Common use of Increase Clause in Contracts

Increase. (a) The Company may by giving prior notice to the Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may by giving prior notice to the Agent by no later than the date falling 20 five Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 9.14 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments under that Facility shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) Group and which is further acceptable to the Agent (acting reasonably)) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) increase the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of promptly on demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.22.3. (e) The Company may shall pay to the Increase Lender a fee in the amount and at the times as may be agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 25.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 2.3 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company Borrower may by giving prior notice to the Agent by no later than the date falling 20 10 Business Days after the effective date of a cancellation of: (i) of the Available Commitments Commitment or the Revolving Facility Commitment of a Defaulting an Illegal Lender in accordance with Clause 9.5 8.1 (Right of cancellation in relation to a Defaulting Lender); or (iiIllegality) the Commitments of a or Replaceable Lender in accordance with Clause 9.1 37.7 (IllegalityCancellation and repayment of a Replaceable Lender (other than an Illegal Lender), ) (such Available Commitment or Revolving Facility Commitment so cancelled being the “Cancelled Commitment”) request that the Total Revolving Facility Commitments be increased (and the Total Revolving Facility Commitments shall be so increased) in by an aggregate Base Currency Amount amount in Hong Kong dollars of up to the amount of the Available Commitments or Commitments so cancelled Cancelled Commitment as follows: (iiii) the such increased Revolving Facility Commitments will be assumed by one or more Lenders or persons (other banks, financial institutions, trusts, funds or other entities than a Group Member) (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) Borrower and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the such increased Revolving Facility Commitments under that Facility which it is to assumeassume (the “Assumed Commitment” of such Increase Lender), as if it had been an Original Lender; (ivii) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the that Increase Lender been an Original Lender (with the Assumed Commitment in respect of such Increase Lender, in addition to any other Commitment which such Increase Lender may otherwise have in accordance with this Agreement); (viii) each Increase Lender shall become a Party as a “Lender” and any Increase Lender (with the Assumed Commitment in respect of such Increase Lender, in addition to any other Commitment which such Increase Lender may otherwise have in accordance with this Agreement) and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viiv) the Commitments of the other Lenders shall continue in full force and effect; and (viiv) any such increase in the Total Revolving Facility Commitments shall take effect on the later of (1) the date specified by the Company Borrower in the notice referred to above or (2) any later date on which the conditions set out in paragraph (b) below are satisfiedsatisfied in respect of such increase. (b) An increase in the Total Revolving Facility Commitments pursuant to this Clause 2.2 will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the each relevant Increase LenderLender in respect of such increase, which the Agent shall execute promptly on request; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (Biii) in relation to an Increase Lender which is not a Lender immediately prior to the performance by relevant increase, the Agent of being satisfied that it has complied with all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Assumed Commitments by that Increase Lender, the completion of which the . The Agent shall promptly notify to the Company Borrower and the Increase LenderLender upon being so satisfied. (c) Each Increase Lender, by executing the an Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase in Revolving Facility Commitments (to which such Increase Confirmation relates) becomes effective. (d) Unless The Borrower shall promptly on demand pay the Agent otherwise agrees and the Common Security Agent the amount of all costs and expenses (including legal fees) reasonably incurred by the Agent or the increased Commitment is assumed Common Security Agent (as applicable and, in the case of the Common Security Agent, by an existing Lender, the Company any Receiver or Delegate) in connection with any increase in Revolving Facility Commitments under this Clause 2.2. (e) An Increase Lender shall, on the date upon which the increase its assumption of any Assumed Commitment takes effect, pay to the Agent (for its own account) a fee of £1,500 in an amount equal to the fee which would be payable under Clause 25.2 (Assignment or transfer fee) if such assumption was a transfer pursuant to Clause 25.5 (Procedure for transfer) and if the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2Increase Lender was a New Lender. (ef) The Company Borrower may pay to the an Increase Lender a fee in the amount and at the times agreed between the Company Borrower and the that Increase Lender in a Fee Letter. (fg) Clause 27.4 25.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may by giving prior notice to the Facility Agent by no later than the date falling 20 within ten Business Days after of the effective date of a cancellation of: (i) the Available undrawn Commitments of a Defaulting Lender in accordance with Clause 9.5 under Subclause 31.4 (Right of cancellation in relation to a Defaulting Lender); , or (ii) the Commitments Commitment of a Lender in accordance with Clause 9.1 Subclause 10.1 (IllegalityMandatory prepayment — illegality), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount of up to the amount of the Available undrawn Commitments or Commitments so cancelled as followsthe Commitments, referred to above, which have been cancelled. (b) Following a request under paragraph (a) above: (iiii) the increased Commitments Commitment will be assumed by one or more Lenders a Lender or other banksbank or financial institution or trust, financial institutions, trusts, funds fund or other entities entity which is regularly engaged in or established for the purpose of making, purchasing or investing in loans, securities or other financial assets (each other than a Subsidiary of the Company) (an “Increase Lender”) selected by the Company (each and in respect of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Facility Agent (acting reasonably) has carried out and been satisfied with the results of all customer due diligence requirements, and each of which confirms its willingness to assume and does assume that it has assumed all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, Commitment as if it had been an Original Lender; (ivii) each of the Obligors and any the Increase Lender shall will assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (viii) each the Increase Lender shall will become a Party as a “Lender” Lender and any the Increase Lender and each of the other Finance Parties shall will assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viiv) the Commitments of the other Lenders shall will continue in full force and effect; and (viiv) any the increase in the Total Commitments shall take effect will become effective on the date specified by the Company referred to in the notice referred to delivered under paragraph (a) above or any later date on which the conditions set out in paragraph (bc) below are satisfied. (bc) An increase in the Total Commitments will only be effective on: (i) the execution by the Facility Agent of an confirmation (the Increase Confirmation Confirmation) from the relevant Increase Lender substantially in the form set out in Schedule 9 (Form of Increase Confirmation) that the Increase Lender will assume the same obligations to the other Finance Parties as it would have been under if it had been an Original Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) increase the performance by the Facility Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations customer due diligence requirements in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Facility Agent shall must promptly notify to the Company and the Increase Lender. (cd) Each Increase Lender, by executing entering into the Increase Confirmation, confirms (for the avoidance of doubt) that the Facility Agent has authority to execute enter into on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or relevant Lenders in accordance with this Agreement on or prior to before the date on which the increase becomes effective. (de) Unless the Facility Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, must on the date upon which that the increase takes effectbecomes effective, pay to the Facility Agent (for its own account) a fee of £1,500 US$3,500 and the Company shall within three (3) Business Days of must promptly on demand pay the Agent and the Security Facility Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate it in connection with any increase in Commitments under this Clause 2.2Clause. (ef) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letterletter which for these purposes is designated a Finance Document. (fg) Clause 27.4 Subclause 30.8 (Limitation of responsibility of Existing LendersLender) shall apply mutatis mutandis in this Clause 2.2 applies in relation to an Increase Lender as if references in that Clause Subclause to: (i) an “Existing Lender” Lender were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” Lender were references to that “Increase Lender”; and (iii) a “re-transfer” transfer and “re-assignment” assignment were references to respectively a “transfer” transfer and “assignment”. (h) The Facility Agent must, as soon as reasonably practicable, after it has executed an Increase Confirmation send a copy to the Company.

Increase. (a) The Company Borrower may by giving prior notice to the Facility Agent by no later than the date falling 20 ten (10) Business Days after the effective date of a cancellation of: (ia) the Available Commitments undrawn Commitment of a Defaulting Lender in accordance with Clause clause 9.5 (Right of cancellation in relation to a Defaulting Lender); or (iib) the Commitments Commitment of a Lender in accordance with Clause with: (i) clause 9.1 (Illegality); or (ii) clause 9.3 (Right of cancellation and prepayment in relation to a single Lender), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount amount of up to the amount of the Available Commitments or Commitments Commitment so cancelled as follows: (iiiA) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company Borrower (each of which shall not be an Investor Affiliate or a member of the GroupGroup member) and which is further acceptable to K-sure in case such Commitment relates to the Agent (acting reasonably) K-sure Facility and each of which confirms in writing (whether in the relevant Increase Confirmation or otherwise) its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender); (ivB) each of the Obligors Borrower and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors Borrower and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (vC) each Increase Lender shall become a Party as a “‘‘Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viD) the Commitments of the other Lenders shall continue in full force and effect; and (viiE) any increase in the Total Commitments shall take effect on the date specified by the Company Borrower in the notice referred to above or any later date on which the conditions set out in paragraph (b) below clause 2.3 are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may Borrower may, from time to time, by giving prior means of a notice delivered to the Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 (Illegality)Administrative Agent, request that the Total aggregate amount of the Commitments be increased by (and the Total Commitments shall be so increasedi) in an aggregate Base Currency Amount of up to increasing the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by Commitment of one or more Lenders or other banks, financial institutions, trusts, funds or other entities that have agreed (in their sole and individual discretion) to such increase (each an “Increase Increasing Lender”) selected by the Company and/or (ii) adding one or more Eligible Assignees as parties hereto (each an “Additional Lender”) with Commitments in amounts agreed to by such Additional Lenders; provided that (A) any such increase shall be in an aggregate amount of $50,000,000 or a higher integral multiple of $5,000,000, (B) no Additional Lender shall be added as a party hereto without the written consent of the Administrative Agent to the extent such consent would be required for an assignment to such Additional Lender pursuant to Section 8.07 (which consent shall not be an Investor Affiliate unreasonably withheld, conditioned or delayed), (C) the aggregate Commitments after giving effect to any such increase shall not exceed $7,000,000,000, and (D) as a member condition precedent to such increase, the Borrower shall deliver to the Administrative Agent a certificate dated as of the GroupIncrease Effective Date (as defined below) and which is further acceptable to the Agent (acting reasonably) and each of which confirms its willingness to assume and does assume all the obligations of signed by a Lender corresponding to that part Responsible Officer of the increased Commitments which it Borrower certifying that before and after giving effect to such increase (1) no Default has occurred and is to assume, continuing as if it had been an Original Lender; of the date of such increase or would result from such increase and (iv2) each of the Obligors representations and warranties set forth in Section 4.01 are true and correct in all material respects (except to the extent such representations and warranties are qualified with “materiality” or “Material Adverse Effect” or similar terms, in which case such representations and warranties shall be true and correct in all respects) as of the date of such increase, except to the extent any such representation or warranty is stated to relate solely to an earlier date, in which case such representation or warranty shall have been true and correct in all material respects (except to the extent such representations and warranties are qualified with “materiality” or “Material Adverse Effect” or similar terms, in which case such representations and warranties shall be true and correct in all respects) on and as of such earlier date; provided, that for purposes of this Section 2.05(c), the representations and warranties contained in Section 4.01(e) shall be deemed to refer to the most recent statements furnished pursuant to Section 5.01(i)(i) and 5.01(i)(ii). Any such increase in Commitments shall be effected pursuant to one or more Lender Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and the Increasing Lenders and/or Additional Lenders, as applicable (the date on which such Lender Joinder Agreement(s) are delivered, the “Increase Effective Date”). The Lender Joinder Agreement(s) 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 opinion of the Administrative Agent, to effect the provisions of this Section 2.05(c). On the Increase Effective Date, (x) each Lender shall assume obligations towards one another and/or acquire rights against one another as advance funds required (if any) to cause all outstanding Advances and unused Commitments to be held on a pro rata basis in accordance with the Obligors respective Commitments of each Lender after giving effect to such increase (for each Lender, its “Revised Percentage”) and (y) the Administrative Agent shall use any funds so received to repay the Advances of each Lender to the extent required so that such Lender has its Revised Percentage of all outstanding Advances (it being understood that the Borrower shall be responsible for any break funding payments owing pursuant to Section 8.04(c) resulting from such repayments). The Administrative Agent shall promptly notify the Borrower and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each Lenders of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption amount of the increased Commitments by that Increase Lender, the completion pursuant to this Section 2.05(c) and of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either the Commitment of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2each Lender after giving effect thereto. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may by giving prior notice to the Facility Agent by no later than the date falling 20 within ten Business Days after of the effective date of a cancellation of: (i) the Available undrawn Commitments of a Defaulting Lender in accordance with Clause 9.5 under Subclause 29.4 (Right of cancellation in relation to a Defaulting Lender); , or (ii) the Commitments Commitment of a Lender in accordance with Clause 9.1 Subclause 8.1 (IllegalityMandatory prepayment — illegality), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount of up to the amount of the Available undrawn Commitments or Commitments so cancelled as followsthe Commitments, referred to above, which have been cancelled. (b) Following a request under paragraph (a) above: (iiii) the increased Commitments Commitment will be assumed by one or more Lenders a Lender or other banksbank or financial institution or trust, financial institutions, trusts, funds fund or other entities entity which is regularly engaged in or established for the purpose of making, purchasing or investing in loans, securities or other financial assets (each other than a Subsidiary of the Company) (an “Increase Lender”) selected by the Company (each and in respect of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Facility Agent (acting reasonably) has carried out and been satisfied with the results of all customer due diligence requirements, and each of which confirms its willingness to assume and does assume that it has assumed all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, Commitment as if it had been an Original Lender; (ivii) each of the Obligors and any the Increase Lender shall will assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (viii) each the Increase Lender shall will become a Party as a “Lender” Lender and any the Increase Lender and each of the other Finance Parties shall will assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viiv) the Commitments of the other Lenders shall will continue in full force and effect; and (viiv) any the increase in the Total Commitments shall take effect will become effective on the date specified by the Company referred to in the notice referred to delivered under paragraph (a) above or any later date on which the conditions set out in paragraph (bc) below are satisfied. (bc) An increase in the Total Commitments will only be effective on: (i) the execution by the Facility Agent of an confirmation (the Increase Confirmation Confirmation) from the relevant Increase Lender substantially in the form set out in Schedule 9 (Form of Increase Confirmation) that the Increase Lender will assume the same obligations to the other Finance Parties as it would have been under if it had been an Original Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) increase the performance by the Facility Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations customer due diligence requirements in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Facility Agent shall must promptly notify to the Company and the Increase Lender. (cd) Each Increase Lender, by executing entering into the Increase Confirmation, confirms (for the avoidance of doubt) that the Facility Agent has authority to execute enter into on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or relevant Lenders in accordance with this Agreement on or prior to before the date on which the increase becomes effective. (de) Unless the Facility Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, must on the date upon which that the increase takes effectbecomes effective, pay to the Facility Agent (for its own account) a fee of £1,500 US$3,500 and the Company shall within three (3) Business Days of must promptly on demand pay the Agent and the Security Facility Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate it in connection with any increase in Commitments under this Clause 2.2Clause. (ef) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letterletter which for these purposes is designated a Finance Document. (fg) Clause 27.4 Subclause 28.8 (Limitation of responsibility of Existing LendersLender) shall apply mutatis mutandis in this Clause 2.2 applies in relation to an Increase Lender as if references in that Clause Subclause to: (i) an “Existing Lender” Lender were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” Lender were references to that “Increase Lender”; and (iii) a “re-transfer” transfer and “re-assignment” assignment were references to respectively a “transfer” transfer and “assignment”. (h) The Facility Agent must, as soon as reasonably practicable, after it has executed an Increase Confirmation send a copy to the Company.

Increase. (a) The Company may by giving prior notice to the Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with paragraph (g) of Clause 9.5 7.4 (Right of prepayment and cancellation in relation to a Defaulting single Lender); or (ii) the Commitments of a Defaulting Lender in accordance with paragraph (h) of Clause 9.1 7.4 (Right of prepayment and cancellation in relation to a single Lender); or (iii) the Commitments of a Lender in accordance with: (A) Clause 7.1 (Illegality); or (B) paragraph (a) of Clause 7.4 (Right of prepayment and cancellation in relation to a single Lender), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iiiiv) the increased Commitments will be assumed by one or more Lenders or other banks, banks or financial institutions, trusts, funds institutions (or any other entities person approved in writing by the Company) (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms in writing whether in the relevant Increase Confirmation or otherwise its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (ivv) each of the Obligors Company and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors Company and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (vvi) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vivii) the Commitments of the other Lenders shall continue in full force and effect; and (viiviii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by , the Agent of being satisfied that it has complied with all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the . The Agent shall promptly notify to the Company and the Increase LenderLender upon being so satisfied. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 21.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company Parent may by giving prior notice to the Agent by no later than the date falling 20 three Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 10.6 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 10.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments under that Facility shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) Parent and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company Parent in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Security Trust Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company Parent, the Increase Lender and the Increase LenderIssuing Bank; and (iii) in the case of an increase in the Total Revolving Facility Commitments, the Issuing Bank consenting to that increase. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company Parent shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of promptly on demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company Parent may pay to the Increase Lender a fee in the amount and at the times agreed between the Company Parent and the Increase Lender in a Fee Letter. (f) Clause 27.4 28.5 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may by giving prior notice to the Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 7.1 (Right of cancellation in relation to a Defaulting LenderIllegality); or (ii) the Commitments of a Lender in accordance with Clause 9.1 36.5 (IllegalityReplacement of a Lender), request that the Total Commitments be increased (and the Total Commitments under that Facility shall be so increased) in an aggregate amount in the applicable Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iiiA) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds funds, entities or other entities persons (each an “"Increase Lender”") selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) , and which is further acceptable satisfies all the Agent's "know your customer" or similar checks referred to the Agent in paragraph (acting reasonablyb)(ii)(B) below, and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original LenderLender (for the avoidance of doubt, no Party shall be obliged to assume the obligations of a Lender pursuant to this sub-paragraph (A) without the prior consent of that Party)); (ivB) each of the Obligors Borrower and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors Borrower and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (vC) each Increase Lender shall become a Party as a “Lender” Lender and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viD) the Commitments of the other Lenders shall continue in full force and effect; and (viiE) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender;Lender which the Agent shall, if all applicable conditions set out in this Clause are satisfied, execute promptly on request; 50 Project Meria: Senior Facilties Agreement (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor AgreementAgreement in the applicable capacity; and (B) the performance by the Agent of all necessary “"know your customer” " or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Existing Lender, the Company Increase Lender shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 in an amount equal to the fee which would be payable under Clause 24.5 (Assignment or transfer fee) if the increase was a transfer pursuant to Clause 24.7 (Procedure for transfers) and if the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2Increase Lender was a New Lender. (e) The Company (or another member of the Group) may pay to the Increase Lender a fee in the amount and at the times agreed between the Company (or another member of the Group) and the Increase Lender in a Fee Letter. (f) Clause 27.4 24.6 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 2.3 in relation to an Increase Lender as if references in that Clause to: (i) an “"Existing Lender” " were references to all the Lenders immediately prior to the relevant increase; (ii) the “"New Lender” " were references to that “Increase Lender”; and (iii) a “re-transfer” transfer and “re-assignment” assignment were references to respectively a “transfer” transfer and “assignment”. (g) The Finance Parties shall be required to enter into any amendment to the Finance Documents (including in relation to any changes to, the taking of, or the release coupled with the retaking of, Transaction Security in accordance with the Intercreditor Agreement) required by the Company in order to facilitate or reflect any of the matters contemplated by this Clause 2.3. The Agent and the Security Agent are each authorised and instructed by each Finance Party (without any consent, sanction, authority or further confirmation from them) to execute any such amended or replacement Finance Documents (and shall do so on the request of and at the cost of the Company).

Increase. (a) The Company Borrower may by giving prior notice to the Agent by no later than the date falling 20 10 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 8.4 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with with: (A) Clause 9.1 (Illegality); or (B) paragraph (a) of Clause 8.3 (Right of cancellation and repayment in relation to a single Lender), request that the Total Commitments relating to any Facility be increased (and the Total Commitments relating to that Facility shall be so increased) in an aggregate Base Currency Amount amount of up to the amount of the Available Commitments or Commitments relating to that Facility so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities Eligible Institutions (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms in writing (whether in the relevant Increase Confirmation or otherwise) its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original LenderLender in respect of those Commitments; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (v) each Increase Lender shall become a Party as a “Lender” Lender and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall relating to a Facility shall, subject to the conditions set out in paragraph (d) below, take effect on the date specified by the Company Borrower in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfiedAgent executes an otherwise duly completed Increase Confirmation delivered to it by the relevant Increase Lender. (b) An increase The Agent shall, subject to paragraph (c) below, as soon as reasonably practicable after receipt by it of a duly completed Increase Confirmation appearing on its face to comply with the terms of this Agreement and delivered in accordance with the Total Commitments will terms of this Agreement, execute that Increase Confirmation. (c) The Agent shall only be effective on: (i) the execution by the Agent of obliged to execute an Increase Confirmation from the relevant Increase Lender; (ii) in relation delivered to it by an Increase Lender which once it is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for satisfied it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of has complied with all necessary “"know your customer” " or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (cd) An increase in the Commitments relating to a Facility will only be effective if the Increase Lender enters into the documentation required for it to accede as a party to the Intercreditor Agreement. (e) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effectiveeffective in accordance with this Agreement and that it is bound by that decision to the same extent as it would have been had it been an Original Lender. (df) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, The Borrower shall promptly on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (eg) The Company Increase Lender shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee in an amount equal to the fee which would be payable under Clause 27.4 (Assignment or transfer fee) if the increase was a transfer pursuant to Clause 27.6 (Procedure for transfer) and if the Increase Lender was a New Lender. (h) The Borrower may pay to the Increase Lender a fee in the amount and at the times agreed between the Company Borrower and the Increase Lender in a Fee Letter. (fi) Neither the Agent nor any Lender shall have any obligation to find an Increase Lender and in no event shall any Lender whose Commitment is replaced by an Increase Lender be required to pay or surrender any of the fees received by such Lender pursuant to the Finance Documents. (j) Clause 27.4 27.5 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” Lender were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” Lender were references to that “Increase Lender”; and (iii) a “re-transfer” transfer and “re-assignment” assignment were references to respectively a “transfer” transfer and “assignment”.

Increase. (a) The Company Borrower may by giving prior notice to the Facility Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 7.7 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with with: (A) Clause 9.1 7.1 (Illegality); or (B) paragraph (a) of Clause 7.6 (Right of replacement or repayment and cancellation in relation to a single Lender), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows:follows (and such that the Total Commitments after such increase will not exceed the Total Commitments at the date of this Agreement): (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company Borrower (each of which shall not be an Investor Affiliate or a member of the Group or any Affiliate of the members of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms in writing (in the relevant Increase Confirmation) its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors Borrower and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors Borrower and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company Borrower in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments relating to a Facility will only be effective on: (i) the execution by the Facility Agent of an Increase Confirmation from the relevant Increase Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) , the Facility Agent being satisfied that the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of has complied with all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the . The Facility Agent shall promptly notify to the Company Borrower and the Increase LenderLender upon being so satisfied. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Facility Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, The Borrower shall promptly on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Facility Agent the amount of all reasonable and documented costs and expenses properly incurred by it and reasonable expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company Increase Lender shall, on the date upon which the increase takes effect, pay to the Facility Agent (for its own account) a fee in an amount equal to the fee which would be payable under Clause 22.3 (Assignment or transfer fee) if the increase was a transfer pursuant to Clause 22.5 (Procedure for transfer) and if the Increase Lender was a New Lender. (f) The Borrower may pay to the Increase Lender a fee in the amount and at the times agreed between the Company Borrower and the Increase Lender in a Fee Letter. (fg) In no event shall a Lender replaced under paragraph (a) above be required to pay or surrender to such Increase Lender any of the fees received by such Lender pursuant to the Finance Documents. (h) Clause 27.4 22.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) Notwithstanding Clause 2.1 (The Original Revolving Facility) above, and in addition to paragraph (b) below, the Company may with the prior consent of a Lender, any bank, financial institution, trust, fund or any other entity selected by the Company (each an “Increase Lender”) and by giving 5 Business Days prior notice to the Facility Agent (or such shorter period as may be agreed between the Company and the Facility Agent (without any requirement for consent from any other Finance Party)), increase the Commitments under any Facility by including any new Commitments of any Increase Lender provided that: (i) [Reserved]; and (ii) each Increase Lender confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume as if it had been an Original Lender by executing an Increase Confirmation. (b) The Company may by giving prior notice to the Facility Agent by no later than the date falling 20 thirty Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 (Illegality), request that the Total Commitments relating to any Facility be increased (and the Total Commitments under that Facility shall be so increased) in an aggregate Base Currency Amount amount in the relevant currency of up to the amount of the Available Commitments or Commitments relating to that Facility so cancelled as follows: (iii) and the increased Commitments will be assumed by one or more Increase Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, assume as if it had been an Original Lender;Lender by executing an Increase Confirmation. (ivc) each Each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender;Lender under that Facility. (vd) each Each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender;Lender under that Facility. (vie) the The Commitments of the other Lenders shall continue in full force and effect; and. (viif) any An increase in the Total Commitments relating to a Facility shall take effect on the date specified by the Company in the any relevant notice referred to in paragraph (a) or (b) above or any later (as applicable) or, if later, the date on which the conditions set out in paragraph (bg) below are satisfied. (bg) An increase in the Total Commitments relating to a Facility will only be effective on: (i) the execution by the Facility Agent of an Increase Confirmation from the relevant Increase Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Facility Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Facility Agent shall promptly notify to the Company and the Increase Lender. (ch) The Company may pay to any Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender. (i) Each Increase Lender, by executing the an Increase Confirmation, confirms (for the avoidance of doubt) that the Facility Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (dj) Unless The execution by the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 Parent and the Company of an Increase Confirmation constitutes confirmation from each Guarantor that its obligations under Clause 21 (Guarantee and Indemnity) shall within three (3) Business Days of demand pay continue unaffected except that those obligations shall extend to the Agent and Total Commitments as increased by the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case addition of the Security Agent, by new Commitments of any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2Increase Lender and shall be owed to each Finance Party including the relevant Lender. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (fk) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 2.4 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may by giving prior notice to the Agent by no later than the date falling 20 15 Business Days after the effective date of a cancellation of: (i) of the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 8.8 (Right of cancellation Cancellation in relation to a Defaulting Lender); or (ii) or the Commitments of a Lender in accordance with Clause 9.1 8.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows:follows (the “Request”): (iiii) the increased Commitments will may be assumed by one or more Lenders or other banks, banks or financial institutions, trusts, funds or other entities institutions (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonablyGroup Company) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Total Commitments which it is to assume, as if it had been an Original Lender; (ivii) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (viii) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viiv) the Commitments of the other Lenders shall continue in full force and effect; and (viiv) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) in the case of any Increase Lender which is not an Austrian Lender, the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in the case of any Increase Lender which is an Austrian Lender, receipt by the Agent of (x) a duly completed Austrian Increase Confirmation delivered to it by the Company and (y) the Increase Fee; and (iii) in relation to an Increase Lender (whether an Austrian Lender or not) which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Total Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase ConfirmationConfirmation or accepting the Austrian Increase Confirmation (as the case may be), confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees with the Company or the increased Commitment increase in the Total Commitments is assumed by an existing Lender, the Company Sappi Papier Holding GmbH shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £EUR 1,500 and the Company Sappi Papier Holding GmbH shall within three (3) Business Days of promptly on demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.22.3. (e) The Company Sappi Papier Holding GmbH may pay to the Increase Lender a fee in the amount and at the times agreed between the Company Sappi Papier Holding GmbH and the Increase Lender in a Fee Letter. (f) Clause 27.4 24.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 2.3 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company Borrowers may by giving prior notice to the Agent by no later than the date falling 20 five (5) Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 7.7 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 7.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, banks or financial institutions, trusts, funds or other entities institutions (each an “Increase Lender”) selected by the Company Borrowers (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably)) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may by giving prior notice to the Facility Agent by no later than the date falling 20 five Business Days after the effective date of a cancellation of: (i) the Available Commitments Commitment of a Defaulting Lender in accordance with Clause 9.5 7.11 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 7.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments under the Facility shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) Group and which is further acceptable to the Facility Agent (acting reasonably)) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; it being understood and agreed, for the avoidance of doubt, that nothing herein shall place any Lender under an obligation to assume any such increased Commitments; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume the same obligations towards one another and acquire the same rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Facility Agent of an Increase Confirmation from the relevant Increase Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: increase (A) the Company confirming that the accession of the Increase Lender entering into does not result in a breach of the documentation required for it to accede as a party to the Intercreditor Agreement; and Swiss Non-Bank-Rules and (B) the performance by the Facility Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Facility Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Facility Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Facility Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Facility Agent (for its own account) a fee of £1,500 €3,000 and the Company shall within three (3) Business Days of promptly on demand pay to the Agent and the Security Facility Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate it in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 22.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and or “re-assignment” were references to respectively a “transfer” and or “assignment”.

Increase. (a) The Company may by giving prior notice to the Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 11.5 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 11.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iiiA) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities persons (each an “Increase Lender”) selected by the Company (each of which shall not be an including, without limitation, any Investor Affiliate or (so long as any such assumption by any Investor Affiliate is in compliance with and treated as a member debt purchase transaction the subject of the Group) and which is further acceptable to the Agent Clause 30 (acting reasonablyRestriction on Debt Purchase Transactions)) and each of which confirms (in its absolute discretion) its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original LenderLender in respect of those Commitments. For the avoidance of doubt, a Lender is not under any obligation to assume any increase in its commitment; (ivB) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (vC) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (viD) the Commitments of the other Lenders shall continue in full force and effect; and (viiE) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later ​ date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments pursuant to this Clause 2.2 will only be effective on: (i) on the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender , which is not a Lender immediately prior to the relevant increaseAgent shall execute promptly on request, provided that: (Ai) the Increase Lender entering into Confirmation is duly completed, appears on its face to comply with the documentation required for it to accede as a party to terms of this Agreement and is delivered in accordance with the Intercreditor terms of this Agreement; and (Bii) the performance by the Agent of is satisfied that is has complied with all necessary “know your customer” ”, USA PATRIOT Act or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effectiveeffective and that it is bound by that decision to the same extent as it would have been had it been an Original Lender. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lenderagrees, the Company Increase Lender shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 in an amount equal to the fee which would be payable under Clause 29.3 (Assignment or transfer fee) if the increase was a transfer pursuant to Clause 29.5 (Procedure for transfer) and if the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2Increase Lender was a New Lender. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Neither the Agent nor any Lender shall have any obligation to find an Increase Lender and in no event shall any Lender whose Commitment is replaced by an Increase Lender be required to pay or surrender any of the fees received by such Lender pursuant to the Finance Documents. (g) Clause 27.4 29.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”. (h) The Finance Parties shall be required to enter into any amendment to the Finance Documents (including, without limitation, in relation to any changes to, the taking of, or the release coupled with the retaking of, Transaction Security) required by the Company in order to facilitate or reflect any of the matters contemplated by this Clause 2.2. The Agent and the Security Trustee are each authorised and instructed by each Finance Party to execute any such amended or replacement Finance Documents (and shall do so on the request of and at the cost of the Company). ​

Increase. (a) The Company Italian Borrower may by giving prior notice to the Agent by no later than the date falling 20 10 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 8.6 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 8.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments under that Facility shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company Italian Borrower (each of which shall not be an Investor Affiliate a Qualified Shareholder or a member of the Group) Group and which is further acceptable to the Agent (acting reasonably)) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original existing Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company Italian Borrower in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) , the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company Italian Borrower and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company Italian Borrower shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand effect pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate Agent in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 24.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company Parent may by giving prior notice to the Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) the Available Revolving Facility Commitments of a Defaulting Lender in accordance with paragraph (g) of Clause 9.5 12.6 (Right of replacement or repayment and cancellation in relation to a Defaulting single Lender); or (ii) the Commitments of a Lender in accordance with with: (A) Clause 9.1 12.1 (Illegality); or (B) paragraph (a) of Clause 12.6 (Right of replacement or repayment and cancellation in relation to a single Lender), request that the Total Commitments relating to any Facility be increased (and the Total Commitments relating to that Facility shall be so increased) in an aggregate amount in the Base Currency Amount (or, in the case of a US Dollar Swingline Commitment, in US Dollars) of up to the amount of the Available Commitments or Commitments relating to that Facility so cancelled as follows: (iii) the increased Commitments relating to a Facility will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities Eligible Institutions (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms in writing (whether in the relevant Increase Confirmation or otherwise) its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original LenderLender in respect of those Commitments; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments relating to a Facility shall take effect on the date specified by the Company Parent in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfiedAgent executes an otherwise duly completed Increase Confirmation delivered to it by the relevant Increase Lender. (b) An increase The Agent shall, subject to paragraph (c) below, as soon as reasonably practicable after receipt by it of a duly completed Increase Confirmation appearing on its face to comply with the terms of this Agreement and delivered in accordance with the Total Commitments will terms of this Agreement, execute that Increase Confirmation. (c) The Agent shall only be effective on: (i) the execution by the Agent of obliged to execute an Increase Confirmation from the relevant Increase Lender; (ii) in relation delivered to it by an Increase Lender which once it is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for satisfied it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of has complied with all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (cd) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effectiveeffective in accordance with this Agreement and that it is bound by that decision to the same extent as it would have been had it been an Original Lender. (de) Unless If the Agent otherwise agrees or Termination Date has been extended pursuant to Clause 11.2 (Extension option) prior to the increased Commitment relevant Increase Date, an Increase Lender shall confirm in its Increase Confirmation the Termination Date applicable to the Commitments which it is assumed by an existing Lender, the Company to assume. (f) The Increase Lender shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 in an amount equal to the fee which would be payable under Clause 27.4 (Assignment or transfer fee) if the increase was a transfer pursuant to Clause 27.6 (Procedure for transfer) and if the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2Increase Lender was a New Lender. (eg) The Company Parent may pay to the Increase Lender a fee in the amount and at the times agreed between the Company Parent and the Increase Lender in a letter between the Parent and the Increase Lender setting out that fee. A reference in this Agreement to a Fee LetterLetter shall include any letter referred to in this paragraph (g). (fh) Neither the Agent nor any Lender shall have any obligation to find an Increase Lender and in no event shall any Lender whose Commitment is replaced by an Increase Lender be required to pay or surrender any of the fees received by such Lender pursuant to the Finance Documents. (i) Clause 27.4 27.5 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company Borrower may by giving not less than five Business Days’ (or such shorter period as the Facility Agent and the Borrower may agree) prior notice to the Facility Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) of the Available Commitments Commitment of a Defaulting an Illegal Lender in accordance with Clause 9.5 7.1 (Right of cancellation in relation to a Defaulting Lender); or (iiIllegality) the Commitments of a or Replaceable Lender in accordance with paragraph (a) of Clause 9.1 7.5 (Illegality), Replaceable Lender) (such Commitment so cancelled being the Cancelled Commitment) request that the Total Commitments be increased (and the Total Commitments under the Facility shall be so increased) in by an aggregate Base Currency Amount amount in US dollars of up to the amount of the Available Commitments or Commitments so cancelled Cancelled Commitment as follows: (iiii) the such increased Commitments under the Facility will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities persons (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and Borrower each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the such increased Commitments under the Facility which it is to assumeassume (the Assumed Commitment of such Increase Lender), as if it had been an Original Lender; (ivii) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the that Increase Lender been an Original Lender (with the Assumed Commitment in respect of such Increase Lender, in addition to any other Commitment which such Increase Lender may otherwise have in accordance with this Agreement); (viii) each Increase Lender shall become a Party as a “Lender” Lender and any Increase Lender (with the Assumed Commitment in respect of such Increase Lender, in addition to any other Commitment which such Increase Lender may otherwise have in accordance with this Agreement) and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viiv) the Commitments of the other Lenders shall continue in full force and effect; and (viiv) any such increase in the Total Commitments under the Facility shall take effect on the later of: (A) the date specified by the Company Borrower in the notice referred to above or above; or (B) any later date on which the conditions set out in paragraph (b) below are satisfiedsatisfied in respect of such increase. (b) An increase in the Total Commitments under the Facility pursuant to this Clause 2.2 will only be effective on: (i) the execution by the Facility Agent of an Increase Confirmation from the each relevant Increase Lender;Lender in respect of such increase which the Facility Agent shall execute as soon as reasonably practicable on request; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to that increase, each of the relevant increase: (A) the Increase Lender entering into the documentation required for Facility Agent being satisfied that it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of has complied with all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments applicable Assumed Commitment by that Increase Lender, the completion of which the . The Facility Agent shall promptly as soon as reasonably practicable notify to the Company Borrower and the that Increase LenderLender upon being so satisfied. (c) Each Increase Lender, by executing the an Increase Confirmation, confirms (for the avoidance of doubt) that the Facility Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase in Commitments (to which such Increase Confirmation relates) becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, The Borrower shall promptly on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Facility Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate it in connection with any increase in Commitments under this Clause 2.2. (e) The Company Borrower may pay to the an Increase Lender a fee in the amount and at the times agreed between the Company Borrower and the that Increase Lender in a Fee Letter. (f) Clause 27.4 21.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increaseincrease in Commitments; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively to, respectively, a “transfer” and “assignment”.

Increase. PPG shall have the right from time to time to increase the aggregate Commitments hereunder by an aggregate amount not exceeding $750,000,000 by causing one or more Additional Commitment Lenders (awhich may include any existing Lender) The Company may by giving prior notice to provide a (or, in the case of an existing Lender, to increase its) Commitment (each such increase, an “Commitment Increase”), provided that (i) no Lender shall have any obligation hereunder to become an Additional Commitment Lender and any election to do so shall be in the sole discretion of each Lender (and any Lender that does not advise PPG of its election to become an Additional Commitment Lender hereunder shall be deemed to have rejected such request) and (ii) each Commitment Increase shall be in an aggregate amount for all Additional Commitment Lenders of at least $25,000,000. Each such Additional Commitment Lender, each Issuing Lender, and each Borrower shall enter into an agreement in form and substance satisfactory to PPG, the Administrative Agent by no later than the date falling 20 Business Days after and each Issuing Lender pursuant to which each Additional Commitment Lender shall, as of the effective date of such Commitment Increase (which shall be a cancellation ofBusiness Day and, unless the Administrative Agent otherwise agrees, a day on which no issuance, amendment, renewal or extension of any Letter of Credit is scheduled to occur), provide a Commitment (or, if any such Additional Commitment Lender is an existing Lender, increase its Commitment) in the amount specified therein and (if not an existing Lender) become a Lender hereunder. Notwithstanding the foregoing, no Commitment Increase pursuant to this Section shall be effective unless: (i) PPG shall have given the Available Commitments Administrative Agent notice of a Defaulting Lender in accordance with Clause 9.5 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount of up any such increase at least three Business Days prior to the amount relevant effective date of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lendersuch Commitment Increase; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws no Default shall have occurred and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute be continuing on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”such effective date; and (iii) each of the representations and warranties of each Borrower contained in this Agreement shall be true on and as of such effective date with the same force and effect as if made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a “re-transfer” specific date, as of such specific date). Each notice under clause (i) above shall be deemed to constitute a representation and “re-assignment” were references warranty by the Borrowers as to respectively a “transfer” the matters specified in clauses (ii) and “assignment”(iii) above. On the effective date of each Commitment Increase, PPG shall simultaneously (i) prepay in full the outstanding Revolving Credit Advances (if any) held by the Lenders immediately prior to giving effect to the relevant Commitment Increase (which prepayment may be made with the proceeds of new Revolving Credit Advances under the following clause (ii)), (ii) if PPG shall have so requested in accordance with this Agreement, borrow new Revolving Credit Advances from all Lenders (including, if applicable, any new Lenders) such that, after giving effect thereto, the Revolving Credit Advances are held ratably by the Lenders in accordance with their respective Commitments (after giving effect to such Commitment Increase) and (iii) pay to the Lenders the amounts, if any, payable under Section 9.04(c).

Increase. (a) The Company may by giving prior give notice to the Facility Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) the Available undrawn Commitments of a Defaulting Lender in accordance with Clause 9.5 under Subclause 28.3 (Right of cancellation in relation to a Defaulting Lender); , or (ii) the Commitments Commitment of a Lender in accordance with with: (A) Clause 9.1 7.1 (IllegalityMandatory prepayment – illegality), or (B) paragraph (a) of Clause 7.6 (Right of replacement, repayment and cancellation of a single Lender), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount of up to the amount of the Available undrawn Commitments or Commitments so cancelled as followswhich have been cancelled. (b) Following a request under paragraph (a) above: (iiii) the increased Commitments Commitment will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities person (each an “Increase Lender”) selected by the Company (each of which shall must not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms its willingness to assume and does assume that it has assumed all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, Commitment as if it had been an Original Lender; (ivii) each of the Obligors and any Increase Lender shall will assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (viii) each Increase Lender shall will become a Party as a “Lender” Lender and any Increase Lender and each of the other Finance Parties shall will assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viiv) the Commitments of the other Lenders shall will continue in full force and effect; and (viiv) any the increase in the Total Commitments shall take effect will become effective on the date specified by the Company referred to in the notice referred to delivered under paragraph (a) above or any later date on which the conditions set out in paragraph (bc) below are satisfied. (bc) An increase in the Total Commitments relating to a Facility will only be effective on: (i) the execution by the Facility Agent of an confirmation (the Increase Confirmation Confirmation) from the relevant Increase Lender substantially in the form set out in Schedule 8 (Form of Increase Confirmation) that the Increase Lender will assume the same obligations to the other Finance Parties as it would have been under if it had been an Original Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) , the Facility Agent being satisfied that it has complied with all necessary customer due diligence requirements in relation to that increase. The Facility Agent must promptly notify the Company, and the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lenderupon being so satisfied. (cd) Each Increase Lender, by executing entering into the Increase Confirmation, confirms (for the avoidance of doubt) that the Facility Agent has authority to execute enter into on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or relevant Lenders in accordance with this Agreement on or prior to before the date on which the increase becomes effective. (de) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the The Company shall, must promptly on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Facility Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case it and including any receiver or delegate of the Security Agent, by any Receiver or Delegate Facility Agent in connection with any increase in Commitments under this Clause 2.2Clause. (ef) The Increase Lender must, on the date on which the increase takes effect, pay to the Facility Agent (for its own account) a fee in an amount equal to the fee which would be payable under Subclause 27.4 (Other conditions to assignment or transfer) if the increase was a transfer under Clause 27 (Changes to the Parties) and if the Increase Lender was a New Lender. (g) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letterletter which for these purposes is designated a Finance Document. (fh) Clause 27.4 Subclause 27.7 (Limitation of responsibility of Existing LendersLender) shall apply mutatis mutandis in this Clause 2.2 applies in relation to an Increase Lender as if references in that Clause Subclause to: (i) an “Existing Lender” Lender were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” Lender were references to that “Increase Lender”; and (iii) a “re-transfer” transfer and “re-assignment” assignment were references to respectively a “transfer” transfer and “assignment”. (i) The Facility Agent must, as soon as reasonably practicable, after it has executed an Increase Confirmation send a copy to the Company.

Increase. (a) Notwithstanding Clause 2.1 (The Original Revolving Facility) above, and in addition to paragraph (b) below, the Company may with the prior consent of a Lender, any bank, financial institution, trust, fund or any other entity selected by the Company (each an Increase Lender) and by giving 5 Business Days prior notice to the Facility Agent (or such shorter period as may be agreed between the Company and the Facility Agent (without any requirement for consent from any other Finance Party)), increase the Commitments under any Facility by including any new Commitments of any Increase Lender provided that: (i) no Event of Default is continuing; and (ii) each Increase Lender confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume as if it had been an Original Lender by executing an Increase Confirmation. (b) The Company may by giving prior notice to the Facility Agent by no later than the date falling 20 thirty Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 (Illegality), request that the Total Commitments relating to any Facility be increased (and the Total Commitments under that Facility shall be so increased) in an aggregate Base Currency Amount amount in the relevant currency of up to the amount of the Available Commitments or Commitments relating to that Facility so cancelled as follows: (iii) and the increased Commitments will be assumed by one or more Increase Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, assume as if it had been an Original Lender;Lender by executing an Increase Confirmation. (ivc) each Each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender;. (vd) each Each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender;. (vie) the The Commitments of the other Lenders shall continue in full force and effect; and (viif) any An increase in the Total Commitments relating to a Facility shall take effect on the date specified by the Company in the any relevant notice referred to in paragraph (a) or (b) above (as applicable) or any later date on which the conditions set out in paragraph (bg) below are satisfied. (bg) An increase in the Total Commitments relating to a Facility will only be effective on: (i) the execution by the Facility Agent of an Increase Confirmation from the relevant Increase Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Facility Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Facility Agent shall promptly notify to the Company and the Increase Lender. (ch) The Company may pay to any Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender. (i) Each Increase Lender, by executing the an Increase Confirmation, confirms (for the avoidance of doubt) that the Facility Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (dj) Unless The execution by the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 Parent and the Company of an Increase Confirmation constitutes confirmation from each Guarantor that its obligations under Clause 21 (Guarantee and Indemnity) shall within three (3) Business Days of demand pay continue unaffected except that those obligations shall extend to the Agent and Total Commitments as increased by the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case addition of the Security Agent, by new Commitments of any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2Increase Lender and shall be owed to each Finance Party including the relevant Lender. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (fk) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 2.4 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company Parent may by giving prior notice to the Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with paragraph (g) of Clause 9.5 8.8 (Right of replacement or repayment and cancellation in relation to a Defaulting single Lender); or (ii) the Commitments of a Lender in accordance with with: (A) Clause 9.1 8.1 (Illegality); or (B) paragraph (a) of Clause 8.8 (Right of replacement or repayment and cancellation in relation to a single Lender), request that the Total Commitments relating to any Facility be increased (and the Total Commitments relating to that Facility shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments relating to that Facility so cancelled as follows: (iii) the increased Commitments relating to a Facility will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities Eligible Institutions (each an “"Increase Lender”") selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms in writing (whether in the relevant Increase Confirmation or otherwise) its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original LenderLender in respect of those Commitments; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (v) each Increase Lender shall become a Party as a “"Lender” " and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments relating to a Facility shall take effect on the date specified by the Company Parent in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfiedAgent executes an otherwise duly completed Increase Confirmation delivered to it by the relevant Increase Lender. (b) An increase The Agent shall, subject to paragraph (c) below, as soon as reasonably practicable after receipt by it of a duly completed Increase Confirmation appearing on its face to comply with the terms of this Agreement and delivered in accordance with the Total Commitments will terms of this Agreement, execute that Increase Confirmation. (c) The Agent shall only be effective on: (i) the execution by the Agent of obliged to execute an Increase Confirmation from the relevant Increase Lender; (ii) in relation delivered to it by an Increase Lender which once it is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for satisfied it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of has complied with all necessary “"know your customer” " or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (cd) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effectiveeffective in accordance with this Agreement and that it is bound by that decision to the same extent as it would have been had it been an Original Lender. (de) Unless In the Agent otherwise agrees or case of an increase of Commitments relating to Facility A, if the increased Commitment Termination Date in relation to Facility A has been extended pursuant to Clause 7.4 (Extension option – Facility A) prior to the relevant Increase Date, an Increase Lender shall confirm in its Increase Confirmation the Termination Date applicable to the Commitments which it is assumed by an existing Lender, the Company to assume. (f) The Increase Lender shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 in an amount equal to the fee which would be payable under Clause 23.4 (Assignment or transfer fee) if the increase was a transfer pursuant to Clause 23.6 (Procedure for transfer) and if the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2Increase Lender was a New Lender. (eg) The Company Parent may pay to the Increase Lender a fee in the amount and at the times agreed between the Company Parent and the Increase Lender in a letter between the Parent and the Increase Lender setting out that fee. A reference in this Agreement to a Fee LetterLetter shall include any letter referred to in this paragraph (g). (fh) Neither the Agent nor any Lender shall have any obligation to find an Increase Lender and in no event shall any Lender whose Commitment is replaced by an Increase Lender be required to pay or surrender any of the fees received by such Lender pursuant to the Finance Documents. (i) Clause 27.4 23.5 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company Borrower may by giving prior notice to the Agent by no later than the date falling 20 10 Business Days after the effective date of a cancellation of: (i) of the Available Commitments Commitment or the Revolving Facility Commitment of a Defaulting an Illegal Lender in accordance with Clause 9.5 8.1 (Right of cancellation in relation to a Defaulting Lender); or (iiIllegality) the Commitments of a or Replaceable Lender in accordance with Clause 9.1 37.7 (IllegalityCancellation and repayment of a Replaceable Lender (other than an Illegal Lender), ) (such Available Commitment or Revolving Facility Commitment so cancelled being the “Cancelled Commitment”) request that the Total Revolving Facility Commitments be increased (and the Total Revolving Facility Commitments shall be so increased) in by an aggregate Base Currency Amount amount in Hong Kong dollars of up to the amount of the Available Commitments or Commitments so cancelled Cancelled Commitment as follows: (iiii) the such increased Revolving Facility Commitments will be assumed by one or more Lenders or persons (other banks, financial institutions, trusts, funds or other entities than a Group Member) (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) Borrower and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the such increased Revolving Facility Commitments under that Facility which it is to assumeassume (the “Assumed Commitment” of such Increase Lender), as if it had been an Original Lender; (ivii) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the that Increase Lender been an Original Lender (with the Assumed Commitment in respect of such Increase Lender, in addition to any other Commitment which such Increase Lender may otherwise have in accordance with this Agreement); (viii) each Increase Lender shall become a Party as a “Lender” and any Increase Lender (with the Assumed Commitment in respect of such Increase Lender, in addition to any other Commitment which such Increase Lender may otherwise have in accordance with this Agreement) and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viiv) the Commitments of the other Lenders shall continue in full force and effect; and (viiv) any such increase in the Total Revolving Facility Commitments shall take effect on the later of (1) the date specified by the Company Borrower in the notice referred to above or (2) any later date on which the conditions set out in paragraph (b) below are satisfiedsatisfied in respect of such increase. (b) An increase in the Total Revolving Facility Commitments pursuant to this Clause 2.2 will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the each relevant Increase LenderLender in respect of such increase, which the Agent shall execute promptly on request; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (Biii) in relation to an Increase Lender which is not a Lender immediately prior to the performance by relevant increase, the Agent of being satisfied that it has complied with all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Assumed Commitments by that Increase Lender, the completion of which the . The Agent shall promptly notify to the Company Borrower and the Increase LenderLender upon being so satisfied. (c) Each Increase Lender, by executing the an Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase in Revolving Facility Commitments (to which such Increase Confirmation relates) becomes effective. (d) Unless The Borrower shall promptly on demand pay the Agent otherwise agrees and the Common Security Agent the amount of all costs and expenses (including legal fees) reasonably incurred by the Agent or the increased Commitment is assumed Common Security Agent (as applicable and, in the case of the Common Security Agent, by an existing Lender, the Company any Receiver or Delegate) in connection with any increase in Revolving Facility Commitments under this Clause 2.2. (e) An Increase Lender shall, on the date upon which the increase its assumption of any Assumed Commitment takes effect, pay to the Agent (for its own account) a fee of £1,500 in an amount equal to the fee which would be payable under Clause 25.2 (Assignment or transfer fee) if such assumption was a transfer pursuant to Clause 25.5 (Procedure for transfer) and if the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2Increase Lender was a New Lender. (ef) The Company Borrower may pay to the an Increase Lender a fee in the amount and at the times agreed between the Company Borrower and the that Increase Lender in a Fee Letter. (fg) Clause 27.4 25.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increaseincrease in Revolving Facility Commitments; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively to, respectively, a “transfer” and “assignment”.

Increase. (a) The Company may by giving prior notice to the Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 8.6 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with with: (A) Clause 9.1 8.1 (Illegality); or (B) paragraph (a) of Clause 8.5 (Right of replacement or repayment and cancellation in relation to a single Lender), request that the Total Commitments relating to any Facility be increased (and the Total Commitments relating to that Facility shall be so increased) in an aggregate Base Currency Amount of amount up to the amount of the Available Commitments or Commitments relating to that Facility so cancelled as follows: (iiii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “"Increase Lender”") selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) Group and which is further acceptable to the Agent (acting reasonably)) and each of which confirms in writing (whether in the relevant Increase Confirmation or otherwise) its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (ivii) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender. No Lender (or any successor thereto) shall have any obligations to increase its Commitment in relation to any Facility or incur any other obligations under this Agreement and the other Finance Documents whatsoever, and any decision by a Lender to increase its Commitment in relation to any Facility shall be made in it sole discretion independently from any other Lender; (viii) each Increase Lender shall become a Party as a “"Lender” " and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viiv) the Commitments of the other Lenders shall continue in full force and effect; and (viiv) any increase in the Total Commitments relating to a Facility shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments relating to a Facility will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by increase the Agent of being satisfied that it has complied with all necessary “"know your customer” " or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the . The Agent shall promptly notify to the Company and the Increase LenderLender upon being so satisfied. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (fe) Clause 27.4 24.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 2.3 in relation to an Increase Lender as if references in that Clause to: (i) an “"Existing Lender” " were references to all the Lenders immediately prior to the relevant increase; (ii) the “"New Lender” " were references to that “"Increase Lender”"; and (iii) a “"re-transfer” " and “"re-assignment” " were references to respectively a “"transfer” " and “"assignment”".

Increase. (a) The Company may by giving prior notice to the Facility Agent (with a copy to the relevant Swingline Agent) by no later than the date falling 20 five Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with paragraph (g) of Clause 9.5 ‎‎9.6 (Right of replacement or repayment and cancellation in relation to a Defaulting single Lender); or (ii) the Commitments of a Lender in accordance with with: (A) Clause 9.1 ‎‎9.1 (Illegality); or (B) paragraph (a) of Clause ‎‎9.6 (Right of replacement or repayment and cancellation in relation to a single Lender), request that the Total Commitments relating to any Revolving Facility (and related Swingline Facility) be increased (and the Total Commitments relating to that Facility shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments relating to that Revolving Facility (including the amount of the Available Commitments under the relevant Swingline Facility or the relevant Swingline Commitments) so cancelled as follows: (iiii) the increased Commitments (including any Swingline Commitments) will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities Eligible Institutions (each an “"Increase Lender”") selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms in writing (whether in the relevant Increase Confirmation or otherwise) its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original LenderLender in respect of those Commitments; (ivii) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (viii) each Increase Lender shall become a Party as a “"Lender” " and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (viiv) the Commitments of the other Lenders shall continue in full force and effect; and (viiv) any increase in the Total Commitments relating to a Facility shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfiedFacility Agent executes an otherwise duly completed Increase Confirmation delivered to it by the relevant Increase Lender. (b) An increase The Facility Agent shall, subject to paragraph (c) below, as soon as reasonably practicable after receipt by it of a duly completed Increase Confirmation appearing on its face to comply with the terms of this Agreement and delivered in accordance with the Total Commitments will terms of this Agreement, execute that Increase Confirmation. (c) The Facility Agent shall only be effective on: (i) the execution by the Agent of obliged to execute an Increase Confirmation from the relevant Increase Lender; (ii) in relation delivered to it by an Increase Lender which once it is not a Lender immediately prior to satisfied that it, the relevant increase: (A) Swingline Agent and the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Security Agent of have complied with all necessary “"know your customer” " or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company Issuer may by giving prior notice to the Agent by no later than the date falling 20 10 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender Note Subscriber in accordance with Clause 9.5 10.5 (Right of cancellation in relation to a Defaulting LenderNote Subscriber); or (ii) the Commitments of a Lender Subscriber in accordance with with: (A) Clause 9.1 11.1 (Illegality); or (B) paragraph (a) of Clause 10.4 (Right of cancellation in relation to a single Subscriber), request that the Total Commitments relating to any Series be increased (and the Total Commitments relating to that Series shall be so increased) in an aggregate Base Currency Amount amount of up to the amount of the Available Commitments or Commitments relating to that Series so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities Eligible Institutions (each an “Increase Lender”Subscriber) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms in writing (whether in the relevant Increase Confirmation or otherwise) its willingness to assume and does assume all the obligations of a Lender Subscriber corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original LenderSubscriber in respect of those Commitments; (iv) each of the Obligors and any Increase Lender Subscriber shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender Subscriber would have assumed and/or acquired had the Increase Lender Subscriber been an Original LenderSubscriber in respect of that part of the increased Commitments which it is to assume; (v) each Increase Lender Subscriber shall become a Party as a “Lender” Subscriber and any Increase Lender Subscriber and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender Subscriber and those Finance Parties would have assumed and/or acquired had the Increase Lender Subscriber been an Original LenderSubscriber in respect of that part of the increased Commitments which it is to assume; (vi) the Commitments of the other Lenders Subscribers shall continue in full force and effect; and (vii) any increase in the Total Commitments shall relating to a Series shall, subject to the conditions set out in paragraph (d) below, take effect on the date specified by the Company Issuer in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfiedAgent executes an otherwise duly completed Increase Confirmation delivered to it by the relevant Increase Subscriber. (b) An increase The Agent shall, subject to paragraph (c) below, as soon as reasonably practicable after receipt by it of a duly completed Increase Confirmation appearing on its face to comply with the terms of this Agreement and delivered in accordance with the Total Commitments will terms of this Agreement, execute that Increase Confirmation. (c) The Agent shall only be effective on: (i) the execution by the Agent of obliged to execute an Increase Confirmation from the relevant Increase Lender; (ii) in relation delivered to it by an Increase Lender which Subscriber once it is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for satisfied it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of has complied with all necessary “"know your customer” " or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase LenderSubscriber. (cd) An increase in the Commitments relating to a Series will only be effective if the Increase Subscriber enters into the documentation required for it to accede as a party to the Intercreditor Agreement. (e) Each Increase LenderSubscriber, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender Subscriber or Lenders Subscribers in accordance with this Agreement on or prior to the date on which the increase becomes effectiveeffective in accordance with this Agreement and that it is bound by that decision to the same extent as it would have been had it been an Original Subscriber. (df) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, The Issuer shall promptly on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.22.5. (eg) The Company Increase Subscriber shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee in an amount equal to the fee which would be payable under Clause 29.5 (Assignment or transfer fee) if the increase was a transfer pursuant to Clause 29.7 (Procedure for assignment) and if the Increase Subscriber was a New Subscriber. (h) The Issuer may pay to the Increase Lender Subscriber a fee in the amount and at the times agreed between the Company Issuer and the Increase Lender Subscriber in a Fee Letter. (fi) Neither the Agent nor any Subscriber shall have any obligation to find an Increase Subscriber and in no event shall any Subscriber whose Commitment is replaced by an Increase Subscriber be required to pay or surrender any of the fees received by such Subscriber pursuant to the Finance Documents. (j) Clause 27.4 29.6 (Limitation of responsibility of Existing LendersSubscribers) shall apply mutatis mutandis in this Clause 2.2 2.5 in relation to an Increase Lender Subscriber as if references in that Clause to: (i) an “Existing Lender” Subscriber were references to all the Lenders Subscribers immediately prior to the relevant increase; (ii) the “New Lender” Subscriber were references to that “Increase Lender”Subscriber; and (iii) a “re-transfer” transfer and “re-assignment” assignment were references to respectively a “transfer” transfer and “assignment”.

Increase. (a) The Company Parent may by giving prior notice to the Agent by no later than the date falling 20 ten Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 8.6 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with with: (A) Clause 9.1 8.1 (Illegality); or (B) paragraph (a) of Clause 8.5 (Right of cancellation and repayment in relation to a single Lender), request that the Total Commitments relating to any Facility be increased (and the Total Commitments relating to that Facility shall be so increased) in an aggregate Base Currency Amount of amount up to the amount of the Available Commitments or Commitments relating to that Facility so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities Eligible Institutions (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms in writing (whether in the relevant Increase Confirmation or otherwise) its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original LenderLender in respect of those Commitments; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall relating to a Facility shall, subject to the conditions set out in paragraph (d) below, take effect on the date specified by the Company Parent in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfiedAgent executes an otherwise duly completed Increase Confirmation delivered to it by the relevant Increase Lender. (b) An increase The Agent shall, subject to paragraph (c) below, as soon as reasonably practicable after receipt by it of a duly completed Increase Confirmation appearing on its face to comply with the terms of this Agreement and delivered in accordance with the Total Commitments will terms of this Agreement, execute that Increase Confirmation. (c) The Agent shall only be effective on: (i) the execution by the Agent of obliged to execute an Increase Confirmation from the relevant Increase Lender; (ii) in relation delivered to it by an Increase Lender which once it is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for satisfied it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of has complied with all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (cd) An increase in the Commitments relating to a Facility will only be effective on the date specified by the Parent in the notice referred to above. (e) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effectiveeffective in accordance with this Agreement and that it is bound by that decision to the same extent as it would have been had it been an Original Lender. (df) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, The Parent shall promptly on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (eg) The Company Increase Lender shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee in an amount equal to the fee which would be payable under Clause 26.5 (Assignment or transfer fee) if the increase was a transfer pursuant to Clause 26.7 (Procedure for transfer) and if the Increase Lender was a New Lender. (h) The Parent may pay to the Increase Lender a fee in the amount and at the times agreed between the Company Parent and the Increase Lender in a Fee Letter. (fi) Neither the Agent nor any Lender shall have any obligation to find an Increase Lender and in no event shall any Lender whose Commitment is replaced by an Increase Lender be required to pay or surrender any of the fees received by such Lender pursuant to the Finance Documents. (j) Clause 27.4 26.6 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may by giving prior notice to the Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with paragraph (g) of Clause 9.5 7.4 (Right of prepayment and cancellation in relation to a Defaulting single Lender); or (ii) the Commitments of a Defaulting Lender in accordance with paragraph (h) of Clause 9.1 7.4 (Right of prepayment and cancellation in relation to a single Lender); or (iii) the Commitments of a Lender in accordance with: (A) Clause 7.1 (Illegality); or (B) paragraph (a) of Clause 7.4 (Right of prepayment and cancellation in relation to a single Lender), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iiiA) the increased Commitments will be assumed by one or more Lenders or other banks, banks or financial institutions, trusts, funds institutions (or any other entities person approved in writing by the Company) (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms in writing whether in the relevant Increase Confirmation or otherwise its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original LenderLender (for the avoidance of doubt, no Party shall be obliged to assume the obligations of a Lender pursuant to this Clause 2.2 (Increase) without the prior consent of that Party); (ivB) each of the Obligors Company and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors Company and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (vC) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viD) the Commitments of the other Lenders shall continue in full force and effect; and (viiE) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by , the Agent of being satisfied that it has complied with all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the . The Agent shall promptly notify to the Company and the Increase LenderLender upon being so satisfied. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 21.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may by giving prior notice to the Facility Agent by no later than the date falling 20 five Business Days after the effective date of a cancellation of: (i) the Available Commitments Commitment of a Defaulting Lender in accordance with Clause 9.5 7.12 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 7.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments under the Facility shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) Group and which is further acceptable to the Facility Agent (acting reasonably)) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; it being understood and agreed, for the avoidance of doubt, that nothing herein shall place any Lender under an obligation to assume any such increased Commitments; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume the same obligations towards one another and acquire the same rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Facility Agent of an Increase Confirmation from the relevant Increase Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) increase the performance by the Facility Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Facility Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Facility Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Facility Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Facility Agent (for its own account) a fee of £1,500 €3,000 and the Company shall within three (3) Business Days of promptly on demand pay to the Agent and the Security Facility Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate it in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 22.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and or “re-assignment” were references to respectively a “transfer” and or “assignment”.

Increase. (a) The Company may by giving prior notice to the Agent by no later than the date falling 20 5 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 9.6 (Right of prepayment or cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 (Illegality) or 9.5 (Right of replacement or repayment and cancellation in relation to a single Lender), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably)) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender. For the avoidance of doubt a Lender is not under any obligation to assume any increase in its Commitment; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreementan Increase Confirmation; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company Increase Lender shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 to the extent agreed and the Company shall within three (3) Business Days of promptly on demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate it in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 25.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company Borrower may by giving prior notice to the Agent by no later than the date falling 20 ten (10) Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with paragraph (g) of Clause 9.5 9.13 (Right of replacement or repayment and cancellation in relation to a Defaulting single Lender); or (ii) the Commitments of a Lender in accordance with with: (A) Clause 9.1 (Illegality); or (B) Paragraph (a) of Clause 9.13 (Right of replacement or repayment and cancellation in relation to a single Lender), request that the Total Commitments relating to any Facility be increased (and the Total Commitments relating to that Facility shall be so increased) in an aggregate Base Currency Amount amount of up to the amount of the Available Commitments or Commitments relating to that Facility so cancelled as follows: (iiii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities Eligible Institutions (each an “Increase Lender”) selected by the Company Borrower (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms in writing (whether in the relevant Increase Confirmation or otherwise) its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (ivii) each of the Obligors Borrower and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors Borrower and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (viii) each Increase Lender shall become a Party as a “Lender” Lender and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viiv) the Commitments of the other Lenders shall continue in full force and effect; and (viiv) any increase in the Total Commitments relating to a Facility shall take effect on the date specified by the Company Borrower in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments relating to a Facility will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by , the Agent of being satisfied that it has complied with all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the . The Agent shall promptly notify to the Company Borrower and the Increase LenderLender upon being so satisfied. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company Borrower may by giving prior notice to the Agent by no later than the date falling 20 five Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 7.5 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with with: (A) Clause 9.1 7.1 (Illegality); or (B) paragraph (a) of Clause 7.4 (Right of cancellation and repayment in relation to a single Lender), request that the Total Commitments relating to the Facility be increased (and the Total Commitments relating to the Facility shall be so increased) in an aggregate Base Currency Amount amount in USD of up to the amount of the Available Commitments or Commitments relating to the Facility so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company Borrower (each of which shall not be an Investor a Sponsor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonablyGroup Member) and each of which confirms in writing (whether in the relevant Increase Confirmation or otherwise) its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors Obligors, the Parent and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors Obligors, the Parent and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender which is not already a Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments relating to the Facility shall take effect on the date specified by the Company Borrower in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments relating to the Facility will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase LenderLender provided that the requirements set out in paragraph (ii)(B) below have been satisfied in the case of an Increase Lender which is not a Lender immediately prior to the relevant increase; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of being satisfied that it has complied with all necessary “know your customer” or other similar checks under all applicable laws and regulations and internal policies in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the . The Agent shall promptly notify to the Company Borrower and the Increase LenderLender upon being so satisfied. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, The Borrower shall promptly on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company Increase Lender shall (or the Borrower shall on its behalf), on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee in an amount equal to the fee which would be payable under Clause 25.3 (Assignment or transfer fee) if the increase was a transfer pursuant to Clause 25.5 (Procedure for transfer) and if the Increase Lender was a New Lender. (f) The Borrower may pay to the Increase Lender a fee in the amount and at the times agreed between the Company Borrower and the Increase Lender in a Fee Letter. (fg) Clause 27.4 25.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may by giving prior notice to the Facility Agent by no later than the date falling 20 5 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 10.5 (Right of cancellation Cancellation in relation Relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 19 (Illegality), request that the Total Commitments be increased (and the Total Commitments under that Facility shall be so increased) in an aggregate Base Currency Amount amount in the relevant currency of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iiiA) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities other than any member of the Group (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Facility Agent (acting reasonably)) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, assume as if it had been an Original Lender; (ivB) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (vC) each Increase Lender shall become a Party party to this Agreement as a “Lender” and any Increase Lender and each of the other Relevant Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Relevant Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viD) the Commitments of the other Lenders shall continue in full force and effect; and (viiE) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Facility Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Group Intercreditor Agreement, HYD Intercreditor Agreement and Security Trust Agreement; and (B) the performance by the Facility Agent of all necessary “know your customerclient” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Facility Agent shall promptly notify to the Company and Company, the Increase LenderLender and each L/C Bank; and (iii) in the case of an increase in the Revolving Facility Commitments, each L/C Bank consenting to their increase. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Facility Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent Clause 37.7 (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing LendersTransfer Deed) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an a “Existing LenderTransferor” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. The Borrower may, from time to time, by means of a notice delivered to the Administrative Agent, request that the aggregate amount of the Commitments be increased by (a) The Company may increasing the amount of the Commitment of one or more Lenders that have agreed (in their sole and individual discretion) to such increase (each an “Increasing Lender”) and/or (b) adding one or more Eligible Assignees as parties hereto (each an “Additional Lender”) with Commitments in amounts agreed to by giving prior notice to the Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: such Additional Lenders; provided that (i) the Available Commitments any such increase shall be in an aggregate amount of $50,000,000 or a Defaulting Lender in accordance with Clause 9.5 (Right higher integral multiple of cancellation in relation to a Defaulting Lender); or $5,000,000, (ii) the aggregate amount of any such increase shall not exceed $1,000,000,000, (iii) no Additional Lender shall be added as a party hereto without the written consent of the Administrative Agent to the extent such consent would be required for an assignment pursuant to Section 8.07 (which consent shall not be unreasonably withheld, conditioned or delayed), (iv) the aggregate Commitments after giving effect to any such increase shall not exceed $4,000,000,000, and (v) as a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent a certificate dated as of the Increase Effective Date (as defined below) signed by a Responsible Officer of the Borrower certifying that before and after giving effect to such increase (x) no Default has occurred and is continuing as of the date of such increase or would result from such increase and (y) each of the representations and warranties set forth in Section 4.01 are true and correct in all material respects (except to the extent such representations and warranties are qualified with “materiality” or “Material Adverse Effect” or similar terms, in which case such representations and warranties shall be true and correct in all respects) as of the date of such increase, except to the extent any such representation or warranty is stated to relate solely to an earlier date, in which case such representation or warranty shall have been true and correct in all material respects (except to the extent such representations and warranties are qualified with “materiality” or “Material Adverse Effect” or similar terms, in which case such representations and warranties shall be true and correct in all respects) on and as of such earlier date; provided, that for purposes of this Section 2.05(d), the representations and warranties contained in Section 4.01(e) shall be deemed to refer to the most recent statements furnished pursuant to Section 5.01(i)(i) and 5.01(i)(ii). Any such increase in Commitments shall be effected pursuant to one or more Lender Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and the Increasing Lenders and/or Additional Lenders, as applicable (the date on which such Lender Joinder Agreement(s) are delivered, the “Increase Effective Date”). The Lender Joinder Agreement(s) 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 opinion of the Administrative Agent, to effect the provisions of this Section 2.05(d). On the Increase Effective Date, (A) each applicable Lender shall advance the additional funds required (if any) to cause all outstanding Advances and unused Commitments to be held on a pro rata basis in accordance with Clause 9.1 the respective Commitments of each Lender after giving effect to such increase (Illegality)for each Lender, request its “Revised Percentage”) and (B) the Administrative Agent shall use any funds so received to repay the Advances of each Lender to the extent required so that such Lender has its Revised Percentage of all outstanding Advances (it being understood that the Total Commitments Borrower shall be increased (responsible for any break funding payments owing pursuant to Section 8.04(c) resulting from such repayments). The Administrative Agent shall promptly notify the Borrower and the Total Commitments shall be so increased) Lenders of any increase in an aggregate Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Grouppursuant to this Section 2.05(d) and which is further acceptable to the Agent (acting reasonably) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either the Commitment of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2each Lender after giving effect thereto. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may by giving prior notice to the Facility Agent by no later than the date falling 20 30 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 7.10 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with with (A) Clause 9.1 7.1 (IllegalityMandatory prepayment - illegality); or (B) Clause 7.9 (Right of replacement or repayment and cancellation in relation to a single Lender), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount amount in U.S. Dollars of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) Group and which is further acceptable to the Facility Agent (acting reasonably)) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” Lender and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Facility Agent of an Increase Confirmation from the relevant Increase Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) increase the performance by the Facility Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Facility Agent shall promptly notify to the Company and the Increase Lender. The Facility Agent shall promptly notify the Company and the Increase Lender upon being so satisfied. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Facility Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Facility Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Facility Agent (for its own account) a fee of £1,500 U.S. $2,000 and the Company shall within three (3) Business Days of promptly on demand pay the Agent and the Security Facility Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate it in connection with any increase in Commitments under this Clause 2.2Clause. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a letter between the Company and the Increase Lender setting out that fee. A reference in this Agreement to a Fee LetterLetter shall include any letter referred to in this paragraph. (f) Clause 27.4 (Limitation of responsibility of Existing LendersLender) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” Lender were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” Lender were references to that “Increase Lender”; and (iii) a “re-transfer” transfer and “re-assignment” assignment were references to respectively a “transfer” transfer and “assignment”.

Increase. (a) The Company may by giving prior notice to the Agent by no later than the date falling 20 Business Days 30 days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 7.7 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with with: (A) Clause 9.1 7.1 (Illegality); or (B) paragraph (a) of Clause 7.6 (Right of replacement or repayment and cancellation in relation to a single Lender), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount amount ) of up to the amount of the Available Commitments or Commitments Commitment so cancelled as follows: (iii) I. the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities Eligible Institutions (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms in writing (whether in the relevant Increase Confirmation or otherwise) its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original LenderLender in respect of those Commitments; (iv) II. each of the Obligors Borrowers and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors Borrowers and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (v) III. each Increase Lender shall become a Party as a “Lender” Lender and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (vi) IV. the Commitments of the other Lenders shall continue in full force and effect; and (vii) V. any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfiedAgent executes an otherwise duly completed Increase Confirmation delivered to it by the relevant Increase Lender. (b) An increase The Agent shall, subject to paragraph (c) below, as soon as reasonably practicable after receipt by it of a duly completed Increase Confirmation appearing on its face to comply with the terms of this Agreement and delivered in accordance with the Total Commitments will terms of this Agreement, execute that Increase Confirmation. (c) The Agent shall only be effective on: (i) the execution by the Agent of obliged to execute an Increase Confirmation from the relevant Increase Lender; (ii) in relation delivered to it by an Increase Lender which once it is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for satisfied it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of has complied with all necessary “"know your customer” " or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (cd) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effectiveeffective in accordance with this Agreement and that it is bound by that decision to the same extent as it would have been had it been an Original Lender. (de) Unless The Company shall promptly on demand pay the Agent otherwise agrees or the increased Commitment is assumed amount of all costs and expenses (including legal fees) reasonably incurred by an existing Lender, the Company it in connection with any increase in Commitments under this Clause 2.2. (f) The Increase Lender shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 in an amount equal to the fee which would be payable under Clause 22.4 (Assignment or transfer fee) if the increase was a transfer pursuant to Clause 22.6 (Procedure for transfer) and if the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2Increase Lender was a New Lender. (eg) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a letter between the Company and the Increase Lender setting out that fee. A reference in this Agreement to a Fee LetterLetter shall include any letter referred to in this paragraph (g). (fh) Neither the Agent nor any Lender shall have any obligation to find an Increase Lender and in no event shall any Lender whose Commitment is replaced by an Increase Lender be required to pay or surrender any of the fees received by such Lender pursuant to the Finance Documents. (i) Clause 27.4 22.5 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” Lender were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” Lender were references to that “Increase Lender”; and (iii) a “re-transfer” transfer and “re-assignment” assignment were references to respectively a “transfer” transfer and “assignment”.

Increase. (a) 2.2.1 The Company may by giving prior notice to the Facilities Agent by no later than the date falling 20 twenty (20) Business Days after the effective date of a cancellation of: (ia) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 8.9 (Right of cancellation in relation to a Defaulting Lender); or (iib) the Commitments of a Lender in accordance with Clause 9.1 8.1 (Illegality), request that (i) if such Available Commitment or Commitment cancelled is in respect of Facility A, the Total Facility A Commitments and (ii) if such Available Commitment or Commitment cancelled is in respect of Facility B, the Total Facility B Commitments be increased (and the Total Facility A Commitments and the Total Facility B Commitments shall be so increased) in an aggregate Base Currency Amount amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iiic) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Facilities Agent (acting reasonably)) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original LenderLender (such confirmation to be evidenced by its execution of an Increase Confirmation); (ivd) each of the Obligors Obligor and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another in respect of the relevant increased Commitments as the Obligors such Obligor and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of the relevant increased Commitments; (ve) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vif) the Commitments of the other Lenders shall continue in full force and effect; and (viig) any increase in the Total Facility A Commitments or, as the case may be, the Total Facility B Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) Sub-clause 2.2.2 below are satisfied. (b) An 2.2.2 Subject to Sub-clause 2.2.5 below, an increase in the Total Facility A Commitments or the Total Facility B Commitments will only be effective on: (ia) the execution by the Facilities Agent and the Company of an Increase Confirmation from the relevant Increase Lender;; and (iib) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) , the performance by the Facilities Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Facilities Agent shall promptly notify to the Company and the Increase LenderLenders. (c) 2.2.3 Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Facilities Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the 2.2.4 The Company shall, on the date upon which the increase takes effect, pay to the Facilities Agent (for its own account) a fee of £1,500 one thousand five hundred Euro (€1,500) and the Company shall within three (3) Business Days of promptly on demand pay the Agent and the Security Facilities Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate it in connection with any increase in Commitments under this Clause 2.2. (e) 2.2.5 The Company may pay to the Increase Lender for its own account a fee in the amount and at the times agreed between the Company and the Increase Lender in a letter between the Company and the Increase Lender setting out that fee. A reference in this Agreement to a Fee LetterLetter shall include any letter referred to in this Sub-clause. (f) 2.2.6 Clause 27.4 22.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company Parent may by giving prior notice to the Agent by no later than the date falling 20 10 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 11.7 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 11.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments under that Facility shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “"Increase Lender”") selected by the Company Parent (each of which shall not be an Investor a Sponsor Affiliate or a member of the Group) Group and which is further acceptable to the Agent (acting reasonably)) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “"Lender” " and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company Parent in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A1) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B2) the performance by the Agent of all necessary “"know your customer” " or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company Parent and the Increase Lender.; and (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company The Parent shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 1,000 and the Company Parent shall within three (3) Business Days of promptly on demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company Parent may pay to the Increase Lender a fee in the amount and at the times agreed between the Company Parent and the Increase Lender in a Fee Letter. (f) Clause 27.4 30.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “"Existing Lender” " were references to all the Lenders immediately prior to the relevant increase; (ii) the “"New Lender” " were references to that “"Increase Lender”"; and (iii) a “"re-transfer” " and “"re-assignment” " were references to respectively a “"transfer” " and “"assignment”".

Increase. (a) The Company may by giving prior notice to the Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) the Available Commitments Commitment of a Defaulting Lender under a Facility in accordance with paragraph (d) of Clause 9.5 9.7 (Right of repayment and cancellation in relation to a Defaulting single Lender); or (ii) the Commitments Commitment of a Lender under a Facility in accordance with Clause 9.1 (Illegality), request that the Total Commitments under that Facility be increased (and the Total aggregate Commitments under the relevant Facility shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iiiA) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) Group and which is further acceptable to the Agent (acting reasonably)) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (ivB) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (vC) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume such obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viD) the Commitments of the other Lenders shall continue in full force and effect; and (viiE) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) increase the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the The Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 1,000 and the Company shall within three (3) Business Days of demand shall, promptly on demand, pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a letter between the Company and the Increase Lender setting out that fee. A reference in this Agreement to a Fee LetterLetter shall include any letter referred to in this paragraph. (f) Clause 27.4 25.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may by giving At any time prior notice to the date falling six Months after the date of this Agreement, the Company may, on not more than 12 occasions, by delivery to the Facility Agent by no later than the a date falling 20 ten Business Days after prior to the effective date of proposed Increase Date, a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 (Illegality)duly completed Increase Request, request that the Total Commitments be increased (and and, subject to the remaining paragraphs of this Subclause 2.2, the Total Commitments shall be so increased) in an aggregate Base Currency Amount amount (an Additional Commitment Amount), when aggregated with all other amounts of the Total Commitments increased pursuant to this Subclause 2.2, of up to the amount of the Available Commitments or Commitments so cancelled HK$0 as follows: (iiii) the increased Commitments will be assumed by one or more Lenders banks or other banks, financial institutions, institutions or trusts, funds or other entities which are regularly engaged in or established for the purpose of making, purchasing or investing in loans, securities or other financial assets (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or confirms, on a member of the Group) and which is further acceptable date no later than a date falling seven Business Days prior to the Agent proposed Increase Date, in writing (acting reasonablywhether in the relevant Increase Confirmation or otherwise) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original LenderLender in respect of those Commitments; (ivii) each of the Obligors Company and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors Company and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (viii) each Increase Lender shall become a Party as a “"Lender” " and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (viiv) the Commitments of the other Lenders shall continue in full force and effect; and (viiv) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred shall, subject to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. paragraphs (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company Borrower may by giving prior notice to the Agent by no later than the date falling 20 Business Days Lenders after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 7.3 (Right of cancellation in relation to a Defaulting Lender); or; (ii) the Commitments of a Lender in accordance with Clause 9.1 7.1 (Illegality), request ; or (iii) the Commitments of a Lender in accordance with Clause 7.2 (Right of cancellation and repayment in relation to a single lender) require that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount of amount up to the amount of the Available Commitments or Commitments Commitment so cancelled as follows: (iiiA) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities persons (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) Borrower and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (ivB) each of the Obligors Borrower and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors Borrower and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (vC) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties Lenders shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties Lenders would have assumed and/or acquired had the Increase Lender been an Original Lender; (viD) the Commitments of the other Lenders shall continue in full force and effect; and (viiE) any increase in the Total Commitments shall take effect on the date specified by the Company Borrower in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) increase the performance by the Agent relevant Increase Lender of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent relevant Increase Lender shall promptly notify to the Company and the Increase LenderBorrower. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 19.3 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may by giving prior notice to the Facility Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 10.7 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 10.1 (Illegality), request that the Total Commitments relating to any Facility be increased (and the Total Commitments relating to that Facility shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments relating to that Facility so cancelled as follows: (iiiA) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities entities, (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms in writing (whether in the relevant Increase Confirmation or otherwise) its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (ivB) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (vC) each Increase Lender which is not already a Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viD) the Commitments of the other Lenders shall continue in full force and effect; and (viiE) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Facility Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor this Agreement; and (B) the performance by the Facility Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Facility Agent shall promptly notify to the Company Company, the Increase Lender and the Increase LenderIssuing Bank; and (iii) in the case of an increase in the Total Revolving Facility Commitments, the Issuing Bank consenting to that increase. (c) The Facility Agent shall execute the Increase Confirmation as soon as reasonably practicable after it has received a duly completed Increase Confirmation appearing on its face to comply with the terms of this Agreement and delivered in accordance with the terms of this Agreement and the conditions in paragraphs (b)(ii) and (iii) above have been satisfied. (d) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Facility Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (de) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company The Increase Lender shall, on the date upon which the increase takes effect, pay to the Facility Agent (for its own account) a fee of £1,500 in an amount equal to the fee which would be payable under Clause 28.4 (Assignment or transfer fee) if the increase was a transfer pursuant to Clause 28.6 (Procedure for transfer) and if the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2Increase Lender was a New Lender. (ef) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (fg) Clause 27.4 28.5 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) 2.8.1 The Company Parent may by giving prior notice to the Facility Agent by no later than the date falling 20 ten Business Days after the effective date of a cancellation of: (i) 2.8.1.1 the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 ‎7.4 (Right of cancellation in relation to a Defaulting Lender); or (ii) 2.8.1.2 the Commitments of a Lender in accordance with Clause 9.1 ‎14 (Illegality), request that the Total Commitments be increased (and the Total Commitments under the Facility shall be so increased) in an aggregate Base Currency Amount amount in US Dollars of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iiia) the increased Commitments will be assumed by one or more Lenders or other banks, banks or financial institutions, trusts, funds or other entities institutions (each an “Increase Lender”) selected by the Company Parent (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms its willingness to assume (whether in the Increase Confirmation or otherwise) and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original LenderLender in respect of those Commitments; (ivb) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (vc) each Increase Lender shall become a Party as a “Lender” Lender and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (vid) the Commitments of the other Lenders shall continue in full force and effect; and (viie) any increase in the Total Commitments shall take effect on the date specified by the Company Parent in the notice referred to above or any later date on which the conditions set out in paragraph (b) Clause ‎2.8.2 below are satisfied. (b) 2.8.2 An increase in the Total Commitments will only be effective on: (i) 2.8.2.1 the execution by the Facility Agent of an Increase Confirmation from the relevant Increase Lender;; and (ii) 2.8.2.2 in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) , the performance by the Facility Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Facility Agent shall promptly notify to the Company Parent and the Increase Lender. (c) 2.8.3 Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Facility Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effectiveeffective in accordance with this Agreement and that it is bound by that decision to the same extent as it would have been had it been an Original Lender. (d) 2.8.4 Unless the Facility Agent otherwise agrees or the increased Commitment is assumed by an existing LenderLender or Lenders, the Company Parent shall, on the date upon which the increase takes effect, pay to the Facility Agent (for its own account) a fee of £1,500 US$2,500 and the Company Parent shall within three (3) Business Days of promptly on demand pay the Agent and the Security Facility Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate it in connection with any increase in Commitments under this Clause 2.2‎2.8. (e) 2.8.5 The Company Parent may pay to the Increase Lender a fee in the amount and at the times agreed between the Company Parent and the Increase Lender in a separate Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) 2.8.6 Clauses ‎27.2.8, ‎27.2.9 and ‎27.2.10 shall apply mutatis mutandis in this Clause 2.2 ‎2.8 in relation to an Increase Lender as if references in that Clause to: (i) 2.8.6.1 an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) 2.8.6.2 the “New Lender” were references to that “Increase Lender”; and (iii) 2.8.6.3 a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may by giving prior notice to the Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of:: 10-16526587-2\13845-2639 50 (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 clause 10.7 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 clause 10.1 (Illegality), request that the Total Commitments under the relevant Facilities be increased (and the Total Commitments shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) Group and which is further acceptable to the Agent (acting reasonably)) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” Lender and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (bclause 2.2(b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) increase the performance by the Agent of all necessary “"know your customer” " or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the The Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of promptly on demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal feesfees 10-16526587-2\13845-2639 51 subject to any cap agreed in advance between the Company and the Agent) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2incurred. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 28.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause clause 2.2 in relation to an Increase Lender as if references in that Clause clause to: (i) an “Existing Lender” Lender were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” Lender were references to that “Increase Lender”; and (iii) a “re-transfer” transfer and “re-assignment” assignment were references to respectively a “transfer” transfer and “assignment”.

Increase. (aA) The Company Borrower may by giving prior notice to the Agent by no later than the date falling 20 five Business Days after the effective date of a cancellation of: (i1) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 ‎7.11 (Right of cancellation in relation to a Defaulting Lender); or (ii2) the Commitments of a Lender in accordance with with: (a) Clause 9.1 ‎7.1 (Illegality); or (b) Clause 7.8 (Right of replacement or repayment and cancellation in relation to a single Lender), request that the Total Commitments relating to any Facility be increased (and the Total Commitments relating to that Facility shall be so increased) in an aggregate Base Currency Amount amount of up to the amount of the Available Commitments or Commitments relating to that Facility so cancelled as follows: (iiii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities Eligible Institutions (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms in writing (whether in the relevant Increase Confirmation or otherwise) its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original LenderLender in respect of those Commitments; (ivii) each of the Obligors Borrower and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors Borrower and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (viii) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (viiv) the Commitments of the other Lenders shall continue in full force and effect; and (viiv) any increase in the Total Commitments relating to any Facility shall take effect on the date specified by the Company Borrower in the notice referred to above or any later date on which the conditions set out in paragraph (bClause 2.2(B) below are satisfied. (bB) An increase in the Total Commitments relating to a Facility will only be effective on: (i1) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender;; and (ii2) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by increase the Agent of being satisfied that it has complied with all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the . The Agent shall promptly notify to the Company Borrower and the Increase LenderLender upon being so satisfied. (cC) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effectiveeffective in accordance with this Agreement and that it is bound by that decision to the same extent as it would have been had it been an Original Lender. (dD) Unless The Borrower shall promptly on demand pay the Agent otherwise agrees or the increased Commitment is assumed amount of all costs and expenses (including legal fees) reasonably and properly incurred by an existing Lender, the Company it in connection with any increase in Commitments under this Clause 2.2. (E) The Increase Lender shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 in an amount equal to the fee which would be payable under Clause ‎23.4 (Assignment or transfer fee) if the increase was a transfer pursuant to Clause 23.6 (Procedure for transfer) and if the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2Increase Lender was a New Lender. (eF) The Company Borrower may pay to the Increase Lender a fee in the amount and at the times agreed between the Company Borrower and the Increase Lender in a Fee Letter. (fG) Neither the Agent nor any Lender shall have any obligation to find an Increase Lender and in no event shall any Lender whose Commitment is replaced by an Increase Lender be required to pay or surrender any of the fees received by such Lender pursuant to the Finance Documents. (H) Clause 27.4 23.5 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 ‎2.2 in relation to an Increase Lender as if references in that Clause 23.5 (Limitation of responsibility of Existing Lenders) to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (ai) The Company may by giving prior notice may, at any time but in any event not more than twice during any calendar year, make a written request (an "Increase Request") to the Administrative Agent (who shall forward a copy to each Lender) that the Commitments be increased, in the amount of $10,000,000 or an integral multiple thereof, provided that after giving effect to any such increase, the aggregate amount of the Commitments shall not exceed $1,050,000,000 and the Foreign Currency Sublimit shall not exceed $350,000,000. Such Increase Request shall include a certification by a senior officer of the Company that (x) no Default has occurred and is continuing on and as of the date of such Increase Request and (y) the representations and warranties contained in Section 4.01 are correct in all material respects on and as of the Increase Date (as defined below), before and immediately after giving effect to such increase, as though made on and as of such Increase Date. Any such increase in Commitments shall be effective as of a date (the "Increase Date") specified in the related Increase Request that is (i) prior to the Termination Date and (ii) at least 10 days after the date of such Increase Request. Each Increase Request shall specify the date by which Lenders who wish to increase their Commitments must consent to such increase (the "Commitment Date"), which date shall be no later than the date falling 20 five Business Days after prior to the effective date 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 a cancellation of: (ithe amount by which it is willing to increase its Commitment, which amount shall not exceed the respective amount specified in the relevant Increase Request. No Lender shall be obligated to increase its Commitment pursuant to this Section 2.01(c) and any such increase shall be in the Available 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 a Defaulting Lender the requested increase, the requested increase shall be allocated among the Lenders willing to participate therein ratably in accordance with Clause 9.5 (Right of cancellation in relation the amount by which they offered to a Defaulting Lender); orincrease their respective Commitments on the Commitment Date. (ii) Not later than two (2) days following each Commitment Date, the Administrative Agent shall notify the Company as to the amount, if any, by which the Lenders are willing to participate in the requested increase. If the aggregate amount by which the Lenders are willing to increase their Commitments on any such Commitment Date is less than the requested amount, then the Commitments of a Lender in accordance with Clause 9.1 (Illegality), request those Lenders that the Total Commitments be increased (and the Total are willing to increase their Commitments shall be so increased) increased as provided in an aggregate Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: subsection (iii) the increased Commitments will be assumed by below and any one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected Persons designated by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further reasonably acceptable to the Administrative Agent (acting reasonablyeach, a "New Lender") and each of which confirms its willingness that agrees to assume and does assume all provide Commitments for the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall shortfall may become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to this Agreement by executing and delivering, together with the Intercreditor Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws Company, an accession agreement in form and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify substance satisfactory to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Administrative Agent has authority pursuant to execute on its behalf any amendment which such Person or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with Persons shall become a party to this Agreement on or prior as a Lender and, to the date on which extent provided therein, shall have the increase becomes effective. (d) Unless the Agent otherwise agrees rights and obligations of a Lender hereunder; provided that each such Person or the increased Persons shall provide a Commitment is assumed by in an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2at least $5,000,000. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) On each Increase Date, each Person that accepts an offer to participate in a “re-transfer” requested Commitment increase in accordance with Section 2.01(c) shall become a Lender party to this Agreement as of such Increase Date and “re-assignment” were references the Commitment of each Increasing Lender shall be increased as of such Increase Date by the amount set forth in its notice delivered to respectively a “transfer” the Administrative Agent in accordance with Section 2.01(c)(i) (or by the amount allocated to such Lender pursuant to the last sentence of Section 2.01(c)(i)), and “assignment”if on the Increase Date any Committed Advances are outstanding, the Borrowers shall borrow Committed Advances from the New Lenders, and/or prepay the outstanding Committed Advances, in such amounts and in such Currency or Currencies as are required to cause the outstanding Committed Advances to be held ratably by all Lenders.

Increase. (a) The Company may by giving prior notice to the Facility Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 8.68.7 (Right of cancellation in relation to a Defaulting Lender); (ii) all or part of the Commitments of a Lender in accordance with Clause 8.5 (Right of repayment and cancellation in relation to, or replacement of, a single Lender); or (iiiii) the Commitments of a Lender in accordance with Clause 9.1 8.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments under that Facility shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iiiiv) the increased Commitments will may be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (ivv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (vvi) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vivii) the Commitments of the other Lenders shall continue in full force and effect; and (viiviii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Facility Agent of an Increase Confirmation from the relevant Increase Lender and the Facility Agent shall execute an Increase Confirmation within five Business Days of receipt by it of an Increase Confirmation duly executed by the Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) , the performance by the Facility Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Facility Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Facility Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may (but shall be under no obligation to) pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a letter between the Company and the Increase Lender setting out that fee. A reference in this Agreement to a Fee LetterLetter shall include any letter referred to in this paragraph. (fe) Clause 27.4 24.5 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may by giving prior notice to the Agent by no later than the date falling 20 15 Business Days after the effective date of a cancellation of: (i) of the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 8.8 (Right of cancellation Cancellation in relation to a Defaulting Lender); or (ii) or the Commitments of a Lender in accordance with Clause 9.1 8.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows:follows (the “Request”): (iiii) the increased Commitments will may be assumed by one or more Lenders or other banks, banks or financial institutions, trusts, funds or other entities institutions (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonablyGroup Company) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Total Commitments which it is to assume, as if it had been an Original Lender; (ivii) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (viii) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viiv) the Commitments of the other Lenders shall continue in full force and effect; and (viiv) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) in the case of any Increase Lender which is not an Austrian Lender, the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in the case of any Increase Lender which is an Austrian Lender, receipt by the Agent of (x) a duly completed Austrian Increase Confirmation delivered to it by the Company and (y) the Increase Fee; and (iii) in relation to an Increase Lender (whether an Austrian Lender or not) which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Total Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase ConfirmationConfirmation or accepting the Austrian Increase Confirmation (as the case may be), confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees with the Company or the increased Commitment increase in the Total Commitments is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £EUR 1,500 and the Company shall within three (3) Business Days of promptly on demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.22.3. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 24.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 2.3 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may by giving prior notice Subject to the Agent by no later than satisfaction or waiver of the date falling 20 Business Days conditions precedent set forth in Section 7 hereof, but immediately after giving effect to the effective date of a cancellation of: transactions described in Section 3 hereof, (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 (Right of cancellation in relation to a Defaulting Lender); or Increase shall become effective, (ii) the Commitments of a Lender in accordance with Clause 9.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Additional Revolving Lender shall become a Party as “Revolving Lender” and a “Lender” under the Credit Agreement and any Increase (iii) each Additional Revolving Lender shall have all the rights and each obligations of a “Revolving Lender” and a “Lender” holding a Revolving Commitment or a Revolving Loan under the Credit Agreement and the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred Loan Documents with respect to above or any later date on which the conditions set out in paragraph (b) below are satisfiedits Additional Revolving Commitment. (b) An increase in Upon the Total Commitments will only be effective on: (i) effectiveness of the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Increase, each Revolving Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it will automatically and without further action be deemed to accede as a party have assigned to the Intercreditor Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase each Additional Revolving Lender, the completion and each such Additional Revolving Lender will automatically and without further act be deemed to have assumed, a portion of which the Agent shall promptly notify to the Company and the Increase such Revolving Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, ’s participations in the case of outstanding LC Exposure under the Security AgentCredit Agreement such that, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay after giving effect to the Increase and each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding LC Exposure under the Credit Agreement held by each Revolving Lender a fee in (including each such Additional Revolving Lender) will equal such Revolving Lender’s Applicable Percentage. For purposes of the amount and foregoing, “Applicable Percentage” shall mean, with respect to any Revolving Lender at any time, the times agreed between percentage of the Company and the Increase Lender in a Fee Letteraggregate Revolving Commitments of all Revolving Lenders represented by such Revolving Lender’s Revolving Commitment at such time. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may by giving prior notice 1.4.1. Subject to the Agent by no later than terms and conditions set forth herein, on the date falling 20 Business Days Amendment Effective Date (but subject to the terms of Section 5 hereof and immediately after giving effect to the effective date of a cancellation of: transactions described in Section 3 hereof), (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 (Right of cancellation in relation to a Defaulting Lender); or Increase shall become effective, (ii) each Additional Revolving Lender shall become a “Revolving Lender” and a “Lender” under the Existing Credit Agreement and (iii) each Additional Revolving Lender shall have all the rights and obligations of a “Revolving Lender” and a “Lender” holding a Revolving Commitment or a Revolving Loan under the Existing Credit Agreement and the other Loan Documents with respect to its Additional Revolving Commitment. The Additional Revolving Commitments shall constitute Extended Revolving Commitments under the Amended Credit Agreement. 1.4.2. Each Additional Revolving Lender, by delivering its signature page to this Amendment on the Amendment Effective Date, shall be deemed to have acknowledged receipt of, and consented to and approved and agrees to be bound by, the Existing Credit Agreement, the Amended Credit Agreement and each other Loan Document and each other document required to be approved by the Administrative Agent or any Lenders, as applicable, on the Amendment Effective Date (including the amendment of the Existing Credit Agreement contemplated hereby). 1.4.3. Each Additional Revolving Lender, if any, by delivering its signature page to this Amendment on the Amendment Effective Date, hereby (x) represents and warrants that (i) it has full power and authority, and has taken all action necessary, to execute and deliver this Amendment and to consummate the transactions contemplated hereby and to become a Lender under the Existing Credit Agreement and the Amended Credit Agreement, (ii) from and after the Amendment Effective Date (until such time as such Additional Revolving Lender ceases to be a Lender in accordance with Clause 9.1 (Illegalitythe terms of the Amended Credit Agreement), request that it shall be bound by the Total Commitments be increased (provisions of the Existing Credit Agreement, the Amended Credit Agreement and the Total Commitments other Loan Documents as a Revolving Lender and shall be so increased) in an aggregate Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms its willingness to assume and does assume all have the obligations of a Revolving Lender corresponding thereunder, (iii) it is sophisticated with respect to that part decisions to acquire assets of the increased type represented by the Revolving Commitments which it and Revolving Loans and either it, or the Person exercising discretion in making its decision to acquire the Revolving Commitments and Revolving Loans, is to assumeexperienced in acquiring assets of such type, as if it had been an Original Lender; (iv) each of it has, independently and without reliance upon the Obligors Administrative Agent or any other Lender and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another based on such documents and information as the Obligors it has deemed appropriate, made its own credit analysis and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; decision to enter into this Amendment, (v) each Increase it has delivered to the Borrower and the Administrative Agent any tax documentation required to be delivered by such Additional Revolving Lender shall become a Party pursuant to the terms of the Existing Credit Agreement and the Amended Credit Agreement, duly completed and executed by such Additional Revolving Lender, and (vi) it is an Eligible Assignee, (y) appoints and authorizes the Administrative Agent to take such action on its behalf and to exercise such powers under the Existing Credit Agreement, the Amended Credit Agreement and the other Loan Documents as are delegated to or otherwise conferred upon the Administrative Agent by the terms thereof, together with such powers as are reasonably incidental thereto and (z) agrees that it will perform in accordance with their respective terms all of the obligations which by the terms of the Loan Documents are required to be performed by it as a “Revolving Lender” . 1.4.4. Immediately after giving effect to the consummation of the transactions described in Section 3 hereof and any Increase this Section 4, the aggregate amount of the Revolving Commitments of each Revolving Lender (including each Extended Revolving Lender, each Non-Extended Revolving Lender and each Additional Revolving Lender) shall be as set forth opposite such ▇▇▇▇▇▇’s name on Schedule IV hereto. 1.4.5. This Amendment shall constitute (i)(x) an Incremental Facility Amendment and (y) notice to the Administrative Agent of a request for a Revolving Commitment Increase as required pursuant to Section 2.21 of the other Finance Parties shall assume obligations towards one another Existing Credit Agreement and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and shall constitute a Revolving Commitment Increase in accordance with Section 2.21 of the Existing Credit Agreement. The Increase shall utilize a portion of the basket set forth in clause (iiiy) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”of Section 2.21(a) of the Existing Credit Agreement.

Increase. (a) 2.2.1 The Company Borrower may by giving prior notice to the Agent by no later than the date falling 20 five Business Days after the effective date of a cancellation of: (ia) the Available undrawn Commitments of a Defaulting Lender in accordance with Clause 9.5 (Right of cancellation in relation to a Defaulting Lender)clause 7.4.6; or (iib) the Commitments of a Lender in accordance with Clause 9.1 clause 7.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments under the Facility shall be so increased) in an aggregate Base Currency Amount amount of up to the amount of the Available Commitments or Commitments Commitment so cancelled as follows: (iiii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company Borrower (each of which shall not be an Investor Affiliate or a member of the Group) Group and which is further acceptable to the Agent (acting reasonably)) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (ivii) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (viii) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viiv) the Commitments of the other Lenders shall continue in full force and effect; and (viiv) any increase in the Total Commitments shall take effect on the date specified by the Company Borrower in the notice referred to above or any later date on which the conditions set out in paragraph (b) below clause 2.2.2 are satisfied. (b) 2.2.2 An increase in the Total Commitments will only be effective on: (ia) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (iib) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) increase the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company Borrower and the Increase Lender. (c) 2.2.3 Each of the other Finance Parties hereby appoint the Agent as its agent to execute on its behalf any Increase Confirmation delivered to the Agent in accordance with this clause 2.2. 2.2.4 Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) 2.2.5 Unless the Agent otherwise agrees or the increased Commitment is Commitments are assumed by an existing Lender, the Company Borrower shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 $3,500 and the Company Borrower shall within three (3) Business Days of promptly on demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate it in connection with any increase in Commitments under this Clause clause 2.2. (e) 2.2.6 The Company Borrower may pay to the Increase Lender a fee in the amount and at the times agreed between the Company Borrower and the Increase Lender in a letter between the Borrower and the Increase Lender setting out that fee. A reference in this Agreement to a Fee LetterLetter shall include any letter referred to in this clause 2.2.6. (f) 2.2.7 Clause 27.4 33.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 clause 2.2.7 in relation to an Increase Lender as if references in that Clause clause to: (ia) an “Existing Lender” Lender were references to all the Lenders immediately prior to the relevant increase; (iib) the “New Lender” Lender were references to that “Increase Lender”; and (iiic) a “re-transfer” and “re-assignment” assignment were references to respectively a “transfer” and “an assignment”.

Increase. (a) The Company Borrower may by giving prior notice to the Facility Agent by no later than the date falling 20 five Business Days after the effective date of a cancellation of: (i) the Available Commitments Commitment of a Defaulting Lender in accordance with Clause 9.5 7.5 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments Commitment of a Lender in accordance with with: (A) Clause 9.1 7.1 (Illegality); or (B) paragraph (a) of Clause 7.4 (Right of cancellation and repayment in relation to a single Lender), (such Available Commitment or Commitment so cancelled being the “Cancelled Commitment”) request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount amount in USD of up to the amount of the Available Commitments or Commitments so cancelled such Cancelled Commitment as follows: (iii) the such increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company Borrower (each of which shall not be an Investor Affiliate a Sponsor Affiliate, a Transaction Obligor or a member of the Group) and which is further acceptable to the Agent (acting reasonablyGroup Member) and each of which confirms in writing (whether in the relevant Increase Confirmation or otherwise) its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the such increased Commitments which it is to assumeassume (the “Assumed Commitment” of such Increase Lender), as if it had been an Original LenderLender (for the avoidance of doubt, the aggregate Assumed Commitments of all of the Increase Lenders shall not exceed such Cancelled Commitment); (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors that Obligor and the that Increase Lender would have assumed and/or acquired had the that Increase Lender been an Original LenderLender (with such Assumed Commitment so assumed by it, in addition to any other Commitment which that Increase Lender may otherwise have in accordance with this Agreement); (v) each Increase Lender which is not already party hereto as a Lender shall become a Party as a “Lender” (with such Assumed Commitment so assumed by it, in addition to any other Commitment which that Increase Lender may otherwise have in accordance with this Agreement), and any Increase Lender and each of the other Finance Parties and the Hedge Counterparties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties and Hedge Counterparties would have assumed and/or acquired had the that Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any such increase in the Total Commitments shall take effect on the later of (A) the date specified by the Company Borrower in the notice referred to above or any later and (B) the date on which the conditions set out in paragraph (b) below are satisfiedsatisfied in respect of such increase. In the case of cancellation of the Available Commitment of a Defaulting Lender referred to in paragraph (i), the Commitment of such Defaulting Lender shall be permanently cancelled and reduced by the aggregate Assumed Commitment of each such Increase Lender upon the effectiveness of such increase in the Commitments. (b) An increase in the Total Commitments pursuant to paragraph (a) will only be effective on: (i) the execution by the Facility Agent of an Increase Confirmation from each Increase Lender in respect of such increase (setting out the relevant Assumed Commitment which such Increase LenderLender is assuming in accordance with paragraph (a)) provided that the requirements set out in paragraph (ii)(B) below have been satisfied in the case of an Increase Lender which is not a Lender immediately prior to such increase; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant such increase: (A) the that Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement as a “Senior Lender” (as defined in the Intercreditor Agreement); and (B) the performance by the Facility Agent of being satisfied that it has complied with all necessary “know your customer” or other similar checks under all applicable laws and regulations and internal policies in relation to the assumption of the increased Commitments such Assumed Commitment by that Increase Lender, the completion of which the . The Facility Agent shall promptly notify to the Company Borrower and the that Increase LenderLender upon being so satisfied. (c) Each Increase Lender, by executing the an Increase Confirmation, confirms (for the avoidance of doubt) that the Facility Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement any Finance Document on or prior to the date on which the increase in Commitments (to which such Increase Confirmation relates) becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, The Borrower shall promptly on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of written demand pay the Facility Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees, subject to any agreed cap) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) An Increase Lender shall (or the Borrower shall on its behalf), on the date upon which such increase takes effect, pay to the Facility Agent (for its own account) a fee in an amount equal to the fee which would be payable under Clause 25.3 (Assignment or transfer fee) if such increase was a transfer to such Increase Lender pursuant to Clause 25.5 (Procedure for transfer) and if such Increase Lender was a New Lender. (f) The Company Borrower may pay to the an Increase Lender a fee in the amount and at the times agreed between the Company Borrower and the such Increase Lender in a Fee Letter. (fg) Clause 27.4 25.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may by giving prior notice to the Agent by no later than the date falling 20 five Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 8.7 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 8.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments under the Facility shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iiiA) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) Group and which is further acceptable to the Agent (acting reasonably)) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (ivB) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (vC) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viD) the Commitments of the other Lenders shall continue in full force and effect; and (viiE) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) , the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 US$2,000 and the Company shall within three (3) Business Days of promptly on demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate it in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 24.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company Borrower may by giving prior notice to the Agent by no later than the date falling 20 ten (10) Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with paragraph (g) of Clause 9.5 7.11 (Right of replacement or repayment and cancellation in relation to a Defaulting single Lender); or (ii) the Commitments of a Lender in accordance with with: (A) Clause 9.1 7.1 (Illegality); or (B) Paragraph (a) of Clause 7.11 (Right of replacement or repayment and cancellation in relation to a single Lender), request that the Total Commitments relating to any Facility be increased (and the Total Commitments relating to that Facility shall be so increased) in an aggregate Base Currency Amount amount of up to the amount of the Available Commitments or Commitments relating to that Facility so cancelled as follows: (iiii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities Eligible Institutions (each an “Increase Lender”) selected by the Company Borrower (each of which shall not be an Investor Affiliate or a member of the Group or the Target Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms in writing (whether in the relevant Increase Confirmation or otherwise) its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (ivii) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (viii) each Increase Lender shall become a Party as a “Lender” Lender and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viiv) the Commitments of the other Lenders shall continue in full force and effect; and (viiv) any increase in the Total Commitments relating to a Facility shall take effect on the date specified by the Company Borrower in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments relating to a Facility will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by , the Agent of being satisfied that it has complied with all necessary “"know your customer” " or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the . The Agent shall promptly notify to the Company Borrower and the Increase LenderLender upon being so satisfied. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless The Borrower shall, promptly on demand, pay the Agent otherwise agrees or the increased Commitment is assumed amount of all costs and expenses (including legal fees) reasonably incurred by an existing Lender, the Company it in connection with any increase in Commitments under this Clause 2.2 (Increase). (e) The Increase Lender shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 in an amount equal to the fee which would be payable under Clause 22.4 (Transfer fee) if the increase was a transfer pursuant to Clause 22.6 (Procedure for transfer) and if the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2Increase Lender was a New Lender. (ef) The Company Borrower may pay to the Increase Lender a fee in the amount and at the times agreed between the Company Borrower and the Increase Lender in a letter between the Borrower and the Increase Lender setting out that fee. A reference in this Agreement to a Fee LetterLetter shall include any letter referred to in this paragraph. (fg) Neither the Agent nor any Lender shall have any obligation to find an Increase Lender and in no event shall any Lender whose Commitment is replaced by an Increase Lender be required to pay or surrender any of the fees received by such Lender pursuant to the Finance Documents. (h) Clause 27.4 22.5 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” Lender were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” Lender were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” transfer were references to respectively a “transfer” and “assignment”.

Increase. The Borrower has informed the Lenders that it desires to increase the Aggregate Elected Commitment Amount on the Tenth Amendment Effective Date (aas defined below) The Company may by giving prior notice an aggregate amount equal to $700,000,000, such that the resulting Aggregate Elected Commitment Amount shall be equal to $2,000,000,000 (the “Elected Commitment Amount Increase”, and the Loans made thereunder, collectively, the “Incremental Loans”). Subject solely to the Agent by no later than conditions precedent contained in Section 4 hereof, the date falling 20 Business Days after Borrower, the effective date of a cancellation of: Administrative Agent, each Existing Lender listed as an Increasing Lender on the signature pages hereto (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 (Illegality)each, request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Increasing Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms Canadian Imperial Bank of Commerce, New York Branch and Regions Bank (each, an “Additional Lender” and the Additional Lenders and the Increasing Lenders, collectively, the “Incremental Lenders”) hereby agree that: (a) each Additional Lender shall provide its willingness Elected Commitment Amount and each Increasing Lender shall increase its Elected Commitment Amount, in each case, on the Tenth Amendment Effective Date such that, each Lender’s Elected Commitment Amount on the Tenth Amendment Effective Date (as reallocated pursuant to assume the below-defined Assignment and does assume all Reallocation) shall be the obligations of a Elected Commitment Amount specified for such Lender corresponding on Schedule 1.1(a) attached to that this Tenth Amendment (the “Amended Schedule 1.1(a)”); (b) the Elected Commitment Amount Increase (and the related Commitments) provided for herein shall be on the same terms as the existing Revolving Commitments and any Incremental Loans made pursuant thereto shall be part of the increased Commitments which it is same Class as any outstanding Revolving Loans including, without limitation, with respect to assume, as if it had been an Original Lender; (iv) each of the Obligors Maturity Date and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effectApplicable Margin applicable thereto; and (viic) any increase in the Total Commitments this Tenth Amendment shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of constitute an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior Incremental Agreement with respect to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption increase of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Elected Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis Amounts set forth in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”Section 2.1.

Increase. The Borrower may request at any time and from time to time that the aggregate amount of the Revolving Loan Commitment be increased up to a maximum amount of $325,000,000; provided that (ai) The Company may by giving prior notice no increase in the Revolving Loan Commitment shall be made at a time when a Default or Event of Default shall have occurred and be continuing or would result from the requested increase, (ii) no increase in the Revolving Loan Commitment shall be made at any time after the Revolving Loan Commitment has been terminated, (iii) each partial increase shall be made in an aggregate amount at least equal to $10,000,000 and in integral multiples of $5,000,000 above such amount, (iv) the Borrower shall have delivered to the Agent by no later than certified resolutions of the Board of Directors of the Borrower authorizing such increase and borrowings in connection therewith and (v) all of the representations and warranties set forth in Section 6 (except for those contained in Sections 6.7 and 6.10) shall be true and correct in all material respects as of the date falling 20 Business Days after of such request and as of the effective date of such increase. In the event of such a cancellation of: requested increase in the Revolving Loan Commitment, (i) each of the Available Commitments Lenders shall be given the opportunity to participate in the increased Revolving Loan Commitment (x) initially to the extent of a Defaulting Lender such Lender’s existing Commitment Percentage, (y) to the extent that the requested increase of the Revolving Loan Commitment is not fulfilled pursuant to the preceding clause (x), ratably in accordance with Clause 9.5 the proportion that the respective Commitment Percentages of the Lenders desiring to participate in the requested increase bear to the total of the Commitment Percentages of the increasing Lenders, and (Right z) to the extent that the requested increase in Revolving Loan Commitment is not fulfilled pursuant to clauses (x) and (y), Lenders may participate regardless of cancellation in relation to a Defaulting Lender); or their Commitment Percentages, and (ii) to the extent that the Lenders do not elect so to participate in such increased Revolving Loan Commitment after an opportunity to do so, then the Borrower shall consult with the Agent as to the number, identity and requested Revolving Loan Commitments of a Lender in accordance with Clause 9.1 (Illegality), request additional financial institutions that the Total Commitments be increased (Agent may invite to participate in the aggregate Revolving Loan Commitment. The Agent will not unreasonably refuse to so invite a commercial bank organized under the laws of the United States or of any State thereof, identified and requested by the Borrower, that has capital and surplus reasonably satisfactory to the Agent in light of the Revolving Loan Commitment which such commercial bank would assume hereunder. The Agent shall promptly notify the Borrower and the Total Commitments shall be so increased) Lenders of any increase in an aggregate Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member aggregate Revolving Loan Commitment pursuant to this Section and of the Group) respective adjusted Revolving Loan Commitment and which is further acceptable Commitment Percentage of each Lender after giving effect thereto. The Borrower acknowledges that, in order to maintain Loans in accordance with the Agent (acting reasonably) and Commitment Percentage of each of which confirms its willingness to assume and does assume all the obligations of Lender, a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any non-pro-rata increase in the Total Commitments shall take effect aggregate Revolving Loan Commitment may require prepayment or funding of all or portions of certain Revolving Loans on the date specified by the Company in the notice referred to above of such increase (and any such prepayment or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only funding shall be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior subject to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor other provisions of this Credit Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender). (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may Borrower may, at any time after the Effective Date by giving prior notice to the Agent Administrative Agent, propose an increase in the total Commitments hereunder (each such proposed increase being a “Commitment Increase”) either by no later than having a Lender increase its Commitment then in effect (each an “Increasing Lender”) or by adding as a Lender with a new Commitment hereunder a Person which is not then a Lender (each, an “Assuming Lender”), in each case, with the consent of the Administrative Agent, each Issuing Bank and the Swingline Lender to the extent consent would be required under the terms of Section 9.04(b) in connection with an assignment to such Lender or Person (such consent, in each case, not to be unreasonably withheld), which notice shall specify the name of each Increasing Lender and/or Assuming Lender, as applicable, the amount of such Commitment Increase, the portion thereof being assumed by each such Increasing Lender or Assuming Lender, and the date falling 20 on which such Commitment Increase is to be effective (the “Commitment Increase Date”) (which shall be a Business Day at least three Business Days after delivery of such notice and 30 days prior to the effective date of a cancellation ofCommitment Termination Date); provided that: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount of up to the minimum amount of the Available Commitments or Commitments so cancelled increase of the Commitment of any Increasing Lender, and the minimum amount of the Commitment of any Assuming Lender, as follows: (iii) the increased Commitments will part of any Commitment Increase shall be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate $10,000,000 or a member larger multiple of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender$1,000,000; (ii) in relation immediately after giving effect to an Increase Lender which is any Commitment Increase, the total Commitments hereunder shall not a Lender immediately prior to exceed $850,000,000; (iii) no Default shall have occurred and be continuing on the relevant increase: (A) the Commitment Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor AgreementDate or shall result from any Commitment Increase; and (Biv) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws representations and regulations in relation to the assumption warranties of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders Borrower set forth in accordance with this Agreement on or prior to the date on which the increase becomes effective. shall be true and correct in all material respects (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them andor, in the case of any such representations and warranties qualified as to materiality, in all respects) on and as of the Security relevant Commitment Increase Date as if made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date). Each Commitment Increase (and the increase of the Commitment of each Increasing Lender and/or the new Commitment of each Assuming Lender, as applicable, resulting therefrom) shall become effective as of the relevant Commitment Increase Date upon receipt by the Administrative Agent, by any Receiver on or Delegate in connection prior to 11:00 a.m., New York City time, on such Commitment Increase Date, of (A) a certificate of a duly authorized officer of the Borrower stating that the conditions with any increase in Commitments respect to such Commitment Increase under this Clause 2.2. paragraph (ec) The Company may pay have been satisfied and (B) an agreement, in form and substance reasonably satisfactory to the Borrower and the Administrative Agent, pursuant to which, effective as of such Commitment Increase Date, the Commitment of each such Increasing Lender shall be increased and/or each such Assuming Lender shall undertake a fee Commitment, duly executed by such Increasing Lender or Assuming Lender, as the case may be, and the Borrower and acknowledged by the Administrative Agent. Upon the Administrative Agent’s receipt of a fully executed agreement from each Increasing Lender and/or Assuming Lender referred to in clause (B) above, together with the certificate referred to in clause (A) above, the Administrative Agent shall record the information contained in each such agreement in the amount Register and at give prompt notice of the times agreed between relevant Commitment Increase to the Company Borrower and the Lenders (including, if applicable, each Assuming Lender). On each Commitment Increase Lender Date, in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: the event Revolving Loans are then outstanding, (i) an “Existing Lender” were references each relevant Increasing Lender and Assuming Lender shall make available to the Administrative Agent such amounts determined by the Administrative Agent in immediately available funds, for the benefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the application of such amounts to make payments to such other Lenders, the Revolving Loans to be held ratably by all the Lenders immediately prior to the relevant increase; in accordance with their respective Commitments, (ii) the “New Lender” were references Borrower shall be deemed to that “have prepaid and reborrowed all outstanding Revolving Loans as of such Commitment Increase Lender”; and Date (with such borrowing to consist of the Type of Loans, with related Interest Periods if applicable, specified in a notice delivered by the Borrower in accordance with the requirements of Section 2.03) and (iii) the Borrower shall pay to the Lenders the amounts, if any, payable under Section 2.13 as a “re-transfer” result of such prepayment. Notwithstanding anything herein to the contrary, no Lender shall have any obligation to agree to increase its Commitment hereunder and “re-assignment” were references any election to respectively a “transfer” and “assignment”do so shall be in the sole discretion of each Lender.

Increase. Subject to the satisfaction of the conditions precedent set forth in Section 5 below, and in reliance on the representations and warranties set forth in Section 6 below, each Increasing Lender party hereto hereby agrees to provide new Revolving Commitments pursuant to Section 2.09 of the Credit Agreement in an amount equal to $60,000,000, such that after giving effect to such Incremental Revolving Commitments, the Revolving Commitments of each Lender shall be as set forth beside such ▇▇▇▇▇▇'s name under the Commitment Schedule attached hereto. The Incremental Revolving Commitments and any amounts borrowed in respect of the Incremental Revolving Commitments ("Incremental Revolving Loans") shall constitute Revolving Commitments and Revolving Loans under the Credit Agreement, respectively, shall be entitled to all the benefits afforded by the Credit Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from any guarantees and the security interests created by the Loan Documents. The Borrowers shall take any actions reasonably required by the Administrative Agent to ensure and demonstrate that the Liens and security interests granted by the Loan Documents continue to be perfected under the UCC or otherwise after giving effect to the Incremental Revolving Commitments, Incremental Revolving Loans and the corresponding increase in the Aggregate Revolving Commitment set forth herein. The interest margins for the Incremental Revolving Loans shall be the same interest margins for the Revolving Loans under the Credit Agreement. The outstanding unpaid principal balance and all accrued and unpaid interest on the Incremental Revolving Loans shall be due and payable on the earlier of (a) The Company may by giving prior notice to the Agent by no later than Maturity Date, and (b) the date falling 20 Business Days after of the effective date acceleration of a cancellation of: (i) the Available Commitments of a Defaulting Lender Revolving Loans in accordance with Clause 9.5 (Right the terms of cancellation the Credit Agreement. Further the Revolving Incremental Commitments provided in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance connection with Clause 9.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments this Amendment shall be so increased) in an aggregate Base Currency Amount of up to reduce dollar for dollar the amount of the Available additional available Revolving Commitments or Commitments so cancelled as follows: (iiiunder Section 2.09(e) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfiedCredit Agreement. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may by giving prior notice to the Agent by no later than the date falling 20 10 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with paragraph (f) of Clause 9.5 8.5 (Right of replacement and cancellation in relation to a Defaulting single Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 8.1 (Illegality), ; request that the Total Commitments be increased (and the Total Commitments under that Facility shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iiii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) (each of which shall not be a member of the Group) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (ivii) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (viii) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viiv) the Commitments of the other Lenders shall continue in full force and effect; and (viiv) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) , the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may by giving prior notice to the Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 ‎‎9.7 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with with: (A) Clause 9.1 ‎‎9.1 (Illegality); or (B) paragraph ‎(a) of Clause ‎‎9.5 (Right of cancellation and repayment in relation to a single Lender), request that the Total Commitments relating to any Facility be increased (and the Total Commitments relating to that Facility shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments relating to that Facility so cancelled as follows: (iii1) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities persons (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms in writing (whether in the relevant Increase Confirmation or otherwise) its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original LenderLender in respect of those Commitments; (iv2) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume (save that, for the purposes of determining whether an Increase Lender ceased to be a Qualifying Lender as a result of a Change of Law pursuant to any provisions of Clause ‎16 (Tax Gross-up and Indemnities), this Clause ‎2.3 shall not require such determination to be made by reference to the date the Original Lenders became a Party, but by reference to the date on which such increase of Commitments became effective); (v3) each Increase Lender shall shall, if it is not already a Lender, become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (vi4) the Commitments of the other Lenders shall continue in full force and effect; and (vii5) any increase in the Total Commitments relating to a Facility shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b‎(b) below are satisfied. (b) An increase in the Total Commitments relating to a Facility will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of being satisfied (acting reasonably) that it has complied with all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the . The Agent shall promptly notify to the Company and the Increase LenderLender upon being so satisfied. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company The Increase Lender shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 in an amount equal to the fee which would be payable under Clause ‎27.8 (Assignment or transfer fee) if the increase was a transfer pursuant to Clause ‎‎27.10 (Procedure for transfer) and if the Increase Lender was a New Lender. (e) The Company may pay (or may procure that another Obligor pays) to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) The Company shall within three (3) Business Days of promptly on demand pay (or procure that another Obligor pays) the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably properly incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2‎2.3. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (fg) Clause 27.4 ‎‎27.9 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 ‎2.3 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company Obligors’ Agent may by giving prior notice to the Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 9.7 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments under the Facility shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iiiA) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company Obligors’ Agent (each of which shall not be an Investor Affiliate or a member of the Group) Group and which is further acceptable to the Agent (acting reasonably)) and each of which confirms confirms, at that time, its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender, provided that for the avoidance of doubt no Lender shall have any obligation under this paragraph (A) to make such a confirmation; (ivB) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender;Lender;1 (vC) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viD) the Commitments of the other Lenders shall continue in full force and effect; and (viiE) any increase in the Total Commitments shall take effect on the date specified by the Company Obligors’ Agent in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender;; and 1 The Transaction Security and guarantees provided under this Agreement may not in all jurisdictions continue to secure or guarantee the Increased Commitment or be for the benefit of the Increase Lender. It is the responsibility of the Increase Lender to ascertain whether any other documents or other formalities are required to confirm the Transaction Security and/or guarantees in any jurisdiction and/or for it to benefit from such Transaction Security and/or guarantees and, if so, to arrange for execution of those documents and completion of those formalities. (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company Obligors’ Agent, and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lenderagrees, the Company Obligors’ Agent shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 EUR 2,000 and the Company Obligors’ Agent shall within three (3) Business Days of promptly on demand pay the Agent and the Security Agent Trustee the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security AgentTrustee, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company Obligors’ Agent may pay to the Increase Lender a fee in the amount and at the times agreed between the Company Obligors’ Agent and the Increase Lender in a Fee Letter. (f) Clause 27.4 25.5 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may by giving prior notice to the Facilities Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) the Available Commitments Commitment and/or the Available Swingline Commitment of a Defaulting Lender (or its Affiliate) in accordance with Clause 9.5 13.6(g) (Right Involuntary prepayment and cancellation and replacement of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender (or its Affiliate) in accordance with Clause 9.1 13.1 (IllegalityMandatory prepayment - illegality), request that the Total Commitments or the relevant Swingline Commitments be increased (and the Total Commitments under that Facility or the relevant Swingline Commitments shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments Available Swingline Commitment so cancelled as follows: (iii) the increased Commitments and/or relevant Swingline Commitments will be assumed by one or more Lenders or other banks, banks or financial institutions, trusts, funds or other entities institutions (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Carnival Corporation & plc Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms its willingness to assume and does assume all the obligations of a Defaulting Lender corresponding to that part of the increased Commitments and/or relevant Swingline Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and (where appropriate) “Swingline Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments and Swingline Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments and/or the relevant Swingline Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments and/or the relevant Swingline Commitments will only be effective on: (i) the execution by the Facilities Agent of an Increase Confirmation from the relevant Increase Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) increase the performance by the Facilities Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments and/or the relevant Swingline Commitments by that Increase Lender, the completion of which the Facilities Agent shall promptly notify to the Company and the Increase Lender. (c) No Swingline Commitment of a Lender may exceed the Commitment of that Lender or its Affiliate pursuant to the operation of this Clause 2.2. Accordingly where the Swingline Commitments are to be increased pursuant to this Clause to replace Swingline Commitments of a Swingline Lender that have been cancelled pursuant to Clause 13.6(g) (Involuntary prepayment and cancellation and replacement of Lender) or Clause 13.1 (Mandatory prepayment - illegality) without a commensurate cancellation of the Commitments of that Swingline Lender’s Affiliate being required at the time of such cancellation, that Affiliate shall (to the extent of its Commitments at the time of the increase in Swingline Commitments) be required to transfer its Commitments to the relevant Increase Lender (or its Affiliate) on the terms provided for in Clause 40.4 (Replacement of a Defaulting Lender) to the extent necessary to ensure that the Commitments of the Increase Lender (or its Affiliate) are at least equal to each of the Swingline Commitments assumed by that Increase Lender. (d) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Facilities Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (de) Unless the Facilities Agent otherwise agrees or the increased Commitment and/or Swingline Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Facilities Agent (for its own account) a fee of £1,500 USD3,500 and the Company shall within three (3) Business Days of promptly on demand pay to the Agent and the Security Facilities Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate it in connection with any increase in Commitments under this Clause 2.2. (ef) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a letter between the Company and the Increase Lender setting out that fee. A reference in this Agreement to a Fee LetterLetter shall include any letter referred to in this paragraph. (fg) Clause 27.4 29.3 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” Lender were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” Lender were references to that “Increase Lender”; and (iii) a “re-transfer” re‑transfer and “re-assignment” re‑assignment were references to respectively a “transfer” transfer and “assignment”.

Increase. (a) The Company Subject to Clause 39.7 (Restriction on Debt Purchase Transactions), the Parent may by giving prior notice to the Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 11.6 (Right of cancellation in relation to a Defaulting Lender); or; (ii) the Commitments of a Lender in accordance with Clause 9.1 11.1 (Illegality); or (iii) any Commitments of a Lender in accordance with Clause 39.5 (Replacement of Lender), request that the Total Commitments relating to any Facility be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount amount in the applicable currency of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iiiA) the increased Commitments will be assumed by one or more Lenders or other banks▇▇▇▇▇, financial institutions, trusts, funds funds, entities or other entities persons (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) Parent and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (ivB) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (vC) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viD) the Commitments of the other Lenders shall continue in full force and effect; and (viiE) any increase in the Total Commitments shall take effect on the date specified by the Company Parent in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase LenderLender which the Agent shall execute promptly on request; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company Parent, the Increase Lender and the Issuing Bank. (iii) in the case of an increase in the Total Commitments, the relevant Issuing Bank consenting to the identity of the relevant Increase LenderLender (unless that Increase Lender is a person with a long term corporate credit rating equal to or better than BBB or Baa2 (as applicable) according to at least two of Moody’s, S&P and Fitch). (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company The Increase Lender shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 in an amount equal to the fee which would be payable under Clause 28.3 (Assignment or transfer fee) if the increase was a transfer pursuant to Clause 28.5 (Procedure for transfer) and if the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2Increase Lender was a New Lender. (e) The Company Parent may pay to the Increase Lender a fee in the amount and at the times agreed between the Company Parent and the Increase Lender in a Fee Letter. (f) Clause 27.4 28.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”. (g) the Finance Parties shall be required to enter into any amendment to the Finance Documents (including, without limitation, in relation to any changes to, the taking of, or the release coupled with the retaking of, Transaction Security) required by the Parent (and not prejudicial to the interests of the Finance Parties) in order to facilitate or reflect any of the matters contemplated by this Clause 2.2. The Agent and the Security Agent are each authorised and instructed by each Finance Party to execute any such amended or replacement Finance Documents (and shall do so on the request of and at the cost of the Parent). (h) Nothing in this Clause 2.2 shall operate to increase the Total Commitments in effect at that time.

Increase. (aA) The Company may may, by giving prior notice to the Agent by no not later than the date falling 20 ten Business Days after the effective date of a cancellation of: (i1) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 10.5 (Right of cancellation in relation to a Defaulting Lender); or (ii2) the Commitments of a Lender in accordance with with: (a) paragraph (E) of Clause 9.1 2.2 (Extension of Facility); (b) Clause 10.1 (Illegality); or (c) paragraph (A) of Clause 10.4 (Right of cancellation and repayment in relation to a single Lender), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iiii) subject to paragraph (J) below, the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities Eligible Institutions (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms in writing (whether in the relevant Increase Confirmation or otherwise) its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original LenderLender in respect of those Commitments; (ivii) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (viii) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original LenderLender in respect of that part of the increased Commitments which it is to assume; (viiv) the Commitments of the other Lenders shall continue in full force and effect; and (viiv) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of executes an otherwise duly completed Increase Confirmation from delivered to it by the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and. (B) The Agent shall, subject to paragraph (C) below, as soon as reasonably practicable after receipt by it of a duly completed Increase Confirmation appearing on its face to comply with the performance terms of this Agreement and delivered in accordance with the terms of this Agreement, execute that Increase Confirmation. (C) The Agent shall only be obliged to execute an Increase Confirmation delivered to it by the Agent of an Increase Lender once it is satisfied it has complied with all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (cD) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effectiveeffective in accordance with this Agreement and that it is bound by that decision to the same extent as it would have been had it been an Original Lender. (dE) Unless The Company shall promptly on demand pay the Agent otherwise agrees or the increased Commitment is assumed amount of all costs and expenses (including legal fees) reasonably incurred by an existing Lenderit in connection with any increase in Commitments under this Clause 2.3, provided that the Company has approved the fee arrangements of any professional advisers involved. (F) Each Increase Lender shall, on the date upon which the relevant increase takes effect, pay to the Agent (for its own account) a fee of £1,500 in an amount equal to the fee which would be payable under Clause 29.4 (Assignment or transfer fee) if the increase was a transfer pursuant to Clause 29.6 (Procedure for transfer) and if the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2Increase Lender was a New Lender. (eG) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (fH) Neither the Agent nor any Lender shall have any obligation to find an Increase Lender and in no event shall any Lender whose Commitment is replaced by an Increase Lender be required to pay or surrender any of the fees received by such Lender pursuant to the Finance Documents. (I) Clause 27.4 29.5 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 2.3 in relation to an Increase Lender as if references in that Clause clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company Parent may by giving prior notice to the Agent by no later than the date falling 20 five Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 8.7 (Right of cancellation Cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 8.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iiiA) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company Parent (each of which shall not be an Investor Affiliate or a member of the Group) Group and which is further acceptable to the Agent (acting reasonably)) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (ivB) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (vC) each Increase Lender shall become a Party as a “Lender” Lender and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viD) the Commitments of the other Lenders shall continue in full force and effect; and (viiE) any increase in the Total Commitments shall take effect on the date specified by the Company Parent in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) increase the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company Parent and the Increase Lender.; (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company Parent shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 $2,500 and the Company Parent shall within three (3) Business Days of promptly on demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate it in connection with any increase in Commitments under this Clause 2.22.4. (e) The Company Parent may pay to the Increase Lender a fee in the amount and at the times agreed between the Company Parent and the Increase Lender in a Fee Letter. A reference in this Agreement to a Fee Letter shall include any letter referred to in this paragraph. (f) Clause 27.4 24.5 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 2.4 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” Lender were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” Lender were references to that “Increase Lender”; and (iii) a “re-transfer” transfer and “re-assignment” assignment were references to respectively a “transfer” transfer and “assignment”.

Increase. (ai) The Company Borrower may at any time, by giving prior notice to the Administrative Agent not less than three Business Days prior to a Commitment Increase Date (as defined below), propose that the aggregate amount of the Commitments be increased (each such proposed increase being a “Commitment Increase”), through an increase of the Commitment or Commitments of one or more existing Lenders and/or the addition of one or more Persons (who shall be Eligible Assignees) as Assuming Lenders, as the Borrower may determine, all effective as of a date (the “Commitment Increase Date”) that shall be specified in such notice and that shall be prior to the Commitment Termination Date; provided that (A) the proposed Commitment Increase in respect of the Commitment of either (1) any Increasing Lender or (2) any Assuming Lender shall for each Commitment Increase Date be in the aggregate amount of no less than $25,000,000 and an integral multiple of $1,000,000 in excess thereof, (B) in no event shall the aggregate amount of the Commitments at any time exceed $1,500,000,000, (C) no Default shall have occurred and be continuing on such Commitment Increase Date or shall result from the proposed Commitment Increase, (D) the representations and warranties contained in Article 4 shall be accurate in all material respects on and as of the Commitment Increase Date as if made on and as of such date (except to the extent any such representation or warranty (1) relates solely to an earlier date, in which case it shall be accurate as of such earlier date, or (2) is qualified by materiality or subject to a Material Adverse Effect qualification, in which case it shall be accurate in all respects on and as of the Commitment Increase Date or such earlier date as specified in clause (1) above), and (E) no Commitment Increase may be effected other than on a day (x) on which no Eurodollar Rate Loans are outstanding or (y) that is the last day of an Interest Period for all outstanding Eurodollar Rate Loans. The Administrative Agent shall notify the Lenders of a proposed Commitment Increase promptly upon its receipt of any notice from the Borrower with respect to such proposed Commitment Increase. It shall be in each Lender’s sole discretion whether to agree to increase its Commitment hereunder in connection with any proposed Commitment Increase. No later than the date falling 20 10 Business Days after its receipt of the effective date Borrower’s notice proposing a Commitment Increase, each Lender that is willing to increase its Commitment hereunder (each such Lender being an “Increasing Lender”) shall deliver to the Administrative Agent a notice in which such Lender shall set forth the maximum increase in its Commitment to which such Lender is willing to agree, and the Administrative Agent shall promptly provide to the Borrower a copy of such Increasing Lender’s notice. Any Lender failing to provide such notice shall be deemed to have declined to increase its Commitment. The Administrative Agent, or an Affiliate of the Administrative Agent, shall cooperate with the Borrower in discussions with the Lenders and Eligible Assignees with a cancellation of: view to arranging any proposed Commitment Increase through the increase of the Commitments of one or more of the Lenders and/or the addition of one or more Eligible Assignees as Assuming Lenders (provided that any such addition of an Eligible Assignee as an Assuming Lender shall be subject to the consent of the Administrative Agent, which consent shall not be unreasonably withheld or delayed) and as parties to this Agreement; provided, that any allocations of any increase of Commitments hereunder (including any allocation as between Increasing Lenders and Assuming Lenders) shall be determined by the Borrower in its sole discretion, subject to the limitations set forth in this clause (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 (Right of cancellation in relation to a Defaulting LenderSection 2.07(c); or. (ii) the Commitments of a Lender in accordance with Clause 9.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which If agreement is further acceptable to the Agent (acting reasonably) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately reached prior to the relevant increaseCommitment Increase Date with any Increasing Lenders and Assuming Lenders, if any, as to a Commitment Increase (the amount of which may be less than (subject to the limitation set forth in clause (i)(A) of this Section 2.07(c)) but not greater than that amount specified in the applicable notice from the Borrower), the Borrower shall deliver, no later than one Business Day prior to such Commitment Increase Date, a notice thereof in reasonable detail to the Administrative Agent (and the Administrative Agent shall give notice thereof to the Lenders, including any Assuming Lenders). The Assuming Lenders, if any, shall become Lenders hereunder as of such Commitment Increase Date and the Commitments of any Increasing Lenders and such Assuming Lenders shall be increased by or shall be, as the case may be, as of such Commitment Increase Date, the amounts specified in the notice delivered by the Borrower to the Administrative Agent; provided that: (A) the Administrative Agent shall have received at or prior to 9:00 A.M. (New York City time) on such Commitment Increase Lender entering into the documentation required for it to accede as Date (1) a party duly executed Note (to the Intercreditor Agreementextent requested by the relevant Lender), dated as of such Commitment Increase Date and in substantially the form of Exhibit C hereto for each Assuming Lender, and dated the date to which interest on the existing Notes shall have been paid and in substantially the form of Exhibit C hereto for each Increasing Lender, in each case in an amount equal to the Commitment of each such Assuming Lender and each such Increasing Lender after giving effect to such Commitment Increase, (2) a certificate of a duly authorized officer of the Borrower stating that each of the applicable conditions to such Commitment Increase set forth in Section 2.07(c)(i)(C) and 2.07(c)(i)(D) has been satisfied and (3) to the extent reasonably requested by the Administrative Agent documents, consistent with those delivered under Sections 3.01(a)(ii), 3.01(a)(iii) and 3.01(a)(iv) as to the corporate power and authority of the Borrower to borrow hereunder after giving effect to such increase; (B) with respect to each Assuming Lender, the Administrative Agent shall have received, at or prior to 9:00 A.M. (New York City time) on such Commitment Increase Date, an Assumption Agreement in substantially the form of Exhibit B hereto, duly executed by such Assuming Lender and the Borrower and acknowledged by the Administrative Agent; and (BC) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation each Increasing Lender shall have delivered to the assumption of the increased Commitments by that Administrative Agent, at or prior to 9:00 A.M. (New York City time) on such Commitment Increase LenderDate, the completion of which the Agent shall promptly notify confirmation in writing satisfactory to the Company and Administrative Agent as to its increased Commitment, with a copy of such confirmation to the Increase LenderBorrower. (ciii) Each Increase LenderUpon its receipt of confirmation from a Lender that it is increasing its Commitment hereunder, together with the appropriate Note (if applicable) and documents referred to in clause (ii)(A) above, the Administrative Agent shall (A) record the information contained therein in the Register and (B) give prompt notice thereof to the Borrower. Upon its receipt of an Assumption Agreement executed by executing an Assuming Lender representing that it is an Eligible Assignee, together with the Increase Confirmationappropriate Note (if applicable) and documents referred to in clause (ii)(A) above, confirms the Administrative Agent shall, if such Assumption Agreement has been completed and is in substantially the form of Exhibit B hereto, (for x) accept such Assumption Agreement, (y) record the avoidance of doubtinformation contained therein in the Register and (z) give prompt notice thereof to the Borrower. (iv) In the event that the Administrative Agent has authority shall not have received notice from the Borrower as to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance agreement with this Agreement respect to a Commitment Increase on or prior to the date relevant Commitment Increase Date or the Borrower shall, by notice to the Administrative Agent prior to such Commitment Increase Date, withdraw its proposal for a Commitment Increase or any of the actions provided for above in clauses (ii)(A) through (ii)(C) shall not have occurred by 9:00 A.M. (New York City time) on which such Commitment Increase Date, such proposal by the increase becomes effectiveBorrower shall be deemed not to have been made. In such event, any actions theretofore taken under clauses (ii)(A) through (ii)(C) above shall be deemed to be of no effect and all the rights and obligations of the parties shall continue as if no such proposal had been made. (dv) Unless In the event that the Administrative Agent otherwise agrees shall have received notice from the Borrower as to any agreement with respect to a Commitment Increase on or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; Commitment Increase Date and the action provided for in clauses (iiii)(A) through (ii)(C) above shall have occurred by 9:00 A.M. (New York City time) on such Commitment Increase Date, the “Administrative Agent shall notify the Lenders (including any Assuming Lenders) of the occurrence of such Commitment Increase Date promptly and in any event by 10:00 A.M. (New York City time) on such date by facsimile transmission or electronic messaging system. Each Increasing Lender and each Assuming Lender shall, before 11:00 A.M. (New York City time) on such Commitment Increase Date, make available for the account of its Applicable Lending Office to the Administrative Agent at the Administrative Agent’s Account, in same day funds, an amount equal to such Increasing Lender” were references ’s or such Assuming Lender’s ratable portion of the Revolving Borrowings then outstanding (calculated based on its Commitment as a percentage of the aggregate Commitments outstanding after giving effect to the relevant Commitment Increase). After the Administrative Agent’s receipt of such funds, the Administrative Agent will promptly thereafter cause to be distributed like funds to the Lenders for the account of their respective Applicable Lending Offices in an amount to each Lender such that “the aggregate amount of the outstanding Revolving Loans owing to each Lender after giving effect to such distribution equals such Lender’s ratable portion of the Revolving Borrowings then outstanding (calculated based on its Commitment as a percentage of the aggregate Commitments outstanding after giving effect to the relevant Commitment Increase). In addition, on and as of each Commitment Increase Lender”; and (iii) a “re-transfer” Date, the respective LC Exposures and “re-assignment” were references Swingline Exposures of the Lenders shall be redetermined based on their respective Commitments after giving effect to respectively a “transfer” and “assignment”the relevant Commitment Increase.

Increase. (a) The Company may by giving prior notice to the Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with paragraph (f) of Clause 9.5 8.5 (Right of replacement or repayment and cancellation in relation to a Defaulting single Lender); or (ii) the Commitments of a Lender in accordance with with: (A) Clause 9.1 8.1 (Illegality); or (B) Paragraph (a) of Clause 8.5 (Right of replacement or repayment and cancellation in relation to a single Lender), request that the Total Commitments relating to the Facility be increased (and the Total Commitments relating to the Facility shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments relating to that Facility so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms in writing by executing an Increase Confirmation its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments relating to a Facility shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments relating to a Facility will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by increase the Agent of being satisfied that it has complied with all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the . The Agent shall promptly notify to the Company and the Increase LenderLender upon being so satisfied. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless The Company shall, promptly on demand, pay to the Agent otherwise agrees the amount of all costs and expenses (including legal fees) reasonably incurred by it in connection with any increase in Commitments under this Clause 2.2 or the increased Commitment is assumed by an existing Lender, the Company under Clause 2.3 (New Commitments). (e) The Increase Lender shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 in an amount equal to the fee which would be payable under Clause 24.3 (Assignment or transfer fee) if the increase was a transfer pursuant to Clause 24.5 (Procedure for transfer) and if the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2Increase Lender was a New Lender. (ef) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a letter between the Company and the Increase Lender setting out that fee. A reference in this Agreement to a Fee LetterLetter shall include any letter referred to in this paragraph (f). (fg) Clause 27.4 24.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 and in Clause 2.3 (New Commitments) in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.”

Increase. i. Upon the Eighth Amendment Effective Date (adefined below) The Company may by giving prior notice to the Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) the Available Commitments Term Loan Increase in the aggregate amount of a Defaulting Lender $51,250,000 shall be provided by the applicable Increasing Lenders in accordance with Clause 9.5 (Right of cancellation in relation the amounts set forth on Annex I to a Defaulting Lender); or this Amendment, (ii) the Commitments of a Lender in accordance with Clause 9.1 (Illegality)Term Loan Increase will be advanced by such applicable Increasing Lenders on the Eighth Amendment Effective Date, request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments Term Loan A Commitments, Term Loan A amounts and Term Loan A Commitment Percentage of each Lender holding any portion of the Term Loan A (after giving effect to the Term Loan Increase) will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected updated on the Eight Amendment Effective Date by the Company (each of which shall not be an Investor Affiliate or a member of Administrative Agent to reflect the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assumeTerm Loan Increase, as if it had been an Original Lender; (iv) each the quarterly amortization amounts of the Obligors Term Loan A pursuant to Section 2.6(c) of the Existing Credit Agreement (commencing with the first payment due after the Eighth Amendment Effective Date) shall be adjusted and any amended by the Administrative Agent to give effect to the Term Loan Increase Lender and this Amendment and shall assume obligations towards one another and/or acquire rights against one another as the Obligors be in amounts set forth on Annex II to this Amendment, and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had Existing Credit Agreement will be deemed amended to effectuate the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: foregoing clauses (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; through (iiiv) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to Sections 2.1(d) and 2.1(e) of the date on which Existing Credit Agreement. In connection with the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing LenderTerm Loan Increase, the Company shall, on Administrative Agent may make such adjustments between and among the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 applicable Lenders and the Company shall within three (3) Business Days of demand pay Borrower as are reasonably necessary to effectuate the Agent and the Security Agent the amount of all reasonable and documented costs and expenses Term Loan Increase (including legal fees) reasonably incurred by either of them and, in the case reallocations of the Security AgentTerm Loan A outstandings of the applicable Lenders among Interest Periods), by any Receiver or Delegate and in connection with therewith, the Borrower shall pay any increase in Commitments under this Clause 2.2. additional amounts required pursuant to Section 3.1(c) of the Credit Agreement (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender including as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” any reallocations constituted prepayments and “re-assignment” were references to respectively a “transfer” and “assignment”reborrowings).

Increase. The Borrower may request at any time and from time to time that the aggregate amount of the Revolving Loan Commitment be increased up to a maximum amount of $665,000,000; provided that (ai) The Company may by giving prior notice no increase in the Revolving Loan Commitment shall be made at a time when a Default or Event of Default shall have occurred and be continuing or would result from the requested increase, (ii) no increase in the Revolving Loan Commitment shall be made at any time after the Revolving Loan Commitment has been terminated, (iii) each partial increase shall be made in an aggregate amount at least equal to $10,000,000 and in integral multiples of $5,000,000 above such amount, (iv) the Borrower shall have delivered to the Agent by no later than certified resolutions of the Board of Directors of the Borrower authorizing such increase and borrowings in connection therewith and (v) all of the representations and warranties set forth in Section 6 (except for those contained in Sections 6.7 and 6.10) shall be true and correct in all material respects as of the date falling 20 Business Days after of such request and as of the effective date of such increase. In the event of such a cancellation of: requested increase in the Revolving Loan Commitment, (i) each of the Available Commitments Lenders shall be given not less than five Business Days to participate (in their sole discretion) in the increased Revolving Loan Commitment (x) initially to the extent of a Defaulting such Lender’s existing Commitment Percentage, (y) to the extent that the requested increase of the Revolving Loan Commitment is not fulfilled pursuant to the preceding clause (x), ratably in the proportion that the respective Commitment Percentages of the Lenders desiring to participate in the requested increase bear to the total of the Commitment Percentages of the increasing Lenders, and (z) to the extent that the requested increase in Revolving Loan Commitment is not fulfilled pursuant to clauses (x) and (y), Lenders may participate regardless of their Commitment Percentages, subject, in each case, to the consent of the Swing Line Lender and each L/C Issuer (subject to Section 2.9(c) hereof) and (ii) to the extent that the Lenders do not elect so to participate in such increased Revolving Loan Commitment after an opportunity to do so in accordance with Clause 9.5 clause (Right of cancellation in relation i) above, then the Borrower shall consult with the Agent as to a Defaulting Lender); or (ii) the number, identity and requested Revolving Loan Commitments of a additional financial institutions approved by the Swing Line Lender in accordance with Clause 9.1 and each L/C Issuer (Illegality), request subject to Section 2.9(c) hereof) that the Total Commitments be increased (Agent may invite to participate in the aggregate Revolving Loan Commitment. The Agent will not unreasonably refuse to so invite a commercial bank organized under the laws of the United States or of any State thereof, identified and requested by the Borrower, that has capital and surplus reasonably satisfactory to the Agent in light of the Revolving Loan Commitment which such commercial bank would assume hereunder. The Agent shall promptly notify the Borrower and the Total Commitments shall be so increased) Lenders of any increase in an aggregate Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member aggregate Revolving Loan Commitment pursuant to this Section and of the Group) respective adjusted Revolving Loan Commitment and which is further acceptable Commitment Percentage of each Lender after giving effect thereto. The Borrower acknowledges that, in order to maintain Loans in accordance with the Agent (acting reasonably) and Commitment Percentage of each of which confirms its willingness to assume and does assume all the obligations of Lender, a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any non-pro-rata increase in the Total Commitments shall take effect aggregate Revolving Loan Commitment may require prepayment or funding of all or portions of certain Revolving Loans on the date specified by the Company in the notice referred to above of such increase (and any such prepayment or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only funding shall be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior subject to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor other provisions of this Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender). (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) The Company may by giving prior notice to the Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 12.6 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with with; (A) Clause 9.1 12.1 (Illegality); or (B) paragraph (a) of Clause 12.5 (Right of replacement or repayment and cancellation in relation to a single Lender), request that the Total Commitments be increased (and the Total Commitments under that Facility shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments relating to that Facility so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, banks or financial institutions, trusts, funds or other entities institutions which are Qualifying Swiss Lenders (each an “"Increase Lender”") selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “"Lender” " and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) , the performance by the Agent of all necessary “"know your customer” " or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender.; (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase or acquisition becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (fe) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 2.3 in relation to an Increase Lender as if references in that Clause to: (i) an “"Existing Lender” " were references to all the Lenders immediately prior to the relevant increase; (ii) the “"New Lender” " were references to that “"Increase Lender”"; and (iii) a “"re-transfer” " and “"re-assignment” " were references to respectively a “"transfer” " and “"assignment”."

Increase. (a) 26.11.1 The Company Parent may by giving prior written notice to the Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (iA) the Available Commitments of a Defaulting Lender Bank in accordance with Clause 9.5 7.6 (Right of cancellation in relation to a Defaulting LenderBank); or (iiB) the Commitments of a Lender Bank in accordance with Clause 9.1 13.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount amount in sterling of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii1) the increased Total Commitments will be assumed by one or more Lenders Banks or other banks, banks or financial institutions, trusts, funds or other entities institutions (each an “Increase LenderBank”) selected by the Company Parent (each of which shall not be an Investor Affiliate or a member of the Group) Group and which is further acceptable to the Agent (acting reasonably) )), and each of which confirms its willingness to assume and does assume all the obligations of a Lender Bank corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original LenderBank; (iv2) each of the Obligors Obligor and any Increase Lender Bank shall assume obligations towards one another and/or acquire rights against one another as the Obligors that Obligor and the Increase Lender Bank would have assumed and/or acquired had the Increase Lender Bank been an Original LenderBank; (v3) each Increase Lender Bank shall become a Party as a “LenderBank” and any Increase Lender Bank and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender Bank and those Finance Parties would have assumed and/or acquired had the Increase Lender Bank been an Original Lender;Bank; and (vi4) the Commitments of the other Lenders Banks shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) 26.11.2 An increase in the Total Commitments will only be effective on: (iA) the execution by the Agent of an Increase Confirmation from the relevant Increase LenderBank; (iiB) in relation to an Increase Lender Bank which is not a Lender Bank immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) , the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase LenderBank, the completion of which the Agent shall promptly notify to the Company Parent and the Increase LenderBank; and (C) any increase in the Total Commitments shall take effect on the date specified by the Parent in the notice referred to in Clause 26.11.1 above or any later date on which the conditions set out in this Clause 26.11.2 are satisfied. (c) 26.11.3 Each Increase LenderBank, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender relevant Bank or Lenders Banks in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) 26.11.4 Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing LenderExisting Bank, the Company Obligors shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 2,000 and the Company Obligors shall within three (3) Business Days of promptly on demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate it in connection with any increase in Commitments under this Clause 2.226.11. 26.11.5 Clauses 26.2.4 to 26.2.6 (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) both inclusive), shall apply mutatis mutandis in this Clause 2.2 26.11 in relation to an Increase Lender Bank as if references in that Clause to: (iA) an “Existing LenderBank” were references to all the Lenders Banks immediately prior to the relevant increase; (iiB) the “New LenderBank” were references to that “Increase LenderBank”; and (iiiC) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (ai) The Company may by giving prior notice Borrower may, at any time but in any event not more than once during any calendar year, make a written request (an "Increase Request") to the Administrative Agent (who shall forward a copy to each Lender) that the Commitments be increased, in the amount of $10,000,000 or an integral multiple thereof, provided that after giving effect to any such increase, the aggregate amount of the Commitments shall not exceed $600,000,000. Such Increase Request shall include a certification by a senior officer of the Borrower that (x) no Default has occurred and is continuing on and as of the date of such Increase Request and (y) the representations and warranties contained in Section 4.01 are correct in all material respects on and as of the Increase Date (as defined below), before and immediately after giving effect to such increase, as though made on and as of CREDIT AGREEMENT such Increase Date. Any such increase in Commitments shall be effective as of a date (the "Increase Date") specified in the related Increase Request that is (i) prior to the Termination Date and (ii) at least 10 days after the date of such Increase Request. Each Increase Request shall specify the date by which Lenders who wish to increase their Commitments must consent to such increase (the "Commitment Date"), which date shall be no later than the date falling 20 five Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount of up prior to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities related Increase Date. Each Lender that is willing to increase its Commitment (each an “Increase "Increasing Lender”) selected by "), shall notify the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Administrative Agent (acting reasonably) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on 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 Request. No Lender shall be obligated to increase becomes effective. (dits Commitment pursuant to this Section 2.01(c) Unless and any such increase shall be in the sole discretion of each Lender. If the Lenders notify the Administrative Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the that they are willing to increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred their respective Commitments by either of them and, in an aggregate amount that exceeds the case amount of the Security Agentrequested increase, by any Receiver or Delegate the requested increase shall be allocated among the Lenders willing to participate therein ratably in connection accordance with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at by which they offered to increase their respective Commitments on the times agreed between the Company and the Increase Lender in a Fee LetterCommitment Date. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) Not later than two (2) days 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 increase. If the aggregate amount by which the Lenders are willing to increase their Commitments on any such Commitment Date is less than the requested amount, then the Commitments of those Lenders that are willing to increase their Commitments shall be increased as provided in subsection (iii) below and any one or more other Persons designated by the Borrower and reasonably acceptable to the Administrative Agent (each, a "New Lender” were references ") that agrees to provide Commitments for the shortfall may become party to this Agreement by executing and delivering, together with the Borrower, an accession agreement in form and substance satisfactory to the Borrower and the Administrative Agent pursuant to which such Person or Persons shall become a party to this Agreement as a Lender and, to the extent provided therein, shall have the rights and obligations of a Lender hereunder; provided that “Increase Lender”; andeach such Person or Persons shall provide a Commitment in an amount of at least $5,000,000. (iii) On each Increase Date, each Person that accepts an offer to participate in a “re-transfer” requested Commitment increase in accordance with Section 2.01(c) shall become a Lender party to this Agreement as of such Increase Date and “re-assignment” were references the Commitment of each Increasing Lender shall be increased as of such Increase Date by the amount set forth in its notice delivered to respectively a “transfer” the Administrative Agent in accordance with Section 2.01(c)(i) (or by the amount allocated to such Lender pursuant to the last sentence of Section 2.01(c)(i)), and “assignment”if on the Increase Date any Committed Advances are outstanding, the Borrower shall borrow Committed Advances from the New Lenders, and/or prepay the outstanding Committed Advances, in such amounts as are required to cause the outstanding Committed Advances to be held ratably by all Lenders.

Increase. (a) The Company may Guarantor may, by giving prior notice to the Agent at least 30 days in advance of the proposed date specified by no later the Guarantor in such notice to increase the size of the Facility (the “Increase Date”), request that the Stated Amounts available under the Facility be increased by an aggregate amount of not more than the date falling 20 Business Days after the effective date of a cancellation ofU.S.$75,000,000 as follows: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments Stated Amounts will be assumed by one or more Lenders Banks or other banks, financial institutions, trusts, funds or other entities which are regularly engaged in or established for the purpose of making, purchasing or investing in loans, securities or other financial assets (each an “Increase LenderBank”) selected by the Company Guarantor (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender); (ivii) each of the Obligors and any Increase Lender Bank shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender Bank would have assumed and/or acquired had the Increase Lender Bank been an Original LenderBank; (viii) each Increase Lender Bank shall become a Party as a “LenderBank” and any Increase Lender Bank and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender Bank and those Finance Parties would have assumed and/or acquired had the Increase Lender Bank been an Original LenderBank; (viiv) the Commitments Stated Amounts of the other Lenders Banks shall continue in full force and effect; and (viiv) any increase in the Total Commitments Stated Amounts shall take effect on the date specified by the Company Guarantor in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments Stated Amounts will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender;Bank; and (ii) in relation to an Increase Lender Bank which is not a Lender Bank immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by , the Agent of being satisfied that it has complied with all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments Stated Amounts by that Increase Lender, the completion of which the Bank. The Agent shall promptly notify to the Company Guarantor and the Increase LenderBank upon being so satisfied. (c) The Agent will notify each Bank of the receipt of any notice from the Guarantor under paragraph (a) above, and will only execute an Increase Confirmation if it has received the consent of all of the Banks to the relevant increase in the Stated Amounts available under the Facility. (d) Each Increase LenderBank, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender Bank or Lenders Banks in accordance with this Agreement on or prior to the date on which the increase becomes effective. (de) Unless The Guarantor shall, promptly on demand, pay the Agent otherwise agrees or and the increased Commitment is assumed Security Agent the amount of all costs and expenses (including legal fees) reasonably incurred by an existing Lender, the Company either of them in connection with any increase in Stated Amounts under this Clause 2.3. (f) The Increase Bank shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 in an amount equal to the fee which would be payable under Clause 23.3 (Assignment or transfer fee) if the increase was a transfer pursuant to Clause 23.5 (Procedure for transfer) and if the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2Increase Bank was a New Bank. (eg) The Company Guarantor may pay to the Increase Lender Bank a fee in the amount and at the times agreed between the Company Guarantor and the Increase Lender Bank in a letter between the Guarantor and the Increase Bank setting out that fee. A reference in this Agreement to a Fee LetterLetter shall include any letter referred to in this paragraph. (fh) The Guarantor may make a request to increase the Stated Amounts available under the Facility under this Clause on one occasion only in each calendar year starting with the calendar year during which the date of this Agreement falls. (i) Clause 27.4 23.4 (Limitation of responsibility of Existing LendersBanks) shall apply mutatis mutandis in this Clause 2.2 2.3 in relation to an Increase Lender Bank as if references in that Clause to: (i) an “Existing LenderBank” were references to all the Lenders Banks immediately prior to the relevant increase; (ii) the “New LenderBank” were references to that “Increase LenderBank”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.”

Increase. The Borrower may, from time to time, by means of a notice delivered to the Administrative Agent, request that the aggregate amount of the Commitments be increased by (a) The Company may increasing the amount of the Commitment of one or more Lenders that have agreed (in their sole and individual discretion) to such increase (each an “Increasing Lender”) and/or (b) adding one or more Eligible Assignees as parties hereto (each an “Additional Lender”) with Commitments in amounts agreed to by giving prior notice to the Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: such Additional Lenders; provided that (i) the Available Commitments any such increase shall be in an aggregate amount of $50,000,000 or a Defaulting Lender in accordance with Clause 9.5 (Right higher integral multiple of cancellation in relation to a Defaulting Lender); or $5,000,000, (ii) the aggregate amount of any such increase shall not exceed $1,000,000,000, (iii) no Additional Lender shall be added as a party hereto without the written consent of the Administrative Agent to the extent such consent would be required for an assignment pursuant to Section 8.07 (which consent shall not be unreasonably withheld, conditioned or delayed), (iv) the aggregate Commitments after giving effect to any such increase shall not exceed $5,000,000,000, and (v) as a condition precedent to such increase, the Borrower shall deliver to the Administrative Agent a certificate dated as of the Increase Effective Date (as defined below) signed by a Responsible Officer of the Borrower certifying that before and after giving effect to such increase (x) no Default has occurred and is continuing as of the date of such increase or would result from such increase and (y) each of the representations and warranties set forth in Section 4.01 are true and correct in all material respects (except to the extent such representations and warranties are qualified with “materiality” or “Material Adverse Effect” or similar terms, in which case such representations and warranties shall be true and correct in all respects) as of the date of such increase, except to the extent any such representation or warranty is stated to relate solely to an earlier date, in which case such representation or warranty shall have been true and correct in all material respects (except to the extent such representations and warranties are qualified with “materiality” or “Material Adverse Effect” or similar terms, in which case such representations and warranties shall be true and correct in all respects) on and as of such earlier date; provided, that for purposes of this Section 2.05(d), the representations and warranties contained in Section 4.01(e) shall be deemed to refer to the most recent statements furnished pursuant to Section 5.01(i)(i) and 5.01(i)(ii). Any such increase in Commitments shall be effected pursuant to one or more Lender Joinder Agreements executed and delivered by the Borrower, the Administrative Agent and the Increasing Lenders and/or Additional Lenders, as applicable (the date on which such Lender Joinder Agreement(s) are delivered, the “Increase Effective Date”). The Lender Joinder Agreement(s) 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 opinion of the Administrative Agent, to effect the provisions of this Section 2.05(d). On the Increase Effective Date, (A) each applicable Lender shall advance the additional funds required (if any) to cause all outstanding Advances and unused Commitments to be held on a pro rata basis in accordance with Clause 9.1 the respective Commitments of each Lender after giving effect to such increase (Illegality)for each Lender, request its “Revised Percentage”) and (B) the Administrative Agent shall use any funds so received to repay the Advances of each Lender to the extent required so that such Lender has its Revised Percentage of all outstanding Advances (it being understood that the Total Commitments Borrower shall be increased (responsible for any break funding payments owing pursuant to Section 8.04(c) resulting from such repayments). The Administrative Agent shall promptly notify the Borrower and the Total Commitments shall be so increased) Lenders of any increase in an aggregate Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Grouppursuant to this Section 2.05(d) and which is further acceptable to the Agent (acting reasonably) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either the Commitment of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2each Lender after giving effect thereto. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. (a) 2.2.1 The Company Borrower may by giving prior notice to the Agent by no later than the date falling 20 five Business Days after the effective date of a cancellation of: (ia) the Available undrawn Commitments of a Defaulting Lender in accordance with Clause 9.5 (Right of cancellation in relation to a Defaulting Lender)clause 7.5.7; or (iib) the Commitments of a Lender in accordance with Clause 9.1 clause 7.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments Facility A Commitment and Facility B Commitment under the Facilities shall be so increasedincreased rateably) in an aggregate Base Currency Amount amount of up to the amount of the Available Commitments or Commitments Commitment so cancelled as follows: (iiii) the increased Commitments will be assumed by one or more Lenders or other banks, banks or financial institutions, trusts, funds or other entities institutions (each an “Increase Lender”) selected by the Company Borrower (each of which shall not be an Investor Affiliate or a member of the Group) Group and which is further acceptable to the Agent (acting reasonably)) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (ivii) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (viii) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viiv) the Commitments of the other Lenders shall continue in full force and effect; and (viiv) any increase in the Total Commitments shall take effect on the date specified by the Company Borrower in the notice referred to above or any later date on which the conditions set out in paragraph (b) below clause 2.2.2 are satisfied. (b) 2.2.2 An increase in the Total Commitments will only be effective on: (ia) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender; (iib) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) increase the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company Borrower and the Increase Lender. (c) 2.2.3 Each of the other Finance Parties hereby appoint the Agent as its agent to execute on its behalf any Increase Confirmation delivered to the Agent in accordance with this clause 2.2. 2.2.4 Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) 2.2.5 Unless the Agent otherwise agrees or the increased Commitment is Commitments are assumed by an existing Lender, the Company Borrower shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 $3,500 and the Company Borrower shall within three (3) Business Days of promptly on demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate it in connection with any increase in Commitments under this Clause clause 2.2. (e) 2.2.6 The Company Borrower may pay to the Increase Lender a fee in the amount and at the times agreed between the Company Borrower and the Increase Lender in a letter between the Borrower and the Increase Lender setting out that fee. A reference in this Agreement to a Fee LetterLetter shall include any letter referred to in this clause 2.2.6. (f) 2.2.7 Clause 27.4 32.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 clause 2.2.7 in relation to an Increase Lender as if references in that Clause clause to: (ia) an “Existing Lender” Lender were references to all the Lenders immediately prior to the relevant increase; (iib) the “New Lender” Lender were references to that “Increase Lender”; and (iiic) a “re-transfer” and “re-assignment” assignment were references to respectively a “transfer” and “an assignment”.

Increase. (a) The Company may by giving prior notice to the Agent by no later than the date falling 20 five Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with paragraph (f) of Clause 9.5 7.5 (Right of replacement or repayment and cancellation in relation to a Defaulting single Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 7.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments under that Facility shall be so increased) in an aggregate amount in the Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) Group and which is further acceptable to the Agent (acting reasonably)) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lender;; and (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) , the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lenderagrees, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 EUR 2,500 and the Company shall within three (3) Business Days of promptly on demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 23.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 (Increase) in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”; and (iii) a “re-transfer” and “re-assignment” were references to respectively a “transfer” and “assignment”.

Increase. PPG shall have the right from time to time to increase the aggregate Commitments hereunder by an aggregate amount not exceeding $300,000,000 by causing one or more Additional Commitment Lenders (awhich may include any existing Lender) The Company may by giving prior notice to provide a (or, in the case of an existing Lender, to increase its) Commitment (each such increase, an “Commitment Increase”), provided that (i) PPG shall first offer the existing Lenders the opportunity to provide such Commitment Increase before offering the same to any new Lender, (ii) no Lender shall have any obligation hereunder to become an Additional Commitment Lender and any election to do so shall be in the sole discretion of each Lender and (iii) each Commitment Increase shall be in an aggregate amount for all Additional Commitment Lenders of at least $10,000,000. Each such Additional Commitment Lender shall enter into an agreement in form and substance satisfactory to PPG and the Administrative Agent by no later than the date falling 20 Business Days after pursuant to which such Additional Commitment Lender shall, as of the effective date of such Commitment Increase (which shall be a cancellation ofBusiness Day and, unless the Administrative Agent otherwise agrees, a day on which no issuance, amendment, renewal or extension of any Letter of Credit is scheduled to occur), provide a Commitment (or, if any such Additional Commitment Lender is an existing Lender, increase its Commitment) in the amount specified therein and (if not an existing Lender) become a Lender hereunder. Notwithstanding the foregoing, no Commitment Increase pursuant to this Section shall be effective unless: (i) PPG shall have given the Available Commitments Administrative Agent notice of a Defaulting Lender in accordance with Clause 9.5 (Right of cancellation in relation to a Defaulting Lender); or (ii) the Commitments of a Lender in accordance with Clause 9.1 (Illegality), request that the Total Commitments be increased (and the Total Commitments shall be so increased) in an aggregate Base Currency Amount of up any such increase at least three Business Days prior to the amount relevant effective date of the Available Commitments or Commitments so cancelled as follows: (iii) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds or other entities (each an “Increase Lender”) selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) and which is further acceptable to the Agent (acting reasonably) and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original Lender; (iv) each of the Obligors and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (v) each Increase Lender shall become a Party as a “Lender” and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (vi) the Commitments of the other Lenders shall continue in full force and effect; and (vii) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase Lendersuch Commitment Increase; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor Agreement; and (B) the performance by the Agent of all necessary “know your customer” or other similar checks under all applicable laws no Default shall have occurred and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute be continuing on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Lender, the Company shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 and the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2. (e) The Company may pay to the Increase Lender a fee in the amount and at the times agreed between the Company and the Increase Lender in a Fee Letter. (f) Clause 27.4 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 in relation to an Increase Lender as if references in that Clause to: (i) an “Existing Lender” were references to all the Lenders immediately prior to the relevant increase; (ii) the “New Lender” were references to that “Increase Lender”such effective date; and (iii) each of the representations and warranties of each Borrower contained in this Agreement shall be true on and as of such effective date with the same force and effect as if made on and as of such date (or, if any such representation or warranty is expressly stated to have been made as of a “re-transfer” specific date, as of such specific date). Each notice under clause (i) above shall be deemed to constitute a representation and “re-assignment” were references warranty by the Borrowers as to respectively a “transfer” the matters specified in clauses (ii) and “assignment”(iii) above. On the effective date of each Commitment Increase, PPG shall simultaneously (i) prepay in full the outstanding Revolving Credit Advances (if any) held by the Lenders immediately prior to giving effect to the relevant Commitment Increase (which prepayment may be made with the proceeds of new Revolving Credit Advances under the following clause (ii)), (ii) if PPG shall have so requested in accordance with this Agreement, borrow new Revolving Credit Advances from all Lenders (including, if applicable, any new Lenders) such that, after giving effect thereto, the Revolving Credit Advances are held ratably by the Lenders in accordance with their respective Commitments (after giving effect to such Commitment Increase) and (iii) pay to the Lenders the amounts, if any, payable under Section 2.11.

Increase. (a) The Company may by giving prior notice to the Agent by no later than the date falling 20 Business Days after the effective date of a cancellation of: (i) the Available Commitments of a Defaulting Lender in accordance with Clause 9.5 7.1 (Right of cancellation in relation to a Defaulting LenderIllegality); or (ii) the Commitments of a Lender in accordance with Clause 9.1 36.5 (IllegalityReplacement of a Lender), request that the Total Commitments be increased (and the Total Commitments under that Facility shall be so increased) in an aggregate amount in the applicable Base Currency Amount of up to the amount of the Available Commitments or Commitments so cancelled as follows: (iiiA) the increased Commitments will be assumed by one or more Lenders or other banks, financial institutions, trusts, funds funds, entities or other entities persons (each an “"Increase Lender”") selected by the Company (each of which shall not be an Investor Affiliate or a member of the Group) , and which is further acceptable satisfies all the Agent's "know your customer" or similar checks referred to the Agent in paragraph (acting reasonablyb)(ii)(B) below, and each of which confirms its willingness to assume and does assume all the obligations of a Lender corresponding to that part of the increased Commitments which it is to assume, as if it had been an Original LenderLender (for the avoidance of doubt, no Party shall be obliged to assume the obligations of a Lender pursuant to this sub-paragraph (A) without the prior consent of that Party)); (ivB) each of the Obligors Borrower and any Increase Lender shall assume obligations towards one another and/or acquire rights against one another as the Obligors Borrower and the Increase Lender would have assumed and/or acquired had the Increase Lender been an Original Lender; (vC) each Increase Lender shall become a Party as a “Lender” Lender and any Increase Lender and each of the other Finance Parties shall assume obligations towards one another and acquire rights against one another as that Increase Lender and those Finance Parties would have assumed and/or acquired had the Increase Lender been an Original Lender; (viD) the Commitments of the other Lenders shall continue in full force and effect; and (viiE) any increase in the Total Commitments shall take effect on the date specified by the Company in the notice referred to above or any later date on which the conditions set out in paragraph (b) below are satisfied. (b) An increase in the Total Commitments will only be effective on: (i) the execution by the Agent of an Increase Confirmation from the relevant Increase LenderLender which the Agent shall, if all applicable conditions set out in this Clause are satisfied, execute promptly on request; (ii) in relation to an Increase Lender which is not a Lender immediately prior to the relevant increase: (A) the Increase Lender entering into the documentation required for it to accede as a party to the Intercreditor AgreementAgreement in the applicable capacity; and (B) the performance by the Agent of all necessary “"know your customer” " or other similar checks under all applicable laws and regulations in relation to the assumption of the increased Commitments by that Increase Lender, the completion of which the Agent shall promptly notify to the Company and the Increase Lender. (c) Each Increase Lender, by executing the Increase Confirmation, confirms (for the avoidance of doubt) that the Agent has authority to execute on its behalf any amendment or waiver that has been approved by or on behalf of the requisite Lender or Lenders in accordance with this Agreement on or prior to the date on which the increase becomes effective. (d) Unless the Agent otherwise agrees or the increased Commitment is assumed by an existing Existing Lender, the Company Increase Lender shall, on the date upon which the increase takes effect, pay to the Agent (for its own account) a fee of £1,500 in an amount equal to the fee which would be payable under Clause 24.5 (Assignment or transfer fee) if the increase was a transfer pursuant to Clause 24.7 (Procedure for transfers) and if the Company shall within three (3) Business Days of demand pay the Agent and the Security Agent the amount of all reasonable and documented costs and expenses (including legal fees) reasonably incurred by either of them and, in the case of the Security Agent, by any Receiver or Delegate in connection with any increase in Commitments under this Clause 2.2Increase Lender was a New Lender. (e) The Company (or another member of the Group) may pay to the Increase Lender a fee in the amount and at the times agreed between the Company (or another member of the Group) and the Increase Lender in a Fee Letter. (f) Clause 27.4 24.6 (Limitation of responsibility of Existing Lenders) shall apply mutatis mutandis in this Clause 2.2 2.3 in relation to an Increase Lender as if references in that Clause to: (i) an “"Existing Lender” " were references to all the Lenders immediately prior to the relevant increase; (ii) the “"New Lender” " were references to that “Increase Lender”; and (iii) a “re-transfer” transfer and “re-assignment” assignment were references to respectively a “transfer” transfer and “assignment”. (g) The Finance Parties shall be required to enter into any amendment to the Finance Documents (including in relation to any changes to, the taking of, or the release coupled with the retaking of, Transaction Security in accordance with the Intercreditor Agreement) required by the Company in order to facilitate or reflect any of the matters contemplated by this Clause 2.3. The Agent and the Security Agent are each authorised and instructed by each Finance Party (without any consent, sanction, authority or further confirmation from them) to execute any such amended or replacement Finance Documents (and shall do so on the request of and at the cost of the Company).