Common use of Increases of Commitments Clause in Contracts

Increases of Commitments. (a) Upon (i) the execution of a signature page to this Agreement by an Eligible Assignee (or, in the case of an existing Lender, the execution of a new signature page evidencing an increase in such Lender's Commitment(s)) (in each case and in such capacity, an "Increasing Lender") and acceptance thereof by the Administrative Agent and the Borrower, (ii) the execution and delivery by the Borrower of a Note or Notes in favor of the Increasing Lender for such Increasing Lender's Commitment(s) and Loans (and, in the case of an Increasing Lender that is an existing Lender, the return of its existing Note or Notes ), and (iii) delivery of notice to the other Lenders by the Administrative Agent setting forth the effective date of the addition of the Increasing Lender hereunder and the amount and Class of such Increasing Lender's Commitment(s), such Increasing Lender shall, without the necessity of any further action by any other Lender or Agent, be for all purposes a Lender party to this Agreement to the same extent as if it were an original party hereto with Commitment(s) as set forth on the signature page executed by the Increasing Lender (or, in the case of Increasing Lender that is an existing Lender, such new signature page executed by such Increasing Lender); provided, however, (x) no Lender may increase its total Commitments and Loans hereunder to the extent that such Lender (without any other Lender) would have sufficient Commitments and Loans to take action hereunder as, or direct that action be taken hereunder on behalf of, the Required Lenders and (y) the total unutilized Commitments and Loans of all Lenders shall not exceed in the aggregate $175,000,000.

Increases of Commitments. (a) Upon (i) Provided there exists no Default or Event of Default, Borrower may from time to time request any one or more Lenders to increase their respective Commitments or request other financial institutions first approved by Administrative Agent to agree to a Commitment, so that the total Commitments may be increased up to no more than $922,500,000. Any such Commitment increase must be effected by an amendment that is executed in accordance with Section 12.5 by Borrower, Administrative Agent, and the one or more Lenders who have agreed to increase their Commitments or by new Lenders who have agreed to new Commitments in accordance with Section 12.5. No Lender is obligated to increase its Commitment under any circumstances, and no Lender’s Commitment may be increased except by its execution of a signature page an amendment to this Agreement by an Eligible Assignee (orin accordance with Section 12.5. Each new Lender providing such additional Commitment shall be a “Lender” hereunder, in entitled to the case of an existing Lenderrights and benefits, and subject to the execution duties, of a Lender under the Loan Documents. In such case, each Lender’s Commitment Percentage shall be recalculated to reflect the new signature page evidencing an increase in such Lender's Commitment(s)) (in each case and in such capacity, an "Increasing Lender") and acceptance thereof by the Administrative Agent and the Borrower, (ii) the execution and delivery by the Borrower of a Note or Notes in favor proportionate share of the Increasing Lender for such Increasing Lender's Commitment(s) and revised total Commitments. Borrower shall prepay any Loans (and, in the case of an Increasing Lender that is an existing Lender, the return of its existing Note or Notes ), and (iii) delivery of notice to the other Lenders by the Administrative Agent setting forth outstanding on the effective date of the addition of the Increasing Lender hereunder any Commitment Increase effected hereby (and the amount and Class of such Increasing Lender's Commitment(s), such Increasing Lender shall, without the necessity of pay any further action by any other Lender or Agent, be for all purposes a Lender party additional amounts required pursuant to this Agreement to the same extent as if it were an original party hereto with Commitment(sSection 4.5) as set forth on the signature page executed by the Increasing Lender (or, in the case of Increasing Lender that is an existing Lender, such new signature page executed by such Increasing Lender); provided, however, (x) no Lender may increase its total Commitments and Loans hereunder to the extent that such Lender necessary to keep the outstanding Revolving Loans (without and any other Lenderfunded participations by Lenders under the Swing Line Subfacility and the LC Subfacility) would have sufficient ratable with any revised Commitment Percentages arising from any nonratable increase in the Commitments and under this Section. Additionally, on the effective date of any Commitment increase, any unfunded participations in any Swing Line Loans or LC shall be adjusted to take action hereunder as, or direct that action be taken hereunder on behalf of, reflect the Required Lenders and (y) revised Commitment Percentages. All new Revolving Loans occurring after an increase of the total unutilized Commitments and Loans of all Lenders shall not exceed be funded in the aggregate $175,000,000accordance with Lender’s revised Commitment Percentages.

Increases of Commitments. (a) Upon At any time, the Borrower may request that the Aggregate Commitment be increased; PROVIDED that, without the prior written consent of all of the Lenders, (i) the execution Aggregate Commitment shall at no time exceed $200,000,000 MINUS the aggregate amount of a signature page to this Agreement by an Eligible Assignee (or, all reductions in the case of an existing Lender, the execution of a new signature page evidencing an increase in such Lender's Commitment(s)) (in each case and in such capacity, an "Increasing Lender"Aggregate Commitment previously made pursuant to SECTION 2.4(A) and acceptance thereof by the Administrative Agent and the Borrower, (ii) the execution Borrower shall not make any such request during the six month period following any reduction in the Aggregate Commitment occurring under SECTION 2.4(A). Such request shall be made in a written notice given to the Agent and delivery the Lenders by the Borrower not less than twenty (20) Business Days prior to the proposed effective date of such increase, which notice (a Note or Notes in favor "COMMITMENT INCREASE NOTICE") shall specify the amount of the Increasing Lender for such Increasing Lender's Commitment(s) and Loans (and, proposed increase in the case Aggregate Commitment and the proposed effective date of an Increasing Lender such increase. On or prior to the date that is an existing Lenderfifteen (15) Business Days after receipt of the Commitment Increase Notice, each Lender shall submit to the return of Agent a notice indicating the maximum amount by which it is willing to increase its existing Note or Notes ), and Commitment in connection with such Commitment Increase Notice (iii) delivery of any such notice to the other Lenders Agent being herein a "LENDER INCREASE NOTICE"). Any Lender which does not submit a Lender Increase Notice to the Agent prior to the expiration of such fifteen (15) Business Day period shall be deemed to have denied any increase in its Commitment. In the event that the increases of Commitments set forth in the Lender Increase Notices exceed the amount requested by the Administrative Borrower in the Commitment Increase Notice, the Agent setting and the Arranger shall have the right, in consultation with the Borrower, to allocate the amount of increases necessary to meet the Borrower's Commitment Increase Notice. In the event that the Lender Increase Notices are less than the amount requested by the Borrower, not later than 3 Business Days prior to the proposed effective date the Borrower may notify the Agent of any financial institution that shall have agreed to become a "Lender" party hereto (a "PROPOSED NEW LENDER") in connection with the Commitment Increase Notice. Any Proposed New Lender shall be consented to by the Agent (which consent shall not be unreasonably withheld). If the Borrower shall not have arranged any Proposed New Lender(s) to commit to the shortfall from the Lender Increase Notices, then the Borrower shall be deemed to have reduced the amount of its Commitment Increase Notice to the aggregate amount set forth in the Lender Increase Notices. Based upon the Lender Increase Notices, any allocations made in connection therewith and any notice regarding any Proposed New Lender, if applicable, the Agent shall notify the Borrower and the Lenders on or before the Business Day immediately prior to the proposed effective date of the addition amount of each Lender's and Proposed New Lenders' Commitment (such new amounts being the Increasing Lender hereunder "EFFECTIVE COMMITMENT AMOUNTS") and the amount and Class of such Increasing Lender's Commitment(s)the Aggregate Commitment, such Increasing Lender shall, without which amounts shall be effective on the necessity of any further action by any other Lender or Agent, following Business Day. Any increase in the Aggregate Commitment shall be for all purposes a Lender party to this Agreement subject to the same extent as if it were an original party hereto with Commitment(s) as set forth on the signature page executed by the Increasing Lender following conditions precedent: (or, in the case of Increasing Lender that is an existing Lender, such new signature page executed by such Increasing Lender); provided, however, (x) no Lender may increase its total Commitments and Loans hereunder to the extent that such Lender (without any other Lender) would have sufficient Commitments and Loans to take action hereunder as, or direct that action be taken hereunder on behalf of, the Required Lenders and (yA) the total unutilized Commitments and Loans of all Lenders Borrower shall not exceed in have obtained the aggregate $175,000,000.consent thereto of