Common use of Incremental Commitment Clause in Contracts

Incremental Commitment. (a) Pursuant to Section 2.07(e) of the Credit Agreement and subject to the terms and conditions hereof, the Assuming Lender hereby agrees to make the Incremental Commitment to the Borrower effective on and as of the Effective Date. The Incremental Commitment shall constitute an additional “Commitment” in the form of a “Multicurrency Commitment” and a “Commitment Increase” for all purposes of the Credit Agreement and the other Loan Documents and the Effective Date shall be the “Commitment Increase Date” of the Incremental Commitment for purposes of Section 2.07(e) of the Credit Agreement. (b) The terms and provisions of any new Multicurrency Loans issued by the Assuming Lender and the Incremental Commitment of the Assuming Lender shall be identical to the other Multicurrency Loans issued by, and Multicurrency Commitments of, as applicable, the Multicurrency Lenders immediately prior to the Effective Date (except that any upfront fee or similar one-time fee may be different). (c) On the Effective Date, in connection with the adjustments, if any, to any outstanding Multicurrency Loans and participation interests contemplated by Section 2.07(e)(iv) of the Credit Agreement, the Assuming Lender shall make a payment to the Administrative Agent, for the account of the other Multicurrency Lenders, in an amount calculated by the Administrative Agent in accordance with such Section, so that after giving effect to such payment and to the distribution thereof to the other Multicurrency Lenders in accordance with such Section, the Multicurrency Loans are held ratably by the Multicurrency Lenders in accordance with the respective Multicurrency Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the Effective Date). (d) As of the Effective Date, the Assuming Lender shall become a “Multicurrency Lender” and a “Lender” under the Credit Agreement and shall have all rights and obligations of a Multicurrency Lender and a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto.

Incremental Commitment. (a) Pursuant to Section 2.07(e) of the Credit Agreement and subject to the terms and conditions hereof, the Assuming each Incremental Lender hereby agrees to make its respective portion of the Incremental Commitment to the Borrower effective on and as of the Effective Date. The Incremental Commitment shall constitute an additional “Commitment” in the form of a “Multicurrency Commitment” and a “Commitment Increase” for all purposes of the Credit Agreement and the other Loan Documents and the Effective Date shall be the “Commitment Increase Date” of the Incremental Commitment for purposes of Section 2.07(e) of the Credit Agreement. (b) The terms and provisions of any new Multicurrency Loans issued by the Assuming Lender Incremental Lenders and the Incremental Commitment of the Assuming Lender Incremental Lenders shall be identical to the other Multicurrency Loans issued by, and Multicurrency Commitments of, as applicable, of the Multicurrency Lenders immediately prior to the Effective Date (except that any upfront fee or similar one-time fee may be different)Date. (c) On the Effective Date, in connection with the adjustments, if any, to any outstanding Multicurrency Loans and participation interests contemplated by Section 2.07(e)(iv) of the Credit Agreement, the Assuming each applicable Incremental Lender shall make a payment to the Administrative Agent, for the account of the other Multicurrency Lenders, in an amount calculated by the Administrative Agent in accordance with such Sectionsection, so that after giving effect to such payment and to the distribution thereof to the other Multicurrency Lenders in accordance with such Sectionsection, the Multicurrency Loans are held ratably by the Multicurrency Lenders in accordance with the respective Multicurrency Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the Effective Date). (d) As of the Effective Date, the each Assuming Lender shall become a “Multicurrency Lender” and a “Lender” under the Credit Agreement and shall have all rights and obligations of a Multicurrency Lender and a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto.

Incremental Commitment. (a) Pursuant to Section 2.07(e) The Administrative Agent shall promptly notify the Borrower and the Lenders of the Credit Agreement and subject to the terms and conditions hereof, the Assuming Lender hereby agrees to make the final allocations of such Incremental Commitment and the Increase Effective Date. Conditions to the Borrower Effectiveness of Increase. Each Incremental Commitment shall become(d) effective on and as of the applicable Increase Effective Date. The ; provided: no Default or Event of Default shall exist on such Increase Effective Date(i) immediately prior to or after giving effect to (A) such Incremental Commitment or (B) the making of any Extensions of Credit pursuant thereto; the Borrower is in pro forma compliance on a Pro Forma Basis with the financial(ii) covenants set forth in Section 9.13 based on the financial statements most recently delivered pursuant to Section 8.1 after giving effect to such Incremental Commitment (assuming that the entire applicable Incremental Term Loan and/or Revolving Commitment Increase is fully funded on the effective date thereof and giving effect to any permanent repayment of Indebtedness in connection therewiththe use of proceeds thereof, but without netting the proceeds thereof); each such Incremental Commitment shall constitute be effected pursuant to an additional amendment(iii) (an “Commitment” in Incremental Amendment”) to this Agreement and, as appropriate, the form other Loan Documents, executed by the Borrower, the Administrative Agent and the applicable Incremental Lenders, which Incremental Amendment may, without the consent of a “Multicurrency Commitment” and a “Commitment Increase” for all purposes of the Credit any other Lenders, effect such amendments to this Agreement and the other Loan Documents and the Effective Date shall be the “Commitment Increase Date” of the Incremental Commitment for purposes of Section 2.07(e) of the Credit Agreement. (b) The terms and provisions of any new Multicurrency Loans issued by the Assuming Lender and the Incremental Commitment of the Assuming Lender shall be identical to the other Multicurrency Loans issued by, and Multicurrency Commitments of, as applicable, the Multicurrency Lenders immediately prior to the Effective Date (except that any upfront fee or similar one-time fee may be different). (c) On the Effective Datenecessary or appropriate, in connection with the adjustments, if any, to any outstanding Multicurrency Loans and participation interests contemplated by Section 2.07(e)(iv) reasonable opinion of the Credit Agreement, the Assuming Lender shall make a payment to the Administrative Agent, to effect the provisions of this Section 2.7; in the case of each Incremental Term Loan (the terms of which shall be set forth(iv) in the relevant Incremental Amendment): such Incremental Term Loan will mature and amortize in a manner(A) reasonably acceptable to the Incremental Lenders making such Incremental Term Loan and the Borrower, but will not in any event have a maturity date earlier than the Latest Maturity Date; the Applicable Margin and pricing grid, if applicable, for such(B) Incremental Term Loan shall be determined by the account applicable Incremental Lenders and the Borrower on the applicable Increase Effective Date and shall be consistent with then current market conditions; and except as provided above, all other terms and conditions applicable to(C) any Incremental Term Loan, to the extent not consistent with the terms and conditions of the other Multicurrency Lendersthis Agreement prior to giving effect thereto, in an amount calculated by shall be reasonably satisfactory to the Administrative Agent and the Borrower (but in accordance with no event shall such Section, so that after giving effect to such payment terms and to the distribution thereof to the other Multicurrency Lenders in accordance with such Section, the Multicurrency Loans are held ratably by the Multicurrency Lenders in accordance with the respective Multicurrency Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the Effective Date). (d) As of the Effective Date, the Assuming Lender shall become a “Multicurrency Lender” and a “Lender” under the Credit Agreement and shall have all rights and obligations of a Multicurrency Lender and a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto.conditions 39 87048192_27

Incremental Commitment. (a) Pursuant The Borrower may, by written notice to the Agent (each, a “Commitment Increase Notice”), at any time after the Delayed Draw Term Loan Commitment Expiration Date until six months prior to the Revolving Loan Commitment Expiration Date and the Delayed Draw Term Loan Maturity Date, request the establishment of a new term loan facility (each, an “Incremental Term Loan Commitment” and collectively, the “Incremental Term Loan Commitments” and any such term loans, an “Incremental Term Loan” and collectively the “Incremental Term Loans”); provided that (i) the Agent has consented to the proposed Incremental Term Loans in writing; (ii) the aggregate principal amount of Incremental Term Loan Commitments shall not exceed $50,000,000 (the “Maximum Commitment Amount”); (iii) the Borrower may exercise such increase request option up to two (2) times during the term of this Agreement; (iv) each exercise of the increase request option shall be in a minimum principal amount of not less than $25,000,000; provided that the exercise of such increase request option may be less than $25,000,000 if the unused portion of the Maximum Commitment Amount is less than $25,000,000, so long as the request is for the full amount of the remaining Maximum Commitment Amount, (v) after giving effect to any applicable transaction permitted pursuant to Section 2.07(e3.14(d) to be financed with such Incremental Term Loans, calculated on a pro forma basis (including the funding of such Incremental Term Loans and all other sources and uses of funds to be applied in consummation of such transaction), (A) no Default or Event of Default has occurred and is continuing or would be caused by the consummation of such transaction, (B) the representations and warranties contained in this Agreement and each other Loan Document shall be true and correct on and as of such date in all material respects (except for those representations and warranties that are conditioned by materiality, which shall be true and correct in all respects) as though made on and as of such date except to the extent that such representations and warranties expressly relate to an earlier date and (C) the Borrower shall be in compliance with the financial covenants set forth in Section 6.1 on a pro forma basis; (vi) Incremental Term Loans shall be used by Borrower solely as permitted pursuant to Section 3.14(d), (vii) the Agent shall have received an amendment to this Agreement, in form and substance acceptable to the Agent and the Borrower, to incorporate any changes Agent and the Borrower reasonably deem necessary with regard to such Incremental Term Loan facility; (viii) the Borrower shall have satisfied the applicable requirements specified in Section 5.14, in accordance therewith; and (ix) the Agent shall have received a certificate from the Borrower, in form acceptable to the Agent, as to the conditions set forth in clause (v) above. (b) Each such Commitment Increase Notice shall specify (A) the date (the “Increased Amount Date”) on which the Borrower proposes that the new Incremental Term Loan Commitment shall be effective, which shall be a date not less than 10 Business Days after the date the Agent receives such notice and (B) the requested amount of such increase. Notwithstanding any term of this Agreement to the contrary, neither the Agent nor any Lender shall be deemed to have committed to any Incremental Term Loan Commitment unless such Lender executes and delivers an Increased Commitment Letter (as defined below); for the avoidance of doubt, any Lender may accept or decline to provide an Incremental Term Loan Commitment in its sole discretion. (c) Upon receipt of a Commitment Increase Notice, the Agent shall forward a copy thereof to each Lender, and each Lender shall have the right, but not the obligation, to participate in such increase in an amount equal to its pro rata share of outstanding Revolving Loans, Delayed Draw Term Loans and/or prior Incremental Term Loans (if any), as applicable, immediately prior to the effectiveness of any such increase. Any Lender electing to participate in such increase must forward its written commitment therefor (an “Increased Commitment Letter”) to the Agent within 5 Business Days of delivery to such Lender of such Commitment Increase Notice. The failure of a Lender to deliver an Increased Commitment Letter to the Agent within such time period shall be deemed a rejection by such Lender of the Credit option to participate in such Incremental Term Loan Commitment. In the event that the Incremental Term Loan Commitment requested by the Borrower is not fully committed to by existing Lenders on a pro rata basis as contemplated above, the Agent may designate one or more existing Lenders that is willing (at its sole discretion) to increase its commitment by more than its pro rata share, to provide the amount of such unallocated excess Incremental Term Loan Commitment requested by the Borrower. In the event that the Incremental Term Loan Commitment requested by Borrower is not fully committed to by the existing Lenders, on a pro rata basis or otherwise, as contemplated above, then the Borrower may find and designate one or more Persons as a new Lender, each of whom must be reasonably acceptable to the Agent; provided that in no event shall such new Lender be any Person prohibited from being a Lender pursuant to Section 10.7(c) (each, a “New Lender”), to provide the unallocated excess Incremental Term Loan Commitment requested by the Borrower. Each New Lender shall become a Lender pursuant to a joinder agreement to this Agreement, each in form and substance reasonably satisfactory to the Agent. Subject to the foregoing, final allocations with respect to any Incremental Term Loan Commitment shall be determined solely by the Borrower and the Agent. (d) Any Incremental Term Loan Commitment shall be effected pursuant to a supplement to this Agreement executed by the Borrower, the Agent and subject the Lenders or New Lenders, as the case may be, participating in such Incremental Term Loan Commitment, in form and substance reasonably acceptable to the Borrower, such Lenders and the Agent (an “Incremental Facility Supplement”), which supplement shall set forth the terms and conditions hereof, the Assuming Lender hereby agrees relating to make the such Incremental Commitment to the Borrower effective on and as Term Loan Commitment; provided that: (i) The final maturity date of the Effective Date. The any Incremental Term Loan Commitment shall constitute an additional “Commitment” in be no earlier than the form Revolving Loan Commitment Expiration Date and the Delayed Draw Term Loan Maturity Date (and any Incremental Term Loans shall not have a shorter weighted average life to maturity than Revolving Loans or the Delayed Draw Term Loans). (ii) Any Incremental Term Loan Commitment shall be on terms consistent with the Delayed Draw Term Loans (other than the delayed draw nature thereof, but including, without limitation, as to interest rate, margin, amortization and any upfront or commitment fee). (e) Each Incremental Facility Supplement may, without the consent of a “Multicurrency Commitment” and a “Commitment Increase” for all purposes of the Credit any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary, in the opinion of Agent, to effect the provisions of this Section 2.23. From and after the effectiveness of any Incremental Term Loan Commitment, the Loans and Commitments established pursuant to this Section 2.23 shall constitute Loans and Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the Effective Date shall be other Loan Documents, and shall, without limiting the “Commitment Increase Date” foregoing, benefit equally and ratably from all of the Incremental Commitment for purposes of Section 2.07(e) of the Credit Agreement. (b) The terms guarantees and provisions of any new Multicurrency Loans issued security interests created by the Assuming Lender applicable Loan Documents. Borrower shall take any actions reasonably required by Agent to ensure and demonstrate that the Incremental Commitment of the Assuming Lender shall be identical to the other Multicurrency Loans issued by, Liens and Multicurrency Commitments of, as applicable, the Multicurrency Lenders immediately prior to the Effective Date (except that any upfront fee or similar one-time fee may be different). (c) On the Effective Date, in connection with the adjustments, if any, to any outstanding Multicurrency Loans and participation security interests contemplated by Section 2.07(e)(iv) of the Credit Agreement, the Assuming Lender shall make a payment to the Administrative Agent, for the account of the other Multicurrency Lenders, in an amount calculated granted by the Administrative Agent in accordance with such Section, so that after giving effect Loan Documents continue to such payment and to be perfected under the distribution thereof to the other Multicurrency Lenders in accordance with such Section, the Multicurrency Loans are held ratably by the Multicurrency Lenders in accordance with the respective Multicurrency Commitments of such Lenders (UCC or otherwise after giving effect to the establishment of any such new Incremental Commitment and Term Loan Commitments. Any Incremental Term Loans made on an Increased Amount Date shall be designated a separate series of term loans for all purposes of this Agreement. If so requested by any other Commitment IncreasesLender having an Incremental Term Loan Commitment, if any, occurring on by written notice to the Effective DateBorrower (with a copy to the Agent). (d) As of the Effective Date, the Assuming Borrower shall execute and deliver to such Lender shall become a promissory note (an “Multicurrency Incremental Term Note”) in form acceptable to the Agent to evidence such Lender” and a “Lender” under the Credit Agreement and shall have all rights and obligations of a Multicurrency Lender and a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto’s Incremental Term Loan Commitment.

Incremental Commitment. (a) Pursuant to Section 2.07(e) of the Credit Agreement and subject to the terms and conditions hereof, the Assuming Incremental Lender hereby agrees to make the Incremental Commitment to the Borrower effective on and as of the Effective Date. The Incremental Commitment shall constitute an additional “Commitment” in the form of a “Multicurrency Dollar Commitment” and a “Commitment Increase” for all purposes of the Credit Agreement and the other Loan Documents and the Effective Date shall be the “Commitment Increase Date” of the Incremental Commitment for purposes of Section 2.07(e) of the Credit Agreement. (b) The terms and provisions of any new Multicurrency Loans issued by the Assuming Incremental Lender and the Incremental Commitment of the Assuming Incremental Lender shall be identical to the other Multicurrency Loans issued by, and Multicurrency Commitments ofDollar Commitments, as applicable, of the Multicurrency Lenders immediately prior to the Effective Date (except that any upfront fee or similar one-time fee may be different)Date. (c) On the Effective Date, in connection with the adjustments, if any, to any outstanding Multicurrency Loans and participation interests contemplated by Section 2.07(e)(iv) of the Credit Agreement, the Assuming Incremental Lender shall make a payment to the Administrative Agent, for the account of the other Multicurrency Lenders, in an amount calculated by the Administrative Agent in accordance with such Sectionsection, so that after giving effect to such payment and to the distribution thereof to the other Multicurrency Lenders in accordance with such Sectionsection, the Multicurrency Loans are held ratably by the Multicurrency Lenders in accordance with the respective Multicurrency Dollar Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the Effective Date). (d) As of the Effective Date, the Assuming Incremental Lender shall become a “Multicurrency Dollar Lender” and a “Lender” under the Credit Agreement and shall have all rights and obligations of a Multicurrency Dollar Lender and a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto.

Incremental Commitment. The Companies may, at times prior to the Termination Date, by written notice to the Administrative Agent, request an increase in the Revolving Commitment (aan “Incremental Commitment”) Pursuant in an amount not less than $1,000,000 and not to Section 2.07(e) of exceed such amount as would cause the Credit Agreement and Revolving Commitment to exceed $250,000,000 from one or more Lenders (which may include any existing Lender); provided, that any new Lender shall be subject to the terms and conditions hereof, approval of the Assuming Lender hereby agrees to make Administrative Agent. Such notice shall set forth the amount of the Incremental Commitment (which shall be in minimum increments of $1,000,000) and the date on which such Incremental Commitment is requested to become effective (which shall not be less than ten (10) Business Days nor more than thirty (30) Business Days after the Borrower effective on date of such notice). Upon receipt of such notice, the Administrative Agent shall use its best efforts to identify additional Lenders so as to increase the Revolving Commitment by the Incremental Commitment. In the event Administrative Agent is successful, the Companies and as of the Effective Date. The Lender(s) providing the Incremental Commitment shall constitute execute and deliver to the Administrative Agent such documentation as the Administrative Agent shall reasonably specify to evidence the Incremental Commitment, including, without limitation, (if applicable) an additional “Commitment” in agreement pursuant to which any new Lender shall agree to be bound by the form terms of a “Multicurrency Commitment” and a “Commitment Increase” for all purposes of the Credit this Agreement and the other Loan Documents Documents. Each of the parties hereto agrees that, upon acceptance of such documents and the Effective Date shall be the “Commitment Increase Date” approval of the Incremental Commitment for purposes of Section 2.07(e) of the Credit Agreement. (b) The terms and provisions of any new Multicurrency Loans issued by the Assuming Lender and the Incremental Commitment of the Assuming Lender shall be identical to the other Multicurrency Loans issued by, and Multicurrency Commitments of, as applicable, the Multicurrency Lenders immediately prior to the Effective Date (except that any upfront fee or similar one-time fee may be different). (c) On the Effective Date, in connection with the adjustments, if any, to any outstanding Multicurrency Loans and participation interests contemplated by Section 2.07(e)(iv) of the Credit Agreement, the Assuming Lender shall make a payment to the Administrative Agent, for (a) the account of the Incremental Commitment shall be deemed effective without further action or approval by any other Multicurrency LendersLender, in an amount calculated by the Administrative Agent in accordance (b) Annex A hereto shall be automatically replaced with such Section, so that after giving effect to such payment and to the distribution thereof to the other Multicurrency Lenders in accordance with such Section, the Multicurrency Loans are held ratably by the Multicurrency Lenders in accordance with the respective Multicurrency Commitments of such Lenders (after giving effect to a revised Annex A reflecting the Incremental Commitment and any other Commitment Increases, if any, occurring on (c) this Agreement shall be deemed amended to the Effective Date)extent (but only to the extent) necessary to reflect the existence thereof. (d) As of the Effective Date, the Assuming Lender shall become a “Multicurrency Lender” and a “Lender” under the Credit Agreement and shall have all rights and obligations of a Multicurrency Lender and a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto.

Incremental Commitment. (a) Pursuant to Section 2.07(e2.06(f) of the Credit Agreement and subject to the terms and conditions hereof, the Assuming each Incremental Lender hereby agrees to make its respective portion of the Incremental Commitment to the Borrower effective on and as of the Effective Date. The Incremental Commitment shall constitute an additional “Commitment” in the form of a “Dollar Commitment” or a “Multicurrency Commitment” and a “Commitment Increase” for all purposes of the Credit Agreement and the other Loan Documents Documents, and the Effective Date shall be the “Commitment Increase Date” of the each Incremental Commitment for purposes of Section 2.07(e2.06(f) of the Credit Agreement. (b) The terms and provisions of any new Multicurrency Loans issued by the Assuming Lender Incremental Lenders and the Incremental Commitment of the Assuming such Incremental Lender shall shall, as applicable, be identical to the other Multicurrency Loans issued by, Dollar Commitments and Multicurrency Commitments of, (as applicable, ) made under the Multicurrency Lenders Credit Agreement immediately prior to the Effective Date (except that any upfront fee or similar one-time fee may be different)Date. (c) On the Effective Date, in connection with the adjustments, if any, to any outstanding Dollar Loans, Multicurrency Loans and participation interests contemplated by Section 2.07(e)(iv2.06(f)(iv) of the Credit Agreement, the Assuming each applicable Incremental Lender shall make a payment to the Administrative Agent, for the account of the other Dollar Lenders or Multicurrency Lenders, as applicable, in an amount calculated by the Administrative Agent in accordance with such Sectionsection, so that after giving effect to such payment and to the distribution thereof to the other Dollar Lenders or Multicurrency Lenders Lenders, as applicable, in accordance with such Sectionsection, the Dollar Loans or Multicurrency Loans Loans, as applicable, are held ratably by the Dollar Lenders or Multicurrency Lenders Lenders, as applicable, in accordance with the respective Dollar Commitments of such Dollar Lenders or Multicurrency Commitments of such Lenders Multicurrency Lenders, as applicable (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the Effective Date). (d) As of the Effective Date, the each Assuming Lender shall become a “Multicurrency Dollar Lender” and a “Lender” under the Credit Agreement and shall have all rights and obligations of a Multicurrency Dollar Lender and a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto. (e) Schedule 1.01(b) of the Credit Agreement is hereby amended and restated to read as provided on Schedule 1.01(b) attached hereto as A▇▇▇▇ ▇▇.

Incremental Commitment. (a) Pursuant The Borrower may, by written notice to the Agent (each, a “Commitment Increase Notice”), at any time after the Delayed Draw Term Loan Commitment Expiration Date until six months prior to the Revolving Loan Commitment Expiration Date and the Delayed Draw Term Loan Maturity Date, request the establishment of a new term loan facility (each, an “Incremental Term Loan Commitment” and collectively, the “Incremental Term Loan Commitments” and any such term loans, an “Incremental Term Loan” and collectively the “Incremental Term Loans”); provided that (i) the Agent has consented to the proposed Incremental Term Loans in writing; (ii) the aggregate principal amount of Incremental Term Loan Commitments shall not exceed $50,000,000 (the “Maximum Commitment Amount”); (iii) the Borrower may exercise such increase request option up to two (2) times during the term of this Agreement; (iv) each exercise of the increase request option shall be in a minimum principal amount of not less than $25,000,000; provided that the exercise of such increase request option may be less than $25,000,000 if the unused portion of the Maximum Commitment Amount is less than $25,000,000, so long as the request is for the full amount of the remaining Maximum Commitment Amount, (v) after giving effect to any applicable transaction permitted pursuant to Section 2.07(e3.14(d) to be financed with such Incremental Term Loans, calculated on a pro forma basis (including the funding of such Incremental Term Loans and all other sources and uses of funds to be applied in consummation of such transaction), (A) no Default or Event of Default has occurred and is continuing or would be caused by the Credit consummation of such transaction, (B) the representations and warranties contained in this Agreement and subject to the terms each other Loan Document shall be true and conditions hereof, the Assuming Lender hereby agrees to make the Incremental Commitment to the Borrower effective correct on and as of such date in all material respects (except for those representations and warranties that are conditioned by materiality, which shall be true and correct in all respects) as though made on and as of such date except to the Effective Date. The extent that such representations and warranties expressly relate to an earlier date and (C) the Borrower shall be in compliance with the financial covenants set forth in Section 6.1 on a pro forma basis; (vi) Incremental Commitment Term Loans shall constitute be used by Borrower solely as permitted pursuant to Section 3.14(d), (vii) the Agent shall have received an additional “Commitment” amendment to this Agreement, in form and substance acceptable to the form of a “Multicurrency Commitment” and a “Commitment Increase” for all purposes of the Credit Agreement Agent and the other Loan Documents Borrower, to incorporate any changes Agent and the Effective Date Borrower reasonably deem necessary with regard to such Incremental Term Loan facility; (viii) the Borrower shall be have satisfied the “Commitment Increase Date” of applicable requirements specified in Section 5.14, in accordance therewith; and (ix) the Incremental Commitment for purposes of Section 2.07(eAgent shall have received a certificate from the Borrower, in form acceptable to the Agent, as to the conditions set forth in clause (v) of the Credit Agreementabove. (b) The terms Each such Commitment Increase Notice shall specify (A) the date (the “Increased Amount Date”) on which the Borrower proposes that the new Incremental Term Loan Commitment shall be effective, which shall be a date not less than 10 Business Days after the date the Agent receives such notice and provisions (B) the requested amount of such increase. Notwithstanding any new Multicurrency Loans issued by term of this Agreement to the Assuming Lender and contrary, neither the Incremental Commitment of the Assuming Agent nor any Lender shall be identical deemed to have committed to any Incremental Term Loan Commitment unless such Lender executes and delivers an Increased Commitment Letter (as defined below); for the other Multicurrency Loans issued byavoidance of doubt, and Multicurrency Commitments of, as applicable, the Multicurrency Lenders immediately prior any Lender may accept or decline to the Effective Date (except that any upfront fee or similar one-time fee may be different)provide an Incremental Term Loan Commitment in its sole discretion. (c) On Upon receipt of a Commitment Increase Notice, the Effective DateAgent shall forward a copy thereof to each Lender, in connection with and each Lender shall have the adjustmentsright, if anybut not the obligation, to any outstanding Multicurrency Loans and participation interests contemplated by Section 2.07(e)(iv) of the Credit Agreement, the Assuming Lender shall make a payment to the Administrative Agent, for the account of the other Multicurrency Lenders, participate in such increase in an amount calculated equal to its pro rata share of outstanding Revolving Loans, Delayed Draw Term Loans and/or prior Incremental Term Loans (if any), as applicable, immediately prior to the effectiveness of any such increase. Any Lender electing to participate in such increase must forward its written commitment therefor (an “Increased Commitment Letter”) to the Agent within 5 Business Days of delivery to such Lender of such Commitment Increase Notice. The failure of a Lender to deliver an Increased Commitment Letter to the Agent within such time period shall be deemed a rejection by such Lender of the option to participate in such Incremental Term Loan Commitment. In the event that the Incremental Term Loan Commitment requested by the Administrative Borrower is not fully committed to by existing Lenders on a pro rata basis as contemplated above, the Agent in accordance with may designate one or more existing Lenders that is willing (at its sole discretion) to increase its commitment by more than its pro rata share, to provide the amount of such Sectionunallocated excess Incremental Term Loan Commitment requested by the Borrower. In the event that the Incremental Term Loan Commitment requested by B▇▇▇▇▇▇▇ is not fully committed to by the existing Lenders, so that after giving effect to such payment on a pro rata basis or otherwise, as contemplated above, then the Borrower may find and designate one or more Persons as a new Lender, each of whom must be reasonably acceptable to the distribution thereof Agent; provided that in no event shall such new Lender be any Person prohibited from being a Lender pursuant to Section 10.7(c) (each, a “New Lender”), to provide the other Multicurrency Lenders in accordance with such Section, the Multicurrency Loans are held ratably unallocated excess Incremental Term Loan Commitment requested by the Multicurrency Lenders in accordance with the respective Multicurrency Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the Effective Date). (d) As of the Effective Date, the Assuming Borrower. Each New Lender shall become a “Multicurrency Lender” Lender pursuant to a joinder agreement to this Agreement, each in form and a “Lender” under substance reasonably satisfactory to the Credit Agreement Agent. Subject to the foregoing, final allocations with respect to any Incremental Term Loan Commitment shall be determined solely by the Borrower and shall have all rights and obligations of a Multicurrency Lender and a Lender under the Credit Agreement and any other documents or instruments delivered pursuant theretoAgent.

Incremental Commitment. (a) Pursuant to Section 2.07(e) Effective as of the Credit Agreement and subject to Incremental Effective Date, (i) the terms and conditions hereof, the Assuming Incremental Lender hereby agrees to make provide the Incremental Commitment in the amount set forth opposite its name under the column entitled “Incremental Commitment” on Schedule I attached hereto and (ii) the Incremental Lender hereby agrees to become a party to the Borrower effective on Credit Agreement as a Lender and as to be bound by all of the terms and provisions thereof. The Administrative Agent hereby consents to the Incremental Lender providing its Incremental Commitment (to the extent such consent is required pursuant to Section 2.21 of the Credit Agreement). The parties hereto hereby agree that on the Incremental Effective Date. Date (after giving effect to the Incremental Commitment effected hereby), (i) the Incremental Lender shall become a Lender party to the Credit Agreement with a Commitment equal to its Incremental Commitment effected hereby, (ii) the total Commitments under the Credit Agreement shall increase by the aggregate principal amount of the Incremental Commitment of the Incremental Lender effected hereby and (iii) there shall be an automatic adjustment to the Applicable Percentage of each Lender in the aggregate outstanding LC Exposure to reflect the new Applicable Percentage of each Lender in the aggregate outstanding LC Exposure resulting from the Incremental Commitment as provided in Section 2.21 of the Credit Agreement. (b) The Incremental Commitment effected hereby shall constitute an additional “Commitment” in (i) become a part of the form of a “Multicurrency Commitment” and a “Commitment Increase” Commitments for all purposes of the Credit Agreement and the other Loan Documents and (ii) together with all related Loans and LC Exposure, be subject to the Effective same Applicable Percentage, prepayment provisions, Maturity Date shall be and other terms and conditions applicable to the “Commitment Increase Date” of the Incremental Commitment for purposes of Section 2.07(e) of Commitments, Loans and LC Exposure under the Credit Agreement. (b) The terms and provisions of any new Multicurrency Loans issued by the Assuming Lender Agreement and the Incremental Commitment of the Assuming Lender shall be identical to the other Multicurrency Loans issued by, and Multicurrency Commitments of, as applicable, the Multicurrency Lenders immediately prior to the Effective Date (except that any upfront fee or similar one-time fee may be different)Loan Documents. (c) On If, on the Incremental Effective Date, in connection with there are any Revolving Loans outstanding (the adjustments“Existing Revolving Loans”), if any, such Existing Revolving Loans shall on the Incremental Effective Date be prepaid from the proceeds of additional Revolving Loans (deemed to any outstanding Multicurrency Loans and participation interests contemplated by Section 2.07(e)(iv) of the Credit Agreement, the Assuming Lender shall make a payment to the Administrative Agent, for the account of the other Multicurrency Lenders, in an amount calculated by the Administrative Agent in accordance with such Section, so that after giving effect to such payment and to the distribution thereof to the other Multicurrency Lenders in accordance with such Section, the Multicurrency Loans are held ratably by the Multicurrency Lenders in accordance with the respective Multicurrency Commitments of such Lenders (be made after giving effect to the Incremental Commitment effected hereby), which prepayment shall be accompanied by accrued interest on the Revolving Loans being prepaid and any other Commitment Increases, if any, occurring on the Effective Date). (d) As costs incurred by any Lender in accordance with Section 2.16 of the Credit Agreement, such that after giving effect to such prepayment and such new Revolving Loans, all Revolving Loans will be held by existing Lenders and the Incremental Lender ratably in accordance with their Applicable Percentages after give effect to the Incremental Effective Date, Date and the Assuming Lender shall become a “Multicurrency Lender” and a “Lender” under the Credit Agreement and shall have all rights and obligations of a Multicurrency Lender and a Lender under the Credit Agreement and any other documents or instruments delivered pursuant theretoIncremental Commitment effected hereby.

Incremental Commitment. The Borrower may also, but is not required to, specify any fees offered to those Lenders (athe “Increasing Lenders”) Pursuant that agree to Section 2.07(e) increase the principal amount of their Revolving Commitments, which fees may be variable based upon the Credit Agreement amount by which any such Lender is willing to increase the principal amount of its Revolving Commitment. Each Increasing Lender shall as soon as practicable, and subject to the terms and conditions hereofin any case within 15 days following receipt of such notice, the Assuming Lender hereby agrees to make the Incremental Commitment specify in a written notice to the Borrower effective on and as the Administrative Agent the amount of such proposed Incremental Commitment that it is willing to provide. No Lender (or any successor thereto) shall have any obligation, express or implied, to offer to increase the aggregate principal amount of its Revolving Commitment, and any decision by a Lender to increase its Revolving Commitment shall be made in its sole discretion independently from any other Lender. Only the consent of each Increasing Lender shall be required for an increase in the aggregate principal amount of the Effective DateRevolving Commitments pursuant to this Section. No Lender which declines to increase the principal amount of its Revolving Commitment may be replaced with respect to its existing Revolving Commitment as a result thereof without such Lender’s consent. If any Lender shall fail to notify the Borrower and the Administrative Agent in writing about whether it will increase its Revolving Commitment within 15 days after receipt of such notice, such Lender shall be deemed to have declined to increase its Revolving Commitment. The Borrower may accept some or all of the offered amounts or designate new lenders that are acceptable to the Administrative Agent (such approval not to be unreasonably withheld or delayed) as additional Lenders hereunder in accordance with this Section (the “Additional Lenders”), which Additional Lenders may assume all or a portion of such Incremental Commitment Commitment. The Borrower and the Administrative Agent shall constitute an additional “Commitment” have discretion jointly to adjust the allocation of such Incremental Commitments among the Increasing Lenders and the Additional Lenders. The sum of the increase in the form of a “Multicurrency Commitment” and a “Commitment Increase” for all purposes Revolving Commitments of the Credit Agreement and Increasing Lenders plus the other Loan Documents and Revolving Commitments of the Effective Date Additional Lenders shall be not in the “Commitment Increase Date” aggregate exceed the unsubscribed amount of the Incremental Commitment for purposes of Section 2.07(e) of the Credit AgreementAmount. (b) The terms and provisions of any new Multicurrency Loans issued by the Assuming Lender and the Incremental Commitment of the Assuming Lender shall be identical to the other Multicurrency Loans issued by, and Multicurrency Commitments of, as applicable, the Multicurrency Lenders immediately prior to the Effective Date (except that any upfront fee or similar one-time fee may be different). (c) On the Effective Date, in connection with the adjustments, if any, to any outstanding Multicurrency Loans and participation interests contemplated by Section 2.07(e)(iv) of the Credit Agreement, the Assuming Lender shall make a payment to the Administrative Agent, for the account of the other Multicurrency Lenders, in an amount calculated by the Administrative Agent in accordance with such Section, so that after giving effect to such payment and to the distribution thereof to the other Multicurrency Lenders in accordance with such Section, the Multicurrency Loans are held ratably by the Multicurrency Lenders in accordance with the respective Multicurrency Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the Effective Date). (d) As of the Effective Date, the Assuming Lender shall become a “Multicurrency Lender” and a “Lender” under the Credit Agreement and shall have all rights and obligations of a Multicurrency Lender and a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto.

Incremental Commitment. (a) Pursuant to Section 2.07(e) The Administrative Agent shall promptly notify the Borrower and the Lenders of the Credit Agreement and subject to the terms and conditions hereof, the Assuming Lender hereby agrees to make the final allocations of such Incremental Commitment and the Increase Effective Date. Conditions to the Borrower Effectiveness of Increase. Each Incremental Commitment shall become(d) effective on and as of the applicable Increase Effective Date. The ; provided: 38 59442126_10 74897129_7 no Default or Event of Default shall exist on such Increase Effective Date(i) immediately prior to or after giving effect to (A) such Incremental Commitment or (B) the making of any Extensions of Credit pursuant thereto; the Borrower is in pro forma compliance with the financial covenants set forth in(ii) Section 9.13 based on the financial statements most recently delivered pursuant to Section 8.1 after giving effect to such Incremental Commitment (assuming that the entire applicable Incremental Term Loan and/or Revolving Commitment Increase is fully funded on the effective date thereof and giving effect to any permanent repayment of Indebtedness in connection therewith); each such Incremental Commitment shall constitute be effected pursuant to an additional amendment(iii) (an “Commitment” in Incremental Amendment”) to this Agreement and, as appropriate, the form other Loan Documents, executed by the Borrower, the Administrative Agent and the applicable Incremental Lenders, which Incremental Amendment may, without the consent of a “Multicurrency Commitment” and a “Commitment Increase” for all purposes of the Credit any other Lenders, effect such amendments to this Agreement and the other Loan Documents and the Effective Date shall be the “Commitment Increase Date” of the Incremental Commitment for purposes of Section 2.07(e) of the Credit Agreement. (b) The terms and provisions of any new Multicurrency Loans issued by the Assuming Lender and the Incremental Commitment of the Assuming Lender shall be identical to the other Multicurrency Loans issued by, and Multicurrency Commitments of, as applicable, the Multicurrency Lenders immediately prior to the Effective Date (except that any upfront fee or similar one-time fee may be different). (c) On the Effective Datenecessary or appropriate, in connection with the adjustments, if any, to any outstanding Multicurrency Loans and participation interests contemplated by Section 2.07(e)(iv) reasonable opinion of the Credit Agreement, the Assuming Lender shall make a payment to the Administrative Agent, to effect the provisions of this Section 2.7; in the case of each Incremental Term Loan (the terms of which shall be set forth(iv) in the relevant Incremental Amendment): such Incremental Term Loan will mature and amortize in a manner(A) reasonably acceptable to the Incremental Lenders making such Incremental Term Loan and the Borrower, but will not in any event have a maturity date earlier than the Latest Maturity Date; the Applicable Margin and pricing grid, if applicable, for such(B) Incremental Term Loan shall be determined by the account applicable Incremental Lenders and the Borrower on the applicable Increase Effective Date and shall be consistent with then current market conditions; and except as provided above, all other terms and conditions applicable to(C) any Incremental Term Loan, to the extent not consistent with the terms and conditions of this Agreement prior to giving effect thereto, shall be reasonably satisfactory to the Administrative Agent and the Borrower (but in no event shall such terms and conditions be more restrictive, taken as a whole, than those set forth in this Agreement and any other Loan Document); in the case of each Revolving Commitment Increase (the terms of which shall be(v) set forth in the relevant Incremental Amendment): Revolving Credit Loans made with respect to the Revolving(A) Commitment Increase shall mature on the Revolving Credit Maturity Date and shall be subject to the same terms and conditions as the other Multicurrency Lenders, in an amount calculated Revolving Credit Loans; the outstanding Revolving Credit Loans and Revolving Credit(B) Commitment Percentages of Swingline Loans and L/C Obligations will be reallocated by the Administrative Agent on the applicable Increase Effective Date among the Revolving Credit Lenders (including the Incremental Lenders providing such Revolving Commitment Increase) in accordance with such Section, so that after giving effect to such payment and to the distribution thereof to the other Multicurrency Lenders in accordance with such Section, the Multicurrency Loans are held ratably by the Multicurrency Lenders in accordance with the respective Multicurrency Commitments of such Lenders (after giving effect to the Incremental their revised Revolving Credit Commitment and any other Commitment Increases, if any, occurring on the Effective Date). (d) As of the Effective Date, the Assuming Lender shall become a “Multicurrency Lender” and a “Lender” under the Credit Agreement and shall have all rights and obligations of a Multicurrency Lender and a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto.39 59442126_10 74897129_7

Incremental Commitment. (a) Pursuant The Borrower may, by written notice to Section 2.07(e) the Agent (each, a “Commitment Increase Notice”), at any time prior to the Revolving Loan Commitment Expiration Date, request increases of the Credit Aggregate Revolving Loan Commitment (a “Revolving Commitment Increase”); provided that (i) the Aggregate Revolving Loan Commitment after giving effect to the Revolving Commitment Increase shall not exceed $150,000,000 (the “Maximum Commitment Amount”); (ii) the Borrower may exercise such increase request option up to three times during the term of this Agreement; (iii) each exercise of the increase request option shall be in a minimum principal amount of not less than $10,000,000; provided that the exercise of such increase request option may be less than $10,000,000 if the unused portion of the Maximum Commitment Amount is less than $10,000,000, so long as the request is for the full amount of the remaining Maximum Commitment Amount, and (iv) after giving effect to such Revolving Commitment Increase, calculated on a pro forma basis, no Default or Event of Default has occurred and is continuing or would be caused by the consummation of such Revolving Commitment Increase. (b) Each such Commitment Increase Notice shall specify (A) the date on which the Borrower proposes that the new Revolving Commitment Increase shall be effective, which shall be a date not less than 15 Business Days after the date the Agent receives such notice and (B) the requested amount of such increase. Notwithstanding any term of this Agreement to the contrary, neither the Agent nor any Lender shall be deemed to have committed to any Revolving Commitment Increase unless such Lender executes and subject delivers an Increased Commitment Letter (as defined below); for the avoidance of doubt, any Lender may accept or decline to provide a Revolving Commitment Increase in its sole discretion. (c) Upon receipt of a Commitment Increase Notice, the Agent shall forward a copy thereof to each Lender, and each Lender shall have the right, but not the obligation, to participate in such increase in an amount equal to its pro rata share of outstanding Revolving Loans immediately prior to the effectiveness of any such increase. Any Lender electing to participate in such increase must forward its written commitment therefor (an “Increased Commitment Letter”) to the Agent within 10 Business Days of delivery to such Lender of such Commitment Increase Notice. The failure of a Lender to deliver an Increased Commitment Letter to the Agent within such time period shall be deemed a rejection by such Lender of the option to participate in such Revolving Commitment Increase. In the event that the Revolving Commitment Increase requested by the Borrower is not fully committed to by existing Lenders as contemplated above, the Borrower may designate one or more Persons as new Lender(s), each of whom must be reasonably acceptable to the Agent (each, a “New Lender”); provided that in no event shall such New Lender be any Person set forth in Section 9.6(b)(v), or may designate one or more existing Lenders that is willing to increase its commitment by more than its pro rata share, to provide the amount of such unallocated excess Revolving Commitment Increase. Each New Lender shall become a Lender pursuant to a joinder agreement in form and substance satisfactory to the Agent (a “New Lender Joinder”). Subject to the foregoing, final allocations with respect to any Revolving Commitment Increase shall be determined solely by the Borrower Table of Contents and the Agent. Any Revolving Commitment Increase shall be effected pursuant to a supplement to this Agreement executed by the Borrower, the Agent and the Lenders or New Lenders, as the case may be, participating in such Revolving Commitment Increase in form and substance reasonably acceptable to the Borrower, such Lenders and the Agent (an “Incremental Facility Supplement”), which supplement shall set forth the terms and conditions hereofrelating to such Revolving Commitment Increase (including as to any upfront fee); provided that any Revolving Commitment Increase shall be on terms consistent with the initial Revolving Loan Commitments. Each Incremental Facility Supplement may, without the Assuming Lender hereby agrees consent of any other Lenders, effect such amendments to make the Incremental Commitment to the Borrower effective on and as of the Effective Date. The Incremental Commitment shall constitute an additional “Commitment” in the form of a “Multicurrency Commitment” and a “Commitment Increase” for all purposes of the Credit this Agreement and the other Loan Documents as may be necessary, in the opinion of the Agent, to effect the provisions of this Section 2.22. From and after the effectiveness of any Revolving Commitment Increase, the Loans and Commitments established pursuant to this Section 2.22 shall constitute Loans and Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the Effective Date shall be other Loan Documents, and shall, without limiting the “Commitment Increase Date” of foregoing, benefit equally and ratably from the Incremental Commitment for purposes of Section 2.07(e) of the Credit Guarantee Agreement. (b) The terms and provisions of any new Multicurrency Loans issued by the Assuming Lender and the Incremental Commitment of the Assuming Lender shall be identical to the other Multicurrency Loans issued by, and Multicurrency Commitments of, as applicable, the Multicurrency Lenders immediately prior to the Effective Date (except that any upfront fee or similar one-time fee may be different). (c) On the Effective Date, in connection with the adjustments, if any, to any outstanding Multicurrency Loans and participation interests contemplated by Section 2.07(e)(iv) of the Credit Agreement, the Assuming Lender shall make a payment to the Administrative Agent, for the account of the other Multicurrency Lenders, in an amount calculated by the Administrative Agent in accordance with such Section, so that after giving effect to such payment and to the distribution thereof to the other Multicurrency Lenders in accordance with such Section, the Multicurrency Loans are held ratably by the Multicurrency Lenders in accordance with the respective Multicurrency Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the Effective Date). (d) As of the Effective Date, the Assuming Lender shall become a “Multicurrency Lender” and a “Lender” under the Credit Agreement and shall have all rights and obligations of a Multicurrency Lender and a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto.

Incremental Commitment. (a) Pursuant At any time prior to June 30, 2000, the Borrower may solicit from the Banks an increase in the Commitment of up to $50,000,000; provided, however, that the Borrower may not request such increase at any time that a Possible Default or an Event of Default has occurred and is continuing. With such solicitation, the Borrower shall deliver to the Administrative Agent and the Banks revised projections for the period from the date of such solicitation through the Termination Date which shall be in form and substance reasonably satisfactory to the Administrative Agent and shall demonstrate the Borrower's ability to timely repay the Loans, assuming the Commitment as increased pursuant to this Section 2.07(e) is fully drawn, and to comply with the financial covenants contained in Section 8. No Bank shall be obligated to increase its share of the Credit Agreement and subject Commitment beyond the maximum amount it has agreed to the terms and conditions hereof, the Assuming Lender hereby agrees to make the Incremental Commitment to the Borrower effective on and lend as of the Effective Closing Date, and no Bank shall be removed as a Bank for failure to agree to such increase. If any Bank desires to participate in such increase in the Commitment (a "Consenting Bank"), such Bank shall notify the Administrative Agent and the Borrower of the amount by which it desires to increase its commitment hereunder. The Incremental Commitment shall constitute an additional “Commitment” be increased by the aggregate amount that the Consenting Banks are willing to increase their respective commitments hereunder, but in no event shall the Commitment by increased pursuant to this Section by more than $50,000,000. The aggregate increase in the form Commitment shall be shared pro rata by all Consenting Banks or in such other ratio as the Consenting Banks agree among themselves. The Borrower shall deliver to each Consenting Bank a new Note reflecting the increase in its commitment hereunder. The Ratable Shares of a “Multicurrency Commitment” and a “Commitment Increase” for all purposes of the Credit Agreement and the other Loan Documents and the Effective Date Banks shall be adjusted to reflect such increase in the “Commitment Increase Date” Commitment, and Schedule 1.1 shall be deemed modified to reflect such adjustment to the Ratable Shares of the Incremental Commitment for purposes of Section 2.07(e) of the Credit Agreement. (b) The terms and provisions of any new Multicurrency Loans issued by the Assuming Lender and the Incremental Commitment of the Assuming Lender shall be identical to the other Multicurrency Loans issued by, and Multicurrency Commitments of, as applicable, the Multicurrency Lenders immediately prior to the Effective Date (except that any upfront fee or similar one-time fee may be different). (c) On the Effective Date, Banks. Any fees payable in connection with such increase in the adjustments, if any, to any outstanding Multicurrency Loans and participation interests contemplated by Section 2.07(e)(iv) of the Credit Agreement, the Assuming Lender Commitment shall make a payment be payable only to the Administrative AgentAgents, for with respect to - 45 - 52 fees payable to the account of the other Multicurrency LendersAgents, in an amount calculated by the Administrative Agent in accordance with such Section, so that after giving effect to such payment and to the distribution thereof to the other Multicurrency Lenders Consenting Banks, in accordance with such Section, the Multicurrency Loans are held ratably by the Multicurrency Lenders in accordance with the respective Multicurrency Commitments of such Lenders (after giving effect to the Incremental Commitment and any other Commitment Increases, if any, occurring on the Effective Date)their capacity as Consenting Banks. (d) As of the Effective Date, the Assuming Lender shall become a “Multicurrency Lender” and a “Lender” under the Credit Agreement and shall have all rights and obligations of a Multicurrency Lender and a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto.