Common use of Increase of Commitments Clause in Contracts

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing, the Borrower may at any time from time to time prior to the Revolving Termination Date request one or more increases of the Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, the aggregate amount of the Revolving Commitments as so increased shall not exceed $75,000,000. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Revolving Commitments may offer one or more Revolving Lenders an opportunity to subscribe for its Applicable Percentage (with respect to the existing Revolving Commitments (prior to such increase)) of the increased Revolving Commitments. The Administrative Agent shall, within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Revolving Commitment shall notify the Administrative Agent in writing no later than ten (10) Business Days after receipt of notice from the Administrative Agent. Any Lender that does not notify the Administrative Agent within the time period specified above that it will increase its Revolving Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Revolving Commitment shall be irrevocable.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing, the Borrower may at any time and from time to time prior to the Revolving Termination Date request one or more increases an increase of the aggregate Revolving Loan Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, thatthat (i) each such increase shall be at least $25,000,000, (ii) the aggregate amount of the Revolving cumulative increase in Commitments as so increased pursuant to this Section 2.19 shall not exceed $75,000,000100,000,000 (so that the maximum amount of the revised Revolving Loan Commitments shall not be greater than $250,000,000) and (iii) the Revolving Loan Commitment of any Lender may not be increased without such Lender’s consent. Any The Administrative Agent shall communicate such Commitment Increase Notice delivered to the Lenders as directed by the Borrower. Any Lender that accepts an offer to it by the Borrower to increase its Revolving Loan Commitment pursuant to this Section 2.19 shall, in each case, execute a Commitment Increase Agreement with respect the Borrower and the Administrative Agent, whereupon such Lender shall be bound by and entitled to any proposed increase in the Revolving Commitments may offer one or more Revolving Lenders an opportunity to subscribe for its Applicable Percentage (benefits of this Agreement with respect to the existing full amount of its Revolving Commitments (prior Loan Commitment as so increased, and the definition of Revolving Loan Commitment in Section 1.01 hereof shall be deemed to be amended to reflect such increase)) of the increased Revolving Commitments. The Administrative Agent shall, within five (5) Business Days after receipt of a Commitment Increase Notice, notify each No Lender of such request. Each Lender desiring shall have any obligation whatsoever to agree to increase its Revolving Commitment shall notify the Administrative Agent in writing no later than ten (10) Business Days after receipt of notice from the Administrative Agent. Any Lender that does not notify the Administrative Agent within the time period specified above that it will increase its Revolving Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Revolving Commitment shall be irrevocableLoan Commitment.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuingThe Borrower may, the Borrower may at any time from time to time prior to the Revolving Termination Date request one or more increases of the Revolving Commitments by written notice to the Administrative Agent in writing 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 of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, not to exceed the aggregate amount of the Revolving Commitments as so increased shall not exceed $75,000,000. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Revolving Commitments may offer 250,000,000 from one or more Revolving additional Lenders an opportunity (which may include any existing Lender) willing to subscribe for its Applicable Percentage (with respect to the existing Revolving provide such incremental Commitments (prior to such increase)) of the increased Revolving Commitmentsin their own discretion. The Administrative Agent shalland/or its Affiliates shall use commercially reasonable efforts, within five (5) Business Days after receipt 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 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 Increase Noticeof an existing Lender with the consent of only the Borrower, notify each Lender of such request. Each Lender desiring to increase its Revolving Commitment shall notify the Administrative Agent in writing no later than ten (10) Business Days after receipt of notice from the Administrative Agent. Any , and the new or existing Lender that providing such additional Commitment so long as the Aggregate Commitment does not notify the Administrative Agent within the time period specified above that it will increase its Revolving Commitment will 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 deemed to have rejected such offer. Any constitute an agreement by a any Lender to increase its Revolving Commitment Commitments hereunder. Such increases shall be irrevocable.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, a copy of which shall be forwarded to each Lender by the Administrative Agent promptly after execution

Increase of Commitments. (a) If no Default or Event of Default shall have occurred and be continuing, the Borrower may at any time from time to time prior to the Revolving Termination Date request one or more increases of the Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “"Commitment Increase Notice”"); provided, however, that, the aggregate amount of the Revolving Commitments as so increased shall not exceed $75,000,000100,000,000. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Revolving Commitments may offer one or more Revolving Lenders an opportunity to subscribe for its Applicable Percentage (with respect to the existing Revolving Commitments (prior to such increase)) of the increased Revolving Commitments. The Administrative Agent shall, within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Revolving Commitment shall notify the Administrative Agent in writing no later than ten (10) Business Days after receipt of notice from the Administrative Agent. Any Lender that does not notify the Administrative Agent within the time period specified above that it will increase its Revolving Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Revolving Commitment shall be irrevocable.

Increase of Commitments. (a) If no Default or Default, Event of Default or Material Adverse Effect shall have occurred and be continuingcontinuing and all of the conditions described in Section 4.02(a) and (d) are satisfied, the Borrower Company may at any time and from time to time prior to the Revolving Termination Date request one or more increases an increase of the Revolving aggregate Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, thatthat (i) each such increase shall be at least $10,000,000, (ii) the cumulative increase in Commitments pursuant to this Section 2.19 shall not exceed $100,000,000, (iii) the Commitment of any Lender may not be increased without such Lender’s consent, and (iv) the aggregate amount of the Revolving Lenders’ Commitments as so increased shall not exceed $75,000,000300,000,000. Any such Commitment Increase Notice delivered with respect to Following any proposed increase in the Revolving Commitments may offer one or more Revolving Lenders an opportunity to subscribe for its Applicable Percentage (with respect to the existing Revolving Commitments (prior to such increase)) of the increased Revolving Commitments. The Administrative Agent shall, within five (5) Business Days after receipt of a Commitment Increase Notice, notify each the Company may, in its sole discretion, but with the consent of the Administrative Agent, the Issuing Lender and the Swingline Lender as to any Person that is not at such time a Lender (which consent shall not be unreasonably withheld or delayed), offer to any existing Lender or to one or more additional banks or financial institutions the opportunity to participate in all or a portion of such request. Each Lender desiring unsubscribed portion of the increased Commitments pursuant to increase its Revolving Commitment shall notify paragraph (b) or (c) below, as applicable, by notice to the Administrative Agent Agent. Promptly and in writing no later than any event within ten (10) Business Days after receipt of notice from the Administrative Agent. Any Lender that does not notify Company of its desire to offer such unsubscribed commitments to certain existing Lenders, to the additional banks or financial institutions identified therein or such existing Lenders, additional banks or financial institutions identified by the Administrative Agent within and approved by the time period specified above that it will increase its Revolving Commitment will be deemed Company, the Administrative Agent shall notify such proposed lenders of the opportunity to have rejected participate in all or a portion of such offer. Any agreement by a Lender to increase its Revolving Commitment shall be irrevocableunsubscribed portion of the increased Commitments.

Increase of Commitments. (ai) If no Default or Event of Default shall have occurred and be continuing, the Borrower may at any time from time to time prior to the Revolving Termination Date request one or more increases of the Revolving Commitments by upon written notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”), Borrower may from time to time prior to the Maturity Date, request an increase of the Aggregate Commitments (but not the L/C Sublimit) by an amount (for all such requests) not exceeding One Hundred Million Dollars ($100,000,000); provided, however, provided that, the aggregate (i) any such request for an increase shall be in a minimum amount of the Revolving Commitments as so increased shall not exceed Twenty Five Million Dollars ($75,000,00025,000,000); and (ii) Borrower may make a maximum of two (2) such requests. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Revolving Commitments Commitment may offer one or more Revolving Lenders an opportunity to subscribe for its Applicable Percentage (with respect to the existing Revolving Commitments Commitment (prior to such increase)) of the increased Revolving Aggregate Commitments. The Administrative Agent shallshall promptly, and in any event within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Revolving Commitment shall notify the Administrative Agent in writing no later than ten (10) Business Days after receipt of notice from the Administrative Agent. Any Lender that does not notify the Administrative Agent within the time period specified above that it will will, in its sole discretion, increase its Revolving Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Revolving Commitment shall be irrevocable.

Increase of Commitments. (a) If no Default or Event of Default shall have occurred After the date hereof and be continuing, the Borrower may at any time from time to time prior to the Revolving Commitment Termination Date request one Date, the aggregate Commitments may be increased a single time by an amount equal to U.S.$50,000,000 and additional Lenders acceptable to the Borrowers (and approved by the Administrative Agent, which approval shall not be unreasonably withheld or more increases delayed) (each, an “Additional Lender”) may be incorporated into this Agreement by execution of a Facility Increase Amendment by the Revolving Commitments Borrowers and each such Additional Lender or any Lender, as applicable, increasing its Commitment and acknowledged by notice to the Administrative Agent (which acknowledgment shall not be unreasonably withheld or delayed). For the avoidance of doubt, in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, no event shall the aggregate amount of outstanding Loans and Commitments hereunder exceed U.S.$500,000,000. From and after the Revolving Commitments date of the Facility Increase Amendment, each Additional Lender, if any, shall be a party hereto and have the rights and obligations of a Lender under this Agreement and the other Loan Documents, and this Agreement (including Schedules 1 and 2 hereto) and the other Loan Documents shall be deemed amended as so increased provided in such Facility Increase Amendment. For the avoidance of doubt, the foregoing shall not exceed $75,000,000. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Revolving Commitments may offer one or more Revolving Lenders an opportunity to subscribe for its Applicable Percentage (with respect to the existing Revolving Commitments (prior to such increase)) of the increased Revolving Commitments. The Administrative Agent shall, within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Revolving Commitment shall notify the Administrative Agent in writing no later than ten (10) Business Days after receipt of notice from the Administrative Agent. Any Lender that does not notify the Administrative Agent within the time period specified above that it will increase its Revolving Commitment will be deemed to have rejected such offer. Any constitute an agreement by a any Lender to enter into a Facility Increase Amendment or increase the amount of its Revolving Commitment shall be irrevocableCommitment.

Increase of Commitments. (a) If no Default or Event of Default or Material Adverse Effect shall have occurred and be continuing, the Borrower Borrowers may at any time from time to time prior to the Revolving Termination Date request one or more increases of the Revolving Commitments by notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, that, (i) the Commitment of any Lender may not be increased without such Lender’s consent, (ii) the aggregate amount of the Revolving Commitments as so increased shall not exceed $75,000,000225,000,000, and (iii) the Commitments may not be increased without the consent of the Agent (which consent shall not be unreasonably withheld or delayed). Any such Commitment Increase Notice delivered with respect to any proposed increase in the Revolving Commitments may must offer one or more Revolving Lenders each Lender an opportunity to subscribe for its Applicable Commitment Percentage (with respect to the existing Revolving Commitments (prior to such increase)) of the increased Revolving Commitments. The Administrative Agent shall, within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Revolving Commitment shall notify the Administrative Agent in writing no later than ten (10) Business Days after receipt of notice from the Administrative Agent. Any Lender that does not notify the Administrative Agent within the time period specified above that it will increase its Revolving Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Revolving Commitment shall be irrevocable.

Increase of Commitments. (a) If no Default or Event of Default Upon notice to the Agent (who shall have occurred and be continuingpromptly notify the Lenders), the Borrower may at any time may, from time to time prior to the Revolving Termination Date request one or more increases day which is the fifty-four (54) month anniversary of the Revolving Closing Date, request an increase in the Aggregate Commitments by notice up to an aggregate of $500,000,000; provided that, in the Administrative Agent in writing of event the amount of such proposed increase (each such notice, a “Commitment Increase Notice”); provided, however, thatBorrower has reduced the Aggregate Commitments pursuant to Section 2.5, the aggregate amount of increases in the Revolving Aggregate Commitments as so increased pursuant to this Section 2.6 shall not exceed $75,000,000. Any such Commitment Increase Notice delivered with respect to 200,000,000; provided further that any proposed increase in the Revolving Aggregate Commitments may offer one or more Revolving Lenders an opportunity pursuant to subscribe for its Applicable Percentage this Section 2.6 shall not increase the Alternative Currency Sublimit. At the time of sending such notice, the Borrower (in consultation with respect to the existing Revolving Commitments (prior to such increase)Agent) of shall specify the increased Revolving Commitments. The Administrative Agent shall, time period within five (5) Business Days after receipt of a Commitment Increase Notice, notify which each Lender of is requested to respond to such request. Each Lender desiring shall respond within such time period to the Agent as to whether or not it agrees to increase its Revolving Commitment shall notify the Administrative Agent in writing no later and, if so, whether by an amount equal to or less than ten (10) Business Days after receipt its Commitment Percentage of notice from the Administrative Agentsuch requested increase. Any Lender that does not notify the Administrative Agent responding within the such time period specified above that it will increase its Revolving Commitment will shall be deemed to have rejected such offer. Any agreement by a Lender declined to increase its Revolving Commitment Commitment. The Agent shall be irrevocablenotify the 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 (i) request that one or more other Lenders, in their sole and absolute discretion, nonratably increase their Commitment(s) and/or (ii) invite additional Eligible Assignees to become Lenders under the terms of this Agreement.

Increase of Commitments. (ai) If no Default or Event of Default shall have occurred and be continuingAt any time, but not more than twice, the Borrower may at any time from time to time request that the Aggregate Commitment be increased; provided that, without the prior to the Revolving Termination Date request one or more increases written consent of all of the Revolving Commitments by notice to Lenders, (a) the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Aggregate Commitment Increase Notice”); provided, however, that, shall at no time exceed $200,000,000 minus the aggregate amount of all reductions in the Revolving Commitments as so increased Aggregate Commitment previously made pursuant to Section 2.6(A); and (b) each such request shall be in a minimum amount of at least $10,000,000 and increments of $5,000,000 in excess thereof. Such request shall be made in a written notice given to the Agent and the Lenders by the Borrower not exceed $75,000,000. Any less than twenty (20) Business Days prior to the proposed effective date of such increase, which notice (a "Commitment Increase Notice delivered with respect to any Notice") shall specify the amount of the proposed increase in the Revolving Commitments may offer one or more Revolving Aggregate Commitment and the proposed effective date of such increase. In the event of such a Commitment Increase Notice, each of the Lenders an shall be given the opportunity to subscribe for its Applicable Percentage (with respect participate in the requested increase ratably in the proportions that their respective Commitments bear to the existing Revolving Commitments (Aggregate Commitment under this Agreement. On or prior to such increase)) of the increased Revolving Commitments. The Administrative Agent shall, within five date that is fifteen (515) Business Days after receipt of a the Commitment Increase Notice, notify each Lender of such request. Each Lender desiring shall submit to the Agent a notice indicating the maximum amount by which it is willing to increase its Revolving Commitment shall notify in connection with such Commitment Increase Notice (any such notice to the Administrative Agent in writing no later than ten (10) Business Days after receipt of notice from the Administrative Agentbeing herein a "Lender Increase Notice"). Any Lender that which does not notify the Administrative Agent within the time period specified above that it will increase its Revolving Commitment will be deemed to have rejected such offer. Any agreement by submit a Lender to increase its Revolving Commitment shall be irrevocable.Lender

Increase of Commitments. (ai) If no Default or Event of Default shall have occurred and be continuing, the Borrower may at any time from time to time prior to the Revolving Termination Date request one or more increases of the Revolving Commitments by upon written notice to the Administrative Agent in writing of the amount of such proposed increase (each such notice, a “Commitment Increase Notice”), Borrower may from time to time prior to the Maturity Date, request an increase of the Aggregate Commitments (but not the L/C Sublimit) by an amount (for all such requests) not exceeding Seventy Five Million Dollars ($75,000,000); provided, however, provided that, the aggregate (i) any such request for an increase shall be in a minimum amount of the Revolving Commitments as so increased shall not exceed Twenty Five Million Dollars ($75,000,00025,000,000); and (ii) Borrower may make a maximum of two (2) such requests. Any such Commitment Increase Notice delivered with respect to any proposed increase in the Revolving Commitments Commitment may offer one or more Revolving Lenders an opportunity to subscribe for its Applicable Percentage (with respect to the existing Revolving Commitments Commitment (prior to such increase)) of the increased Revolving Aggregate Commitments. The Administrative Agent shallshall promptly, and in any event within five (5) Business Days after receipt of a Commitment Increase Notice, notify each Lender of such request. Each Lender desiring to increase its Revolving Commitment shall notify the Administrative Agent in writing no later than ten (10) Business Days after receipt of notice from the Administrative Agent. Any Lender that does not notify the Administrative Agent within the time period specified above that it will will, in its sole discretion, increase its Revolving Commitment will be deemed to have rejected such offer. Any agreement by a Lender to increase its Revolving Commitment shall be irrevocable.