00 a.m., New York City time, on the Increase Effective Date, a duly executed accession agreement in a form reasonably satisfactory to Administrative Agent and the Borrower at its option may(an “Accession Agreement”). Each Commitment Increase shall become effective on the date specified in the applicable notices delivered pursuant to this paragraph. Upon the effectiveness of any Accession Agreement to which any Increasing Lender is a party, from time (x) such Increasing Lender shall thereafter be deemed to timebe a party to this Agreement and shall be entitled to all rights, seek benefits and privileges accorded to, and shall be subject to increase all obligations of, a Lender hereunder and (y) Appendix A shall be deemed to have been amended to reflect the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to such Increasing Lender as provided in such Accession Agreement. Upon the Administrative Agent, which notice shall specify the amount effectiveness of any Commitment Increase with respect to a Lender already a party hereto, Appendix A shall be deemed to have been amended to reflect the increased Commitment of such increase Lender. For the avoidance of doubt, no Lender may be made an Increasing Lender without its consent. (b) On the Increase Effective Date, which shall not be less than $10,000,00030 days prior to the Maturity Date (without regard to clause (ii) of such definition), the Borrower shall (i) prepay the outstanding Loans (if any) (the “Initial Loans”) in full, (ii) simultaneously borrow new Loans hereunder in an amount equal to, and in the same Type as, such prepayment (in the case of Eurodollar Rate Loans, with Adjusted Eurodollar Rates equal to the outstanding Adjusted Eurodollar Rates and with Interest Period(s) ending on the date(s) of any then outstanding Interest Period(s); provided that with respect to subclauses (i) and (ii), (x) the prepayment to, and borrowing from, any existing Lender shall certify be effected by book entry to the extent that no Default has occurred any portion of the amount prepaid to such Lender will be subsequently borrowed from such Lender and is continuing. After delivery of such notice, (y) the Administrative Agent or existing Lenders and the BorrowerIncreasing Lenders shall make and receive payments among themselves, in consultation with a manner acceptable to the Administrative Agent, may offer so that, after giving effect thereto, the increase Loans of each Type are held ratably by the Lenders in accordance with the respective Commitments of such Lenders (which may be declined by any Lender in its sole discretionafter giving effect to such Commitment Increase) in the Revolving Commitments on either a ratable basis and (iii) pay to the Lenders or on the amounts, if any, payable under Section 2.14(c) as a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Administrative Agent and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) result of any such existing Lender agrees to prepayment. Concurrently therewith, the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to adjusted their participation interests in any outstanding Loans of each new Type so that such interests are held ratably in accordance with their Commitments as so increased. (c) Notwithstanding the foregoing, no increase in the Commitments (or existing Lender accepting a new or increased Revolving Commitment, in any Commitment of an interest in each then outstanding Revolving Loan (in each caseany Lender) shall become effective under this Section 2.18(c) unless, on the terms and date of such increase, the conditions set forth in the Assignment and AssumptionSection 3.02(a)(ii) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitmentsiii) shall be required for any incremental Revolving Commitment provided or satisfied (with all references in such paragraphs to a Loan made pursuant being deemed to this Section 2.09(ebe references to such increase) and Administrative Agent shall have received, not later than 11:00 a.m., New York City time, on the Increase Effective Date, a certificate to that effect dated such date and executed by the chief financial officer of each Credit Party (or, in the case of ▇▇▇▇▇, treasurer of ▇▇▇▇▇).

Increase of Commitments. On up (a) After the Closing Date, upon notice to three occasions after the Effective DateAdministrative Agent (which shall promptly notify the Lenders), the Borrower at its option may, may from time to time, seek to request an increase in the Revolving Commitments by up to an Aggregate Commitments; provided that the aggregate amount of the Aggregate Commitments after giving effect to any increases pursuant to this Section 2.3 shall not exceed the Aggregate Commitments in effect on the date hereof plus $200,000,000 500,000,000. (resulting b) Each increase in maximum total Revolving the Aggregate Commitments of $650,000,000pursuant to Section 2.3(a) upon at least three (3) Business Days’ prior written notice may be provided by the Lenders or Eligible Assignees designated by the Borrower that are willing to the Administrative Agent, which notice shall specify the amount of any provide such increase (which shall not be less than $10,000,000together with any existing Lender participating in any such increase, each, an “Increasing Lender”) and to become Lenders pursuant to a joinder agreement substantially in form of Exhibit J (a “Joinder Agreement”), pursuant to which such Increasing Lender shall certify become a party to this Agreement; provided that no Default has occurred and is continuingany such increases shall be in a minimum amount of $10,000,000 or a higher integral multiple of $1,000,000. After delivery Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined by any Lender to increase its Commitment hereunder. (c) If the Aggregate Commitments are increased in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to accordance with this Section 2.3, the Administrative Agent and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which determine (i) any such existing Lender agrees to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in (the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption“Increase Effective Date”) and (ii) the Swingline Exposure final allocation of such increase and LC Exposure of the existing and new Lenders Schedule I attached hereto shall be automatically adjusted updated to reflect the same. The Administrative Agent shall promptly notify the Lenders of the final allocation of such increase and the Increase Effective Date. (d) As a condition precedent to such increase, (i) no Default or Event of Default shall exist and (ii) the Borrower shall (1) deliver to the Administrative Agent (A) a Joinder Agreement executed by the Borrower and the applicable Lender(s), and (B) a certificate dated as of the Increase Effective Date (in sufficient copies for each applicable Lender) signed by a Responsible Officer (x) certifying and attaching the resolutions adopted by the Borrower approving or consenting to such increase, and (y) certifying that, before and after giving effect to such assignments increase no Default or Event of Default exists, (2) (x) upon the reasonable request of any applicable Lender made at least 5 Business Days prior to the Increase Effective Date, provide to such Lender the documentation and adjustmentsother information so requested in order to comply with its obligations under applicable “know your customer” and anti-money-laundering rules and regulations, all Revolving Credit Exposure hereunder is held ratably including the PATRIOT Act and (y) if the Borrower qualifies as a “legal entity customer” under the Beneficial Ownership Regulation deliver, to each Lender that so requests at least 5 Business Days prior to the Increase Effective Date, a Beneficial Ownership Certification, and (3) pay any fees to the applicable Persons. On the applicable Increase Effective Date, the Commitment of each Increasing Lender shall be increased by the Lenders amount offered by (or, if applicable, allocated to) such Increasing Lender and the Aggregate Commitments shall be increased (and the Commitment Percentages adjusted) accordingly. (e) Any increase in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence Aggregate Commitments shall be made in exchange foron the same terms (including interest terms, payment terms and maturity terms), and substantially contemporaneously with the payment shall be subject to the assigning Lenders ofsame conditions as existing Commitments (it being understood that customary arrangement or commitment fees payable to one or more Arrangers or Increasing Lenders, as the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant case may be, may be different from those paid with respect to this Section in respect the Commitment of the principal amount of Lenders on or prior to the Closing Date or with respect to any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any other Increasing Lender in connection with any other increase of in the Revolving Aggregate Commitments pursuant to this Section 2.3). This Section 2.3 shall supersede any provisions in Section 3.8 or 10.1 to the contrary. (f) The Administrative Agent and the Lenders shall make Revolving Loans and/or repay Revolving Loans as necessary to cause the outstanding Revolving Loans to reflect each Lender’s Commitment Percentage after giving effect to any increase pursuant to this Section 2.3; provided that the parties hereto agree that, notwithstanding any other provision of this Agreement, the Administrative Agent, the Borrower, each Increasing Lender and each other Lender, as applicable, may make arrangements reasonably satisfactory to such parties to cause an Increasing Lender to temporarily hold risk participations in the Revolving Loans of the other Lenders (rather than fund its Commitment Percentage of all outstanding Revolving Loans concurrently with the applicable increase) with a view toward minimizing breakage costs and transfers of funds in connection with any increase in the Aggregate Commitments. The Borrower acknowledges that if (despite any arrangements established pursuant to the foregoing sentence), as a result of a non-pro-rata increase in the Aggregate Commitments, any Term SOFR Loans and Alternative Currency Term Rate Loans must be prepaid or converted (in whole or in part) on a day other than the last day of an Interest Period therefor, then such prepayment or conversion shall be subject to receipt by the Administrative Agent from the Borrower provisions of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)3.12.

Increase of Commitments. On up to three occasions after the Effective Date, the The Borrower at its option may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative AgentAgent on up to four (4) occasions at any time after the Term Loan Availability Termination Date and prior to the Revolving Facility Termination Date, which notice shall specify request (i) incremental Revolving Commitments (the “New Revolving Commitments”), (ii) an increase to the Initial Term Loans (the “New Initial Term Loan Commitments”) or (iii) the establishment of one or more new term loan commitments (the “New Additional Term Loan Commitments”, and together with the New Revolving Commitments and the New Initial Term Loan Commitments, the “Incremental Commitments”) in an amount not to exceed the aggregate amount of any such increase $250,000,000 for all Incremental Commitments from one or more additional Lenders (which shall not be less than $10,000,000may include any existing Lender) and shall certify that no Default has occurred and is continuingwilling to provide such Incremental Commitments in their own discretion. After delivery of such notice, the The Administrative Agent or the BorrowerAgent, in consultation with the Administrative AgentBorrower, shall manage all aspects of the syndication of such Incremental Commitments, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and other institutional lenders to be approached with respect to such increase and the allocations of the Incremental Commitments among such existing Lenders and/or other banks, financial institutions and other institutional lenders. No Lender shall be obligated in any way whatsoever to provide any Incremental Commitments, and any New Revolving Lender, New Initial Term Loan Lender or New Additional Term Loan Lender in connection with any such requested Incremental Commitment must be an Eligible Assignee. Each such request for an Incremental Commitment shall be in the minimum amount of $25,000,000. If (x) Lenders are willing to provide such New Revolving Commitments, the Revolving Commitments may offer be increased from time to time by the addition of one or more new Revolving Lenders or the increase of the Revolving Commitment of an existing Revolving Lender (which each, a “New Revolving Lender”) with the consent of only the Borrower and such New Revolving Lenders, (y) Lenders are willing to provide such New Initial Term Loan Commitments, the Initial Term Loans may be declined increased by the addition of one or more new Term Loan Lenders or the increase of the Initial Term Loans of existing Term Loan Lenders (each a “New Initial Term Loan Lender”) with the consent of only the Borrower and such New Initial Term Loan Lenders or (z) Lenders are willing to provide such New Additional Term Loan Commitments, term loans may be made hereunder (the “New Additional Term Loans”) by the addition of one or more new Term Loan Lenders or existing Term Loan Lenders (each, a “New Additional Term Loan Lender”) with the consent of only the Borrower and such New Additional Term Loan Lenders, in each case so long as the Aggregate Revolving Commitment, plus the aggregate principal amount of the Initial Term Loans (including, for the avoidance of doubt, any such increase in Initial Term Loans pursuant to this Section) made hereunder plus the aggregate principal amount of New Additional Term Loans made hereunder does not exceed $750,000,000 less any (A) voluntary reductions in the Revolving Commitments, the Initial Term Loan Commitments, any previously established New Initial Term Loan Commitments (if any) or any previously established New Additional Term Loan Commitments (if any) after the Closing Date pursuant to Section 2.1(b) or (B) prepayments of the Initial Term Loans or New Additional Term Loans pursuant to Section 2.8. Nothing in this Section 2.1(c) shall constitute or be deemed to constitute an agreement by any Lender in its sole discretion) in to provide Incremental Commitments hereunder. Any Incremental Commitments shall be evidenced by the Revolving Commitments on either a ratable basis execution and delivery of an amendment to this Agreement by the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to Borrower, the Administrative Agent and the Borrowerapplicable Lenders providing such Incremental Commitment, a copy of which shall be forwarded to each Lender by the Administrative Agent promptly after execution thereof. No Each such amendment executed in connection with an Incremental Commitment 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 good faith judgment of Administrative Agent, to effect the provisions of this Section 2.1(c), subject to approval by the Borrower and the applicable Lenders providing such Incremental Commitment, including without limitation to (w) include the New Revolving Lenders, New Initial Term Loan Lenders and/or New Additional Term Loan Lenders as “Lenders” hereunder, (x) include the New Revolving Commitments, New Initial Term Loan Commitments and/or New Additional Term Loan Commitments as “Commitments” hereunder, (y) to include the Loans made with respect to the New Revolving Commitments, increased Initial Term Loans and the New Additional Term Loans as “Loans” hereunder, and (z) to include the New Revolving Lenders and the New Revolving Commitments, the New Initial Term Loan Lenders, the New Initial Term Loan Commitments, the increased Initial Term Loans, the New Additional Term Loan Lenders, the New Additional Term Loan Commitments and/or the New Additional Term Loans, in each case, for purposes of the definition of “Required Lenders”; provided however, that any amendments to Articles V through VIII, inclusive, that adversely affect a Lender or any amendment to provisions of this Agreement other than those effecting this Section 2.1(c) shall be subject to Section 8.2. All such amendments and joinder agreements entered into with the applicable Loan Parties by the Administrative Agent shall be binding and conclusive on all Lenders. On the effective date of each such increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and Commitments, the Borrower shall have delivered to and the Administrative Agent shall cause the New Revolving Lenders to hold their pro rata share of all ratable Revolving Borrowings outstanding at the close of business on such day, by either funding more than its or their pro rata share of new ratable Revolving Borrowings made on such date or purchasing shares of outstanding ratable Revolving Loans held by the other Revolving Lenders or a document combination thereof. The Revolving Lenders agree to cooperate in form any required sale and substance reasonably satisfactory purchase of outstanding ratable Revolving Borrowings to the Administrative Agent pursuant to which (i) any achieve such existing Lender result. The Borrower agrees to pay all fees associated with the amount of its increase in the Aggregate Revolving Commitment increase, (ii) including any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights amounts due under Section 3.4 in connection with any reallocation of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) Term SOFR Borrowings or Daily Simple SOFR Borrowings. On the effective date of any increase in the Initial Term Loans, (i) each New Additional Term Loan Lender shall make an additional Initial Term Loan to the Borrower in an amount equal to its New Initial Term Loan Commitment, and (ii) each New Initial Term Loan Lender hereunder with respect to the Initial Term Loans made pursuant thereto. On the effective date of any New Additional Term Loan Commitments of any Series, (i) each New Additional Term Loan Lender of any Series shall make (or have a New Additional Term Loan Commitment to make) a New Additional Term Loan to the Borrower in an amount equal to its New Additional Term Loan Commitment of such Series, and (ii) each New Additional Term Loan Lender of any Series shall become a Lender hereunder with respect to the New Additional Term Loan Commitments of such Series and the New Additional Term Loans of such Series made pursuant thereto. Any New Additional Term Loans made with respect to such New Additional Term Loan Commitments shall be designated a separate series (a “Series”) of New Additional Term Loans for all purposes of this Agreement. The terms and provisions of the New Revolving Commitments is specified and the Revolving Loans made with respect thereto shall be identical to the existing Revolving Commitments and Revolving Loans. The terms and provisions of the additional Initial Term Loans made pursuant to this clause (c) shall be identical to the existing Initial Term Loans. The terms of any New Additional Term Loans of any Series (a) shall not provide for any amortization payments on or prior to the Revolving Facility Termination Date, but may permit voluntary prepayment, (b) shall provide that the applicable New Additional Term Loan maturity date of each Series shall be no earlier than the later of (x) the Revolving Facility Termination Date, (y) the Initial Term Loan Maturity Date or (z) any other New Additional Term Loan maturity date of another Series, (c) shall provide that any guarantees provided in respect of the New Additional Term Loans shall also guarantee the other Obligations and (d) shall include such other terms and pricing as may be agreed by the Borrower, the Administrative Agent and the New Additional Term Loan Lenders of such Series. Notwithstanding the foregoing, no Incremental Commitment shall become effective under this Section 2.1(c) unless (i) on the date of such effectiveness, the conditions set forth in Section 4.2 shall be satisfied or otherwise waived by the Lenders with Incremental Commitments and the Administrative Agent shall have received a certificate to that effect dated such date and executed by an Authorized Officer of the Borrower, (ii) the Administrative Agent shall have received a certificate of an Authorized Officer of the Borrower as to the board resolutions evidencing authority for such Incremental Commitment and as to any changes to the formation documents of the Borrower since the Closing Date, (iii) Parent shall be in pro forma compliance with the covenants set forth in Section 6.18 after giving effect to the Loans to be made on such date pursuant to such Incremental Commitments and the application of the proceeds therefrom as if made and applied on such date, (iv) the Borrower shall deliver any legal opinions reasonably requested by the Administrative Agent in connection with such Incremental Commitments, consistent with those delivered on the Closing Date, and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness shall have paid all reasonable and documented out-of-pocket costs and expenses of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates pursuant to Section 9.7 and other documents as all agreed-upon fees payable to the Administrative Agent may reasonably request. No consent of any Lender (other than and the Lenders agreeing to new or increased Revolving providing such Incremental Commitments in connection with such Incremental Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e).

Increase of Commitments. On up to three occasions after the Effective DateAt any time, the Borrower at its option maymay request that the total Commitments for all the Lenders (the "Aggregate Commitment") be increased; provided that, from time to time, seek to increase without the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to consent of all of the Administrative Agent, which notice shall specify the amount of any such increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After delivery of such noticeLenders, the Administrative Agent or the Borrower, Aggregate Commitment shall at no time exceed $175,000,000. Such request shall be made in consultation with the Administrative Agent, may offer the increase (which may be declined by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable written notice given to the Administrative Agent and the Borrower. No Lenders by the Borrower not less than ten (10) Business Days prior to the proposed effective date of such increase, which notice (a "Commitment Increase Notice") shall specify the amount of the proposed increase in the Revolving Aggregate Commitment and the proposed effective date of such increase. The Borrower may notify the Administrative Agent of any financial institution that shall have agreed to become a "Lender" party hereto (a "Proposed New Lender") in connection with the Commitment Increase Notice and any Proposed New Lender shall be consented to by the Administrative Agent and the Issuing Bank (which consent shall not be unreasonably withheld or delayed). The Administrative Agent shall notify the Borrower and the Lenders on or before the Business Day immediately prior to the proposed effective date of the amount of each Lender's and Proposed New Lenders' Commitment (the "Effective Commitment Amount") and the amount of the Aggregate Commitment, which amount shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall become effective until be subject to the existing or new Lenders extending such incremental Commitment amount and following conditions precedent: (A) the Borrower shall have delivered to obtained the Administrative Agent a document consent thereto of each Subsidiary Guarantor and its reaffirmation of the Loan Document(s) executed by it, which consent and reaffirmation shall be in writing and in form and substance reasonably satisfactory to the Administrative Agent pursuant to Agent, (B) as of the date of the Commitment Increase Notice and as of the proposed effective date of the increase in the Aggregate Commitment, all representations and warranties under Article III shall be true and correct in all material respects as though made on such date (except for representations and warranties for which (i) any such existing Lender agrees exceptions thereto have been disclosed in writing to the amount Administrative Agent and which have been approved in writing by the Required Lenders) and no event shall have occurred and then be continuing which constitutes a Default or Event of its Revolving Commitment increaseDefault, (iiC) any the Borrower, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a "Commitment" in support of such new Lender agrees to its Revolving increase in the Aggregate Commitment amount shall have executed and agrees to assume delivered a "Commitment and accept Acceptance" substantially in the obligations and rights form of a Lender hereunderExhibit C, (iiiD) counsel for the Borrower shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent, (E) the Borrower accepts and the Proposed New Lender shall otherwise have executed and delivered such incremental other instruments and documents as may be required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase and (F) the Administrative Agent shall have administered the reallocation of the Revolving CommitmentsCredit Exposures on the effective date of such increase ratably among the Lenders (including new Lenders) after giving effect to such increase. The Borrower hereby agrees to compensate each Lender for all losses, (iv) expenses and liabilities incurred by such Lender in connection with the sale and assignment of any Eurocurrency Loan hereunder on the terms and in the manner as set forth in Section 2.16 hereof. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Borrower and each Lender of the effective date of such increase. Upon the effective date of any increase in the Revolving Commitments Aggregate Commitment that is specified supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and (v) shall have the Borrower certifies that on such date the conditions for rights and obligations of a new Loan set forth in Section 4.02 are satisfiedLender hereunder. Upon the effectiveness of any increase in the Revolving Commitments pursuant heretoNothing contained herein shall constitute, (i) each Lender (new or existing) shall otherwise be deemed to have accepted an assignment from the existing Lendersbe, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, commitment on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent part of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for increase its Commitment at any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)time.

Increase of Commitments. On up to three occasions after the Effective Date, the Borrower at its option may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount (a) Provided no Default or Event of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative Agent, which notice shall specify the amount of any such increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing, upon notice to the Agent (which shall promptly notify the Lenders), the Borrower may from time to time, request an increase in the Aggregate Commitments to an aggregate amount of up to $300,000,000. After delivery At the time of sending such notice, the Administrative Agent or the Borrower, Borrower (in consultation with the Administrative Agent, may offer ) shall specify the increase time period within which each Lender is requested to respond (which may shall in no event be declined by any Lender in its sole discretion) in less than 10 Business Days from the Revolving Commitments on either a ratable basis date of delivery of such notice to the Lenders Lenders). Each Lender shall notify the Agent within such time period whether or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Administrative Agent and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any such existing Lender not it agrees to the increase its Commitment and, if so, whether by an amount equal to, greater than, or less than its Commitment Percentage of its Revolving Commitment such requested increase, (ii) any . Any Lender not responding within such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) time period shall be deemed to have accepted an assignment from declined to increase its Commitment. The Agent shall notify the existing Borrower and each Lender of the Lenders' responses to each request made hereunder. To achieve the full amount of a requested increase, the Borrower may also invite additional Eligible Assignees to become Lenders pursuant to a joinder agreement in Proper Form. (b) If the Aggregate Commitments are increased in accordance with this Section, the Agent and the existing Borrower shall determine the effective date (the "Increase Effective Date") and the final allocation of such increase. The Agent shall promptly notify the Borrower and the Lenders of the final allocation of such increase and the Increase Effective Date. As a condition precedent to such increase, the Borrower shall be deemed deliver to have made an assignment to each new or existing Lender accepting the Agent a new or increased Revolving Commitment, certificate of an interest in each then outstanding Revolving Loan the Borrower dated as of the Increase Effective Date (in sufficient copies for each caseLender) signed by a Responsible Officer (i) certifying and attaching the resolutions adopted by the Borrower approving or consenting to such increase, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such certifying that, before and after giving effect to such assignments increase, (A) the representations and adjustmentswarranties contained in Section 6 hereof and the other Loan Documents are true and correct on and as of the Increase Effective Date, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant except to the preceding sentence shall be made extent that such representations and warranties specifically refer to an earlier date, in exchange forwhich case they are true and correct as of such earlier date, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, except that for purposes of this Section 2.16 2.9, the representations and warranties contained in Section 6.2 shall be deemed prepayments of such Loan. Any increase of to refer to the Revolving Commitments most recent statements furnished pursuant to subsections (a) and (b) of Section 7.2, and (B) no Default or Event of Default exists. The Borrower shall prepay any Revolving Loans outstanding on the Increase Effective Date (and pay any additional amounts required pursuant to Section 3.3(c)(iv)) to the extent necessary to keep the outstanding Revolving Loans ratable with any revised Commitment Percentages arising from any nonratable increase in the Commitments under this Section. (c) This Section shall be subject supersede any provisions in Sections 4.5, 11.5 or 11.6 to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)contrary.

Increase of Commitments. On up to three occasions after (a) The Borrower shall have the Effective Dateoption, without the Borrower at its option mayconsent of the Lenders, from time to time, seek time to increase cause one or more increases in the Revolving Aggregate Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice adding, subject to the Administrative Agent, which notice shall specify the amount prior approval of any such increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent (such approval not to be unreasonably withheld), to this Agreement one or more financial institutions as Lenders (collectively, the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined “New Lenders”) or by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to allowing one or more Lenders and/or to other Lenders increase their respective Commitments, subject to the satisfaction of the following conditions: (i) prior to and after giving effect to the increase, no Default or entities Event of Default shall have occurred hereunder and be continuing; (ii) no such increase shall cause the aggregate increases in Commitments pursuant to this Section 2.18 to exceed $100,000,000; (iii) no Lender’s Commitment shall be increased without such Lender’s consent; (iv) no more than three requests may be made for increases in Commitments pursuant to this Section 2.18; and (v) such increase shall be evidenced by an incremental commitment agreement in form and substance reasonably acceptable to the Administrative Agent and executed by the Borrower. No , the Administrative Agent, New Lenders, if any, and Lenders increasing their Commitments, if any, and which shall indicate the amount and allocation of such increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount Aggregate Commitments and the Borrower shall have delivered effective date of such increase (the “Increase Effective Date”). Each financial institution that becomes a New Lender pursuant to this Section by the execution and delivery to the Administrative Agent of the applicable incremental commitment agreement shall be a document “Lender” for all purposes under this Agreement on the applicable Increase Effective Date. The Borrower shall borrow and prepay Loans on each Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Loans of each Lender ratable with such Lender’s revised Applicable Percentage after giving effect to any nonratable increase in the Aggregate Commitments under this Section. (b) As a condition precedent to each increase pursuant to subsection (a) above, the Borrower shall deliver to the Administrative Agent, to the extent requested by the Administrative Agent, the following in form and substance satisfactory to the Administrative Agent: (i) a certificate dated as of the Increase Effective Date, signed by a Responsible Officer of the Borrower certifying that each of the conditions to such increase set forth in this Section shall have occurred and been complied with and that, before and after giving effect to such increase, (A) the representations and warranties contained in this Agreement and the other Loan Documents are true and correct in all material respects on and as of the Increase Effective Date after giving effect to such increase, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they were true and correct in all material respects as of such earlier date, and (B) no Default or Event of Default exists; (ii) such certificates of resolutions or other action, incumbency certificates and/or other certificates of Responsible Officers of the Borrower and each Guarantor as the Administrative Agent may require evidencing the identity, authority and capacity of each Responsible Officer thereof authorized to act as a Responsible Officer in connection with such increase agreement and any Guarantors’ Consent to such increase agreement, and such documents and certifications as the Administrative Agent may require to evidence that the Borrower and each Guarantor is validly existing and in good standing in its jurisdiction of organization; and (iii) a favorable opinion of independent legal counsel reasonably acceptable to the Administrative Agent, in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any such existing Lender agrees to the amount of its Revolving Commitment increaseAgent, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect relating to such assignments increase agreement and adjustmentsany Guarantors’ Consent to such increase agreement, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion addressed to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)each Lender.

Increase of Commitments. On up to three occasions after the Effective Date, the The Borrower at its option may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative Agent on up to four (4) occasions during the period from the Closing Date to the third anniversary of the Closing Date, request incremental Commitments in an amount not to exceed the aggregate amount of $100,000,000.00 from one or more additional Lenders (which may include any existing Lender) willing to provide such incremental Commitments in their own discretion. The Administrative Agent and/or its Affiliates shall use commercially reasonable efforts, with the assistance of the Borrower, to arrange a syndicate of Lenders willing to hold the requested incremental Commitments. If Lenders are willing to provide such additional Commitments, the Aggregate Commitment may be increased from time to time by the addition of a new Lender(s) or the increase of the Commitment of an existing Lender(s) with the consent of only the Borrower, the Administrative Agent, and the new or existing Lender(s) providing such additional Commitment so long as the Aggregate Commitment does not exceed $600,000,000. Nothing in this Section 2.1(c) shall constitute or be deemed to constitute an agreement by any Lender to increase its Commitment hereunder. Any such increase in the Aggregate Commitment shall be conditioned upon the contemporaneous addition of Potential Properties as Subject Properties in accordance with Section 2A.2 to effect compliance with all financial covenants set forth in Section 6.18 immediately following the increase of the Aggregate Commitment and upon satisfaction of the requirements for additional Borrowings pursuant to Section 2.9. Such increases shall be evidenced by the execution and delivery of an Amendment Regarding Increase in the form of Exhibit K attached hereto by the Borrower, the Administrative Agent and the new Lender or existing Lender providing such additional Commitment (the “Increase Notice”), a copy of which notice shall specify be forwarded to each Lender by the Administrative Agent promptly after execution thereof. The amount of any the requested increase shall be set forth in the Increase Notice. Notwithstanding the foregoing, (i) no increase in the Aggregate Commitment may occur after the date which is thirty-six (36) months following the Agreement Execution Date, and (ii) each such increase (which shall not be less than $10,000,000) 25,000,000. On the effective date of each such increase in the Aggregate Commitment, the Borrower and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent shall cause the new or existing Lenders providing such increase to hold its or their Percentage of all ratable Borrowings outstanding at the Borrowerclose of business on such day, in consultation with by either funding more than its or their Percentage of new ratable Borrowings made on such date or purchasing shares of outstanding ratable Loans held by the Administrative Agent, may offer the increase (which may be declined by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable a combination thereof. The Lenders agree to cooperate in any required sale and purchase of outstanding ratable Borrowings to achieve such result. Borrower agrees to pay all fees associated with the increase in the Aggregate Commitment including any amounts due under Section 3.4 in connection with any reallocation of Fixed Rate Borrowings. Additionally, each such Commitment increase shall be further conditioned upon satisfaction of the following: (a) On the date such Increase Notice is given and on the date such increase becomes effective, both immediately before and after the Aggregate Commitment is increased, there shall exist no Default or Unmatured Default; and (b) The representations and warranties made by the Borrower in the Loan Documents or otherwise made by or on behalf of the Borrower in connection therewith or after the date thereof shall have been true and correct in all material respects when made and shall also be true and correct in all material respects on the date of such Increase Notice and on the date the Aggregate Commitment is increased, both immediately before and after the Aggregate Commitment is increased, except to the extent any such representation or warranty is stated to relate solely to an earlier date, in which case such representation or warranty shall be true and correct on and as of such earlier date; and (c) The Borrower shall also execute and deliver to Administrative Agent and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount additional documents, instruments, certifications and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any such existing Lender agrees to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents opinions as the Administrative Agent may require in its reasonable discretion, including, without limitation, replacement Notes, any amendments to the Loan Documents as Administrative Agent may reasonably request. No consent deem necessary or appropriate, and a Compliance Certificate demonstrating compliance with the covenants set forth in Section 6.18 and representations and warranties set forth in the Loan Documents after giving effect to the increase, and the Borrower shall upon demand pay the cost of any Lender (updated UCC searches, all recording costs and fees, and any and all intangible taxes or other than the Lenders agreeing to new documentary or increased Revolving Commitments) shall be required for transfer taxes, assessments or charges or any incremental Revolving Commitment provided similar fees, taxes or Loan made pursuant to this Section 2.09(e)expenses which are demanded in connection with such increase.

Increase of Commitments. On up to three occasions (a) The Borrower shall have the right at any time after the Effective DateDate to request that the aggregate Commitments hereunder be increased (a “Commitment Increase”) in accordance with the following provisions and subject to the following conditions: (i) The Borrower shall give the Administrative Agent, which shall promptly deliver a copy thereof to each of the Borrower at its option mayLenders, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) ten Business Days’ prior written notice (a “Notice of Increase”) of any such requested increase specifying the aggregate amount by which the Commitments are to be increased, which shall be at least $5 million, the requested date of increase (the “Requested Increase Date”) and the date by which the Lenders wishing to participate in the Commitment Increase must commit to an increase in the amount of their respective Credit Commitments (the “Commitment Date”). Each Lender that is willing in its sole discretion to participate in such requested Commitment Increase (each an “Increasing Lender”) shall give written notice to the Administrative Agent on or prior to the Commitment Date of the amount by which it is willing to increase its Commitment. (ii) Promptly following each Commitment Date, the Administrative Agent shall notify the Borrower as to the amount, if any, by which the Lenders are willing to participate in the requested Commitment Increase. In addition, the Borrower may extend offers to one or more Eligible Assignees, each of which must be reasonably satisfactory to the Administrative Agent, which notice (such consent not to be unreasonably withheld) to participate in any portion of the requested Commitment Increase; provided, however, that the Commitment of each such Eligible Assignee shall specify the be in an amount of any such increase (which shall not be less than $10,000,0001 million or an integral multiple of $1 million in excess thereof. Any such Eligible Assignee that agrees to acquire a Commitment pursuant hereto is herein called an “Additional Lender”. (iii) Effective on the Requested Increase Date, subject to the terms and conditions hereof, (x) the Commitment Schedule shall certify that no Default has occurred and is continuing. After delivery be deemed to be amended to reflect the increases contemplated hereby, (y) the Commitment of such notice, each Increasing Lender shall be increased by an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to increase its Commitment), and (z) each Additional Lender shall enter into an agreement in form and substance reasonably satisfactory to the Borrower and the Administrative Agent pursuant to which it shall undertake, as of such Requested Increase Date, a new Commitment in an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to participate in the requested Commitment Increase), and such Additional Lender shall thereupon be deemed to be a Lender for all purposes of this Agreement. (iv) If on the Requested Increase Date there are any Loans outstanding hereunder, the Borrower shall borrow from all or certain of the BorrowerLenders and/or prepay Loans of all or certain of the Lenders such that, after giving effect thereto, the Loans (including, without limitation, the Types and Interest Periods thereof) and such participations shall be held by the Lenders (including for such purposes the Increasing Lenders and the Additional Lenders) ratably in consultation accordance with their respective Commitments. On and after each Increase Date, the ratable share of each Lender’s participation in Letters of Credit and Loans from draws under Letters of Credit shall be calculated after giving effect to each such Commitment Increase. (b) Anything in this Section 2.23 to the contrary notwithstanding, no increase in the aggregate Commitments hereunder pursuant to this Section 2.23 shall be effective unless: (i) as of the date of the relevant Notice of Increase and on the relevant Requested Increase Date and after giving effect to such increase, (x) no Default or Event of Default shall have occurred and be continuing and (y) the condition set forth in Section 4.02(a) shall be required to be satisfied; (ii) to the extent reasonably requested by the Administrative Agent, may offer receipt by the increase Administrative Agent of (which may be declined by any Lender A) customary legal opinions, board resolutions and officers’ certificates consistent with the documentation delivered on the Effective Date (conformed as appropriate) other than changes to such legal opinions resulting from a change in its sole discretion) law, change in the Revolving Commitments on either a ratable basis fact or change to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities counsel’s form of opinion reasonably acceptable satisfactory to the Administrative Agent and (B) any reaffirmation or similar documentation as reasonably requested by the Borrower. No increase Administrative Agent in order to ensure that such Increasing Lender or Additional Lender is provided with the Revolving benefit of the applicable Loan Documents; (iii) after giving effect to such Commitment Increases, the principal aggregate amount of all such Incremental Term Loan Facilities, Commitment Increases and Incremental Equivalent Debt incurred or issued since the Effective Date shall become effective until not exceed $50 million; and (iv) after giving effect to any such Commitment Increase, the existing or new Lenders extending such incremental Commitment amount Borrower shall be in pro forma compliance with the Financial Covenants and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any detailed calculations demonstrating such existing Lender agrees to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)compliance.

Increase of Commitments. On up to three occasions (a) The Borrower shall have the right at any time after the Effective DateDate to request that the aggregate Commitments hereunder be increased (a “Commitment Increase”) in accordance with the following provisions and subject to the following conditions: (i) The Borrower shall give the Administrative Agent, which shall promptly deliver a copy thereof to each of the Borrower at its option mayLenders, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) ten Business Days’ prior written notice (a “Notice of Increase”) of any such requested increase specifying the aggregate amount by which the Commitments are to be increased, which shall be at least $5.0 million, the requested date of increase (the “Requested Increase Date”) and the date by which the Lenders wishing to participate in the Commitment Increase must commit to an increase in the amount of their respective Commitments (the “Commitment Date”). Each Lender that is willing in its sole discretion to participate in such requested Commitment Increase (each an “Increasing Lender”) shall give written notice to the Administrative Agent on or prior to the Commitment Date of the amount by which it is willing to increase its Commitment. (ii) Promptly following each Commitment Date, the Administrative Agent shall notify the Borrower as to the amount, if any, by which the Lenders are willing to participate in the requested Commitment Increase. In addition, the Borrower may extend offers to one or more Eligible Assignees, each of which must be reasonably satisfactory to the Administrative Agent, which notice (such consent not to be unreasonably withheld) to participate in any portion of the requested Commitment Increase; provided, however, that the Commitment of each such Eligible Assignee shall specify the be in an amount of any such increase (which shall not be less than $10,000,0001.0 million or an integral multiple of $1.0 million in excess thereof. Any such Eligible Assignee that agrees to acquire a Commitment pursuant hereto is herein called an “Additional Lender”. (iii) Effective on the Requested Increase Date, subject to the terms and conditions hereof, (x) the Commitment Schedule shall certify that no Default has occurred and is continuing. After delivery be deemed to be amended to reflect the increases contemplated hereby, (y) the Commitment of such notice, each Increasing Lender shall be increased by an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to increase its Commitment), and (z) each Additional Lender shall enter into an agreement in form and substance reasonably satisfactory to the Borrower and the Administrative Agent pursuant to which it shall undertake, as of such Requested Increase Date, a new Commitment in an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to participate in the requested Commitment Increase), and such Additional Lender shall thereupon be deemed to be a Lender for all purposes of this Agreement. (iv) If on the Requested Increase Date there are any Loans outstanding hereunder, the Borrower shall borrow from all or certain of the BorrowerLenders and/or prepay Loans of all or certain of the Lenders such that, after giving effect thereto, the Loans (including the Types and Interest Periods thereof) and such participations shall be held by the Lenders (including for such purposes the Increasing Lenders and the Additional Lenders) ratably in consultation accordance with their respective Commitments. On and after each Increase Date, the ratable share of each Lender’s participation in Letters of Credit and Loans from draws under Letters of Credit shall be calculated after giving effect to each such Commitment Increase. (b) Anything in this Section 2.22 to the contrary notwithstanding, no increase in the aggregate Commitments hereunder pursuant to this Section 2.22 shall be effective unless: (i) as of the date of the relevant Notice of Increase and on the relevant Requested Increase Date and after giving effect to such increase, (x) no Default or Event of Default shall have occurred and be continuing and (y) the condition set forth in Section 4.02(a) shall be satisfied; (ii) to the extent reasonably requested by the Administrative Agent, may offer receipt by the increase Administrative Agent of (which may be declined by any Lender A) customary legal opinions, board resolutions and officers’ certificates consistent with the documentation delivered on the Effective Date (conformed as appropriate) other than changes to such legal opinions resulting from a change in its sole discretion) law, change in the Revolving Commitments on either a ratable basis fact or change to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities counsel’s form of opinion reasonably acceptable satisfactory to the Administrative Agent and (B) any reaffirmation or similar documentation as reasonably requested by the Borrower. No increase Administrative Agent in order to ensure that such Increasing Lender or Additional Lender is provided with the Revolving benefit of the applicable Loan Documents; (iii) after giving effect to such Commitment Increases, the aggregate principal amount of all such Commitment Increases incurred since the Effective Date shall become effective until not exceed $50.0 million; and (iv) after giving effect to any such Commitment Increase, the existing Borrower shall be in pro forma compliance with the Financial Covenant for the most recently ended Reference Period for which financial statements have been (or new Lenders extending such incremental Commitment amount were required to be) delivered to the Administrative Agent and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any detailed calculations demonstrating such existing Lender agrees to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)compliance.

Increase of Commitments. On up to three occasions after the Effective Date(a) If no Default or Event of Default shall have occurred and be continuing, the Borrower Borrowers may at its option may, from any time to time, seek to during the Availability Period request an increase of the aggregate Revolving Loan Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative AgentAgent in writing of the amount of such proposed increase (such notice, which notice shall specify a “Commitment Increase Notice”); provided, however, that the Revolving Loan Commitment of any Lender may not be increased without such Lender’s consent, the minimum amount of any such increase shall be $10,000,000, the aggregate amount of the Lenders’ Revolving Loan Commitments shall not exceed $150,000,000 and (iv) the aggregate principal amount of all Foreign Revolving Loans at any time outstanding, shall not exceed sixty percent (60%) of the total of all the Lenders’ Revolving Loan Commitments as such commitments are increased pursuant to this Section 2.18. The Administrative Agent shall, within five (5) Business Days after receipt of the Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Revolving Loan Commitment shall so notify the Administrative Agent in writing no later than twenty (20) days after receipt by the Lender of such request. Any Lender that accepts an offer to it by the Borrowers to increase its Revolving Loan Commitment pursuant to this Section 2.18 shall, in each case, execute a Commitment Increase Agreement with the Borrowers and the Administrative Agent, whereupon such Lender shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Revolving Loan Commitment as so increased, and the definition of Revolving Loan Commitment in hereof shall be deemed to be amended to reflect such increase. Any Lender that does not notify the Administrative Agent within such period that it will increase its Revolving Loan Commitment shall be deemed to have rejected such offer to increase its Revolving Loan Commitment. No Lender shall have any obligation whatsoever to agree to increase its Revolving Loan Commitment. Any agreement to increase a Lender’s pro rata share of the increased Revolving Loan Commitment shall be irrevocable and shall be effective upon notice thereof by the Administrative Agent at the same time as that of all other increasing Lenders. (b) If any portion of the increased Revolving Loan Commitments is not subscribed for by such Lenders, the Borrowers may, in their sole discretion, but with the consent of the Administrative Agent as to any Person that is not at such time a Lender (which consent shall not be less than $10,000,000unreasonably withheld or delayed), offer to any existing Lender or to one or more additional banks or financial institutions approved by the Administrative Agent the opportunity to participate in all or a portion of the increased Revolving Loan Commitments pursuant to paragraph (c) or (d) below, as applicable, by notifying the Administrative Agent. Promptly and shall certify that no Default has occurred in any event within five (5) Business Days after receipt of notice from the Borrowers of their desire to offer such unsubscribed commitments to certain existing Lenders, to the additional banks or financial institutions identified therein or such additional banks or financial institutions identified by the Administrative Agent and is continuing. After delivery of such noticeapproved by the Borrowers, the Administrative Agent shall notify such proposed lenders of the opportunity to participate in all or a portion of such unsubscribed portion of the Borrower, in consultation with increased Revolving Loan Commitments. (c) Any additional bank or financial institution that the Administrative Agent, may Borrowers select to offer the increase (which may be declined by any Lender in its sole discretion) participation in the increased Revolving Loan Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Administrative Agent shall execute and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered deliver to the Administrative Agent a document New Lender Agreement setting forth its Revolving Loan Commitment, and upon the effectiveness of such New Lender Agreement such bank or financial institution (a “New Lender”) shall become a Lender for all purposes and to the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement, and the signature pages hereof shall be deemed to be amended to add the name of such New Lender and Schedule 2.01 and the definition of Revolving Loan Commitment in Section 1.01 hereof shall be deemed amended to increase the aggregate Revolving Loan Commitments of the Lenders by the Revolving Loan Commitment of such New Lender, provided that the Revolving Loan Commitment of any New Lender shall be an amount not less than $10,000,000. Each New Lender Agreement and Commitment Increase Agreement shall be irrevocable and shall be effective upon notice thereof by the Administrative Agent at the same time as that of all other New Lenders or increasing Lenders. (d) Any Lender that accepts an offer to it by the Borrowers to increase its Revolving Loan Commitment pursuant to this Section 2.18 shall, in each case, execute a Commitment Increase Agreement with the Borrowers and the Administrative Agent, whereupon such Lender shall be bound by and entitled to the benefits of this Agreement with respect to the full amount of its Revolving Loan Commitment as so increased, and Schedule 2.01 and the definition of Revolving Loan Commitment in Section 1.01 hereof shall be deemed to be amended to reflect such increase. Any Commitment Increase Agreement shall be irrevocable and shall be effective upon notice thereof by the Administrative Agent at the same time as that of all other New Lenders and increasing Lenders. (e) The effectiveness of any New Lender Agreement or Commitment Increase Agreement shall be contingent upon receipt by the Administrative Agent of such corporate resolutions of the Borrowers and legal opinions of counsel to the Borrowers as the Administrative Agent shall reasonably request with respect thereto, in each case in form and substance reasonably satisfactory to the Administrative Agent. Once a New Lender Agreement or Commitment Increase Agreement becomes effective, the Administrative Agent shall reflect the increases in the Revolving Loan Commitments effected by such agreements by appropriate entries in the Register. (f) If any bank or financial institution becomes a New Lender pursuant to which Section 2.18(c) or any Lender’s Revolving Loan Commitment is increased pursuant to Section 2.18(d), additional Loans made on or after the effectiveness thereof (ithe “Re-Allocation Date”) shall be made pro rata based on their respective Revolving Loan Commitments in effect on or after such Re-Allocation Date (except to the extent that any such existing pro rata borrowings would result in any Lender agrees to the making an aggregate principal amount of Loans in excess of its Revolving Commitment Loan Commitment, in which case such excess amount will be allocated to, and made by, such New Lender and/or Lenders with such increased Revolving Loan Commitments to the extent of, and pro rata based on, their respective Revolving Loan Commitments), and continuations of Loans outstanding on such Re-Allocation Date shall be effected by repayment of such Loans on the last day of the Interest Period applicable thereto or, in the case of ABR Loan, on the date of such increase, and the making of new Loans of the same Type pro rata based on the respective Revolving Loan Commitments in effect on and after such Re-Allocation Date. (iig) If on any Re-Allocation Date there is an unpaid principal amount of Eurodollar Loans, such new Lender agrees Eurodollar Loans shall remain outstanding with the respective holders thereof until the expiration of their respective Interest Periods (unless the Borrowers elects to its Revolving Commitment amount prepay any thereof in accordance with the applicable provisions of this Agreement), and agrees interest on and repayments of such Eurodollar Loans will be paid thereon to assume and accept the obligations and rights of a Lender hereunder, respective Lenders holding such Eurodollar Loans pro rata based on the respective principal amounts thereof outstanding. (iiih) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in Commitment Increase Agreement, Section 2.08(b), Schedule 2.01 and other pertinent sections hereof shall be automatically and proportionately modified to reflect the increased Revolving Loan Commitment, the exact figures to be agreed between the Borrowers and the Administrative Agent, and all references to the Revolving Loan Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)amended mutatis mutandis.

Increase of Commitments. On up (a) After the Closing Date, upon notice to three occasions after the Effective DateAdministrative Agent (which shall promptly notify the Lenders), the Borrower at its option may, may from time to time, seek to request an increase in the Revolving Commitments by up to an Aggregate Commitments; provided that the aggregate amount of the Aggregate Commitments after giving effect to any increases pursuant to this Section 2.3 shall not exceed the Aggregate Commitments in effect on the date hereof plus $200,000,000 500,000,000. (resulting b) Each increase in maximum total Revolving the Aggregate Commitments of $650,000,000pursuant to Section 2.3(a) upon at least three (3) Business Days’ prior written notice may be provided by the Lenders or Eligible Assignees designated by the Borrower that are willing to the Administrative Agent, which notice shall specify the amount of any provide such increase (which shall not be less than $10,000,000together with any existing Lender participating in any such increase, each, an “Increasing Lender”) and to become Lenders pursuant to a joinder agreement substantially in form of Exhibit J (a “Joinder Agreement”), pursuant to which such Increasing Lender shall certify become a party to this Agreement; provided that no Default has occurred and is continuingany such increases shall be in a minimum amount of $10,000,000 or a higher integral multiple of $1,000,000. After delivery Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined by any Lender to increase its Commitment hereunder. (c) If the Aggregate Commitments are increased in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to accordance with this Section 2.3, the Administrative Agent and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which determine (i) any such existing Lender agrees to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in (the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption“Increase Effective Date”) and (ii) the Swingline Exposure final allocation of such increase and LC Exposure of the existing and new Lenders Schedule I attached hereto shall be automatically adjusted updated to reflect the same. The Administrative Agent shall promptly notify the Lenders of the final allocation of such increase and the Increase Effective Date. (d) As a condition precedent to such increase, (i) no Default or Event of Default shall exist and (ii) the Borrower shall (1) deliver to the Administrative Agent (A) a Joinder Agreement executed by the Borrower and the applicable Lender(s), and (B) a certificate dated as of the Increase Effective Date (in sufficient copies for each applicable Lender) signed by a Responsible Officer (x) certifying and attaching the resolutions adopted by the Borrower approving or consenting to such increase, and (y) certifying that, before and after giving effect to such assignments increase no Default or Event of Default exists, (2) (x) upon the reasonable request of any applicable Lender made at least 5 Business Days prior to the Increase Effective Date, provide to such Lender the documentation and adjustmentsother information so requested in order to comply with its obligations under applicable “know your customer” and anti-money-laundering rules and regulations, all Revolving Credit Exposure hereunder is held ratably including the PATRIOT Act and (y) if the Borrower qualifies as a “legal entity customer” under the Beneficial Ownership Regulation deliver, to each Lender that so requests at least 5 Business Days prior to the Increase Effective Date, a Beneficial Ownership Certification, and (3) pay any fees to the applicable Persons. On the applicable Increase Effective Date, the Commitment of each Increasing Lender shall be increased by the Lenders amount offered by (or, if applicable, allocated to) such Increasing Lender and the Aggregate Commitments shall be increased (and the Commitment Percentages adjusted) accordingly. (e) Any increase in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence Aggregate Commitments shall be made in exchange foron the same terms (including interest terms, payment terms and maturity terms), and substantially contemporaneously with the payment shall be subject to the assigning Lenders ofsame conditions as existing Commitments (it being understood that customary arrangement or commitment fees payable to one or more Arrangers or Increasing Lenders, as the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant case may be, may be different from those paid with respect to this Section in respect the Commitment of the principal amount of Lenders on or prior to the Closing Date or with respect to any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any other Increasing Lender in connection with any other increase of in the Revolving Aggregate Commitments pursuant to this Section 2.3). This Section 2.3 shall supersede any provisions in Section 3.8 or 10.1 to the contrary. (f) The Administrative Agent and the Lenders shall make Revolving Loans and/or repay Revolving Loans as necessary to cause the outstanding Revolving Loans to reflect each Lender’s Commitment Percentage after giving effect to any increase pursuant to this Section 2.3; provided that the parties hereto agree that, notwithstanding any other provision of this Agreement, the Administrative Agent, the Borrower, each Increasing Lender and each other Lender, as applicable, may make arrangements reasonably satisfactory to such parties to cause an Increasing Lender to temporarily hold risk participations in the Revolving Loans of the other Lenders (rather than fund its Commitment Percentage of all outstanding Revolving Loans concurrently with the applicable increase) with a view toward minimizing breakage costs and transfers of funds in connection with any increase in the Aggregate Commitments. The Borrower acknowledges that if (despite any arrangements established pursuant to the foregoing sentence), as a result of a non-pro-rata increase in the Aggregate Commitments, any Eurodollar Loans and Alternative Currency Term Rate Loans must be prepaid or converted (in whole or in part) on a day other than the last day of an Interest Period therefor, then such prepayment or conversion shall be subject to receipt by the Administrative Agent from the Borrower provisions of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)3.12.

Increase of Commitments. On up to three occasions after The Borrower shall have the Effective Date, the Borrower right at its option may, any time and from time to timetime from the Closing Date through and including the Termination Date to request increases in the Commitments (provided that after giving effect to any increases in the Commitments pursuant to this Section, seek to increase the Revolving Commitments by up to an aggregate amount of increases to the Commitments may not exceed $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000100,000,000) upon at least three (3) Business Days’ prior by providing written notice to the Administrative Agent, which notice shall specify be irrevocable once given. The Agent shall deliver a copy of such notice to each Lender promptly upon receipt thereof. Each such increase in the Commitments must be in an aggregate minimum amount of any such increase (which shall not be less than $10,000,000) 25,000,000 and shall certify that no Default has occurred and is continuing$5,000,000 integral multiples in excess thereof. After delivery of such noticeNotwithstanding anything herein to the contrary, the Administrative Agent or limits set forth in Sections 2.04(a) with respect to Swingline Loans shall remain applicable following any increase of the Borrower, Commitments in consultation accordance with the Administrative Agent, this Section 2.25. No Lender shall be required to increase its Commitment and each Lender may offer the decline to increase (which may be declined by any Lender its Commitment in its sole discretion) in the Revolving Commitments on either a ratable basis . If any Lender shall fail to the Lenders or on a non pro-rata basis respond, such Lender will have deemed to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Administrative have declined. The Agent and the Borrower. No shall allocate any increase in the Revolving Commitment shall become effective until Commitments to existing Lenders willing to increase their respective Commitments prior to the existing or allocation of such requested increase to any new Lenders extending to become a party to this Agreement. All such incremental Commitment allocations shall be in the Agent’s sole discretion but not in an amount and the Borrower shall have delivered in excess of each such Lender’s increased Commitment. If a new Lender becomes a party to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) this Agreement as provided herein, or if any such existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its pro rata share (or in the case of an existing Lender, the increase in the amount of its Revolving Commitment increasepro rata share, in each case as determined after giving effect to the increase of the Commitments) of any outstanding Loans, by making available to the Agent for the account of such other Lenders, in same day funds, an amount equal to the sum of (iiA) the portion of the outstanding principal amount of such Loans to be purchased LEGAL02/33561677v8 by such Lender plus (B) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 2.14 as a result of the prepayment of any such new Lender agrees Loans. No increase of the Commitments may be effected under this Section if the following conditions are not met immediately prior to its Revolving Commitment amount such increase and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant heretoimmediately after giving effect thereto, (i) each Lender (new no Default or existing) Event of Default shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) exist and (ii) the Swingline Exposure representations and LC Exposure warranties made or deemed made by the Borrower in the Loan Documents, shall be true and correct in all material respects on and as of the existing date of such extension with the same force and new Lenders shall be automatically adjusted effect as if made on and as of such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant date except to the preceding sentence extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall be made have been true and correct in exchange for, all material respects on and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments as of such Loanearlier date) and except for changes in factual circumstances not prohibited under the Loan Documents. Any In connection with any increase of in the Revolving Commitments pursuant to this Section Section, (a) any Lender becoming a party hereto shall be subject to receipt by the Administrative Agent from the Borrower of execute such supplemental opinions, resolutions, certificates documents and other documents agreements as the Administrative Agent may reasonably request. No consent of request and (b) the Borrower shall make appropriate arrangements so that each new Lender, and any existing Lender (other than the Lenders agreeing to increasing its Commitment, receives a new or increased Revolving Commitments) shall be required for any incremental Revolving replacement Note, as appropriate, in the amount of such Lender’s Commitment provided or Loan made pursuant to this Section 2.09(e)within five Business Days of such Lender’s request therefor.

Increase of Commitments. On up (a) Subject to three occasions after the Effective DateSection 5.13(b), the Borrower at its option may, from time to time, seek to may increase the Revolving Commitments then in effect by up entering into an Incremental Commitment Agreement with one or more banks or financial institutions (each an “Incremental Lender”), pursuant to an aggregate amount which each such Incremental Lender’s Commitment shall be increased or, if such Incremental Lender was not a Lender prior to entering such Incremental Commitment Agreement, pursuant to which such Incremental Lender makes and is allocated a Commitment. Any proposed Incremental Lender offered or approached to provide all or a portion of $200,000,000 the increased Commitments may elect or decline, in its sole discretion, to provide such increased Commitment. (resulting b) Any increase in maximum total Revolving the Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice pursuant to this Section 5.13 will be subject to the Administrative Agentsatisfaction of the following conditions: (i) at the time of and immediately after giving effect to such increase, which notice shall specify the amount no Default or Event of any such increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase ; (which may be declined by any Lender in its sole discretionii) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Administrative Agent and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower and each Incremental Lender shall have executed and delivered an Incremental Commitment Agreement and each Incremental Lender, if not already a Lender, shall have delivered to the Administrative Agent a document completed Administrative Questionnaire; (iii) the Administrative Agent shall have delivered its prior written consent, which consent shall not be unreasonably withheld, to each such Incremental Lender, unless such Incremental Lender is already a Lender or is an Affiliate of a Lender; (iv) each such increase shall be at least $15,000,000; (v) the cumulative increase in Commitments pursuant to this Section 5.13 shall not exceed $100,000,000; (vi) on the effective date of such increase, no LIBOR Rate Loan shall be outstanding or if any LIBOR Rate Loans are outstanding, then the effective date of such increase will be the last day of the Interest Period in respect of such LIBOR Rate Loans unless the Borrower pays any amounts required to be paid pursuant to Section 5.9; (vii) the aggregate amount of the Lenders’ Commitments shall not exceed $350,000,000 without the approval of all Lenders; and (viii) the Administrative Agent shall have received such corporate resolutions of the Borrower and legal opinions of counsel to the Borrower as the Administrative Agent may reasonably request with respect thereto, in each case, in form and substance reasonably satisfactory to the Administrative Agent pursuant to which Agent. (c) Upon the effectiveness of each Incremental Commitment Agreement executed by an Incremental Lender, (i) any such existing Incremental Lender agrees will become a Lender for all purposes and to the amount same extent as if originally a party hereto and will be bound by and entitled to the benefits of its Revolving Commitment increasethis Agreement, (ii) any the Commitments will be deemed to include the new or increased Commitment of such new Lender agrees to its Revolving Commitment amount Incremental Lender, and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) such Incremental Lender shall purchase a pro rata portion of the outstanding Loans (and participation interests in Letters of Credit) from each of the other Lenders (and such Lenders hereby agree to sell and to take all such further action to effectuate such sale) so that each Lender (including each Incremental Lender) holds its Commitment Percentage of the Outstandings. (d) Upon its receipt of a duly completed Incremental Commitment Agreement, executed by the Borrower accepts and each Incremental Lender party thereto, and the Administrative Questionnaire referred to in Section 5.13(b)(ii), and subject to the satisfaction of the other conditions of Section 5.13, the Administrative Agent shall accept such incremental Revolving Commitments, (iv) Incremental Commitment Agreement and record the effective date of any information contained therein in the Register. No increase in the Revolving aggregate Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall will be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, effective for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of this Agreement unless the Revolving Commitments pursuant relevant Incremental Commitment Agreement shall have been delivered to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)Agent.

Increase of Commitments. On up to three occasions after The Borrower shall have the Effective Date, the Borrower right at its option may, any time and from time to timetime from the Closing Date through and including the Termination Date to request increases in the Commitments (provided that after giving effect to any increases in the Commitments pursuant to this Section, seek to increase the Revolving Commitments by up to an aggregate amount of increases to the Commitments may not exceed $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000100,000,000) upon at least three (3) Business Days’ prior by providing written notice to the Administrative Agent, which notice shall specify be irrevocable once given. The Agent shall deliver a copy of such notice to each Lender promptly upon receipt thereof. Each such increase in the Commitments must be in an aggregate minimum amount of any such increase (which shall not be less than $10,000,000) 25,000,000 and shall certify that no Default has occurred and is continuing$5,000,000 integral multiples in excess thereof. After delivery of such noticeNotwithstanding anything herein to the contrary, the Administrative Agent or limits set forth in Sections 2.04(a) with respect to Swingline Loans shall remain applicable following any increase of the Borrower, Commitments in consultation accordance with the Administrative Agent, this Section 2.25. No Lender shall be required to increase its Commitment and each Lender may offer the decline to increase (which may be declined by any Lender its Commitment in its sole discretion) in the Revolving Commitments on either a ratable basis . If any Lender shall fail to the Lenders or on a non pro-rata basis respond, such Lender will have deemed to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Administrative have declined. The Agent and the Borrower. No shall allocate any increase in the Revolving Commitment shall become effective until Commitments to existing Lenders willing to increase their respective Commitments prior to the existing or allocation of such requested increase to any new Lenders extending to become a party to this Agreement. All such incremental Commitment allocations shall be in the Agent’s sole discretion but not in an amount and the Borrower shall have delivered in excess of each such Lender’s increased Commitment. If a new Lender becomes a party to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) this Agreement as provided herein, or if any such existing Lender agrees to increase its Commitment, such Lender shall on the date it becomes a Lender hereunder (or increases its Commitment, in the case of an existing Lender) (and as a condition thereto) purchase from the other Lenders its pro rata share (or in the case of an existing Lender, the increase in the amount of its Revolving Commitment increasepro rata share, in each case as determined after giving effect to the increase of the Commitments) of any outstanding Loans, by making available to the Agent for the account of such other Lenders, in same day funds, an amount equal to the sum of (iiA) the portion of the outstanding principal amount of such Loans to be purchased by such Lender plus (B) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Loans. The Borrower shall pay to the Lenders amounts payable, if any, to such Lenders under Section 2.14 as a result of the prepayment of any such new Lender agrees Loans. No increase of the Commitments may be effected under this Section if the following conditions are not met immediately prior to its Revolving Commitment amount such increase and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant heretoimmediately after giving effect thereto, (i) each Lender (new no Default or existing) Event of Default shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) exist and (ii) the Swingline Exposure representations and LC Exposure warranties made or deemed made by the Borrower in the Loan Documents, shall be true and correct in all material respects on and as of the existing date of such extension with the same force and new Lenders shall be automatically adjusted effect as if made on and as of such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant date except to the preceding sentence extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall be made have been true and correct in exchange for, all material respects on and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments as of such Loanearlier date) and except for changes in factual circumstances not prohibited under the Loan Documents. Any In connection with any increase of in the Revolving Commitments pursuant to this Section Section, (a) any Lender becoming a party hereto shall be subject to receipt by the Administrative Agent from the Borrower of execute such supplemental opinions, resolutions, certificates documents and other documents agreements as the Administrative Agent may reasonably request. No consent of request and (b) the Borrower shall make appropriate arrangements so that each new Lender, and any existing Lender (other than the Lenders agreeing to increasing its Commitment, receives a new or increased Revolving Commitments) shall be required for any incremental Revolving replacement Note, as appropriate, in the amount of such Lender’s Commitment provided or Loan made pursuant to this Section 2.09(e)within five Business Days of such Lender’s request therefor.

Increase of Commitments. On up to three occasions after the Effective Date, the The Borrower at its option may, may from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative Agent, which notice shall specify the amount of any such increase Agent (which shall not be less than $10,000,000promptly deliver a copy to each of the Lenders) executed by the Borrower and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or or other Persons qualifying as Eligible Assignees that are willing to other Lenders extend Commitments or, in the case of any such Lender, to increase its Commitment (any such financial institution referred to in this Section being called an “Increasing Lender”), cause the total Commitments to be increased by such new or entities reasonably acceptable incremental Commitments of the Increasing Lenders, in an amount for each Increasing Lender as set forth in such notice; provided that (i) the aggregate principal amount of any increase in the total Commitments made pursuant to this Section shall be equal to $10,000,000 or an integral multiple of $1,000,000 in excess thereof and the aggregate principal amount of all such increases during the term of this Agreement shall not exceed $100,000,000, (ii) each Increasing Lender, if not already a 733301099 15483412 31 Lender hereunder, shall be subject to the prior written approval of the Borrower and the Administrative Agent (which approvals shall not be unreasonably withheld) and the Borrower. No increase in the Revolving Commitment (iii) each Increasing Lender, if not already a Lender hereunder, shall become effective until the existing or new Lenders extending such incremental Commitment amount a party to this Agreement by completing and the Borrower shall have delivered delivering to the Administrative Agent a document duly executed accession agreement in a form and substance reasonably satisfactory to approved by the Administrative Agent Agent. New Commitments and increases in Commitments created pursuant to this Section shall become effective in the case of an Increasing Lender already a Lender under this Agreement, on the date specified in the applicable notice delivered pursuant to this Section. Upon the effectiveness of any accession agreement to which (i) any Increasing Lender is a party, such existing Increasing Lender agrees shall thereafter be deemed to the amount of its Revolving Commitment increasebe a party to this Agreement and shall be entitled to all rights, (ii) any such new benefits and privileges accorded a Lender agrees hereunder and subject to its Revolving Commitment amount and agrees to assume and accept the all obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant heretoto this Section, (i) each Lender (new or existing) Schedule I shall be deemed to have accepted an assignment from been amended to reflect the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving CommitmentCommitments of the Increasing Lenders. Notwithstanding the foregoing, no increase in the aggregate Commitments (or in the Commitment of an interest any Lender) shall become effective under this Section unless (i) the Administrative Agent has received a document certifying that the resolutions included in each then outstanding Revolving Loan the certificate delivered pursuant to Section 3.01(b) remain in full force and effect and have not been revoked and (in each case, ii) on the terms and date of such increase, the conditions set forth in the Assignment and Assumptionparagraphs (a) and (iib) the Swingline Exposure and LC Exposure of the existing and new Lenders Section 3.02 shall be automatically adjusted satisfied (with all references in such that, after paragraphs to a Borrowing being deemed to be references to such increase and without giving effect to the parenthetical in Section 3.02(a)) and the Administrative Agent shall have received a certificate to that effect dated such assignments date and adjustments, all Revolving Credit Exposure hereunder is held ratably executed by the Lenders in proportion to their respective Revolving Commitmentsa Responsible Officer. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter Following any extension of Credit fees. Payments received by assigning Lenders a new Commitment or increase of a Lender’s Commitment pursuant to this Section in respect paragraph, any Advances outstanding prior to the effectiveness of such increase or extension shall continue outstanding until the ends of the principal amount of any Eurocurrency Loan shallrespective Interests Periods applicable thereto, for purposes of Section 2.16 and shall then be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from repaid and, if the Borrower of shall so elect, refinanced with new Advances made ratably in accordance with the Commitments in effect following such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new extension or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)increase.

Increase of Commitments. On up (a) After the Closing Date, upon notice to three occasions after the Effective DateAdministrative Agent (which shall promptly notify the Lenders), the Borrower at its option may, may from time to time, seek to request an increase in the Revolving Commitments by up to an Aggregate Commitments; provided that the aggregate amount of the Aggregate Commitments after giving effect to any increases pursuant to this Section 2.3 shall not exceed the Aggregate Commitments in effect on the date hereof plus $200,000,000 500,000,000. (resulting b) Each increase in maximum total Revolving the Aggregate Commitments of $650,000,000pursuant to Section 2.3(a) upon at least three (3) Business Days’ prior written notice may be provided by the Lenders or Eligible Assignees designated by the Borrower that are willing to the Administrative Agent, which notice shall specify the amount of any provide such increase (which shall not be less than $10,000,000together with any existing Lender participating in any such increase, each, an “Increasing Lender”) and to become Lenders pursuant to a joinder agreement substantially in form of Exhibit J (a “Joinder Agreement”), pursuant to which such Increasing Lender shall certify become a party to this Agreement; provided that no Default has occurred and is continuingany such increases shall be in a minimum amount of $10,000,000 or a higher integral multiple of $1,000,000. After delivery Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment on the part of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined by any Lender to increase its Commitment hereunder. (c) If the Aggregate Commitments are increased in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to accordance with this Section 2.3, the Administrative Agent and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which determine (i) any such existing Lender agrees to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in (the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption“Increase Effective Date”) and (ii) the Swingline Exposure final allocation of such increase and LC Exposure of the existing and new Lenders Schedule I attached hereto shall be automatically adjusted updated to reflect the same. The Administrative Agent shall promptly notify the Lenders of the final allocation of such increase and the Increase Effective Date. (d) As a condition precedent to such increase, (i) no Default or Event of Default shall exist and (ii) the Borrower shall (1) deliver to the Administrative Agent (A) a Joinder Agreement executed by the Borrower and the applicable Lender(s), and (B) a certificate dated as of the Increase Effective Date (in sufficient copies for each applicable Lender) signed by a Responsible Officer (x) certifying and attaching the resolutions adopted by the Borrower approving or consenting to such increase, and (y) certifying that, before and after giving effect to such assignments increase no Default or Event of Default exists, (2) (x) upon the reasonable request of any applicable Lender made at least 5 Business Days prior to the Increase Effective Date, provide to such Lender the documentation and adjustmentsother information so requested in order to comply with its obligations under applicable “know your customer” and anti-money-laundering rules and regulations, all Revolving Credit Exposure hereunder is held ratably including the PATRIOT Act and (y) if the Borrower qualifies as a “legal entity customer” under the Beneficial Ownership Regulation deliver, to each Lender that so requests at least 5 Business Days prior to the Increase Effective Date, a Beneficial Ownership Certification, and (3) pay any fees to the applicable Persons. On the applicable Increase Effective Date, the Commitment of each Increasing Lender shall be increased by the Lenders amount offered by (or, if applicable, allocated to) such Increasing Lender and the Aggregate Commitments shall be increased (and the Commitment Percentages adjusted) accordingly. (e) Any increase in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence Aggregate Commitments shall be made in exchange foron the same terms (including interest terms, payment terms and maturity terms), and substantially contemporaneously with the payment shall be subject to the assigning Lenders ofsame conditions as existing Commitments (it being understood that customary arrangement or commitment fees payable to one or more Arrangers or Increasing Lenders, as the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant case may be, may be different from those paid with respect to this Section in respect the Commitment of the principal amount of Lenders on or prior to the Closing Date or with respect to any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any other Increasing Lender in connection with any other increase of in the Revolving Aggregate Commitments pursuant to this Section 2.3). This Section 2.3 shall supersede any provisions in Section 3.8 or 10.1 to the contrary. (f) The Administrative Agent and the Lenders shall make Revolving Loans and/or repay Revolving Loans as necessary to cause the outstanding Revolving Loans to reflect each Lender’s Commitment Percentage after giving effect to any increase pursuant to this Section 2.3; provided that the parties hereto agree that, notwithstanding any other provision of this Agreement, the Administrative Agent, the Borrower, each Increasing Lender and each other Lender, as applicable, may make arrangements reasonably satisfactory to such parties to cause an Increasing Lender to temporarily hold risk participations in the Revolving Loans of the other Lenders (rather than fund its Commitment Percentage of all outstanding Revolving Loans concurrently with the applicable increase) with a view toward minimizing breakage costs and transfers of funds in connection with any increase in the Aggregate Commitments. The Borrower acknowledges that if (despite any arrangements established pursuant to the foregoing sentence), as a result of a non-pro-rata increase in the Aggregate Commitments, any EurodollarTerm SOFR Loans and Alternative Currency Term Rate Loans must be prepaid or converted (in whole or in part) on a day other than the last day of an Interest Period therefor, then such prepayment or conversion shall be subject to receipt by the Administrative Agent from the Borrower provisions of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)3.12.

Increase of Commitments. On up Provided there exists no Default or Event of Default, the Borrowers may request an increase in the amount of the aggregate Tranche A Commitment Amounts and the aggregate Tranche B Commitment Amounts by offering to three occasions after the Effective DateBanks or to other prospective Banks that can make the representation and warranty contained in Section 8.12 acceptable to the Administrative Agent (“Prospective Banks”) the opportunity to increase their Commitments or to extend Commitments hereunder; provided, however, the Borrower at its option mayshall not request an increase that would cause the aggregate Commitment Amounts after giving effect to such increase to exceed $1,000,000,000; and provided further, from time for the avoidance of doubt, after giving effect to timesaid increase, seek that each Bank shall have the same Commitment Percentage of the aggregate Tranche A Commitment Amounts and the aggregate Tranche B Commitment Amounts. Any such request shall be sent to increase the Revolving Commitments by up Banks, the Prospective Banks and the Administrative Agent and shall (A) refer to an this Agreement, (B) specify (i) the aggregate amount of $200,000,000 the increase that is sought and (resulting ii) the name of each Bank and Prospective Bank to which the opportunity to increase or extend a Commitment is to be offered and the amount of such offer, and (C) request that Banks wishing to increase their Commitments and Prospective Banks wishing to extend new Commitments notify the Administrative Agent within 14 days of the date of the Borrower’s request. The increase in maximum total Revolving Commitments the Commitment of $650,000,000) upon at least each Bank that agrees to increase such Commitment under this Section 2.18 shall be effective three (3) Business Days’ prior written notice Days (or such other date as is acceptable to the Borrower and the Administrative Agent, which notice shall specify ) after the amount date of any such increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent or the Borrower, in consultation with ’s request without any further action by the Administrative Agent, may offer the increase (which may be declined by Banks or any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis amendment to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Administrative Agent and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any such existing Lender agrees to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfiedagreement. Upon the effectiveness of any increase in the Revolving Commitments pursuant heretoa Bank’s Commitment, (i) each Lender (new or existing) Schedule 1 shall be deemed to have accepted an assignment from Table of Contents been amended to reflect the existing Lendersincrease in such Bank’s Commitment and (ii) if any Loans are outstanding under this Agreement, such Bank shall promptly make available to the Administrative Agent at the office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Bank’s increase in Commitment Percentage of such Loans, for further distribution to the other Banks according to their Commitment Percentages. Each Prospective Bank that accepts the Borrower’s offer to extend a Commitment shall become a party to this Agreement on such date or dates as may be mutually satisfactory to such Prospective Bank, the Borrower and the existing Lenders Administrative Agent, subject to the Administrative Agent’s receipt of a duly completed and executed Accession Agreement in the form of Exhibit H hereto. Upon the effectiveness of any Accession Agreement to which any Prospective Bank is a party, (i) such Prospective Bank shall be entitled to all rights, benefits and privileges accorded a Bank hereunder; (ii) Schedule 1 shall be deemed to have made an assignment been amended to each new or existing Lender accepting a new or increased Revolving Commitment, reflect the Commitment of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth additional Bank as provided in the Assignment and Assumption) Accession Agreement; and (iiiii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders ofif any Loans are outstanding under this Agreement, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant Prospective Bank shall promptly make available to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from at the Borrower office of the Administrative Agent specified in Section 2.3(b) a sum in immediately available funds equal to such Prospective Bank’s Commitment Percentage of such supplemental opinionsLoans, resolutionsfor further distribution to the Banks according to their Commitment Percentages. Notwithstanding the foregoing, certificates no increase in a Bank’s Commitment and other documents no extension to a Prospective Bank shall become effective until such time as the Administrative Agent may reasonably requestshall have received (1) evidence in form and substance satisfactory to the Administrative Agent that each Borrower has taken all necessary corporate, trust or limited liability company action to approve such increase in the aggregate Commitment Amounts and (2) a written opinion of the Borrower’s legal counsel, addressed to the Administrative Agent and the Banks and in form and substance satisfactory to the Administrative Agent. No consent The Administrative Agent shall give prompt notice to such Bank of (A) any increase in any Bank’s Commitment and (B) the Commitment of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to additional Bank, in each case under this Section 2.09(e)2.18.

Increase of Commitments. On up to three occasions after the Effective Date, the Borrower at its option (a) The Borrowers may, from at any time but in any event not more than one time during any period of six consecutive calendar months, make a written request (an “Increase Request”) to timethe Administrative Agent (who shall forward a copy to each Lender) that the Commitments of the Lenders be increased by an aggregate amount, seek together with the aggregate amount by which the Commitments of the Lenders were previously increased pursuant to increase this Section 2.17, not to exceed $100,000,000 in excess of the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving the Commitments as of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative Agent, which notice date of this Agreement. Such Increase Request shall specify the amount include a certification by a senior officer of any such increase (which shall not be less than $10,000,000) and shall certify each Borrower that no Default or Event of Default has occurred and is continuing. After delivery continuing and all representations and warranties contained herein are true and correct in all material respects on and as of the date of the Increase Request (it being understood and agreed that any representation or warranty which expressly refers by its terms to specified date shall be required to be true and correct in all material respects only as of such noticedate). Any such increase in Commitments shall be effective as of a date (the “Increase Date”) specified in the related Increase Notice that is (i) prior to the Commitment Termination Date and (ii) at least 10 days after the date of such Increase Notice. Each Increase Notice shall specify the date by which Lenders who wish to increase their Commitment must consent to such increase (the “Commitment Date”), which date shall be no later than five Business Days prior to the related Increase Date. Each Lender that is willing to increase its Commitment (each an “Increasing Lender”), shall notify the Administrative Agent on or prior to the Commitment Date of the amount by which it is willing to increase its Commitment, which amount shall not exceed the respective amount specified in the relevant Increase Notice. No Lender shall be obligated to increase its Commitment pursuant to this Section 2.17 and any such increase shall be in the sole discretion of each Lender. If the Lenders notify the Administrative Agent that they are willing to increase the amount of their respective Commitments by an aggregate amount that exceeds the amount of the requested increase, the requested increase shall be allocated among the Lenders willing to participate therein ratably in accordance with the amount by which they offered to increase their respective Commitments on the Commitment Date. (b) Promptly following each Commitment Date, the Administrative Agent or shall notify the BorrowerBorrowers as to the amount, in consultation with if any, by which the Administrative Agent, may offer the increase (which may be declined by any Lender in its sole discretion) Lenders are willing to participate in the Revolving requested increase. If the aggregate amount by which the Lenders are willing to increase their Commitments on either a ratable basis to any such Commitment Date is less than the Lenders or on a non pro-rata basis to requested amount, then any one or more Lenders and/or Eligible Transferees designated by the Borrowers that agree to other Lenders or entities reasonably acceptable provide Commitments for the shortfall may become party to this Agreement by executing and delivering, together with the Borrowers, an accession agreement pursuant to which such Eligible Transferee shall become a party to this Agreement and, to the Administrative Agent extent provided therein, shall have the rights and obligations of a Lender hereunder. (c) On each Increase Date, each Eligible Transferee that accepts an offer to participate in a requested Commitment increase in accordance with Section 2.17(b) shall become a Lender party to this Agreement as of such Increase Date and the Borrower. No increase Commitment of each Increasing Lender shall be increased as of such Increase Date by the amount set forth in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have its notice delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which accordance with Section 2.17(a) (i) any such existing Lender agrees to or by the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect allocated to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments Lender pursuant to the preceding last sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e2.17(a)).

Increase of Commitments. On up By written notice sent to three occasions after the Effective DateAdministrative Agent (which the Administrative Agent shall promptly distribute to the Lenders), the Borrower at its option may, from time may request an increase of the aggregate amount of the Commitments (i) by an aggregate amount equal to time, seek to increase the Revolving Commitments by up any integral multiple of $5,000,000 and not less than $10,000,000 and (ii) to an aggregate amount not to exceed $100,000,000; provided that (i) no Default shall have occurred and be continuing, (ii) the aggregate amount of $200,000,000 the Commitments shall not have been reduced, nor shall the Borrower have given notice of any such reduction under Section 2.09, (resulting in maximum total Revolving iii) the aggregate amount of the Commitments of $650,000,000) upon at least shall not previously have been increased pursuant to this Section 2.20 more than three (3) Business Days’ prior written notice times, and (iv) the construction of the Moshannon Valley project shall have been satisfactorily completed and payments have commenced by the Federal Bureau of Prisons under the Correctional and Detention Facility Contract for such project.. No Lender shall have any obligation to the Administrative Agent, which notice increase its Commitment. A Lender's decision whether to increase its Commitment under this Section 2.20 if it is requested to do so shall specify the amount of be made in such Lender's sole and absolute discretion and any failure to respond to a request shall be deemed a decision by such Lender that it will not increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuingits Commitment. After delivery of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to If one or more of the Lenders and/or to other Lenders or entities reasonably acceptable is not increasing its Commitment, then, with notice to the Administrative Agent and the Borrower. No other Lenders, another one or more financial institutions, each as approved by the Borrower and the Administrative Agent (a "New Lender"), may commit to provide an amount equal to the aggregate amount of the requested increase in the Revolving Commitment shall become effective until that will not be provided by the existing or new Lenders extending such incremental (the "Increase Amount"); provided, that the Commitment amount of each New Lender shall be at least $5,000,000 and the maximum number of New Lenders after the Effective Date shall be ten (10). Upon receipt of notice from the Administrative Agent to the Lenders and the Borrower shall that the Lenders, or sufficient lenders and New Lenders have delivered agreed to commit to an aggregate amount equal to the Administrative Agent a document Increase Amount (or such lesser amount as the Borrower shall agree, which shall be at least $10,000,000 and an integral multiple of $5,000,000 in form and substance reasonably satisfactory excess thereof), then: provided that no Default exists at such time or after giving effect to the Administrative Agent pursuant to which (i) any such existing Lender agrees to the amount of its Revolving Commitment requested increase, the Borrower, the Administrative Agent, and the Lenders willing to increase their respective Commitments and the New Lenders (iiif any) any such new Lender agrees to its Revolving shall execute and deliver an "Increase Commitment amount and agrees to assume and accept Supplement" (herein so called) in the obligations and rights form attached hereto as Exhibit "B" hereto. If all existing Lenders shall not have provided their pro rata portion of a Lender hereunderthe requested increase, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) on the effective date of any increase in the Revolving Commitments is specified and (v) Increase Commitment Supplement the Borrower certifies that on such date the conditions for shall request a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) borrowing hereunder which shall be deemed to made only by the Lenders who have accepted an assignment from increased their Commitment and, if applicable, the existing New Lenders, and the existing Lenders . The proceeds of such borrowing shall be deemed utilized by the Borrower to have made repay the Lenders who did not agree to increase their Commitments, such borrowing and repayment to be an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, amounts sufficient so that after giving effect to such assignments and adjustmentsthereto, all Revolving Credit Exposure hereunder is the Loans shall be held ratably by the Lenders in proportion pro rata according to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e).

Increase of Commitments. On (a) The Company may, by written notice to the Administrative Agent up to three occasions four times after the Effective Date, request additional commitments for Incremental Loans in accordance with the Borrower at its option may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount terms of $200,000,000 this Section 2.16; provided that (resulting in maximum total Revolving Commitments of $650,000,000i) upon at least three (3) Business Days’ prior written notice any Incremental Loans shall for all purposes be Term Loans borrowed pursuant to the Administrative Agentterms of this Agreement, which notice (ii) the financial institutions providing such Incremental Commitments shall specify the amount of any such increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent existing Banks or the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities financial institutions reasonably acceptable to the Administrative Agent and the BorrowerCompany, (iii) after giving effect to such Incremental Loans, the sum of the total outstanding principal amount of the Term Loans does not exceed $1,000,000,000, (iv) no Default or Event of Default shall have occurred and be continuing or will exist after giving effect to such increase and (v) the minimum amount of any such borrowing of Incremental Loans is $10,000,000. No To achieve the full amount of requested Incremental Loans, the Company may solicit commitments for Incremental Loans from existing Banks and/or other financial institutions who are willing to become Banks (any such Person agreeing to participate in any such Incremental Loans, an “Incremental Bank”); provided, however, that no existing Banks shall be obligated and/or required to provide Incremental Loans pursuant to this Section 2.16 unless it specifically consents in writing to provide such Incremental Loans. (b) If the amount of outstanding Term Loans are increased in accordance with this Section 2.16, the Administrative Agent shall determine the effective date (the “Increase Effective Date”) and, in consultation with the Company, the final allocation of such increase in and Schedule I attached hereto shall be automatically updated to reflect the Revolving Commitment same. The Administrative Agent shall become effective until promptly notify the existing or new Lenders extending such incremental Commitment amount Company and the Borrower Banks of the final allocation of such increase and the Increase Effective Date. As a condition precedent to such increase, in addition to any deliveries pursuant to Section 2.16(a), the Company shall have delivered deliver to the Administrative Agent a document each of the following in form and substance reasonably satisfactory to the Administrative Agent pursuant to which Agent: (i) any a certificate of the Company dated as of the Increase Effective Date signed by a Financial Officer of the Company certifying that, before and after giving effect to such existing Lender agrees increase, (A) the representations and warranties contained in Article 4 hereof and the other Credit Documents are true and correct on and as of the Increase Effective Date, except to the amount extent that such representations and warranties specifically refer to an earlier date, in which case they are true and correct as of its Revolving Commitment increasesuch earlier date, and except that for purposes of this Section 2.16, the representations and warranties contained in Section 4.04 shall be deemed to refer to the most recent financial statements furnished pursuant to Section 5.01 hereof, and (B) no Default or Event of Default shall have occurred and be continuing, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights a statement of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment reaffirmation from the existing Lenders, Company pursuant to which the Company ratifies this Agreement and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms other Credit Documents and conditions set forth in the Assignment acknowledges and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such reaffirms that, after giving effect to such assignments increase, it is bound by all terms of this Agreement and adjustmentsthe other Credit Documents, all Revolving Credit Exposure hereunder and (iii) if any Incremental Bank is held ratably not an existing Bank, a joinder agreement executed by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange forCompany, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of and such supplemental opinionsIncremental Bank, resolutions, certificates in form and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing substance satisfactory to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)each such Person.

Increase of Commitments. On up to three occasions after the Effective Date, the Borrower at its option may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount (a) Provided no Default or Event of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative Agent, which notice shall specify the amount of any such increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing, upon notice to the Agent (which shall promptly notify the Lenders), the Borrower may from time to time, request an increase in the Aggregate Commitments to an aggregate amount of up to $125,000,000. After delivery At the time of sending such notice, the Administrative Agent or the Borrower, Borrower (in consultation with the Administrative Agent, may offer ) shall specify the increase time period within which each Lender is requested to respond (which may shall in no event be declined by any Lender in its sole discretion) in less than 10 Business Days from the Revolving Commitments on either a ratable basis date of delivery of such notice to the Lenders Lenders). Each Lender shall notify the Agent within such time period whether or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Administrative Agent and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any such existing Lender not it agrees to the increase its Commitment and, if so, whether by an amount equal to, greater than, or less than its Commitment Percentage of its Revolving Commitment such requested increase, (ii) any . Any Lender not responding within such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) time period shall be deemed to have accepted an assignment from declined to increase its Commitment. The Agent shall notify the existing Borrower and each Lender of the Lenders' responses to each request made hereunder. To achieve the full amount of a requested increase, the Borrower may also invite additional Eligible Assignees to become Lenders pursuant to a joinder agreement in Proper Form. (b) If the Aggregate Commitments are increased in accordance with this Section, the Agent and the existing Borrower shall determine the effective date (the "Increase Effective Date") and the final allocation of such increase. The Agent shall promptly notify the Borrower and the Lenders of the final allocation of such increase and the Increase Effective Date. As a condition precedent to such increase, the Borrower shall be deemed deliver to have made an assignment to each new or existing Lender accepting the Agent a new or increased Revolving Commitment, certificate of an interest in each then outstanding Revolving Loan the Borrower dated as of the Increase Effective Date (in sufficient copies for each caseLender) signed by a Responsible Officer (i) certifying and attaching the resolutions adopted by the Borrower approving or consenting to such increase, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such certifying that, before and after giving effect to such assignments increase, (A) the representations and adjustmentswarranties contained in Section 6 hereof and the other Loan Documents are true and correct on and as of the Increase Effective Date, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant except to the preceding sentence shall be made extent that such representations and warranties specifically refer to an earlier date, in exchange forwhich case they are true and correct as of such earlier date, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, except that for purposes of this Section 2.16 2.9, the representations and warranties contained in Section 6.2 shall be deemed prepayments of such Loan. Any increase of to refer to the Revolving Commitments most recent statements furnished pursuant to subsections (a) and (b) of Section 7.2, and (B) no Default or Event of Default exists. The Borrower shall prepay any Revolving Loans outstanding on the Increase Effective Date (and pay any additional amounts required pursuant to Section 3.3(c)(iv)) to the extent necessary to keep the outstanding Revolving Loans ratable with any revised Commitment Percentages arising from any nonratable increase in the Commitments under this Section. (c) This Section shall be subject supersede any provisions in Sections 4.5, 11.5 or 11.6 to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)contrary.

Increase of Commitments. On up to three occasions after the Effective Date, the The Borrower at its option may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative AgentAgent on up to four (4) occasions during the period from the Closing Date to the Facility Termination Date, which notice shall specify request incremental Commitments in an amount not to exceed the aggregate amount of any such increase $500,000,000 from one or more additional Lenders (which shall not be less than $10,000,000may include any existing Lender) and shall certify that no Default has occurred and is continuingwilling to provide such incremental Commitments in their own discretion. After delivery of such notice, the The Administrative Agent or and/or its Affiliates shall use commercially reasonable efforts, with the assistance of the Borrower, in consultation to arrange a syndicate of Lenders willing to hold the requested incremental Commitments. If Lenders are willing to provide such Incremental Commitments, the Domestic Revolving Commitments and/or the Global Revolving Commitments may be increased from time to time by the addition of a new Lender or the increase of the Commitment of an existing Lender with the consent of only the Borrower, the Administrative Agent, may offer and the increase (which may new or existing Lender providing such additional Commitment so long as the Aggregate Commitment does not exceed $1,250,000,000 less any voluntary reductions after the Closing Date pursuant to this Section 2.1. Nothing in this Section 2.1 shall constitute or be declined deemed to constitute an agreement by any Lender in to increase its sole discretion) Commitments hereunder. Such increases shall be evidenced by the execution and delivery of an Amendment Regarding Increase in the Revolving Commitments on either a ratable basis to form of Exhibit K attached hereto by the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to Borrower, the Administrative Agent and the Borrowernew Lender or existing Lender providing such additional Commitment, a copy of which shall be forwarded to each Lender by the Administrative Agent promptly after execution thereof. No On the effective date of each such increase in the Domestic Revolving Commitments or Global Revolving Commitments, as the case may be, the Borrower and the Administrative Agent shall cause the new or existing Lenders providing such increase to hold its or their pro rata share of all ratable Borrowings outstanding at the close of business on such day for such Class, by either funding more than its or their pro rata share of new ratable Borrowings made on such date or purchasing shares of outstanding ratable Loans held by the other Lenders or a combination thereof. The Lenders agree to cooperate in any required sale and purchase of outstanding ratable Borrowings to achieve such result. The Borrower agrees to pay all fees associated with the increase in the Aggregate Commitment including any amounts due under Section 3.4 in connection with any reallocation of Eurocurrency Borrowings. In no event will such new or existing Lenders providing the increase be required to fund or purchase a portion of any Competitive Bid Loan to comply with this Section on such date. Notwithstanding the foregoing, no incremental Commitment shall become effective until under this Section 2.1 unless (i) on the existing or new Lenders extending date of such incremental Commitment amount effectiveness, the conditions set forth in Section 4.2 shall be satisfied and the Borrower shall have delivered to the Administrative Agent shall have received a document in form certificate to that effect dated such date and substance reasonably satisfactory to executed by an Authorized Officer of the Administrative Agent pursuant to which (i) any such existing Lender agrees to the amount of its Revolving Commitment increaseBorrower, (ii) the Administrative Agent shall have received a certificate of an Authorized Officer of the Borrower as to the board resolutions evidencing authority for such incremental Commitment and as to any such new Lender agrees changes to its Revolving Commitment amount the formation documents of the Borrower since the Closing Date, and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) shall be in pro forma compliance with the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan covenants set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, 6.18 after giving effect to the Loans to be made on such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments date pursuant to such incremental Commitments and the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect application of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of proceeds therefrom as if made and applied on such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)date.

Increase of Commitments. On up to three occasions after The Borrower shall have the Effective Date, the Borrower right at its option may, any time and from time to time, seek time during the term of this Agreement to increase request increases in the Revolving Commitments by up to an aggregate amount of the Revolving Loan Commitments (provided that after giving effect to any increases in the Revolving Loan Commitments pursuant to this Section, the aggregate amount of the Revolving Loan Commitments may not exceed $200,000,000 750,000,000) and/or increases in the aggregate amount of the Term Loan Commitments (resulting provided that after giving effect to any increases in maximum total Revolving the Term Loan Commitments pursuant to this Section, the aggregate amount of the Term Loan Commitments may not exceed $650,000,000400,000,000) upon at least three (3) Business Days’ prior by providing written notice to the Administrative Agent. Each such increase in a Commitment must be in an aggregate minimum amount of $10,000,000 and integral multiples of $5,000,000 in excess thereof. No Lender shall be required to increase its Commitment and any new Lender becoming a party to this Agreement in connection with any such requested increase must be an Eligible Assignee. If a new Revolving Loan Lender becomes a party to this Agreement, or if any existing Revolving Loan Lender agrees to increase its Revolving Loan Commitment, such Revolving Loan Lender shall on the date it becomes a Revolving Loan Lender hereunder (or increases its Revolving Loan Commitment, in the case of an existing Revolving Loan Lender) (and as a condition thereto) purchase from the other Revolving Loan Lenders its Revolving Loan Commitment Percentage (as determined after giving effect to the increase of Revolving Loan Commitments) of any outstanding Revolving Loans, by making available to the Agent for the account of such other Revolving Loan Lenders at the Principal Office, in same day funds, an amount equal to the sum of (A) the portion of the outstanding principal amount of such Revolving Loans to be purchased by such Revolving Loan Lender plus (B) the aggregate amount of payments previously made by the other Revolving Loan Lenders under Section 2.3.(e) and Section 2.4.(j) which notice have not been repaid plus (C) interest accrued and unpaid to and as of such date on such portion of the outstanding principal amount of such Revolving Loans. The Borrower shall specify pay to the Revolving Loan Lenders amounts payable, if any, to such Revolving Loan Lenders under Section 5.4. as a result of the prepayment of any such Revolving Loans. If a new Term Loan Lender becomes a party to this Agreement in order to provide such additional Term Loan Commitment, or if any existing Term Loan Lender agrees to increase its Term Loan Commitment, such Term Loan Lender shall on the date it becomes a Term Loan Lender hereunder (or increases its Term Loan Commitment, in the case of an existing Term Loan Lender) make Term Loans to the Borrower in an aggregate principal amount equal to such new Term Loan Lender’s Term Loan Commitment (or the amount of any the increase in its Term Loan Commitment, in the case of an existing Term Loan Lender), by making available for the account of its applicable Lending Office to the Agent at the Principal Office, in immediately available funds, in an aggregate principal amount equal to such new Term Loan Lender’s Term Loan Commitment (or the amount of the increase (which shall not be less than $10,000,000) in its Term Loan Commitment, in the case of an existing Term Loan Lender). Subject to the satisfaction of the conditions set forth in this Section 2.16. and shall certify that no Default has occurred and is continuing. After delivery Section 6.2., the Agent will make the proceeds of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis borrowing available to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to Borrower at the Administrative Agent and the account specified by Borrower. No increase of the Commitments may be effected under this Section if (x) a Default or Event of Default shall be in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any such existing Lender agrees to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) existence on the effective date of such increase (and if the Term Loan Commitments are being increased, no Default or Event of Default would arise after giving pro forma effect to such increase) or (y) any representation or warranty made or deemed made by the Borrower or any other Loan Party in any Loan Document to which any such Loan Party is a party is not (or would not be) true or correct in all material respects on the effective date of such increase (except for representations or warranties which expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date) and except for changes in factual circumstances not prohibited under the Loan Documents). In connection with any increase in the Revolving aggregate amount of the Commitments is specified pursuant to this subsection, (a) any Lender becoming a party hereto shall execute such documents and agreements as the Agent may reasonably request and (vb) the Borrower certifies shall, if requested by the affected Lender, make appropriate arrangements so that on such date the conditions for each new Lender, and any existing Lender increasing its Commitment, receives a new Loan set forth or replacement Note, as appropriate, in Section 4.02 are satisfiedthe amount of such Lender’s Commitment within 2 Business Days of the effectiveness of the applicable increase in the aggregate amount of Commitments. Upon Each of the parties hereto hereby agrees that, upon the effectiveness of any increase in the Revolving of Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders ofunder this Section 2.16., the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No (without the consent of any Lender Lender) amend this Agreement to the extent (other than but only to the Lenders agreeing extent) necessary to new or increased Revolving reflect the increase of Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e).

Increase of Commitments. On up to three occasions after the Effective Date(a) The Company may on one or more occasions, the Borrower at its option may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative Agent, executed by the Company and one or more financial institutions (any such financial institution referred to in this Section being called an “Increasing Lender”), which notice shall specify may include any Lender, cause new Commitments to be extended by the Increasing Lenders or cause the existing Commitments of the Increasing Lenders to be increased, as the case may be (any such extension or increase, a “Commitment Increase”), in an amount for each Increasing Lender set forth in such notice; provided that (i) the aggregate amount of any such increase (which all Commitment Increases effected pursuant to this paragraph shall not exceed $250,000,000, (ii) each Increasing Lender, if not already a Lender hereunder, shall be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After delivery subject to the approval of such notice, the Administrative Agent and the Company (in each case not to be unreasonably withheld or the Borrowerdelayed), in consultation with (iii) each Increasing Lender, if not already a Lender hereunder, shall become a party to this Agreement by completing and delivering to the Administrative Agent, may offer the increase (which may be declined by any Lender Agent a duly executed accession agreement in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities form reasonably acceptable satisfactory to the Administrative Agent and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount Company and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any such existing Lender agrees to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) no Lender shall be required to participate in any Commitment Increase. New Commitments and increases in Commitments shall, subject to the terms and conditions of this Section, become effective on the date of any increase specified in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfiedapplicable notice delivered pursuant to this paragraph. Upon the effectiveness of any increase in accession agreement to which any Increasing Lender is a party, such Increasing Lender shall thereafter be deemed to be a party to this Agreement and shall be entitled to all rights, benefits and privileges, and subject to all the Revolving Commitments obligations, of a Lender hereunder. For the avoidance of doubt, upon the effectiveness of any Commitment Increase, the Applicable Percentages of all the Lenders shall automatically be adjusted to give effect thereto. (a) On the effective date of any Commitment Increase pursuant heretoto this Section (the “Increase Effective Date”), (i) each Lender the aggregate principal amount of the Loans outstanding immediately prior to giving effect to such Commitment Increase on the Increase Effective Date (new or existingthe “Initial Loans”) shall be deemed to have accepted an assignment from be repaid, (ii) after the existing Lenderseffectiveness of the Commitment Increase, and the existing Lenders Company shall be deemed to have made requested new Borrowings (the “Subsequent Borrowings”) in an assignment aggregate principal amount equal to the aggregate principal amount of the Initial Loans and of the Types and for the Interest Periods specified in a Borrowing Request delivered to the Administrative Agent in accordance with Section 2.03, (iii) each Lender shall pay to the Administrative Agent in same day funds an amount equal to the difference, if positive, between (A) such Lender’s Applicable Percentage of the Commitments (calculated after giving effect to the Commitment Increase) of each Subsequent Borrowing and (B) such Lender’s Applicable Percentage of the Commitments (calculated without giving effect to the Commitment Increase) of each Borrowing comprised of Initial Loans, (iv) after the Administrative Agent receives the funds specified in clause (iii) above, the Administrative Agent shall pay to each new Lender the portion of such funds that is equal to the difference, if positive, between (A) such Lender’s Applicable Percentage of the Commitments (calculated without giving effect to the Commitment Increase) of each Borrowing comprised of Initial Loans and (B) such Lender’s Applicable Percentage of the Commitments (calculated after giving effect to the Commitment Increase) of the amount of each Subsequent Borrowing, (v) each Increasing Lender and each other Lender shall be deemed to hold its Applicable Percentage of each Subsequent Borrowing (calculated after giving effect to the Commitment Increase) and (vi) the Company shall pay to each Lender any and all accrued but unpaid interest on the Initial Loans. The deemed payments made pursuant to clause (i) above in respect of each Eurocurrency Loan shall be subject to indemnification by the Company pursuant to the provisions of Section 2.13 if the Increase Effective Date occurs other than on the last day of the Interest Period relating thereto and breakage costs result. (b) Notwithstanding the foregoing, no increase in the Commitments (or existing Lender accepting in the Commitment of any Lender) shall become effective under this Section unless, on the applicable Increase Effective Date, (A) the conditions set forth in Sections 4.02(a) (but without giving effect to the parenthetical therein) and 4.02 (b) shall be satisfied (with all references in such paragraphs to a new or increased Revolving CommitmentBorrowing being deemed to be references to such increase) and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Company, (B) the Administrative Agent shall have received an opinion of an interest counsel for the Company as to the power and authority of the Company to borrow and perform its obligations hereunder after giving effect to such Commitment Increase and customary reaffirmation by the Subsidiary Guarantors, (C) after giving effect to such Commitment Increase (and assuming that the full amount of the Commitments shall have been funded as Loans on such date), and any related transaction, on a pro forma basis in each then outstanding Revolving Loan accordance with Section 1.04(b), the Company shall be in compliance with the covenants set forth in Sections 6.07 and 6.08 (in each case, calculated as of the last day of or for the period of four consecutive fiscal quarters of the Company then most recently ended for which the financial statements have been delivered pursuant to Section 5.01(a) or 5.01(b) (or prior to the first such delivery, as of or for such period ended on the terms and conditions set forth in the Assignment and Assumption) September 30, 2017)), and (iiD) the Swingline Exposure all fees and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section expenses owing in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant Commitment Increase to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)have been paid.

Increase of Commitments. On up to three occasions after the Effective Date, the The Borrower at its option may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative AgentAgent on up to four (4) occasions during the period from the Closing Date to the third anniversary of the Closing Date, which notice shall specify request incremental Commitments in an amount not to exceed the aggregate amount of any such increase $250,000,000 from one or more additional Lenders (which shall not be less than $10,000,000may include any existing Lender) and shall certify that no Default has occurred and is continuingwilling to provide such incremental Commitments in their own discretion. After delivery of such notice, the The Administrative Agent or and/or its Affiliates shall use commercially reasonable efforts, with the assistance of the Borrower, in consultation to arrange a syndicate of Lenders willing to hold the requested incremental Commitments. If Lenders are willing to provide such Incremental Commitments, the Domestic Revolving Commitments and/or the Global Revolving Commitments may be increased from time to time by the addition of a new Lender or the increase of the Commitment of an existing Lender with the consent of only the Borrower, the Administrative Agent, may offer and the increase (which may new or existing Lender providing such additional Commitment so long as the Aggregate Commitment does not exceed $1,200,000,000 less any voluntary reductions pursuant to this Section 2.1. Nothing in this Section 2.1 shall constitute or be declined deemed to constitute an agreement by any Lender in to increase its sole discretion) Commitments hereunder. Such increases shall be evidenced by the execution and delivery of an Amendment Regarding Increase in the Revolving Commitments on either a ratable basis to form of Exhibit K attached hereto by the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to Borrower, the Administrative Agent and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any such existing Lender agrees to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving providing such additional Commitment, a copy of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders which shall be automatically adjusted such that, after giving effect forwarded to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt each Lender by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e).promptly after execution

Increase of Commitments. On up to three occasions after the Effective Date, the Borrower at its option may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative Agent, which notice shall specify the amount of any such increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After By delivery of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable an effective Increase Notice to the Administrative Agent (which the Administrative Agent shall promptly distribute to the Lenders), the Company may request an increase of the aggregate amount of the Commitments; provided that (a) the aggregate amount of the Commitments both before and the Borrower. No after giving effect to such requested increase in the Revolving Commitment shall become effective until the existing not exceed $525,000,000, (b) no Default or new Lenders extending such incremental Commitment amount and the Borrower Event of Default shall have occurred and be continuing or would result therefrom and (c) the Company shall cause to be delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which commitment (or commitments) from (i) at least one Lender that commits to lending to the Borrowers more than its then current Commitment (such Lender to be referred to herein as an “Existing Lender” and such amount of its commitment above its then current Commitment to be referred to herein as a “Commitment Supplement”) and/or (ii) any other Person that meets the requirements of the definition of “Eligible Assignee” (as defined in Article I hereof) and that commits to lending to the Borrowers and becoming a Lender under this Agreement (such existing Lender agrees Person to be referred to herein as a “New Lender” and the amount of its Revolving commitment to be referred to herein as a “New Commitment”) (each Existing Lender and each New Lender to be referred to herein collectively as the “Supplementing Lenders”). Upon receipt of notice from the Administrative Agent to the Lenders and the Company that the Supplementing Lenders have agreed to commit to increase the Commitments by an aggregate amount equal to the Increase Amount (as defined below) and execution and delivery by the Borrowers, the Administrative Agent and the Supplementing Lenders of an Increased Commitment increaseAgreement evidencing such agreement, then (A) the then current aggregate Commitments shall be increased by the Increase Amount, (iiB) any the then current Commitment of each Existing Lender shall be increased by such new Lender agrees to its Revolving Existing Lender’s Commitment amount Supplement and agrees to assume and accept (C) each of the obligations and rights of New Lenders will be added as a Lender hereunder, (iii) the Borrower accepts under this Agreement and each such incremental Revolving Commitments, (iv) New Lender’s Commitment shall be such New Lender’s New Commitment. On the effective date of any increase the Increased Commitment Agreement, the Borrowers shall request a Revolving Advance hereunder, which Revolving Advance shall be made by (and only by) the Supplementing Lenders in the appropriate amounts as provided below. The proceeds of such Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) Advance shall be deemed utilized by the Borrowers to have accepted an assignment from repay the existing LendersLenders that did not agree to increase their Commitments, such Revolving Advance and the existing Lenders shall repayment to be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such amounts sufficient so that, after giving effect to such assignments the Increased Commitment Agreement, the Revolving Advances and adjustments, all Revolving the Letter of Credit Exposure hereunder is shall be held ratably by the Lenders in proportion according to their respective Revolving CommitmentsPro Rata Share of the Commitments as increased in accordance with the Increased Commitment Agreement. Assignments The Borrower shall pay any amounts required pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the Section 2.8 as a result of any payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to any Eurodollar Rate Advance under this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)2.16.

Increase of Commitments. On up to three occasions after the Effective DateAt any time, the Borrower at its option maymay request that the Aggregate Commitment be increased; provided that, from time after giving effect to timeany such increase, seek to increase the Revolving Commitments by up to an aggregate amount of Aggregate Commitment shall not exceed $200,000,000 (resulting 500,000,000. Such request shall be made in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior a written notice given to the Administrative AgentAgent by the Borrower not less than one (1) Business Day prior to the proposed effective date of such increase, which notice (a “Commitment Increase Notice”) shall specify the amount of the proposed increase in the Aggregate Commitment and the proposed effective date of such increase. The Borrower may notify the Administrative Agent of any such increase financial institution that shall have agreed to become a “Lender” party hereto (a “Proposed New Lender”) in connection with the Commitment Increase Notice and any Proposed New Lender shall be consented to by the Administrative Agent and the Issuing Bank (which consent shall not be less than $10,000,000unreasonably withheld or delayed). The Administrative Agent shall notify the Borrower and the Lenders on or before the Business Day immediately prior to the proposed effective date of the amount of each Lender’s and Proposed New Lender’s Commitment (the “Effective Commitment Amount”) and the amount of the Aggregate Commitment, which amount shall certify that no Default has occurred be effective on the following Business Day. Any increase in the Aggregate Commitment shall be subject to the following conditions precedent: (A) as of the date of the Commitment Increase Notice and is continuing. After delivery as of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer proposed effective date of the increase (which may be declined by any Lender in its sole discretion) in the Revolving Commitments Aggregate Commitment, all representations and warranties under Article III shall be true and correct in all material respects as though made on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable such date (except for representations and warranties for which exceptions thereto have been disclosed in writing to the Administrative Agent and which have been approved in writing by the Required Lenders or expressly relate to an earlier specified date) and no event shall have occurred and then be continuing which constitutes a Default or Event of Default, (B) the Borrower. No , the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a “Commitment” in support of such increase in the Revolving Aggregate Commitment shall become effective until have executed and delivered a “Commitment and Acceptance” substantially in the existing or new Lenders extending such incremental Commitment amount and form of Exhibit D hereto, (C) to the extent requested by the Administrative Agent, counsel for the Borrower shall have delivered provided to the Administrative Agent a document supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any such existing Lender agrees to the amount of its Revolving Commitment increaseAgent, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iiiD) the Borrower accepts and the Proposed New Lender shall otherwise have executed and delivered such incremental other instruments and documents as may be required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase and (E) the Administrative Agent shall have administered the reallocation of the Revolving CommitmentsCredit Exposures on the effective date of such increase ratably among the Lenders (including new Lenders) after giving effect to such increase. The Borrower hereby agrees to compensate each Lender for all losses, (iv) expenses and liabilities incurred by such Lender, if any, in connection with the sale and assignment of any Eurocurrency Loan hereunder on the terms and in the manner as set forth in Section 2.16 hereof. Upon satisfaction of the conditions precedent to any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Borrower and each Lender of the effective date of such increase. Upon the effective date of any increase in the Revolving Commitments Aggregate Commitment that is specified supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and (v) shall have the Borrower certifies that on such date the conditions for rights and obligations of a new Loan set forth in Section 4.02 are satisfiedLender hereunder. Upon the effectiveness of any increase in the Revolving Commitments pursuant heretoNothing contained herein shall constitute, (i) each Lender (new or existing) shall otherwise be deemed to have accepted an assignment from the existing Lendersbe, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, commitment on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent part of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for increase its Commitment at any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)time.

Increase of Commitments. On up (a) From time to three occasions after time prior to the Effective DateTermination Date and in accordance with this Section 2.17, the Borrower at its option SPV may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three thirty (330) Business Daysdays’ prior written notice to the Administrative Agent (who shall promptly provide a copy of such notice to each Managing Agent), which notice shall specify propose to increase the Facility Limit (each such increase, an “Incremental Commitment”); provided, that: (i) the aggregate amount of any such increase (which all Incremental Commitments shall not exceed the Maximum Incremental Facility Amount; (ii) any Incremental Commitment shall be less than in a minimum principal amount of $10,000,000) 10,000,000 and in integral multiples of $10,000,000 in excess thereof and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis offered to the Lenders or each Committed Investor on a non pro-rata basis in proportion to one the Commitment amount of such Committed Investor and shall be for a time period agreed to by all Committed Investors; (iii) no Termination Event or more Lenders and/or Potential Termination Event shall exist and be continuing at the time of the establishment of any Incremental Commitment; (iv) the conditions set forth in Section 5.3 shall be satisfied as of the date of the establishment of any Incremental Commitment; (v) the SPV shall have provided to other Lenders or entities the Agent a certificate, in form a detail reasonably acceptable to the Administrative Agent, demonstrating compliance with the terms of this Agreement taking into account such Incremental Commitment; (vi) the Agent and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered received all documents (including resolutions of the board of directors of the SPV, the Servicer, Colliers and any other Originator and opinions of counsel to the Administrative Agent a document such Persons) it may reasonably request relating to such Incremental Commitments, all in form and substance reasonably satisfactory to the Administrative Agent Agent; (vii) any Incremental Commitments shall have terms identical to those for the initial Commitments under this Agreement; (viii) no Investor shall have any obligation to provide any Incremental Commitment, and any decision by an Investor to provide any Incremental Commitment shall be made in its sole discretion independently from any other Investor; (ix) any Incremental Commitments shall be pursuant to which a commitment agreement, joinder agreement or other document in form and substance reasonably acceptable to the Agent, and upon the effectiveness of such commitment agreement, joinder agreement or other document pursuant to the terms thereof, the Commitments, as applicable, shall automatically be increased by the amount of the Commitments added through such commitment agreement, joinder agreement or other document; (ix) the SPV shall pay any applicable upfront or arrangement fees in connection with such Incremental Commitments; (xi) all other terms and conditions with respect to any such Incremental Commitments shall be reasonably satisfactory to the Agent; and (xii) any such existing Lender agrees to Incremental Commitment shall be accompanied by an equal and corresponding Incremental Commitment under the amount of its Revolving Commitment increase, CF Transfer Agreement. (iib) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in such Incremental Commitment the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall Investor will be deemed adjusted to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving give effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Incremental Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e).

Increase of Commitments. On up to three occasions after the Effective Date, the The Borrower at its option may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative AgentAgent on up to four (4) occasions during the period from June 28, which notice shall specify 2011 to the Facility Termination Date, request incremental Commitments in an amount not to exceed the aggregate amount of any such increase $500,000,000 from one or more additional Lenders (which shall not be less than $10,000,000may include any existing Lender) and shall certify that no Default has occurred and is continuingwilling to provide such incremental Commitments in their own discretion. After delivery of such notice, the The Administrative Agent or and/or its Affiliates shall use commercially reasonable efforts, with the assistance of the Borrower, in consultation to arrange a syndicate of Lenders willing to hold the requested incremental Commitments. If Lenders are willing to provide such Incremental Commitments, the Domestic Revolving Commitments and/or the Global Revolving Commitments may be increased from time to time by the addition of a new Lender or the increase of the Commitment of an existing Lender with the consent of only the Borrower, the Administrative Agent, may offer and the increase (which may new or existing Lender providing such additional Commitment so long as the Aggregate Commitment does not exceed $1,250,000,000 less any voluntary reductions after June 28, 2011 pursuant to this Section 2.1. Nothing in this Section 2.1 shall constitute or be declined deemed to constitute an agreement by any Lender in to increase its sole discretion) Commitments hereunder. Such increases shall be evidenced by the execution and delivery of an Amendment Regarding Increase in the Revolving Commitments on either a ratable basis to form of Exhibit K attached hereto by the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to Borrower, the Administrative Agent and the Borrowernew Lender or existing Lender providing such additional Commitment, a copy of which shall be forwarded to each Lender by the Administrative Agent promptly after execution thereof. No On the effective date of each such increase in the Domestic Revolving Commitments or Global Revolving Commitments, as the case may be, the Borrower and the Administrative Agent shall cause the new or existing Lenders providing such increase to hold its or their pro rata share of all ratable Borrowings outstanding at the close of business on such day for such Class, by either funding more than its or their pro rata share of new ratable Borrowings made on such date or purchasing shares of outstanding ratable Loans held by the other Lenders or a combination thereof. The Lenders agree to cooperate in any required sale and purchase of outstanding ratable Borrowings to achieve such result. The Borrower agrees to pay all fees associated with the increase in the Aggregate Commitment including any amounts due under Section 3.4 in connection with any reallocation of Eurocurrency Borrowings. In no event will such new or existing Lenders providing the increase be required to fund or purchase a portion of any Competitive Bid Loan or Swingline Loan to comply with this Section on such date. Notwithstanding the foregoing, no incremental Commitment shall become effective until under this Section 2.1 unless (i) on the existing or new Lenders extending date of such incremental Commitment amount effectiveness, the conditions set forth in Section 4.2 shall be satisfied and the Borrower shall have delivered to the Administrative Agent shall have received a document in form certificate to that effect dated such date and substance reasonably satisfactory to executed by an Authorized Officer of the Administrative Agent pursuant to which (i) any such existing Lender agrees to the amount of its Revolving Commitment increaseBorrower, (ii) the Administrative Agent shall have received a certificate of an Authorized Officer of the Borrower as to the board resolutions evidencing authority for such incremental Commitment and as to any such new Lender agrees changes to its Revolving Commitment amount the formation documents of the Borrower since the Closing Date, and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) shall be in pro forma compliance with the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan covenants set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, 6.18 after giving effect to the Loans to be made on such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments date pursuant to such incremental Commitments and the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect application of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of proceeds therefrom as if made and applied on such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)date.”

Increase of Commitments. On up (a) The Borrower may, by written notice to three occasions the Administrative Agent from time to time after the Effective Date, request that the Borrower at its option may, from time to time, seek to increase the Revolving Total Commitments be increased by up to an aggregate amount of $200,000,000 in the aggregate (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative Agent, which notice shall specify the amount of any such increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined by any Lender in its sole discretion) in the Revolving Total Commitments on either a ratable basis shall be referred to as an “Upsize”); provided that (i) the Loans under the Upsize shall for all purposes be Loans borrowed pursuant to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities terms of this Credit Agreement, (ii) the financial institutions providing such Upsize shall be reasonably acceptable to the Administrative Agent and the Borrower. No increase Borrower (but shall not in any event include an Ineligible Assignee), (iii) after giving effect to such increase, the Revolving Commitment shall become effective until sum of the existing or new Lenders extending total outstanding principal amount of the Loans does not exceed $600,000,000, (iv) as a condition to such incremental Commitment amount and increase, the Borrower shall have delivered any necessary amendments to the Senior Intercreditor Agreement and the Subordination Agreement (in form and substance satisfactory to the Administrative Agent) to ensure that any portion of such Upsize will be accommodated within the Bank Principal Limit (as defined in the Senior Intercreditor Agreement) and the Senior Principal Limit (as defined in the Subordination Agreement), (v) no Default or Event of Default shall have occurred and be continuing or will exist after giving effect to such Upsize and (vi) the minimum amount of any incremental commitments in any such Upsize is $5,000,000. To achieve the full amount of a requested increase, the Borrower may solicit increased commitments from existing Lenders and (after first offering the existing Lenders an opportunity to provide the incremental commitments) also invite additional financial institutions to become Lenders; provided, however, that no existing Lender shall be obligated and/or required to increase its Commitment pursuant to this Section 2.18 unless it specifically consents in writing to provide such increase. (b) If the Total Commitments are increased in accordance with this Section 2.18, the Administrative Agent shall determine the effective date (the “Upsize Effective Date”) and, in consultation with the Borrower, the final allocation of such increase. The Administrative Agent shall promptly notify the Borrower and the Lenders of the final allocation of such increase and the Upsize Effective Date. As a condition precedent to such increase, in addition to any deliveries pursuant to Section 2.18(a), the Borrower shall deliver to the Administrative Agent a document each of the following in form and substance reasonably satisfactory to the Administrative Agent pursuant to which Agent: (i) any a certificate of each Credit Party dated as of the Upsize Effective Date signed by an Authorized Officer of such existing Lender agrees Credit Party (A) certifying and attaching the resolutions adopted by such Credit Party approving or consenting to the amount of its Revolving Commitment such increase, and (B) certifying that, before and after giving effect to such increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iiiI) the Borrower accepts representations and warranties contained in Article 3 hereof and the other Fundamental Documents are true and correct in all material respects on and as of the Upsize Effective Date, except to the extent that such incremental Revolving Commitmentsrepresentations and warranties specifically refer to an earlier date, (iv) in which case they are true and correct in all material respects as of such earlier date, and except that for purposes of this Section 2.18, the effective date of any increase in the Revolving Commitments is specified representations and (v) the Borrower certifies that on such date the conditions for a new Loan set forth warranties contained in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) 3.5 shall be deemed to have accepted an assignment from refer to the existing Lendersmost recent financial statements furnished pursuant to Section 5.1 hereof, and the existing Lenders (II) no Default or Event of Default shall have occurred and be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) continuing and (ii) a statement of reaffirmation from each Credit Party pursuant to which each such Credit Party ratifies this Credit Agreement and the Swingline Exposure other Fundamental Documents and LC Exposure of the existing acknowledges and new Lenders shall be automatically adjusted such reaffirms that, after giving effect to such assignments increase, it is bound by all terms of this Credit Agreement and adjustments, all Revolving Credit Exposure hereunder is held ratably the other Fundamental Documents. (c) Each Upsize shall be effected by a joinder agreement (the “Upsize Joinder”) executed by the Credit Parties, the Administrative Agent and each Lender providing the Upsize, in form and substance satisfactory to each such Person. The Upsize Joinder may, without the consent of any other Lenders, effect such amendments to this Credit Agreement and the other Fundamental Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.18. (d) The Administrative Agent may require (i) the Borrower to prepay any Loans outstanding on the Upsize Effective Date on a non-pro rata basis (and pay any additional amounts required pursuant to Section 2.9), (ii) the Lenders providing any Upsize to make their initial Loans on a non-pro rata basis, (iii) the L/C Exposure to be reallocated among all Lenders (after giving effect to the Upsize) in proportion to accordance with their respective Revolving Commitments. Assignments Percentages and/or (iv) all Lenders and the Credit Parties to take such other actions as it may deem reasonably appropriate in order to keep the outstanding Loans ratable among the Lenders based on their respective Commitment after giving effect to any new or increased Commitment pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter terms of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)2.18.

Increase of Commitments. On up to three occasions after the Effective Date, the The Borrower at its option may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative Agent on up to four (4) occasions during the period from the Closing Date to the Facility Termination Date, request (i) incremental Revolving Commitments (the “New Revolving Commitments”) or (ii) the establishment of one or more new term loan commitments (the “New Term Commitments”, and together with the New Term Commitments, the “Incremental Commitments”) in an amount not to exceed the aggregate amount of $500,000,000 for all Incremental Commitments from one or more additional Lenders (which may include any existing Lender) willing to provide such Incremental Commitments in their own discretion. Each such request for an Incremental Commitment shall be in the minimum amount of $25,000,000. The Administrative Agent and/or its Affiliates shall use commercially reasonable efforts, with the assistance of the Borrower, to arrange a syndicate of Lenders willing to hold the requested Incremental Commitments. If (x) Lenders are willing to provide such New Revolving Commitments, the Revolving Commitments may be increased from time to time (the “New Revolving Loans”) by the addition of a new Revolving Lender or the increase of the Revolving Commitment of an existing Lender (each, a “New Revolving Lender”) with the consent of only the Borrower, the Administrative Agent, which notice shall specify and such New Revolving Lenders or (y) Lenders are willing to provide such New Term Commitments, term loans may be made hereunder (the amount “New Term Loans”) by such Lenders (each, a “New Term Lender”) with the consent of any such increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After delivery of such noticeonly the Borrower, the Administrative Agent or the Borrowerand such New Term Lenders, in consultation with each case so long as the Administrative Agent, may offer Aggregate Commitment plus the increase (which may be declined by aggregate amount of New Term Loans made hereunder does not exceed $1,450,000,000 less any Lender in its sole discretion) voluntary reductions in the Revolving Commitments after the Closing Date pursuant to Section 2.1(c). Nothing in this Section 2.1(d) shall constitute or be deemed to constitute an agreement by any Lender to provide Incremental Commitments hereunder. Any Incremental Commitments shall be evidenced by the execution and delivery of an amendment to this Agreement by the Borrower, the Administrative Agent and the New Revolving Lenders or New Term Lenders, as applicable, providing such Incremental Commitment, a copy of which shall be forwarded to each Lender by the Administrative Agent promptly after execution thereof. Each such amendment executed in connection with an Incremental Commitment 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 good faith judgment of Administrative Agent, to effect the provisions of this Section 2.1(d), subject to approval by the Borrower and the New Revolving Lenders or New Term Lenders, as applicable, including without limitation to (w) include the New Revolving Lenders and/or New Term Lenders as “Lenders” hereunder, (x) include the New Revolving Commitments and/or New Term Commitments as “Commitments” hereunder, (y) to include the New Revolving Loans and New Term Loans as “Loans” hereunder, and (z) to include the New Revolving Lenders, the New Revolving Commitments and the New Revolving Loans and/or the New Term Lenders, the New Term Commitments and the New Term Loans for purposes of the definition of “Required Lenders”; provided however, that any amendments to Articles V through VIII, inclusive, that adversely affect a Lender or any amendment to provisions of this Agreement other than those effecting this Section 2.1(d) shall be subject to Section 8.2. All such amendments and joinder agreements entered into with the applicable Loan Parties by the Administrative Agent shall be binding and conclusive on all Lenders. On the effective date of each such increase in the Revolving Commitments, the Borrower and the Administrative Agent shall cause the New Revolving Lenders to hold their pro rata share of all ratable Revolving Borrowings outstanding at the close of business on such day, by either funding more than its or their pro rata share of new ratable Revolving Borrowings made on such date or purchasing shares of outstanding ratable Revolving Loans held by the other Revolving Lenders or a combination thereof. The Revolving Lenders agree to cooperate in any required sale and purchase of outstanding ratable basis Revolving Borrowings to achieve such result. The Borrower agrees to pay all fees associated with the increase in the Aggregate Commitment including any amounts due under Section 3.4 in connection with any reallocation of Term Benchmark Borrowings or RFR Borrowings. On the effective date of any New Term Commitments of any Series, (i) each New Term Lender of any Series shall make a New Term Loan to the Borrower in an amount equal to its New Term Commitment of such Series, and (ii) each New Term Lender of any Series shall become a Lender hereunder with respect to the New Term Commitments of such Series and the New Term Loans of such Series made pursuant thereto. Any New Term Loans made on such effective date shall be designated a separate series (a “Series”) of New Term Loans for all purposes of this Agreement. The terms and provisions of the New Revolving Loans and New Revolving Commitments shall be identical to the existing Revolving Loans and Revolving Commitments. The terms of any New Term Loans of any Series (a) shall not provide for any amortization payments on or prior to the Facility Termination Date, but may permit voluntary prepayment, (b) shall provide that the applicable New Term Loan maturity date of each Series shall be no earlier than the Facility Termination Date, (c) shall provide that any guarantees provided in respect of the New Term Loans shall also guarantee the other Obligations and (d) shall include such other terms and pricing as may be agreed by the Borrower, the Administrative Agent and the New Term Lenders. Notwithstanding the foregoing, no Incremental Commitment shall become effective under this Section 2.1(d) unless (i) on the date of such effectiveness, the conditions set forth in Section 4.2 shall be satisfied or otherwise waived by the Lenders or with Incremental Commitments and the Administrative Agent shall have received a certificate to that effect dated such date and executed by an Authorized Officer of the Borrower, (ii) the Administrative Agent shall have received a certificate of an Authorized Officer of the Borrower as to the board resolutions evidencing authority for such Incremental Commitment and as to any changes to the formation documents of the Borrower since the Closing Date, (iii) the Borrower shall be in pro forma compliance with the covenants set forth in Section 6.18 after giving effect to the Loans to be made on a non prosuch date pursuant to such Incremental Commitments and the application of the proceeds therefrom as if made and applied on such date, (iv) the Borrower shall deliver any legal opinions reasonably requested by the Administrative Agent in connection with such Incremental Commitments, consistent with those delivered on the Closing Date, and (v) the Borrower shall have paid all reasonable and documented out-rata basis of-pocket costs and expenses of the Administrative Agent pursuant to one or more Lenders and/or to other Lenders or entities reasonably acceptable Section 9.7 and all agreed-upon fees payable to the Administrative Agent and the Borrower. No increase in the New Revolving Commitment shall become effective until the existing Lenders or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any such existing Lender agrees to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing New Term Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitmentas applicable, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted connection with such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Incremental Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e).

Increase of Commitments. On up (a) Subject to three occasions after the Effective DateSection 5.13(b), the Borrower at its option may, from time to time, seek to may increase the Revolving Commitments then in effect by up entering into an Incremental Commitment Agreement with one or more banks or financial institutions (each an “Incremental Lender”), pursuant to an aggregate amount which each such Incremental Lender’s Commitment shall be increased or, if such Incremental Lender was not a Lender prior to entering such Incremental Commitment Agreement, pursuant to which such Incremental Lender makes and is allocated a Commitment. Any proposed Incremental Lender offered or approached to provide all or a portion of $200,000,000 the increased Commitments may elect or decline, in its sole discretion, to provide such increased Commitment. (resulting b) Any increase in maximum total Revolving the Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice pursuant to this Section 5.13 will be subject to the Administrative Agentsatisfaction of the following conditions: (i) at the time of and immediately after giving effect to such increase, which notice shall specify the amount no Default or Event of any such increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase ; (which may be declined by any Lender in its sole discretionii) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Administrative Agent and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower and each Incremental Lender shall have executed and delivered an Incremental Commitment Agreement and each Incremental Lender, if not already a Lender, shall have delivered to the Administrative Agent a document completed Administrative Questionnaire; (iii) the Administrative Agent shall have delivered its prior written consent, which consent shall not be unreasonably withheld, to each such Incremental Lender, unless such Incremental Lender is already a Lender or is an Affiliate of a Lender; (iv) each such increase shall be at least $15,000,000; (v) the cumulative increase in Commitments pursuant to this Section 5.13 shall not exceed $200,000,000; (vi) on the effective date of such increase, no LIBOR Rate Loan shall be outstanding or if any LIBOR Rate Loans are outstanding, then the effective date of such increase will be the last day of the Interest Period in respect of such LIBOR Rate Loans unless the Borrower pays any amounts required to be paid pursuant to Section 5.9; (vii) the aggregate amount of the Lenders’ Commitments shall not exceed $500,000,000 without the approval of all Lenders; and (viii) the Administrative Agent shall have received such corporate resolutions of the Borrower and legal opinions of counsel to the Borrower as the Administrative Agent may reasonably request with respect thereto, in each case, in form and substance reasonably satisfactory to the Administrative Agent pursuant to which Agent. (c) Upon the effectiveness of each Incremental Commitment Agreement executed by an Incremental Lender, (i) any such existing Incremental Lender agrees will become a Lender for all purposes and to the amount same extent as if originally a party hereto and will be bound by and entitled to the benefits of its Revolving Commitment increasethis Agreement, (ii) any the Commitments will be deemed to include the new or increased Commitment of such new Lender agrees to its Revolving Commitment amount Incremental Lender, and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) such Incremental Lender shall purchase a pro rata portion of the outstanding Loans (and participation interests in Letters of Credit) from each of the other Lenders (and such Lenders hereby agree to sell and to take all such further action to effectuate such sale) so that each Lender (including each Incremental Lender) holds its Commitment Percentage of the Outstandings. (d) Upon its receipt of a duly completed Incremental Commitment Agreement, executed by the Borrower accepts and each Incremental Lender party thereto, and the Administrative Questionnaire referred to in Section 5.13(b)(ii), and subject to the satisfaction of the other conditions of Section 5.13, the Administrative Agent shall accept such incremental Revolving Commitments, (iv) Incremental Commitment Agreement and record the effective date of any information contained therein in the Register. No increase in the Revolving aggregate Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall will be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, effective for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of this Agreement unless the Revolving Commitments pursuant relevant Incremental Commitment Agreement shall have been delivered to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)Agent.

Increase of Commitments. On up to three occasions after At any time, but not more than four (4) times during the Effective Dateterm of this Agreement, the Borrower Company may request that the Aggregate Commitment be increased; provided that (i) the Aggregate Commitment shall at its option may, from no time to time, seek to increase the Revolving Commitments by up to an aggregate exceed $275,000,000 and (ii) such request shall be in a minimum amount of $200,000,000 (resulting 25,000,000. Such request shall be made in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior a written notice to the Administrative Agent, which notice shall specify the amount of any such increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable given to the Administrative Agent and the Borrower. No Lenders by the Company not less than ten (10) Business Days prior to the proposed effective date of such increase, which notice (a “Commitment Increase Notice”) shall specify the amount of the proposed increase in the Revolving Aggregate Commitment and the proposed effective date of such increase. The Company may notify the Administrative Agent of any financial institution that shall have agreed to become a “Lender” party hereto (a “Proposed New Lender”) in connection with the Commitment Increase Notice and any Proposed New Lender shall be consented to by the Administrative Agent (which consent shall not be unreasonably withheld or delayed). The Administrative Agent shall notify the Company and the Lenders on or before the Business Day immediately prior to the proposed effective date of the amount of each Lender’s and Proposed New Lender’s Commitment (the “Effective Commitment Amount”) and the amount of the Aggregate Commitment, which amount shall be effective on the following Business Day. Any increase in the Aggregate Commitment shall become be subject to the following conditions precedent: (A) as of the date of the Commitment Increase Notice and as of the proposed effective until date of the existing or new Lenders extending increase in the Aggregate Commitment, all representations and warranties under Article III shall be true and correct in all material respects as though made on such incremental Commitment amount date (except for representations and the Borrower shall warranties for which exceptions thereto have delivered been disclosed in writing to the Administrative Agent and which have been approved in writing by the Required Lenders) and no event shall have occurred and then be continuing which constitutes a document Default or Event of Default, (B) the Borrowers, the Administrative Agent and each Proposed New Lender or Lender that shall have agreed to provide a “Commitment” in support of such increase in the Aggregate Commitment shall have executed and delivered a “Commitment and Acceptance” substantially in the form of Exhibit C, (C) counsel for the Borrowers shall have provided to the Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the Administrative Agent, (D) the Borrowers and the Proposed New Lender shall otherwise have executed and delivered such other instruments and documents as may be required under Article IV or that the Administrative Agent pursuant to which (i) any shall have reasonably requested in connection with such existing Lender agrees to the amount of its Revolving Commitment increase, (iiE) no Proposed New Lender shall be the Company or any Affiliate of the Company and (F) the Administrative Agent shall have administered the reallocation of the Revolving Credit Exposures on the effective date of such increase ratably among the Lenders (including new Lender Lenders) after giving effect to such increase. The Company hereby agrees to its Revolving Commitment amount compensate each Lender for all losses, expenses and agrees liabilities incurred by such Lender in connection with the sale and assignment of any Eurocurrency Loan hereunder on the terms and in the manner as set forth in Section 2.16 hereof. Upon satisfaction of the conditions precedent to assume any increase in the Aggregate Commitment, the Administrative Agent shall promptly advise the Company and accept each Lender of the obligations and rights effective date of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) increase. Upon the effective date of any increase in the Revolving Commitments Aggregate Commitment that is specified supported by a Proposed New Lender, such Proposed New Lender shall be a party to this Agreement as a Lender and (v) shall have the Borrower certifies that on such date the conditions for rights and obligations of a new Loan set forth in Section 4.02 are satisfiedLender hereunder. Upon the effectiveness of any increase in the Revolving Commitments pursuant heretoNothing contained herein shall constitute, (i) each Lender (new or existing) shall otherwise be deemed to have accepted an assignment from the existing Lendersbe, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, commitment on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent part of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for increase its Commitment at any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)time.

Increase of Commitments. On up (a) From time to three occasions after time prior to the Effective DateTermination Date and in accordance with this Section 2.17, the Borrower at its option SPV may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three thirty (330) Business Daysdays’ prior written notice to the Administrative Agent (who shall promptly provide a copy of such notice to each Managing Agent), which notice shall specify propose to increase the Facility Limit (each such increase, an “Incremental Commitment”); provided, that: (i) the aggregate amount of any such increase (which all Incremental Commitments shall not exceed the Maximum Incremental Facility Amount; (ii) any Incremental Commitment shall be less than in a minimum principal amount of $10,000,000) 10,000,000 and in integral multiples of $10,000,000 in excess thereof and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis offered to the Lenders or each Committed Investor on a non pro-rata basis in proportion to one the Commitment amount of such Committed Investor and shall be for a time period agreed to by all Committed Investors; (iii) no Termination Event or more Lenders and/or Potential Termination Event shall exist and be continuing at the time of the establishment of any Incremental Commitment; (iv) the conditions set forth in Section 5.3 shall be satisfied as of the date of the establishment of any Incremental Commitment; (v) the SPV shall have provided to other Lenders or entities the Agent a certificate, in form a detail reasonably acceptable to the Administrative Agent, demonstrating compliance with the terms of this Agreement taking into account such Incremental Commitment; (vi) the Agent and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered received all documents (including resolutions of the board of directors of the SPV, the Servicer, Colliers and any other Originator and opinions of counsel to the Administrative Agent a document such Persons) it may reasonably request relating to such Incremental Commitments, all in form and substance reasonably satisfactory to the Administrative Agent Agent; (vii) any Incremental Commitments shall have terms identical to those for the initial Commitments under this Agreement; (viii) no Investor shall have any obligation to provide any Incremental Commitment, and any decision by an Investor to provide any Incremental Commitment shall be made in its sole discretion independently from any other Investor; (ix) any Incremental Commitments shall be pursuant to which a commitment agreement, joinder agreement or other document in form and substance reasonably acceptable to the Agent, and upon the effectiveness of such commitment agreement, joinder agreement or other document pursuant to the terms thereof, the Commitments, as applicable, shall automatically be increased by the amount of the Commitments added through such commitment agreement, joinder agreement or other document; (ix) the SPV shall pay any applicable upfront or arrangement fees in connection with such Incremental Commitments; (xi) all other terms and conditions with respect to any such Incremental Commitments shall be reasonably satisfactory to the Agent; and (xii) any such existing Lender agrees to Incremental Commitment shall be accompanied by an equal and corresponding Incremental Commitment under the amount of its Revolving Commitment increase, U.S. Transfer Agreement. (iib) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in such Incremental Commitment the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall Investor will be deemed adjusted to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving give effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Incremental Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e).

Increase of Commitments. On up to three occasions after the Effective Date, the (a) The Borrower at its option may, may from time to timetime (but not more than five times), seek to so long as no Default exists, request an increase in the Revolving Commitments by up to an aggregate amount of $200,000,000 the Commitments by delivering a written request (resulting in maximum total Revolving Commitments of $650,000,000an “Increase Request”) upon at least three (3) Business Days’ prior written notice to the Administrative Agent, which notice shall specify Agent and the Lenders; provided that the aggregate amount of all increases in the amount of the Commitments pursuant to this Section 2.3 shall not exceed $150,000,000. Any Increase Request shall specify (i) the date (the “Increase Response Date”) by which any Lender or prospective Lender that is willing to increase its Commitment must respond to such request, (ii) the date (the “Increase Effective Date”) on which the requested increase is to become effective (which shall be at least five Business Days after the related Increase Response Date) and (iii) the amount of the requested increase (which shall not be less $10,000,000 or a higher integral multiple of $1,000,000). No Lender shall be obligated to increase its commitment pursuant to any Increase Request. (b) Not later than the Increase Response Date for an Increase Request, any Lender or prospective Lender that is willing to increase its Commitment in response to such Increase Request (an “Increasing Lender”) shall notify the Borrower and the Administrative Agent of the amount by which such Lender or prospective Lender is willing to increase its Commitment (which amount shall be an integral multiple of $10,000,000) and shall certify that no Default has occurred and is continuing1,000,000). After delivery of such noticeOn the first Business Day after the Increase Response Date, the Administrative Agent or shall notify the Increasing Lenders of the amounts of their respective increases (it being understood that if the aggregate amount of increased Commitments offered pursuant to an Increase Request exceeds the amount requested, the Borrower, in consultation with the Administrative Agent, may offer (subject to the increase limitation in clause (which may be declined by a) above) accept all or any Lender in its sole discretion) portion of such excess offered Commitments and/or allocate the increases in the Revolving Commitments on either among the Increasing Lenders). On the applicable Increase Effective Date, the Commitment of each Increasing Lender shall be increased by the amount offered by (or, if applicable, allocated to) such Increasing Lender and the aggregate amount of the Commitments shall be increased (and the Commitment Percentages adjusted) accordingly. (c) If any Increasing Lender is not a ratable basis Lender prior to the Lenders or on a non pro-rata basis related Increase Effective Date, such Increasing Lender shall be subject to one or more Lenders and/or to other Lenders or entities reasonably acceptable to approval by the Borrower and the Administrative Agent (such approval not to be unreasonably withheld or delayed) and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and Increasing Lender, the Borrower shall have delivered to and the Administrative Agent shall sign and deliver a document joinder agreement (a “Joinder Agreement”), substantially in form and substance as Exhibit L, pursuant to which such Increasing Lender shall become a party to this Agreement. (d) The parties hereto agree that, notwithstanding any other provision of this Agreement, the Administrative Agent, the Borrower, each Increasing Lender and each other Lender, as applicable, may make arrangements reasonably satisfactory to such parties to cause an Increasing Lender to temporarily hold risk participations in the Administrative Agent pursuant to which Revolving Loans of the other Lenders (irather than fund its Commitment Percentage of all outstanding Revolving Loans concurrently with the applicable increase) any such existing Lender agrees to the amount with a view toward minimizing breakage costs and transfers of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of funds in connection with any increase in the Revolving Commitments is specified and aggregate amount of the Commitments. The Borrower acknowledges that if (v) despite any arrangements established pursuant to the Borrower certifies that on such date the conditions for foregoing sentence), as a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness result of any a non-pro-rata increase in the Revolving Commitments pursuant heretoaggregate amount of the Commitments, any Eurodollar Loans must be prepaid or converted (iin whole or in part) each Lender (new or existing) shall be deemed to have accepted an assignment from on a day other than the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, last day of an interest in each Interest Period therefor, then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section prepayment or conversion shall be subject to receipt by the Administrative Agent from the Borrower provisions of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)3.12.

Increase of Commitments. On up to three occasions after the Effective Date, the Borrower at its option may, The Company may from time to timetime request an increase in the Commitments or one or more tranches of term loans (“Incremental Term Loans”), seek to increase in each case in minimum increments of $20,000,000 so long as, after giving effect thereto, the Revolving Commitments by up to an aggregate amount of the Commitments and all such Incremental Term Loans does not exceed $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative Agent, which notice shall specify the amount of 250,000,000. The Company may arrange for any such increase (which shall not or tranche to be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined provided by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or (each Lender so agreeing to other an increase in its Commitment, or to participate in such a tranche an “Increasing Lender”), or by one or more new Lenders (each new Lender, an “Augmenting Lender”), to increase their existing Commitments, or entities reasonably acceptable to participate in such a tranche, or extend Commitments, as the case may be; provided that (i) each Augmenting Lender, shall be subject to the approval of the Company and the Administrative Agent (in each case such approval not to be unreasonably withheld) and (ii) (x) in the case of an Increasing Lender, the Company and such Increasing Lender execute an agreement substantially in the form of Exhibit C hereto, and (y) in the case of an Augmenting Lender, the Company and such Augmenting Lender execute an agreement substantially in the form of Exhibit D hereto. Increases and new Commitments and Incremental Term Loans created pursuant to this Section 2.20 shall become effective on the date agreed by the Company, the Administrative Agent and the Borrowerrelevant Increasing Lenders or Augmenting Lenders and the Administrative Agent shall notify each Lender thereof. No Notwithstanding the foregoing, no increase in the Revolving Commitments (or in the Commitment of any Lender) or tranche of Incremental Term Loan shall become effective until under this paragraph unless, (i) on the existing proposed date of the effectiveness of such increase or new tranche, the condition set forth in paragraph (b) of Section 4.02 shall be satisfied or waived by the Required Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent shall have received a document in form certificate of the Company to that effect dated such date and substance reasonably satisfactory to executed by a Financial Officer and (ii) the Administrative Agent pursuant to which (i) any such existing Lender agrees shall have received, to the amount extent it so requests, documents consistent with those delivered on the Effective Date as to the corporate power and authority of its Revolving Commitment the Borrowers to borrow hereunder and as to the corporate power and authority of Singapore to continue to be obligated under the Subsidiary Guaranty, in each case, after giving effect to such increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) . On the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant heretoCommitments, (i) each relevant Increasing Lender (new or existing) and Augmenting Lender shall be deemed make available to have accepted an assignment from the existing Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the other Lenders, and the existing Lenders shall be deemed as being required in order to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such thatcause, after giving effect to such assignments increase and adjustmentsthe use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Revolving Loans of all the Lenders to equal its Applicable Percentage of such outstanding Revolving Credit Exposure hereunder is held ratably Loans, and (ii) except in the case of any Incremental Term Loans, the Borrowers shall be deemed to have repaid and reborrowed all outstanding Revolving Loans as of the date of any increase in the Commitments (with such reborrowing to consist of the Types of Revolving Loans, with related Interest Periods if applicable, specified in a notice delivered by the Lenders Company in proportion to their respective Revolving Commitmentsaccordance with the requirements of Section 2.03). Assignments The deemed payments made pursuant to clause (ii) of the immediately preceding sentence shall be made in exchange foraccompanied by payment of all accrued interest on the amount prepaid and, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any each Eurocurrency Loan shallLoan, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt indemnification by the Administrative Agent from Borrowers pursuant to the Borrower provisions of Section 2.16 if the deemed payment occurs other than on the last day of the related Interest Periods. The Incremental Term Loans (a) shall rank pari passu in right of payment and of security with the Revolving Loans, and (b) shall not mature earlier than the Maturity Date (but may have amortization prior to such supplemental opinionsdate), resolutionsprovided that (i) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Maturity Date may provide for material additional or different financial or other covenants or prepayment requirements applicable only during periods after the Maturity Date and (ii) the Incremental Term Loans may be priced differently than the Revolving Loans. Incremental Term Loans may be made hereunder pursuant to an amendment (an “Incremental Term Loan Amendment”) to this Agreement and, certificates as appropriate, the other Loan Documents, executed by the Borrowers, each Augmenting Lender participating in such tranche, if any, and other documents as the Administrative Agent may reasonably requestAgent. No The Incremental Term Loan Amendment may, without the consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant Lenders, effect such amendments to this Section 2.09(e)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.

Increase of Commitments. On up to three occasions after the Effective Date, the Borrower at its option may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount (a) Provided no Default or Event of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative Agent, which notice shall specify the amount of any such increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing, upon notice to the Agent (which shall promptly notify the Lenders), the Borrower may from time to time, request an increase in the Aggregate Commitments by an aggregate amount of up to $65,000,000. After delivery At the time of sending such notice, the Administrative Agent or the Borrower, Borrower (in consultation with the Administrative Agent, may offer ) shall specify the increase time period within which each Lender is requested to respond (which may shall in no event be declined by any Lender in its sole discretion) in less than 10 Business Days from the Revolving Commitments on either a ratable basis date of delivery of such notice to the Lenders Lenders). Each Lender shall notify the Agent within such time period whether or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Administrative Agent and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any such existing Lender not it agrees to the increase its Commitment and, if so, whether by an amount equal to, greater than, or less than its Commitment Percentage of its Revolving Commitment such requested increase, (ii) any . Any Lender not responding within such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) time period shall be deemed to have accepted an assignment from declined to increase its Commitment. The Agent shall notify the existing Borrower and each Lender of the Lenders’ responses to each request made hereunder. To achieve the full amount of a requested increase, the Borrower may also invite additional Eligible Assignees to become Lenders pursuant to a joinder agreement in Proper Form. The Aggregate Commitments may not be increased pursuant to this Section more than twice. (b) If the Aggregate Commitments are increased in accordance with this Section, the Agent and the existing Borrower shall determine the effective date (the “Increase Effective Date”) and the final allocation of such increase. The Agent shall promptly notify the Borrower and the Lenders of the final allocation of such increase and the Increase Effective Date. As a condition precedent to such increase, the Borrower shall be deemed deliver to have made an assignment to each new or existing Lender accepting the Agent a new or increased Revolving Commitment, certificate of an interest in each then outstanding Revolving Loan the Borrower dated as of the Increase Effective Date (in sufficient copies for each caseLender) signed by a Responsible Officer (i) certifying and attaching the resolutions adopted by the Borrower approving or consenting to such increase, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such certifying that, before and after giving effect to such assignments increase, (A) the representations and adjustmentswarranties contained in Section 6 hereof and the other Loan Documents are true and correct in all material respects on and as of the Increase Effective Date, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant except to the preceding sentence shall be made extent that such representations and warranties specifically refer to an earlier date, in exchange forwhich case they are true and correct in all material respects as of such earlier date, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, except that for purposes of this Section 2.16 2.9, the representations and warranties contained in Section 6.2 shall be deemed prepayments of such Loan. Any increase of to refer to the Revolving Commitments most recent statements furnished pursuant to this subsections (a) and (b) of Section 7.2, and (B) no Default or Event of Default exists. (c) This Section shall be subject supersede any provisions in Sections 4.5, 11.5 or 11.6 to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)contrary.

Increase of Commitments. On up By written notice sent to three occasions after the Effective Date, Administrative Agent (which the Borrower at its option may, Administrative Agent shall promptly distribute to the Lenders) the Borrowers may from time to time, seek to time request an increase in the aggregate amount (a) of the Revolving Commitments by up to an aggregate amount of up to $200,000,000 (resulting 50,000,000 in maximum total Revolving Commitments minimum increments of $650,000,00010,000,000, and (b) upon at least of the Term Commitments by an aggregate amount of up to $100,000,000 in minimum increments of $10,000,000; 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 Borrowers have given notice of any such reduction under Section 2.9, (iii) the aggregate amount of the Commitments shall not previously have been increased pursuant to this Section 2.23 more than three (3) Business Days’ prior written notice to times, and (iv) the Administrative Agent, which notice shall specify the aggregate amount of any such the increase (which of the Commitments pursuant to this Section 2.23 shall not exceed $100,000,000. No Lender shall have any obligation to increase its Commitment. A Lender’s decision whether to increase its Commitment under this Section 2.23 if it is requested to do so shall be less than $10,000,000) made in such Lender’s sole and absolute discretion and any failure to respond to a request shall certify be deemed a decision by such Lender that no Default has occurred and is continuingit will not increase its Commitment. After delivery of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to If one or more of the Lenders and/or to other Lenders or entities reasonably acceptable is not increasing its Commitment, then, with notice to the Administrative Agent and the Borrower. No increase in other Lenders, another one or more financial institutions, each as approved by the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount Borrowers and the Borrower shall have delivered to the Administrative Agent (a document in form and substance reasonably satisfactory “New Lender”), may commit to provide an amount equal to the aggregate amount of the requested increase that will not be provided by the existing Lenders (the “Increase Amount”); provided, that the Commitment of each New Lender shall be at least $5,000,000. Upon receipt of notice from the Administrative Agent pursuant to which (i) any such existing Lender agrees to the Lenders and the Borrowers that the Lenders, or sufficient lenders and New Lenders have agreed to commit to an aggregate amount equal to the Increase Amount (or such lesser amount as the Borrowers shall agree, which shall be at least $10,000,000 and an integral multiple of its Revolving Commitment $5,000,000 in excess thereof), then: provided that no Default exists at such time or after giving effect to the requested increase, the Borrowers, the Administrative Agent, and the Lenders willing to increase their respective Commitments and the New Lenders (iiif any) any such new Lender agrees to its Revolving shall execute and deliver an “Increase Commitment amount and agrees to assume and accept Supplement” (herein so called) in the obligations and rights form attached hereto as Exhibit “K” hereto. If all existing Lenders shall not have provided their pro rata portion of a Lender hereunderthe requested increase, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) on the effective date of any increase in the Revolving Commitments is specified and (v) Increase Commitment Supplement the Borrower certifies that on such date the conditions for Borrowers shall request a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) borrowing hereunder which shall be deemed to made only by the Lenders who have accepted an assignment from increased their Commitment and, if applicable, the existing New Lenders, and the existing Lenders . The proceeds of such borrowing shall be deemed utilized by the Borrowers to have made repay the Lenders who did not agree to increase their Commitments, such borrowing and repayment to be an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, amounts sufficient so that after giving effect to such assignments and adjustmentsthereto, all Revolving Credit Exposure hereunder is the Loans shall be held ratably by the Lenders in proportion pro rata according to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e).

Increase of Commitments. On up to three occasions after the Effective Date, the The Borrower at its option may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative Agent on up to four (4) occasions during the period from the Agreement Execution Date to January 17, 2016, request incremental Commitments in an amount not to exceed the aggregate amount of $100,000,000.00 from one or more additional Lenders (which may include any existing Lender) willing to provide such incremental Commitments in their own discretion. The Administrative Agent and/or its Affiliates shall use commercially reasonable efforts, with the assistance of the Borrower, to arrange a syndicate of Lenders willing to hold the requested incremental Commitments. If Lenders are willing to provide such additional Commitments, the Aggregate Commitment may be increased from time to time by the addition of a new Lender(s) or the increase of the Commitment of an existing Lender(s) with the consent of only the Borrower, the Administrative Agent, and the new or existing Lender(s) providing such additional Commitment so long as the Aggregate Commitment does not exceed $300,000,000. Nothing in this Section 2.1(c) shall constitute or be deemed to constitute an agreement by any Lender to increase its Commitment hereunder. Any such increase in the Aggregate Commitment shall be conditioned upon the contemporaneous addition of Potential Properties as Subject Properties in accordance with Section 2A.2 to effect compliance with all financial covenants set forth in Section 6.18 immediately following the increase of the Aggregate Commitment and upon satisfaction of the requirements for additional Borrowings pursuant to Section 2.9. Such increases shall be evidenced by the execution and delivery of an Amendment Regarding Increase in the form of Exhibit K attached hereto by the Borrower, the Administrative Agent and the new Lender or existing Lender providing such additional Commitment (the “Increase Notice”), a copy of which notice shall specify be forwarded to each Lender by the Administrative Agent promptly after execution thereof. The amount of any the requested increase shall be set forth in the Increase Notice. Notwithstanding the foregoing, (i) no increase in the Aggregate Commitment may occur after January 17, 2016, and (ii) each such increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing25,000,000. After delivery of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Administrative Agent and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any such existing Lender agrees to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) On the effective date of any each such increase in the Revolving Commitments is specified and (v) Aggregate Commitment, the Borrower certifies that and the Administrative Agent shall cause the new or existing Lenders providing such increase to hold its or their Percentage of all ratable Borrowings outstanding at the close of business on such day, by either funding more than its or their Percentage of new ratable Borrowings made on such date or purchasing shares of outstanding ratable Loans held by the conditions for other Lenders or a new Loan set forth combination thereof. The Lenders agree to cooperate in Section 4.02 are satisfiedany required sale and purchase of outstanding ratable Borrowings to achieve such result. Upon Borrower agrees to pay all fees associated with the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, Aggregate Commitment including any amounts due under Section 3.4 in connection with any reallocation of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure Fixed Rate Borrowings. 7. Section 2.9 of the existing Existing Loan Agreement is hereby deleted in its entirety and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously replaced with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this following new Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e).2.9:

Increase of Commitments. On up to three occasions after The Borrower shall have the Effective Date, the Borrower right at its option may, from any time to time, seek to increase the Revolving aggregate Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice hereunder to the Administrative Agentextent that the sum of the aggregate Commitments hereunder (after giving effect to such increase) do not exceed $850,000,000 by adding to this Agreement one or more other lenders, which notice shall specify may include any Lender (each such lender an “Additional Lender”) with the amount approval of any such increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent or the Borrower(not to be unreasonably withheld), in consultation with the Administrative Agent, may offer the increase (each of which may be declined by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis to the Additional Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities reasonably acceptable to the Administrative Agent and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document entered into an agreement in form and substance reasonably satisfactory to the Borrower and the Administrative Agent pursuant to which such Additional Lender shall undertake a Commitment (i) if any such existing Additional Lender agrees is a Lender, its Commitment shall be in addition to such Lender’s Commitment hereunder) which such Commitment shall be in an amount at least equal to $10,000,000 or a larger multiple of $1,000,000, and upon the amount effectiveness of its Revolving Commitment increase, such agreement (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any such agreement being hereinafter referred to as the “Increased Commitment Date”) such Additional Lender shall thereupon become a “Lender” for all purposes of this Agreement. Notwithstanding the foregoing, the increase in the Revolving aggregate Commitments hereunder pursuant hereto, to this Section 2.07(e) shall not be effective unless: (i) the Borrower shall have given the Administrative Agent notice of any such increase at least 10 days prior to any such Increased Commitment Date; (ii) no Default shall have occurred and be continuing on the Increased Commitment Date (both immediately prior to and after giving effect to the increase in Commitments on the Increased Commitment Date); (iii) no existing Lender shall be under any obligation to increase its Commitment and any such decision whether to increase its Commitment shall be in such Lender’s sole and absolute discretion; (iv) if any Loan or Letter of Credit shall be outstanding, the Borrower shall have borrowed Loans from each Lender of the Additional Lenders on the Increased Commitment Date, and the Additional Lenders shall have made Loans to the Borrower (new or existingin the case of Eurodollar Loans, with Interest Period(s) ending on the date(s) of any then outstanding Interest Period(s)) and shall be deemed to have accepted an assignment from the existing Lendersacquired participations in any outstanding Letters of Credit, and (notwithstanding the existing provisions of Section 2.15 requiring that borrowings and prepayments be made ratably in accordance with the principal amounts of the Loans held by the Lenders) the Borrower in coordination with the Administrative Agent shall have taken such actions, including, if necessary, prepaying Loans held by the other Lenders (together with accrued interest thereon and any amounts owing pursuant to Section 2.13 as a result of such payment) in such amounts as may be necessary so that after giving effect to such Loans, purchases and prepayments the Loans (and Interest Period(s) of Eurodollar Loan(s)) and the LC Exposure shall be held by the Lenders pro rata in accordance with the respective amounts of their Commitments (as so increased) and, in that connection, the Issuing Bank shall be deemed to have made an assignment released any Lenders so deemed to each new or existing Lender accepting a new or increased Revolving Commitment, have sold participations in outstanding Letters of an interest in each then outstanding Revolving Loan (in each case, Credit on the terms and conditions set forth in the Assignment and Assumptiondate of such replacement from such sold participation; and (v) and (ii) the Swingline Exposure and LC Exposure there shall have been no reduction of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments Commitments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment Section 2.07(b) on or prior to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit feesany such Increased Commitment Date. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of Promptly following any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by 2.07(e), the Administrative Agent from shall provide notice thereof to each of the Lenders. Without limiting the Obligations of the Borrower of such supplemental opinionsprovided for in this Section 2.07, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than and the Lenders agreeing agree that they will use commercially reasonable efforts to new or increased Revolving attempt to minimize the costs of the type referred to in Section 2.13 that the Borrower would otherwise incur in connection with an increase of the Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e).

Increase of Commitments. On up to three occasions after (a) The Borrower shall have the Effective Dateoption, without the Borrower at its option mayconsent of the Lenders, from time to timetime to cause one or more increases in the Aggregate Commitments by adding, seek subject to the prior written consent of the Administrative Agent and each LC Issuer (each such consent not to be unreasonably withheld), to this Agreement one or more financial institutions as Lenders (collectively, the “New Lenders”) or by allowing one or more Lenders to increase their respective Commitments, subject to the Revolving satisfaction of the following conditions: (i) prior to and after giving effect to the increase, no Default or Event of Default shall have occurred hereunder and be continuing; (ii) no such increase shall cause the aggregate increases in Commitments pursuant to this Section 2.18 to exceed $500,000,000; (iii) no Lender’s Commitment shall be increased without such Lender’s consent; (iv) no more than three requests may be made for increases in Commitments pursuant to this Section 2.18; and (v) such increase shall be evidenced by up an Incremental Commitment Agreement and executed by the Borrower, the Administrative Agent, New Lenders, if any, and Lenders increasing their Commitments, if any, and which shall indicate the amount and allocation of such increase in the Aggregate Commitments and the effective date of such increase (the “Increase Effective Date”). Each financial institution that becomes a New Lender pursuant to an aggregate amount this Section by the execution and delivery to the Administrative Agent of $200,000,000 the applicable Incremental Commitment Agreement shall be a “Lender” for all purposes under this Agreement on the applicable Increase Effective Date. The Borrower shall borrow and prepay Loans on each Increase Effective Date (resulting and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Loans of each Lender ratable with such Lender’s revised Applicable Percentage after giving effect to any nonratable increase in maximum total Revolving the Aggregate Commitments of $650,000,000under this Section. (b) upon at least three As a condition precedent to each increase pursuant to subsection (3a) Business Days’ prior written notice above, the Borrower shall deliver to the Administrative Agent, which notice shall specify to the amount of any such increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent or the Borrower, in consultation with extent requested by the Administrative Agent, the following in form and substance satisfactory to the Administrative Agent: (i) a certificate dated as of the Increase Effective Date, signed by a Responsible Officer of the Borrower certifying that each of the conditions to such increase set forth in this Section shall have occurred and been complied with and that, before and after giving effect to such increase, no Default or Event of Default exists; (ii) such certificates of resolutions or other action, incumbency certificates and/or other certificates of Responsible Officers of the Borrower and each Guarantor as the Administrative Agent may offer require evidencing the identity, authority and capacity of each Responsible Officer thereof authorized to act as a Responsible Officer in connection with such increase (which agreement and any Guarantors’ Consent to such increase agreement, and such documents and certifications as the Administrative Agent may be declined by any Lender require to evidence that the Borrower and each Guarantor is validly existing and in good standing in its sole discretionjurisdiction of organization; and (iii) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities favorable opinion of independent legal counsel reasonably acceptable to the Administrative Agent and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to the Administrative Agent a document Agent, in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any such existing Lender agrees to the amount of its Revolving Commitment increaseAgent, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect relating to such assignments increase agreement and adjustmentsany Guarantors’ Consent to such increase agreement, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion addressed to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)each Lender.

Increase of Commitments. On up to three occasions after the Effective Date, the (a) The Borrower at its option may, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice to the Administrative AgentAgent given not less than 45 days prior to the requested effective date, which notice request that the Commitments be increased in increments of $10,000,000 (but in no event may the total Commitments after giving effect to all increases pursuant to this Section 2.12 exceed $450,000,000). The Administrative Agent shall specify notify the amount Lenders of its receipt of any such increase notice given pursuant to this Section 2.12(a) within two Business Days after the Administrative Agent's receipt thereof. Each Lender (which shall not be less than $10,000,000a "Consenting Lender") may, by irrevocable notice to the Borrower and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent or delivered to the Borrower, in consultation with Administrative Agent not later than 30 days after the receipt of notice from the Administrative Agent, may offer inform the Administrative Agent that it wishes to participate in the requested increase (which and the amount of such participation. Such consent may be declined given or withheld by any each Lender in its absolute and sole discretion. (b) in The Borrower shall have the Revolving Commitments on either a ratable basis right, by notice to the Lenders or on a non pro-rata basis Administrative Agent given not less than 45 days prior to the requested effective date, to increase the Commitments in increments of $10,000,000 (but in no event may the total Commitments after giving effect to all increases pursuant to this Section 2.12 exceed $450,000,000) provided that one or more Lenders and/or to other Lenders or entities reasonably Persons acceptable to the Borrower, the Administrative Agent and the Borrower. No increase in the Revolving LC Issuer has agreed to make a Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount on and the Borrower shall have delivered subject to the Administrative Agent a document in form terms of this Agreement and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any has executed such existing Lender agrees to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may deems reasonably requestnecessary or advisable to add such Person or Persons as a Lender hereunder. No consent The Administrative Agent shall notify the Lenders of its receipt of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made notice given pursuant to this Section 2.09(e)2.12(b) within two Business Days after the Administrative Agent's receipt thereof. (c) The Borrower shall not be entitled to request an increase in the Commitments nor shall any approved Commitment increase be effective if any Default or Event of Default shall have occurred and be continuing at such time.

Increase of Commitments. On up to three occasions (a) The Borrower shall have the right at any time after the Effective DateDate to request that the aggregate Commitments hereunder be increased (a “Commitment Increase”) in accordance with the following provisions and subject to the following conditions: (i) The Borrower shall give the Administrative Agent, which shall promptly deliver a copy thereof to each of the Borrower at its option mayLenders, from time to time, seek to increase the Revolving Commitments by up to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) ten Business Days’ prior written notice (a “Notice of Increase”) of any such requested increase specifying the aggregate amount by which the Commitments are to be increased, which shall be at least $5 million, the requested date of increase (the “Requested Increase Date”) and the date by which the Lenders wishing to participate in the Commitment Increase must commit to an increase in the amount of their respective Credit Commitments (the “Commitment Date”). Each Lender that is willing in its sole discretion to participate in such requested Commitment Increase (each an “Increasing Lender”) shall give written notice to the Administrative Agent on or prior to the Commitment Date of the amount by which it is willing to increase its Commitment. (ii) Promptly following each Commitment Date, the Administrative Agent shall notify the Borrower as to the amount, if any, by which the Lenders are willing to participate in the requested Commitment Increase. In addition, the Borrower may extend offers to one or more Eligible Assignees, each of which must be reasonably satisfactory to the Administrative Agent, which notice (such consent not to be unreasonably withheld) to participate in any portion of the requested Commitment Increase; provided, however, that the Commitment of each such Eligible Assignee shall specify the be in an amount of any such increase (which shall not be less than $10,000,0001 million or an integral multiple of $1 million in excess thereof. Any such Eligible Assignee that agrees to acquire a Commitment pursuant hereto is herein called an “Additional Lender”. (iii) Effective on the Requested Increase Date, subject to the terms and conditions hereof, (x) the Commitment Schedule shall certify that no Default has occurred and is continuing. After delivery be deemed to be amended to reflect the increases contemplated hereby, (y) the Commitment of such notice, each Increasing Lender shall be increased by an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to increase its Commitment), and (z) each Additional Lender shall enter into an agreement in form and substance reasonably satisfactory to the Borrower and the Administrative Agent pursuant to which it shall undertake, as of such Requested Increase Date, a new Commitment in an amount determined by the Administrative Agent and the Borrower (but in no event greater than the amount by which such Lender is willing to participate in the requested Commitment Increase), and such Additional Lender shall thereupon be deemed to be a Lender for all purposes of this Agreement. (iv) If on the Requested Increase Date there are any Loans outstanding hereunder, the Borrower shall borrow from all or certain of the BorrowerLenders and/or prepay Loans of all or certain of the Lenders such that, after giving effect thereto, the Loans (including, without limitation, the Types and Interest Periods thereof) and such participations shall be held by the Lenders (including for such purposes the Increasing Lenders and the Additional Lenders) ratably in consultation accordance with their respective Commitments. On and after each Increase Date, the ratable share of each Lender’s participation in Letters of Credit and Loans from draws under Letters of Credit shall be calculated after giving effect to each such Commitment Increase. (b) Anything in this Section 2.22 to the contrary notwithstanding, no increase in the aggregate Commitments hereunder pursuant to this Section 2.22 shall be effective unless: (i) as of the date of the relevant Notice of Increase and on the relevant Requested Increase Date and after giving effect to such increase, (x) no Default or Event of Default shall have occurred and be continuing and (y) the condition set forth in Section 4.02(a) shall be required to be satisfied; (ii) to the extent reasonably requested by the Administrative Agent, may offer receipt by the increase Administrative Agent of (which may be declined by any Lender A) customary legal opinions, board resolutions and officers’ certificates consistent with the documentation delivered on the Effective Date (conformed as appropriate) other than changes to such legal opinions resulting from a change in its sole discretion) law, change in the Revolving Commitments on either a ratable basis fact or change to the Lenders or on a non pro-rata basis to one or more Lenders and/or to other Lenders or entities counsel’s form of opinion reasonably acceptable satisfactory to the Administrative Agent and (B) any reaffirmation or similar documentation as reasonably requested by the Borrower. No increase Administrative Agent in order to ensure that such Increasing Lender or Additional Lender is provided with the Revolving benefit of the applicable Loan Documents; (iii) after giving effect to such Commitment Increases, the aggregate principal amount of all such Commitment Increases incurred since the Effective Date shall become effective until not exceed $100 million; and (iv) after giving effect to any such Commitment Increase, the existing Borrower shall be in pro forma compliance with the Financial Covenants for the most recently ended Reference Period for which financial statements have been (or new Lenders extending such incremental Commitment amount were required to be) delivered to the Administrative Agent and the Borrower shall have delivered to the Administrative Agent a document in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any detailed calculations demonstrating such existing Lender agrees to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect to such assignments and adjustments, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)compliance.

Increase of Commitments. On up to three occasions after (a) The Borrower shall have the Effective Dateoption, without the Borrower at its option mayconsent of the Lenders, from time to time, seek time to increase cause one or more increases in the Revolving Aggregate Commitments by up adding, subject to an aggregate amount of $200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ the prior written notice to the Administrative Agent, which notice shall specify the amount consent of any such increase (which shall not be less than $10,000,000) and shall certify that no Default has occurred and is continuing. After delivery of such notice, the Administrative Agent and each LC Issuer (each such consent not to be unreasonably withheld), to this Agreement one or more financial institutions as Lenders (collectively, the Borrower, in consultation with the Administrative Agent, may offer the increase (which may be declined “New Lenders”) or by any Lender in its sole discretion) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to allowing one or more Lenders and/or to other Lenders increase their respective Commitments, subject to the satisfaction of the following conditions: (i) prior to and after giving effect to the increase, no Default or entities Event of Default shall have occurred hereunder and be continuing; (ii) no such increase shall cause the aggregate increases in Commitments pursuant to this Section 2.18 to exceed $400,000,000; (iii) no Lender’s Commitment shall be increased without such Lender’s consent; (iv) no more than three requests may be made for increases in Commitments pursuant to this Section 2.18; and (v) such increase shall be evidenced by an incremental commitment agreement in form and substance reasonably acceptable to the Administrative Agent and executed by the Borrower. No , the Administrative Agent, New Lenders, if any, and Lenders increasing their Commitments, if any, and which shall indicate the amount and allocation of such increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount Aggregate Commitments and the Borrower shall have delivered effective date of such increase (the “Increase Effective Date”). Each financial institution that becomes a New Lender pursuant to this Section by the execution and delivery to the Administrative Agent of the applicable incremental commitment agreement shall be a document “Lender” for all purposes under this Agreement on the applicable Increase Effective Date. The Borrower shall borrow and prepay Loans on each Increase Effective Date (and pay any additional amounts required pursuant to Section 3.05) to the extent necessary to keep the outstanding Loans of each Lender ratable with such Lender’s revised Applicable Percentage after giving effect to any nonratable increase in the Aggregate Commitments under this Section. (b) As a condition precedent to each increase pursuant to subsection (a) above, the Borrower shall deliver to the Administrative Agent, to the extent requested by the Administrative Agent, the following in form and substance satisfactory to the Administrative Agent: (i) a certificate dated as of the Increase Effective Date, signed by a Responsible Officer of the Borrower certifying that each of the conditions to such increase set forth in this Section shall have occurred and been complied with and that, before and after giving effect to such increase, no Default or Event of Default exists; (ii) such certificates of resolutions or other action, incumbency certificates and/or other certificates of Responsible Officers of the Borrower and each Guarantor as the Administrative Agent may require evidencing the identity, authority and capacity of each Responsible Officer thereof authorized to act as a Responsible Officer in connection with such increase agreement and any Guarantors’ Consent to such increase agreement, and such documents and certifications as the Administrative Agent may require to evidence that the Borrower and each Guarantor is validly existing and in good standing in its jurisdiction of organization; and (iii) a favorable opinion of independent legal counsel reasonably acceptable to the Administrative Agent, in form and substance reasonably satisfactory to the Administrative Agent pursuant to which (i) any such existing Lender agrees to the amount of its Revolving Commitment increaseAgent, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of a Lender hereunder, (iii) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of any increase in the Revolving Commitments is specified and (v) the Borrower certifies that on such date the conditions for a new Loan set forth in Section 4.02 are satisfied. Upon the effectiveness of any increase in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effect relating to such assignments increase agreement and adjustmentsany Guarantors’ Consent to such increase agreement, all Revolving Credit Exposure hereunder is held ratably by the Lenders in proportion addressed to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of such Loan. Any increase of the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e)each Lender.

Increase of Commitments. On up (a) Provided that (i) the Bridge Loan shall have repaid in full, (ii) the Tranche B Loans shall have been paid in full and the Tranche B Commitments shall have been terminated and (iii) no Default or Event of Default has occurred and is continuing, Borrower may, at any time and from time to three occasions time after the Effective Date, provide a written request to the Borrower at its option may, from time to time, seek Administrative Agent to increase the Revolving Tranche A Commitments by up to an aggregate maximum amount of Seventy-five Million Dollars ($200,000,000 (resulting in maximum total Revolving Commitments of $650,000,000) upon at least three (3) Business Days’ prior written notice 75,000,000.00). Subject to the Administrative Agentterms hereof, which notice shall specify the amount of any Borrower may request to obtain such increase in the Tranche A Commitments (which shall not be less “Proposed Increased Commitment”) from Lenders or banks, financial institutions or other entities other than $10,000,000) and shall certify that no Default has occurred and is continuingthe Lenders. After delivery of such notice, the Administrative Agent or the Borrower, in consultation with the Administrative Agent, Borrower may offer the increase opportunity to provide all or a portion of the Proposed Increased Commitment to (which may be declined by any Lender in its sole discretioni) in the Revolving Commitments on either a ratable basis to the Lenders or on a non pro-rata basis to one or more Tranche A Lenders and/or to (ii) other Lenders banks, financial institutions or other entities reasonably acceptable to with the consent of the Administrative Agent and the Borrower. No increase in the Revolving Commitment shall become effective until the existing or new Lenders extending such incremental Commitment amount and the Borrower shall have delivered to L/C Issuer (which consents of the Administrative Agent and the L/C Issuer shall not be unreasonably withheld or delayed). If offered by Borrower, each Tranche A Lender shall have the right, but not the obligation to commit to all or a document portion of its pro rata amount of the Proposed Increased Commitment based on the then existing allocation of the Tranche A Commitments. As a precondition to such Proposed Increased Commitment becoming effective, the Asset Coverage Ratio covenant shall be met respecting such new Maximum Amount. Any additional bank, financial institution or other entity which Borrower selects to offer a portion of the increased aggregate Tranche A Commitments in form accordance with the terms hereof and substance reasonably satisfactory which elects to become a party to this Agreement and obtain a Tranche A Commitment in an amount so offered and accepted by it pursuant to this Section shall execute such instruments, documents and agreements as the Administrative Agent pursuant shall determine to which (i) any cause such existing Lender agrees bank, financial institution or other entity to the amount of its Revolving Commitment increase, (ii) any such new Lender agrees to its Revolving Commitment amount and agrees to assume and accept the obligations and rights of become a Tranche A Lender hereunder, whereupon such bank, financial institution or other entity shall become a Tranche A Lender for all purposes and to the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement, provided that the Tranche A Commitment of any such bank, financial institution or other entity shall be in an amount of not less than $5,000,000. (iiib) the Borrower accepts such incremental Revolving Commitments, (iv) the effective date of Upon any increase in the Revolving aggregate Tranche A Commitments is specified pursuant to Section 2.17(a), within five Business Days, in the case of any Base Rate Loans then outstanding, and (v) at the end of the then current Interest Period with respect thereto, in the case of any LIBOR Loans then outstanding, Borrower certifies that on shall prepay such date Loans in their entirety and, to the extent Borrower elects to do so and subject to the conditions for a new Loan set forth specified in Section 4.02 5.02, Borrower shall reborrow Tranche A Loans from the Tranche A Lenders in proportion to their respective Tranche A Commitments after giving effect to such increase, until such time as all outstanding Tranche A Loans are satisfiedheld by the Tranche A Lenders in such proportion. Upon Effective upon such increase, the effectiveness amount of any increase the participations held by each Tranche A Lender in the Revolving Commitments pursuant hereto, (i) each Lender (new or existing) Letter of Credit then outstanding shall be deemed to have accepted an assignment from the existing Lenders, and the existing Lenders shall be deemed to have made an assignment to each new or existing Lender accepting a new or increased Revolving Commitment, of an interest in each then outstanding Revolving Loan (in each case, on the terms and conditions set forth in the Assignment and Assumption) and (ii) the Swingline Exposure and LC Exposure of the existing and new Lenders shall be automatically adjusted such that, after giving effective to such adjustments, the Tranche A Lenders shall hold participations in each such Letter of Credit in the proportion its respective Tranche A Commitment bears to the aggregate Tranche A Commitments of all of the Tranche A Lenders after giving effect to such assignments increase. The Collateral Trustee and adjustments, all Revolving Credit Exposure hereunder is held ratably Borrower shall execute and deliver such documents and instruments deemed reasonably necessary by either of them to maintain the Lenders in proportion to their respective Revolving Commitments. Assignments pursuant to the preceding sentence shall be made in exchange for, perfection and substantially contemporaneously with the payment to the assigning Lenders of, the principal amount assigned plus accrued and unpaid interest and commitment and Letter of Credit fees. Payments received by assigning Lenders pursuant to this Section in respect priority of the principal amount of any Eurocurrency Loan shall, for purposes of Section 2.16 be deemed prepayments of Liens on the Collateral with respect to such Loan. Any increase of in the Revolving Commitments pursuant to this Section shall be subject to receipt by the Administrative Agent from the Borrower of such supplemental opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. No consent of any Lender (other than the Lenders agreeing to new or increased Revolving aggregate Commitments) shall be required for any incremental Revolving Commitment provided or Loan made pursuant to this Section 2.09(e).