Common use of Incremental Credit Extensions Clause in Contracts

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount of the Revolving Loan Commitments (any such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist; (iv) Incremental Term Loans or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency (it being understood that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Lenders providing such Incremental Term Loans or Incremental Revolving Loan Commitments);

Incremental Credit Extensions. (a) The Borrower may at At any time or from time to time after the Closing Date, by notice and subject to the Administrative Agent (whereupon terms and conditions of this Section 2.19, the Administrative Agent shall promptly deliver a copy to each of the Lenders), Company may request (i) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or and/or (ii)(Aii) request one or more increases in the amount of the Aggregate Revolving Loan Credit Commitments (any each such increase or new commitmentincrease, a “Revolving Loan Credit Commitment Increase”) and/or with the consent of the Administrative Agent (Bnot to be unreasonably withheld, conditioned or delayed) but without the establishment consent of one any Lender not providing such Incremental Term Loans or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Credit Commitment Increases, as the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”)case may be; provided that: (i) The that the aggregate amount of all Incremental Term Loans and Incremental Revolving Loan Commitments incurred Credit Commitment Increases made during the term of this Agreement shall not exceed the Maximum Dollar Equivalent of $250,000,000. Any tranche of Incremental Facilities AmountTerm Loans (A) shall be available to the Company in Dollars and (B) shall rank pari passu in right of payment and security, if any, with the Revolving Credit Loans, (C) shall not mature earlier than the Revolving Facility Termination Date (but may have amortization prior to such date, may be required to be mandatorily prepaid in full or in part prior to prepayment of the Revolving Credit Loans, and may permit voluntary prepayments thereof) and (D) except as set forth above, shall be treated substantially the same as (and in any event no more favorably than) the Revolving Credit Loans; provided that (1) the terms and conditions applicable to the pricing, fees, amortization and mandatory prepayments regarding any tranche of Incremental Term Loans may differ from those applicable to Revolving Credit Loans. (b) Each tranche of Incremental Term Loans and each Revolving Credit Commitment Increase shall be in a minimum amount of $25,000,000 and integral multiples of $5,000,000. A commitment to make Incremental Term Loans shall become an “Incremental Term Loan Commitment” under this Agreement, and a commitment to participate in a Revolving Credit Commitment Increase shall become a “Revolving Credit Commitment” (or in the case of a Revolving Credit Commitment Increase to be provided by an existing Revolving Lender, an increase in such Lender’s Revolving Credit Commitment) under this Agreement, in any such case, pursuant to a “Commitment and Acceptance” substantially in the form of Exhibit I (a “Commitment and Acceptance”). Any request for a tranche of Incremental Term Loans or a Revolving Credit Commitment Increase shall be made in a written notice (an “Increase Notice”) given to the Administrative Agent by the Company not less than ten Business Days (or such shorter period agreed to between the Administrative Agent and the Company) prior to the proposed effective date therefor, which Increase Notice shall specify the amount of the proposed tranche of Incremental Term Loans or the Revolving Credit Commitment Increase, as the case may be, and the proposed effective date thereof. Incremental Term Loans may be made, and Revolving Credit Commitment Increases may be provided, by any existing Lender or by any other bank or other financial institution or other Person engaged in the business of making commercial loans (any such other bank or other financial institution or other Person, a “Proposed New Lender”) as determined by the Administrative Agent and the Company; provided that any Proposed New Lender in the case of a Revolving Credit Commitment Increase shall be consented to by the Issuer (such consent not to be unreasonably withheld conditioned or delayed). The Administrative Agent shall notify the Company and the Lenders on or before the Business Day immediately prior to the proposed effective date of the tranche of Incremental Term Loan Commitments (and the related Incremental Term Loans) or the Revolving Credit Commitment Increase, of the amount of each Lender’s and Proposed New Lender’s Incremental Term Loan Commitment or new or increased Revolving Credit Commitment, as applicable, and the resulting aggregate amount of the tranche of Incremental Term Loan Commitments (and the related Incremental Term Loans) or the amount of the Aggregate Revolving Credit Commitments, as the case may be, which amount shall be effective on the following Business Day, subject to the satisfaction of the conditions described in clause (c) below. (c) Without limiting the applicability of any conditions to Advances set forth in this Agreement, the effectiveness of any tranche of Incremental Term Loan Commitments (and the corresponding availability of the related Incremental Term Loans) and the effectiveness of each Revolving Credit Commitment Increase shall be subject to the following conditions precedent: (i) As of the proposed effective date of such Incremental Term Loan Commitments (and related Incremental Term Loans) or Revolving Credit Commitment Increase, (x) all representations and warranties under Article V and the other Loan Documents shall be true and correct in all material respects as though made on such date (except with respect to any representation or warranty expressly stated to have been made as of a specific date which shall have been true and correct in all material respects as of such specified date), (y) no event shall have occurred and then be continuing which constitutes an Unmatured Default or a Default and (z) the Company shall have demonstrated to the Administrative Agent’s reasonable satisfaction that, as of the proposed effective date of the Revolving Credit Commitment Increase or Incremental Term Loan Commitments, as the case may be, after giving effect thereto, the Company and its Subsidiaries are in compliance on a pro forma basis with the covenants contained in Sections 6.17 and 6.18 recomputed as of the last day of the most recently ended fiscal quarter of the Company for which financial statements are available, as if such Revolving Credit Commitment Increase or Incremental Term Loan Commitments, as applicable, had been effective as of the first day of each relevant period for testing such compliance; (ii) No Person the Borrowers, the Administrative Agent and each Proposed New Lender or Lender that shall be an obligor under any have agreed to provide a “Commitment” in support of such Incremental Facility that is not Term Loans or Revolving Credit Commitment Increase shall have executed and delivered a Loan Party with respect to all Loans Commitment and Commitments,Acceptance; (iii) BothSubject counsel for the Borrowers and the Guarantors shall have provided to the Certain Funds Provision, both at Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall existAdministrative Agent; (iv) the Borrowers, the Guarantors and the Proposed New Lenders shall otherwise have executed and delivered such other instruments and documents as may be required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase (including, in the case of a tranche of Incremental Term Loans, an amendment to, or amended and restatement of, this Agreement and, as appropriate, the other Loan Documents (an “Incremental Term Loan Amendment”), executed by the Borrowers, each Lender agreeing to provide such Incremental Term Loans, if any, each Proposed New Lender, if any, and the Administrative Agent, which amendment or amendments 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 reasonable opinion of the Administrative Agent, to effect such Incremental Term Loans or Incremental Revolving in accordance with this Section 2.19), and each Loan Commitments may be denominated in Dollars or an Alternate Currency Party shall have reaffirmed its obligations, and the Liens granted, under the Loan Documents; and (it being understood that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided v) in the applicable Incremental Amendment which are acceptable case of a Revolving Credit Commitment Increase, the Administrative Agent shall have administered the reallocation of the Aggregate Revolving Credit Outstandings on the effective date of such increase ratably among the Revolving Lenders (including new Lenders) after giving effect to such increase; provided, that (1) the Borrowers hereby agree to compensate the Lenders for all losses, expenses and liabilities incurred by any Lender in connection with the sale or assignment of any Eurocurrency Loan resulting from such reallocation on the terms and in the manner set forth in Section 3.3, and (2) the Administrative Agent and the Lenders providing such hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the reallocations effected pursuant to this clause (v). Upon satisfaction of the conditions precedent to any tranche of Incremental Term Loans or Revolving Credit Commitment Increase, the Administrative Agent shall promptly advise the Company and each Lender of the effective date thereof (each such effective date, an “Increase Effective Date”). Upon any Increase Effective Date that is supported by a Proposed New Lender, such Proposed New Lender shall become a party to this Agreement as a Lender and shall have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment or other requirement on the part of any Lender to make Incremental Term Loans or increase its Revolving Loan Commitments);Credit Commitment at any time.

Incremental Credit Extensions. (a) The Borrower may at At any time or and from time to time after time, subject to the Closing Dateterms and conditions set forth herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request to add one or more additional tranches of term loans Term A Loans (the commitments thereof, the “Incremental Term Loan CommitmentA Loans”) or Term B Loans (the “Incremental Term B Loans” and, together with the loans thereunderIncremental Term A Loans, the “Incremental Term Loans” and a Lender making such loans”), an one or more increases in any Class of Term Loans or Incremental Term Loans (the “Incremental Term LenderLoan Increases”), one or more additional revolving credit facility tranches (the “Incremental Revolving Facilities”) or (ii)(A) request one or more increases in the Revolving Credit Commitments (the “Incremental Revolving Commitments”; together with the Incremental Term Loans, the Incremental Term Loan Increases and the Incremental Revolving Facilities, the “Incremental Facilities”); provided that (x) the aggregate principal amount of Incremental Facilities (other than Refinancing Revolving Commitments and Refinancing Term Loans) on any date Indebtedness thereunder is first incurred will not exceed an amount equal to the Permitted Incremental Amount and (y) with respect to Refinancing Revolving Commitments and Refinancing Term Loans, the principal amount of such Refinancing Revolving Commitments or Refinancing Term Loans, as applicable, does not exceed the principal amount of the Revolving Loan Commitments Credit Facility or Term Loans so refinanced except by an amount equal to unpaid accrued interest and premium thereon plus other reasonable amounts paid, and fees and expenses reasonably incurred, in connection with such refinancing. (any such increase or new commitment, a “Revolving Loan Commitment Increase”b) and/or (B) The Incremental Facilities are subject to the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided thatfollowing terms and conditions: (i) The aggregate amount each Incremental Facility will not be Guaranteed by any Person other than the Guarantors hereunder and, to the extent secured, will not be secured by any assets other than the Collateral; (ii) no existing Lender will be required to participate in any such Incremental Facility without its consent; (iii) all representations and warranties set forth in Article V shall be true and correct in all material respects on and as of the date of the incurrence of the Incremental Facilities except any representations and warranties which expressly relate to a given date or period shall only be required to be true and correct in all material respects as of the respective date or for the respective period, as the case may be; provided that in connection with any Limited Condition Acquisition, (A) the Lenders providing such Incremental Facilities may elect to waive the requirement to make the representations and warranties set forth in Article V as required by the foregoing and (B) such representations and warranties will be subject to customary “SunGard” and “certain funds” conditionality; (iv) no Default would exist after giving effect thereto; provided that in the case of a Limited Condition Acquisition, at the Borrower’s option, such Default may be tested in accordance with Section 1.08; (v) (A) the maturity date of any Incremental Term A Loans (including any Refinancing Term Loans, but excluding an Asset Sale Bridge Facility) shall be no earlier than the Maturity Date of the Third Amendment Effective Date Term Loans that constitute Term A-6 Loans and the Weighted Average Life to Maturity of such Incremental Term A Loans (excluding an Asset Sale Bridge Facility) shall be not shorter than the Weighted Average Life to Maturity of the Third Amendment Effective Date Term Loans that constitute Term A-6 Loans and (B) the maturity date of any Incremental Term B Loans (including any Refinancing Term Loans) shall be no earlier than the Maturity Date of the Third Amendment Effective Date Term Loans that constitute Term B Loans and the Weighted Average Life to Maturity of such Incremental Term B Loans shall be not shorter than the Weighted Average Life to Maturity of the Third Amendment Effective Date Term Loans that constitute Term B Loans; (vi) in the case of Incremental Revolving Commitments, (A) the maturity date of such Incremental Revolving Commitments shall be the same as the Maturity Date of the Revolving Credit Facility, (B) such Incremental Revolving Commitments shall require no scheduled amortization or mandatory commitment reduction prior to the Maturity Date of the Revolving Credit Facility, and (C) the Incremental Revolving Commitments shall be on the exact same terms and pursuant to the exact same documentation applicable to the Revolving Credit Facility and (D) the Incremental Revolving Commitments shall constitute an increase of commitments under the 2018 Revolving Credit Tranche and/or the 2020 Revolving Credit Tranche as designated by the Borrower in the applicable Incremental Amendment;; (vii) in the case of an Incremental Revolving Facility, (A) the maturity date of such Incremental Revolving Facility shall be no earlier than the Maturity Date of the Revolving Credit Facility, (B) such Incremental Revolving Facility shall require no scheduled amortization or mandatory commitment reduction prior to the Maturity Date of the Revolving Credit Facility, (C) the Incremental Revolving Facility shall be on substantially the same terms and pursuant to substantially the same documentation applicable to the Revolving Credit Facility, and (D) borrowings and repayments under the Incremental Revolving Facility shall be made on a pro rata basis with the Revolving Credit Facility; (viii) the interest rate margins, prepayment premiums, call protection, the maturity date of any Incremental Term Loans (subject to clause (v) above) and (subject to clauses (v) and (vii) above, as appropriate) amortization schedule applicable to any Incremental Term Loans or Incremental Revolving Facilities shall be determined by the Borrower and the lenders thereunder; (i) any Incremental Term A Loans (other than an Asset Sale Bridge Facility), for purposes of mandatory prepayments, shall be treated no more favorably than the Third Amendment Effective Date Term Loans constituting Term A-6 Loans and (ii) with respect to Incremental Term A Loans constituting an Asset Sale Bridge Facility, such Incremental Term A Loans shall not be subject to mandatory prepayments set forth in Section 2.05(b)(i) or (ii), except such Incremental Term A Loans may be mandatorily prepaid, on a dollar-for-dollar basis, with the cash proceeds received from the applicable Asset Sale Bridge Financed Divestitures prior to the application of such cash proceeds to prepay any other Term Loans; (x) any Incremental Term B Loans, for purposes of mandatory prepayments, shall be treated no more favorably than the Third Amendment Effective Date Term Loans constituting Term B Loans; (xi) any Incremental Term Loans or any Incremental Revolving Facility (other than Refinancing Term Loans and Refinancing Revolving Commitments) shall be on terms and pursuant to documentation to be determined and shall be subject to an Intercreditor Agreement (if applicable); provided that, to the extent such terms and documentation are not consistent with the Term Loans then in existence or the Revolving Credit Facility, as the case may be (except to the extent permitted by clauses (v), (vii), (viii), (ix) and (x) above or that apply only after the Maturity Date of the applicable Term Loans or the Revolving Credit Facility, as the case may be), they shall be reasonably satisfactory to the Administrative Agent (it being understood that any terms and conditions that are more restrictive than the terms applicable to the Term Loans or the Revolving Credit Facility shall be deemed reasonably satisfactory to the Administrative Agent so long as the Lenders under the applicable Term Loans or the Revolving Credit Facility receive the benefit of such terms or conditions through the addition to this Agreement (which shall not require the consent of any existing Lenders)); provided, further, that, in the case of any Refinancing Term Loans and Refinancing Revolving Commitments, (A) the terms and conditions of such Incremental Term Loans and Incremental Revolving Loan Commitments incurred during Facility (excluding pricing, call protection and optional prepayment or redemption terms) reflect market terms on the term date of this Agreement shall not exceed incurrence as reasonably determined by the Maximum Incremental Facilities Amount; Borrower, (iiB) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist; (iv) Incremental Term Loans or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency (it being understood that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Lenders providing such Incremental Term Loans or Incremental Revolving Facility shall be subject to an Intercreditor Agreement (if applicable) and (C) such Incremental Term Loans or Incremental Revolving Facility shall not contain covenants (including financial maintenance covenants), taken as a whole, that are materially tighter than (or in addition to) those contained in this Agreement (except for covenants applicable only to the period after the Maturity Date of the applicable Term Loans); and (xii) each Incremental Facility shall be in an integral multiple of $1,000,000 and be in an aggregate principal amount that is not less than (A) $25,000,000 in the case of any Incremental Term Loans or Incremental Term Loan Increases or (B) $10,000,000 in the case of any Incremental Revolving Facilities or Incremental Revolving Commitments; provided that such amount may be less than the applicable minimum amount if such amount represents all the remaining availability hereunder as set forth above. (c) Each notice from the Borrower pursuant to this Section shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans, Incremental Term Loan Increases, Incremental Revolving Facilities and/or Incremental Revolving Commitments. Any additional bank, financial institution, existing Lender or other Person that elects to provide the applicable Incremental Facility shall be an Eligible Assignee that is reasonably satisfactory to the Borrower and the Administrative Agent (any such bank, financial institution, existing Lender or other Person being called an “Additional Lender”) and, if not already a Lender, shall become a Lender under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Nexstar Media, the Borrower, such Additional Lender and the Administrative Agent. Each Incremental Facility Amendment shall include a supplement to the Facilities Schedule. No Incremental Facility Amendment shall require the consent of any Lenders other than the Additional Lenders with respect to such Incremental Facility Amendment. Commitments in respect of any Incremental Facilities shall become Commitments under this Agreement. An Incremental Facility Amendment may, without the consent of any other Lenders, effect such amendments to any Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.14. The proceeds of any Incremental Term Loans and Incremental Term Loan Increases will be used only for general corporate purposes (including Permitted Acquisitions);. Upon each increase in the Aggregate Commitments pursuant to this Section, each Revolving Credit Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Incremental Revolving Commitment (each, a “Incremental Revolving Lender”) in respect of such increase, and each such Incremental Revolving Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Credit Lender’s participations hereunder in outstanding Letters of Credit and Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (A) participations hereunder in Letters of Credit and (B) participations hereunder in Swing Line Loans held by each Revolving Credit Lender (including each such Incremental Revolving Lender) will equal the percentage of the aggregate Revolving Credit Commitments of all Revolving Credit Lenders represented by such Revolving Credit Lender’s Commitment. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence.

Incremental Credit Extensions. (a) The Borrower may Borrowers may, at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, Commitments,” the loans thereunder, the “Incremental Term Loans,” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount of the Revolving Loan Commitments (any such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: (i) The after giving effect to the incurrence of such Incremental Term Loans, the aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed an amount equal to the Maximum sum of (x) $25,000,000 less the aggregate amount of Indebtedness incurred in reliance on clause (a)(x) of the definition of “Permitted Incremental Facilities AmountIndebtedness” (provided that, for the avoidance of doubt, the amount available to the Borrowers pursuant to this clause (x) shall be available at all times and shall not be subject to any ratio test) plus (y) an unlimited amount at any time so long as, with respect to this clause (y) only, after giving effect to the incurrence of the Incremental Term Loans and any Permitted Incremental Indebtedness (assuming such amounts are secured by a pari passu Lien on the Collateral whether or not so secured) and the Fair Market Value of the Collateral to be purchased therewith, the Loan To Value Ratio — Additional Indebtedness is less than the lesser of (x) 0.70 to 1.0 and (y) 1.1 times the Loan To Value Ratio — Actual at such time; (ii) No Person the Incremental Term Loans shall rank pari passu in right of payment and of security with the other Loans and Commitments hereunder; provided, however, that (i) any Incremental Term Commitments or Incremental Term Loans may provide for the prepayment of such Incremental Term Loans from Segregated Cash Collateral pursuant to the provisions of Section 2.23 without the requirement that the Borrowers prepay any other then outstanding Term Loans and (ii) any Incremental Term Loans entitled to the benefit of Segregated Cash Collateral shall be an obligor under any Incremental Facility that is not a Loan Party with respect subject to all Loans and Commitments,Section 2.23. (iii) BothSubject the Incremental Term Loans shall not mature earlier than the Term Loan Maturity Date; (iv) the Incremental Term Loans shall have a Weighted Average Life to Maturity no shorter than the Weighted Average Life to Maturity of the Term Loans; (v) the interest rates (including floors), yields, premiums, fees and discounts, and, subject to clauses (iii) and (iv) above, the amortization schedule applicable to any such Incremental Term Loans shall be determined by the Borrowers and the applicable Incremental Term Lenders; (vi) no Default or Event of Default shall exist on the Incremental Facility Closing Date with respect to any Incremental Amendment entered into in connection therewith (and after giving effect to any Incremental Term Loans made thereunder); and (vii) with respect to any Incremental Amendment, if the all-in-yield (whether in the form of interest rate margins, original issue discount, upfront fees or a Eurodollar Base Rate or ABR floor greater than 1.00% or 2.00%, respectively, in the case of any Incremental Term Loan, with such increased amount being equated to interest margin for purposes of determining any increase to the Certain Funds ProvisionApplicable Margin under the Term Facility) with respect to the Incremental Term Loans made thereunder (as determined by the Borrowers and the applicable Incremental Term Lenders) exceeds the all-in yield (after giving effect to interest rate margins (including the Eurodollar Base Rate and ABR floors), both at original issue discount (equated to interest based on an assumed four-year life to maturity) and upfront fees (which shall be deemed to constitute like amount of original issue discount), but excluding any arrangement, structuring or other fees payable in connection therewith that are not shared with all Lenders providing such Incremental Term Loan, which shall not be included and equated to the time interest rate) with respect to the existing Term Loans by more than 50 basis points (the amount of such excess above 50 basis points being referred to herein as the “Incremental Yield Differential”), then, upon the effectiveness of such Incremental Amendment, the Applicable Margin then in effect for Term Loans shall automatically be increased by the Incremental Yield Differential. (b) Except as set forth in Section 2.19(a), the Incremental Term Loans shall be treated substantially the same as the Term Loans, including with respect to mandatory and voluntary prepayments (unless the applicable Incremental Term Lenders agree to a less than pro rata share of such prepayments) and Guarantees. Each notice from the Borrowers to the Administrative Agent pursuant to Section 2.19(a) shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans. (c) Incremental Term Loans may be made by any existing Lender or any Additional Lender (provided that no Lender shall be obligated to make a portion of any Incremental Term Loan), in each case on terms permitted in this Section 2.19, and, to the extent not permitted in this Section 2.19, all terms and documentation with respect to any Incremental Term Loan which (i) are materially more restrictive on the Borrowers and the Restricted Subsidiaries, taken as a whole, than those with respect to the Term Loans made on the Closing Date (but excluding any terms applicable after the Term Loan Maturity Date) or (ii) relate to provisions of a mechanical (including with respect to the Collateral and currency mechanics) or administrative nature, shall in each case be reasonably satisfactory to the Administrative Agent; provided that the Administrative Agent shall have consented (such request consent not to be unreasonably withheld, conditioned or delayed) to such Lender’s making such Incremental Term Loans if such consent would be required under Section 10.6(b) for an assignment of Loans to such Lender or Additional Lender. Commitments in respect of Incremental Term Loans shall become Commitments under this Agreement pursuant to an amendment (an “Incremental Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Borrowers, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and upon the Administrative Agent. The Incremental Amendment 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 reasonable opinion of the Administrative Agent and the Borrowers, to effect the provisions of this Section. The effectiveness of any Incremental Amendment referred shall be (unless waived by the Additional Lender) subject to below, no Event the satisfaction of Default shall exist and be continuing at each of the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist; (iv) Incremental Term Loans or Incremental Revolving Loan Commitments may be denominated conditions set forth in Dollars or an Alternate Currency Section 4.2 (it being understood that all references to the date of such extension of credit or similar language in Section 4.2 shall be deemed to refer to the Incremental Facility Closing Date) and such other conditions as the parties thereto shall agree (the effective date of any such Incremental Amendment, an “Incremental Facility Closing Date”). The Borrowers will use the proceeds of the Incremental Term Loan or Loans for any purpose not prohibited by this Agreement. No Lender shall be obligated to provide any Incremental Revolving Loan Commitment may be utilized in Available Currencies as and Term Loans, unless it so agrees. (d) Notwithstanding anything to the extent provided contrary herein, this Section 2.19 shall supersede any provisions in Sections 2.12 or 10.1 to the applicable Incremental Amendment which are acceptable to contrary and the Borrowers and the Administrative Agent and the Lenders providing such may amend Section 2.12 to implement any Incremental Term Loans or Incremental Revolving Loan Commitments);Amendment.

Incremental Credit Extensions. (a) The Borrower ▇▇▇▇▇▇▇ may (and TNC or NHF may, in the case of clause (b)) at any time or from time to time after the Closing Pushdown Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request (ia) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(Ab) request one or more increases in the amount of the Revolving Loan Credit Commitments of any Facility or the addition of a new Revolving Credit Facility to be provided to the Canadian Borrower (any each such increase or new commitmentRevolving Credit Facility, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment), a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: that (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Default or Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Default or Event of Default shall exist; exist and (ivii) Incremental Term Loans or Incremental Revolving Loan Commitments may ▇▇▇▇▇▇▇ shall be denominated in Dollars or an Alternate Currency (it being understood that any compliance with the covenants set forth in Section 7.11 determined on a Pro Forma Basis as of the date of such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent Increase and the Lenders providing last day of the most recently ended Test Period (or, if no Test Period cited in Section 7.11 has passed, the covenants in Section 7.11 for the first Test Period cited in such Section shall be satisfied as of the last four quarters ended), in each case, as if such Incremental Term Loans or Revolving Commitment Increases, as applicable, had been outstanding on the last day of such fiscal quarter of ▇▇▇▇▇▇▇ for testing compliance therewith. Each tranche of Incremental Term Loans and each Revolving Commitment Increase shall be in an aggregate principal amount that is not less than $50,000,000 (provided that such amount may be less than $50,000,000 if such amount represents all remaining availability under the limit set forth in the next sentence). Notwithstanding anything to the contrary herein, the aggregate amount of the Incremental Term Loans and the Revolving Commitment Increases (other than, for the avoidance of doubt, those established in respect of Extended Term Loans or Extended Revolving Credit Commitments pursuant to Section 2.16) shall not exceed $687,500,000. The Incremental Term Loans (a) shall rank pari passu or junior in right of payment and of security with the Revolving Credit Loans and the Term Loans, (b) shall not mature earlier than the Maturity Date with respect to the Class B Term Loans, (c) except as set forth above, shall be treated substantially the same as the Term Loans (in each case, including with respect to mandatory and voluntary prepayments) and (d) the Applicable Rate for the Incremental Term Loans shall be determined by ▇▇▇▇▇▇▇ and the applicable new Lenders; provided, however, that (i) the interest rate margins for the Incremental Term Loans shall not be greater than the highest interest rate margins that may, under any circumstances, be payable with respect to Dollar Term Loans (or Euro Term Loans if such Incremental Term Loans are denominated in Euros) plus 25 basis points (and the interest rate margins applicable to the Dollar Term Loans or Euro Term Loans, as applicable, shall be increased to the extent necessary to achieve the foregoing) and (ii) solely for purposes of the foregoing clause (i), the interest rate margins applicable to any Term Loans or Incremental Term Loans shall be deemed to include all upfront or similar fees or original issue discount payable generally to Lenders providing such Term Loans or such Incremental Term Loans based on an assumed three-year life to maturity), provided that (i) except as provided herein, the terms and conditions applicable to Incremental Term Loans may be materially different from those of the Term Loans to the extent such differences are reasonably acceptable to the Arrangers and (ii) the amortization schedule applicable to the Incremental Term Loans shall be determined by ▇▇▇▇▇▇▇ and the lenders thereof. Other than with respect to interest rates and related terms with respect to Loans denominated in Canadian Dollars, and other than with respect to borrowing mechanics and operational matters, the terms of any new Revolving Credit Facility to be provided to the Canadian Borrower shall be identical to those of the Revolving Credit Facilities and any collateral securing such new facility shall be shared with the Secured Parties pursuant to customary arrangements and customary limitations (including with respect to adverse tax consequences). Each notice from ▇▇▇▇▇▇▇, TNC or NHF pursuant to this Section 2.14 shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans or Revolving Commitment Increases. Incremental Term Loans may be made, and Revolving Commitment Increases may be provided, by any existing Lender (and each existing Term Lender will have the right, but not an obligation, to make a portion of any Incremental Term Loan, and each existing Revolving Credit Lender of the applicable Facility will have the right to provide a portion of any Revolving Commitment Increase, in each case on terms permitted in this Section 2.14 and otherwise on terms reasonably acceptable to the Administrative Agent) or by any other bank or other financial institution (any such other bank or other financial institution being called an “Additional Lender”), provided that the Administrative Agent shall have consented (not to be unreasonably withheld) to such Lender’s or Additional Lender’s making such Incremental Term Loans or providing such Revolving Commitment Increases if such consent would be required under Section 10.07(b) for an assignment of Loans or Revolving Credit Commitments, as applicable, to such Lender or Additional Lender. Commitments in respect of Incremental Term Loans and Revolving Commitment Increases shall become Commitments (or in the case of a Revolving Commitment Increase to be provided by an existing Revolving Credit Lender (other than a Revolving Commitment Increase to be provided to the Canadian Borrower), an increase in such Lender’s applicable Revolving Credit Commitment) under this Agreement pursuant to an amendment (an “Incremental Amendment”) to this Agreement and, as appropriate, the other Loan CommitmentsDocuments, executed by ▇▇▇▇▇▇▇ (and, in the case of a Revolving Commitment Increase, any other relevant Borrowers or the Canadian Borrower, as applicable);, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. The Incremental Amendment may, without the consent of any other Borrowers, Agents or Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request (ia) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(Ab) request one or more increases in the amount of the Revolving Loan Credit Commitments (any each such increase or new commitmentincrease, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment), a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Default or Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Default or Event of Default shall exist; (iv) . Each tranche of Incremental Term Loans or Incremental and each Revolving Loan Commitments Commitment Increase shall be in an aggregate principal amount that is not less than $25,000,000 (provided that such amount may be denominated less than $25,000,000 if such amount represents all remaining availability under the limit set forth in Dollars or an Alternate Currency (it being understood that any such the next sentence). Notwithstanding anything to the contrary herein, the aggregate amount of the Incremental Term Loan or Loans and the Revolving Commitment Increases shall not exceed the Incremental Availability. The Incremental Term Loans (a) shall rank pari passu in right of payment and of security with the Revolving Loan Commitment Credit Loans and the Term Loans, (b) shall not mature earlier than the Latest Maturity Date with respect to the Term Loans and (c) shall be treated substantially the same as the Term Loans made on the Closing Date (in each case, including with respect to mandatory and voluntary prepayments), provided that (i) the terms and conditions applicable to Incremental Term Loans may be utilized in Available Currencies as and materially different from those of the Term Loans to the extent provided in the applicable Incremental Amendment which such differences are reasonably acceptable to the Administrative Agent and (ii) the Lenders providing interest rates and amortization schedule applicable to the Incremental Term Loans shall be determined by the Borrower and the lenders thereof. Each notice from the Borrower pursuant to this Section shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans or Revolving Commitment Increases. Incremental Term Loans may be made, and Revolving Commitment Increases may be provided, by any existing Lender (and each existing Term Lender will have the right, but not an obligation, to make a portion of any Incremental Term Loan, and each existing Revolving Credit Lender will have the right, but not an obligation, to provide a portion of any Revolving Commitment Increase, in each case on terms permitted in this Section 2.14 and otherwise on terms reasonably acceptable to the Administrative Agent) or by any other bank or other financial institution (any such other bank or other financial institution being called an “Additional Lender”), provided that the Administrative Agent shall have consented (such consent not to be unreasonably withheld) to such Lender’s or Additional Lender’s making such Incremental Term Loans or providing such Revolving Commitment Increases if such consent would be required under Section 10.07(b) for an assignment of Loans or Revolving Credit Commitments, as applicable, to such Lender or Additional Lender. Commitments in respect of Incremental Term Loans and Revolving Commitment Increases shall become Commitments (or in the case of a Revolving Commitment Increase to be provided by an existing Revolving Credit Lender, an increase in such Lender’s applicable Revolving Credit Commitment) under this Agreement pursuant to an amendment (an “Incremental Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Parent, Foreign Holdings, Holdings, the Borrower, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. The Incremental Amendment 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 reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section. The effectiveness of (and, in the case of any Incremental Amendment for an Incremental Term Loan, the borrowing under) any Incremental Amendment shall be subject to the satisfaction on the date thereof (each, an “Incremental Facility Closing Date”) of each of the conditions set forth in Section 4.02 (it being understood that all references to “the date of such Credit Extension” or similar language in such Section 4.02 shall be deemed to refer to the effective date of such Incremental Amendment) and such other conditions as the parties thereto shall agree. The Borrower will use the proceeds of the Incremental Term Loans and Revolving Commitment Increases for any purpose not prohibited by this Agreement. No Lender shall be obligated to provide any Incremental Term Loans or Revolving Commitment Increases, unless it so agrees. Upon each increase in the Revolving Credit Commitments pursuant to this Section, each Revolving Credit Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Revolving Commitment Increase (each a “Revolving Commitment Increase Lender”) in respect of such increase, and each such Revolving Commitment Increase Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Credit Lender’s participations hereunder in outstanding Letters of Credit and Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (i) participations hereunder in Letters of Credit and (ii) participations hereunder in Swing Line Loans held by each Revolving Credit Lender (including each such Revolving Commitment Increase Lender) will equal the percentage of the aggregate Revolving Credit Commitments of all Revolving Credit Lenders represented by such Revolving Credit Lender’s Revolving Credit Commitment and (b) if, on the date of such increase, there are any Revolving Credit Loans outstanding, such Revolving Credit Loans shall on or prior to the effectiveness of such Revolving Commitment Increase be prepaid from the proceeds of additional Revolving Credit Loans made hereunder (reflecting such increase in Revolving Credit Commitments);, which prepayment shall be accompanied by accrued interest on the Revolving Credit Loans being prepaid and any costs incurred by any Lender in accordance with Section 3.05. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (b) This Section 2.14 shall supersede any provisions in Section 2.13 or 10.01 to the contrary.

Incremental Credit Extensions. (a) The Borrower may at At any time or and from time to time after the Closing Restatement Date, subject to the terms and conditions set forth herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy make such notice available to each of the Lenders), pursuant to an Incremental Amendment (“Incremental Amendment”) request to effect (i) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) loan facilities hereunder or (ii)(A) request one or more increases in the aggregate amount of the Revolving Loan Commitments any Term Facility (any each such increase or new commitmentincrease, a “Revolving Loan Term Commitment Increase”) and/or (B) the establishment of from one or more new Revolving Loan Commitments Additional Term Lenders or (any ii) one or more additional revolving credit facilities (each such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitmentadditional facility, an “Incremental Revolving LenderCredit Facility”) or increases in the aggregate amount of the Revolving Credit Commitments (each such increase, a “Revolving Credit Commitment Increase” and together with any Term Commitment Increase, any Incremental Term Facility and any Incremental Revolving Credit Facility, a “Commitment Increase”) from Additional Revolving Lenders; provided that, unless otherwise provided below, upon the effectiveness of each Incremental Amendment: (A) except as otherwise agreed by the Additional Term Lenders providing an Incremental Facility to finance a Specified Acquisition permitted under this Credit Agreement, (i) no Default or Event of Default shall have occurred and be continuing or would exist after giving effect thereto, and (ii) the representations and warranties made by the Credit Parties pursuant to the Fundamental Documents shall be true and correct in all material respects (or in all respects, if qualified by materiality); provided that:that representations and warranties that are expressly stated to be as of an earlier date shall be accurate in all material respects as of such earlier date (or in all respects, if qualified by materiality) immediately prior to, and after giving effect to, the incurrence of such Incremental Facility, (iB) The aggregate amount so long as any Revolving Credit Commitments or Term A Loans are outstanding on such date, on the date of the incurrence or effectiveness of such Incremental Facility (in the case of the incurrence or effectiveness of an Incremental Revolving Credit Facility, assuming such Incremental Revolving Credit Facility has been drawn in full), LGEC shall be in compliance, on a Pro Forma Basis, with the financial ratios set forth in Section 7.9(a) and (b) for the relevant fiscal quarter; (C) each Incremental Term A Facility shall have a final maturity date no earlier than the Term A Termination Date then in effect, (D) each Incremental Term B Facility and each other Incremental Term Facility (other than an Incremental Term A Facility) shall have a final maturity date no earlier than the Term B Termination Date then in effect, (E) the Average Life of any Incremental Term A Loans shall not be shorter than the Average Life of the Term A Loans then outstanding, (F) the Average Life of any Incremental Term B Loans and any other Incremental Term Loans (other than Incremental Term A Loans) shall not be shorter than the Average Life of the Term B Loans then outstanding, (G) any Incremental Revolving Loans will mature no earlier than, and will require no scheduled amortization or mandatory reduction of the commitments related thereto prior to, the Revolving Credit Termination Date then in effect and all other terms of any such Incremental Revolving Credit Facility shall be substantially identical to the Revolving Facility, (H) the interest rate applicable to any Incremental Term Facility or Incremental Term Loans will be determined by the Borrower and the Additional Lenders providing such Incremental Term Facility or Incremental Term Loans; provided that, in the case of Incremental Term Loans (other than Incremental Term A Loans) or Incremental Term Facilities (other than Incremental Term A Facilities) that are secured pari passu in right of payment and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all security with any then existing Term B Loans and Commitments, (iii) BothSubject the “Relevant Existing Facility”), such interest rate will not be more than 0.50% higher than the corresponding interest rate applicable to the Certain Funds Provision, both at Relevant Existing Facility unless the time of any such request and upon interest rate with respect to the effectiveness of any Incremental Amendment referred Relevant Existing Facility is adjusted to below, no Event of Default shall exist and be continuing at equal to the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist; (iv) interest rate with respect to the relevant Incremental Term Loans or Incremental Revolving Loan Commitments Term Facility, minus 0.50%; provided, further, that in determining the applicable interest rate under this clause (H): (w) original issue discount or upfront fees paid in connection with the Relevant Existing Facility or such Incremental Term Facility or Incremental Term Loans (based on a four-year average life to maturity), shall be included assuming a four year life to maturity, (x) any amendments to or changes in the Applicable Margin with respect to the Relevant Existing Facility that became effective subsequent to the Restatement Date but prior to the time of (or concurrently with) the addition of such Incremental Term Facility or Incremental Term Loans shall be included, (y) arrangement, commitment, structuring and underwriting fees and any amendment fees paid or payable to the Arrangers (or their affiliates) in their respective capacities as such in connection with the Relevant Existing Facility or to one or more arrangers (or their affiliates) in their capacities as such applicable to such Incremental Term Facility or Incremental Term Loans shall be excluded and (z) if such Incremental Term Facility or Incremental Term Loans include any interest rate floor which is less or greater than that applicable to the Relevant Existing Facility, and a floor is applicable to the Relevant Existing Facility on the date of determination, such lesser or greater amount shall correspondingly reduce or increase interest margin for determining the increase, (I) all Incremental Term Facilities shall rank pari passu or junior in right of payment and right of security in respect of the Collateral with the Term Loans or may be denominated in Dollars or an Alternate Currency (it being understood unsecured; provided that to the extent any such Incremental Term Loan Facilities are subordinated in right of payment or right of security, or pari passu in right of security and subject to separate documentation, they shall be subject to an Intercreditor Agreement, (J) no Incremental Revolving Loan Commitment may Facility shall be utilized guaranteed by any Person which is not a Credit Party, (K) any mandatory prepayment (other than scheduled amortization payments) of Incremental Term Loans that are pari passu in Available Currencies right of payment with any then-existing Term Loans shall be made on a pro rata basis with such then-existing Term Loans (and all other then-existing Incremental Term Loans requiring ratable prepayment), except that the Borrower and the Additional Lenders in respect of such Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any prepayments on a less than pro rata basis (but not on a greater than pro rata basis), notwithstanding anything in this Credit Agreement or any other Fundamental Document to the contrary, (L) LGEC shall have delivered to the Administrative Agent a certificate of a financial officer certifying to the effect set forth in subclauses (A) and (B), if applicable, above, together with, if applicable, reasonably detailed calculations demonstrating compliance with subclause (B) above, and (M) to the extent the terms of any Incremental Term Loans are not substantially identical to the terms applicable to the relevant Term Facility (except with respect to pricing and fees and to the extent provided permitted by the foregoing clauses above and other than any terms which are applicable only after the then-existing maturity date with respect to the relevant Term Facility), such terms shall be reasonably satisfactory to the Administrative Agent. (b) Notwithstanding anything to contrary herein, the aggregate principal amount of all Commitment Increases after the Restatement Date shall not exceed (i) $500,000,000 (less the aggregate principal amount of Incremental Equivalent Debt incurred pursuant to Section 7.1(c)(i)(B) in reliance on this clause (i) of the Incremental Cap) (the “Fixed Dollar Incremental Amount”), plus (ii) an unlimited amount so long as in the case of this clause (ii), the Net First Lien Leverage Ratio does not exceed 4.50 to 1.00, determined on a Pro Forma Basis after giving effect to such Commitment Increase and the application of the proceeds thereof and any related transaction, assuming (x) that all such Indebtedness incurred pursuant to such Commitment Increase (including the Incremental Equivalent Debt) is secured on a first lien basis even if not so secured, and (y) in the case of an Incremental Revolving Credit Facility, such Incremental Revolving Credit Facility has been drawn in full as of the last day of the most recently ended period of four consecutive fiscal quarters for which financial statements have been or were required to be delivered pursuant to Section 6.1(a) and Section 6.1(b) (such amount under this clause (ii), the “Ratio-Based Incremental Amount”); provided, that any Incremental Facility may be incurred under either clause (i) or clause (ii) as selected by the Borrower in its sole discretion, including by designating any portion of any Incremental Facility in excess of an amount permitted to be incurred under clause (ii) at the time of such incurrence as incurred under clause (i), and unless the Borrower otherwise elects, any portion of any Commitment Increase that could be established in reliance on this clause (ii) at the time of incurrence shall be deemed to have been incurred in reliance on the Ratio-Based Incremental Amount without reducing the Fixed Dollar Incremental Amount (the total aggregate amount described under clauses (i) and (ii) hereof, the “Incremental Cap”). Each Commitment Increase shall be in a minimum principal amount of $10,000,000 and integral multiples of $1,000,000 million in excess thereof; provided that such amount may be less than $10,000,000 if such amount represents all the remaining availability under the aggregate principal amount of Commitment Increases set forth above. No Lender shall be obligated to provide any Commitment Increase unless it so agrees. (c) Each notice from the Borrower pursuant to this Section 2.13 shall set forth the requested amount of the relevant Commitment Increase. (d) Upon the implementation of any Incremental Revolving Credit Facility or Revolving Credit Commitment Increase pursuant to this Section 2.13, (A) each Revolving Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each relevant Additional Revolving Lender, and each relevant Additional Revolving Lender will automatically and without further act be deemed to have assumed a portion of such Revolving Lender’s Participating Interests such that, after giving effect to each deemed assignment and assumption of participations, all of the Revolving Lenders’ (including each Additional Revolving Lender’s) Participating Interests shall be held on a pro rata basis on the basis of their Revolver Percentage (after giving effect to any Revolving Credit Commitment Increase) and (B) the existing Revolving Lenders of the applicable Class shall assign Revolving Loans to certain other Revolving Lenders of such Class (including the Additional Revolving Lenders providing the relevant Revolving Credit Commitment Increase), and such other Revolving Lenders (including the Additional Revolving Lenders providing the relevant Revolving Credit Commitment Increase) shall purchase such Revolving Loans, in each case to the extent necessary so that all of the Revolving Lenders of such Class participate in each outstanding Borrowing of Revolving Loans of such Class pro rata on the basis of their Revolver Percentage (after giving effect to any Revolving Credit Commitment Increase); it being understood and agreed that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Credit Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (e) Effective on the date of each Incremental Revolving Credit Facility the maximum amount of L/C Exposure permitted hereunder shall increase by an amount, if any, agreed upon by the Administrative Agent, the Issuing Banks and the Borrower; provided that the L/C Exposure shall not exceed the Revolving Credit Commitment after giving effect to the Incremental Revolving Credit Facility. (f) An Incremental Amendment which are acceptable may, subject to Section 2.13(a), without the consent of any other Lenders, effect such amendments to this Credit Agreement and the other Fundamental Documents as may be necessary, in the reasonable opinion of the Administrative Agent and the Lenders providing such Incremental Term Loans or Incremental Borrower, to effect the provisions of this Section 2.13 (including, in connection with a Revolving Loan CommitmentsCredit Commitment Increase, to reallocate Revolving Exposure on a pro rata basis among the relevant Revolving Lenders);.

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request (ia) request one or more additional tranches additions of incremental term loans, in each case which may constitute a separate tranche of term loans or, if the same as any existing tranche of term loans, constitute part of such existing tranche (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans”), an “Incremental Term Lender”) or (ii)(Ab) request one or more increases in the amount of the Revolving Loan Credit Commitments (any each such increase or new commitmentincrease, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (,” and together with any such new commitmentIncremental Term Loans, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving LenderCredit Increase”); , provided that: that (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Revolving Commitment Increase is effective (and after giving effect thereto), no Default or Event of Default shall exist, (ii) at the time that any Incremental Term Loan is made and (and after giving effect thereto) no Default or Event of Default shall exist; exist (iv) Incremental Term Loans or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency (it being understood that any except that, if the proceeds of such Incremental Term Loan are to be used to finance an Acquisition by the Borrower or any other Loan Party permitted under this Agreement, no Event of Default under Section 8.01(a), (f) or (g) shall exist), (iii) on the date of the effectiveness of any Revolving Commitment Increase and on the date of the making of any Incremental Revolving Term Loans, the representations and warranties of the Loan Commitment may Parties set forth in the Loan Documents shall be utilized true and correct; provided that, if the proceeds of such Incremental Term Loan are used to finance an Acquisition by the Borrower or any Restricted Subsidiary permitted by this Agreement, (A) only the Specified Representations shall be required to be true and correct under this clause (iii) on such date and (B) neither the Borrower nor any Affiliate of the Borrower shall have the right to terminate its obligations under the acquisition agreement related to such Acquisition or to otherwise decline to consummate such Acquisition, in Available Currencies each case as and a result of the breach of the representations made in such agreement by or with respect to the extent provided in subject of such Acquisition that are material to the applicable Incremental Amendment which are acceptable interests of the Lenders and (iv) the Borrower and the other Loan Parties shall deliver such legal opinions, instruments and other documents related to such Credit Increase as the Administrative Agent and shall reasonably request. Each Credit Increase shall be in an aggregate principal amount that is not less than $5,000,000 (provided that such amount may be less than $5,000,000 if such amount represents all remaining availability under the Lenders providing such limits set forth in the next two sentences). Notwithstanding anything to the contrary herein, the aggregate amount of Revolving Commitment Increases shall not exceed $200 million. Notwithstanding anything to the contrary herein, the aggregate amount of Incremental Term Loans or shall not exceed (x) the sum of (a) $200 million plus (b) the amount of all voluntary prepayments applied to the principal amount of the Term Loans (the “Term Loan Free and Clear Basket”); provided that the Term Loan Free and Clear Basket shall be reduced by the aggregate principal amount of all Incremental Revolving Loan Commitments);Equivalent Notes issued in reliance on clause (a)(x) to the proviso in the definition thereof; plus (y) an unlimited amount so long as on the date of incurrence thereof, the Borrower is in compliance on a Pro Forma Basis as of the last day of the most recent fiscal quarter for which a Compliance Certificate has been delivered pursuant to Section 6.02(a) with a Consolidated Leverage Ratio of no greater than 4.00:1.00.

Incremental Credit Extensions. (a) The Borrower may at At any time or and from time to time after the Closing Date, subject to the terms and conditions set forth herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy make such notice available to each of the Lenders), pursuant to an Incremental Amendment (“Incremental Amendment”) request to effect (i) request one or more additional tranches term loan facilities hereunder (which may take the form of delayed draw term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the aggregate amount of the Revolving Loan Commitments Term Facility (any each such increase or new commitmentincrease, a “Revolving Loan Term Commitment Increase”) and/or (B) the establishment of from one or more new Revolving Loan Commitments Additional Term Lenders or (any ii) one or more additional revolving credit facilities (each such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitmentadditional facility, an “Incremental Revolving LenderCredit Facility”) or increases in the aggregate amount of the Revolving Credit Commitments (each such increase, a “Revolving Credit Commitment Increase” and together with any Term Commitment Increase, any Incremental Term Facility and any Incremental Revolving Credit Facility, a “Commitment Increase”) from Additional Revolving Lenders; provided that, unless otherwise provided below, upon the effectiveness of each Incremental Amendment: (A) except as otherwise agreed by the Additional Term Lenders providing an Incremental Facility to finance a Specified Acquisition permitted under this Credit Agreement, (i) no Default or Event of Default shall have occurred and be continuing or would exist after giving effect thereto, and (ii) the representations and warranties made by the Credit Parties pursuant to the Fundamental Documents shall be true and correct in all material respects (or in all respects, if qualified by materiality); provided that representations and warranties that are expressly stated to be as of an earlier date shall be accurate in all material respects as of such earlier date (or in all respects, if qualified by materiality) immediately prior to, and after giving effect to, the incurrence of such Incremental Facility, (B) so long as any Revolving Credit Commitments or Term Loans are outstanding on such date, on the date of the incurrence or effectiveness of such Incremental Facility (in the case of the incurrence or effectiveness of an Incremental Revolving Credit Facility, assuming such Incremental Revolving Credit Facility has been drawn in full), the Parent shall be in compliance, on a Pro Forma Basis, with the financial ratios set forth in Section 7.9(a), (b) and (c) for the relevant fiscal quarter; (C) each Incremental Term Facility shall have a final maturity date no earlier than the Term Termination Date then in effect, (D) the Average Life of any Incremental Term Loans shall not be shorter than the Average Life of the Term Loans then outstanding, (E) any Incremental Revolving Loans will mature no earlier than, and will require no scheduled amortization or mandatory reduction of the commitments related thereto prior to, the Revolving Credit Termination Date then in effect and all other terms of any such Incremental Revolving Credit Facility shall be substantially identical to the Revolving Facility, (F) all Incremental Term Facilities shall rank pari passu or junior in right of payment and right of security in respect of the Collateral with the Term Loans or may be unsecured; provided that to the extent any such Incremental Term Facilities are subordinated in right of payment or right of security, or pari passu in right of security and subject to separate documentation, they shall be subject to an Intercreditor Agreement, (G) no Incremental Facility shall be guaranteed by any Person which is not a Credit Party, (H) any mandatory prepayment (other than scheduled amortization payments) of Incremental Term Loans that are pari passu in right of payment with any then-existing Term Loans shall be made on a pro rata basis with such then-existing Term Loans (and all other then-existing Incremental Term Loans requiring ratable prepayment), except that the Borrower and the Additional Lenders in respect of such Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any prepayments on a less than pro rata basis (but not on a greater than pro rata basis), notwithstanding anything in this Credit Agreement or any other Fundamental Document to the contrary, (I) the Parent shall have delivered to the Administrative Agent a certificate of a financial officer certifying to the effect set forth in subclauses (A) and (B), if applicable, above, together with, if applicable, reasonably detailed calculations demonstrating compliance with subclause (B) above, and (J) to the extent the terms of any Incremental Term Loans are not substantially identical to the terms applicable to the relevant Term Facility (except with respect to pricing and fees and to the extent permitted by the foregoing clauses above and other than any terms which are applicable only after the then-existing maturity date with respect to the relevant Term Facility), such terms shall be reasonably satisfactory to the Administrative Agent. (b) Notwithstanding anything to contrary herein, the aggregate principal amount of all Commitment Increases shall not exceed (i) the greater of (x) $200,000,000 and (y) 50% of Adjusted EBITDA as of the most recently ended Test Period, calculated on a Pro Forma Basis (in the case of each (x) and (y), less the aggregate principal amount of Incremental Equivalent Debt incurred pursuant to Section 7.1(c)(i)(B) in reliance on this clause (i) of the Incremental Cap) (the “Fixed Dollar Incremental Amount”), plus (ii) an unlimited amount so long as in the case of this clause (ii), the Net Total Leverage Ratio does not exceed 3.50 to 1.00, determined on a Pro Forma Basis after giving effect to such Commitment Increase and the application of the proceeds thereof and any related transaction, assuming (x) that all such Indebtedness incurred pursuant to such Commitment Increase (including the Incremental Equivalent Debt) is secured on a first lien basis even if not so secured, and (y) in the case of an Incremental Revolving Credit Facility, such Incremental Revolving Credit Facility has been drawn in full as of the last day of the most recently ended period of four consecutive fiscal quarters for which financial statements have been or were required to be delivered pursuant to Section 6.1(a) and Section 6.1(b) (such amount under this clause (ii), the “Ratio-Based Incremental Amount”); provided that: that any Incremental Facility may be incurred under either clause (i) The or clause (ii) as selected by the Borrower in its sole discretion, including by designating any portion of any Incremental Facility in excess of an amount permitted to be incurred under clause (ii) at the time of such incurrence as incurred under clause (i), and unless the Borrower otherwise elects, any portion of any Commitment Increase that could be established in reliance on this clause (ii) at the time of incurrence shall be deemed to have been incurred in reliance on the Ratio-Based Incremental Amount without reducing the Fixed Dollar Incremental Amount (the total aggregate amount described under clauses (i) and (ii) hereof, the “Incremental Cap”). Each Commitment Increase shall be in a minimum principal amount of Incremental Term Loans $10,000,000 and integral multiples of $1,000,000 million in excess thereof; provided that such amount may be less than $10,000,000 if such amount represents all the remaining availability under the aggregate principal amount of Commitment Increases set forth above. No Lender shall be obligated to provide any Commitment Increase unless it so agrees. (c) Each notice from the Borrower pursuant to this Section 2.13 shall set forth the requested amount of the relevant Commitment Increase. (d) Upon the implementation of any Incremental Revolving Loan Commitments incurred during Credit Facility or Revolving Credit Commitment Increase pursuant to this Section 2.13, (A) each Revolving Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each relevant Additional Revolving Lender, and each relevant Additional Revolving Lender will automatically and without further act be deemed to have assumed a portion of such Revolving Lender’s Participating Interests such that, after giving effect to each deemed assignment and assumption of participations, all of the term Revolving Lenders’ (including each Additional Revolving Lender’s) Participating Interests shall be held on a pro rata basis on the basis of their Revolver Percentage (after giving effect to any Revolving Credit Commitment Increase) and (B) the existing Revolving Lenders of the applicable Class or tranche shall assign Revolving Loans to certain other Revolving Lenders of such Class or tranche (including the Additional Revolving Lenders providing the relevant Revolving Credit Commitment Increase), and such other Revolving Lenders (including the Additional Revolving Lenders providing the relevant Revolving Credit Commitment Increase) shall purchase such Revolving Loans, in each case to the extent necessary so that all of the Revolving Lenders of such Class or tranche participate in each outstanding Borrowing of Revolving Loans of such Class or tranche pro rata on the basis of their Revolver Percentage (after giving effect to any Revolving Credit Commitment Increase); it being understood and agreed that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Credit Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (e) Effective on the date of each Incremental Revolving Credit Facility the maximum amount of L/C Exposure permitted hereunder shall increase by an amount, if any, agreed upon by the Administrative Agent, the Issuing Banks and the Borrower; provided that the L/C Exposure shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and Revolving Credit Commitment after giving effect thereto) no Event of Default shall exist;to the Incremental Revolving Credit Facility. (ivf) An Incremental Term Loans or Incremental Revolving Loan Commitments Amendment may, subject to Section 2.13(a), without the consent of any other Lenders, effect such amendments to this Credit Agreement and the other Fundamental Documents as may be denominated in Dollars necessary or an Alternate Currency (it being understood that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided appropriate, in the applicable Incremental Amendment which are acceptable to reasonable opinion of the Administrative Agent and the Lenders providing such Incremental Term Loans or Incremental Borrower, to effect the provisions of this Section 2.13 (including, in connection with a Revolving Loan CommitmentsCredit Commitment Increase, to reallocate Revolving Exposure on a pro rata basis among the relevant Revolving Lenders);.

Incremental Credit Extensions. (a) The Borrower Finance may at any time or from time to time on one or more occasions after the Closing Effective Date, by written notice delivered to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request (i) request one or more additional tranches Classes of term loans (the commitments thereof, the each a “Incremental Term Loan CommitmentFacility”, ) and/or (ii) one or more additional term loans of the same Class of any existing Class of term loans thereunder, the (each a “Incremental Term Loans” Increase”), and a Lender making such loansthe Co-Borrowers may at any time or from time to time on one or more occasions after the Effective Date, an “Incremental Term Lender”by written notice delivered to the Administrative Agent request (i) or (ii)(A) request one or more increases in the amount of the Revolving Loan Commitments of any Class (any each such increase or new commitmentincrease, a an “Incremental Revolving Loan Commitment Increase”) and/or (Bii) the establishment of one or more new additional Classes of Revolving Loan Commitments (any such new commitment, a the “New Additional/Replacement Revolving Loan CommitmentCommitments,” and, together with any Incremental Term Facility, Incremental Term Increase and the Incremental Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving LenderFacilities”); provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under that after giving effect to any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist below and be continuing at the time that any such Incremental Term Loan Facility is made and or effected, (and after giving effect theretox) no Event of Default (or, in the case of the incurrence or provision of any Incremental Facility in connection with a Limited Condition Transaction, no Specified Event of Default) shall exist;have occurred and be continuing and (y) the representations and warranties set forth in the Loan Documents (or, in the case of the incurrence or provision of any Incremental Facility in connection with a Limited Condition Transaction, customary specified representations and warranties and customary specified acquisition agreement representations and warranties) shall be true and correct in all material respects on and as of such date (provided that, in each case, to the extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respect as of such earlier date; provided further that, in each case, any representation and warranty that is qualified as to “materiality”, “Material Adverse Effect” or similar language shall be true and correct in all respect as of such date). Notwithstanding anything to the contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof (unless the Co-Borrowers and the Administrative Agent otherwise agree); provided that such amount may be less than $5,000,000 if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (ivi) The Incremental Term Facilities (A) shall (1) rank equal or junior in right of payment with the Initial Term Loans, (2) if secured, be secured only by the Collateral securing the Secured Obligations and (3) only be guaranteed by the Loan Parties, (B) shall not mature earlier than the Initial Term Maturity Date, (C) shall not have a shorter Weighted Average Life to Maturity than the remaining Initial Term Loans, (D) shall have a maturity date (subject to clause (B)), an amortization schedule (subject to clause (C)), interest rates (including through fixed interest rates), “most favored nation” provisions (if any), interest margins, rate floors, upfront fees, funding discounts, original issue discounts, financial covenants (if any) and prepayment terms and premiums and other terms and conditions as determined by Finance and the Additional Term Lenders thereunder; provided that, for any Incremental Term Facility that ranks equal in right of payment with the Initial Term Loans and is secured by the Collateral on a pari passu basis with the Secured Obligations, in the event that the Effective Yield for any such Incremental Term Facility is greater than the Effective Yield for the Initial Term Loans by more than 0.50% per annum, the Effective Yield for the Initial Term Loans shall be increased to the extent necessary so that the Effective Yield for the Initial Term Loans is equal to the Effective Yield for such Incremental Term Facility minus 0.50% per annum (provided that the “LIBOR floor” applicable to the outstanding Initial Term Loans shall be increased to an amount not to exceed the “LIBOR floor” applicable to such Incremental Term Facility prior to any increase in the Applicable Rate applicable to such Initial Term Loans then outstanding), (E) shall not have the benefit of mandatory prepayment provisions that are more favorable to the applicable lenders or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency creditors than those of the Initial Term Loans (it being understood that any such Indebtedness that is secured on a pari passu basis by the Collateral with the Secured Obligations may participate on a pro rata basis or a less than a pro rata basis (but not greater than a pro rata basis) in any mandatory repayments or prepayments in respect of the Initial Term Loans), unless (1) the Lenders of the Initial Term Loans also receive the benefit of such more favorable terms or (2) any such provisions apply only after the Initial Term Maturity Date and (F) may otherwise have terms and conditions as agreed between Finance and the Additional Term Lenders providing any such Incremental Term Loan Facility but without any financial covenants or Incremental Revolving Loan Commitment may be utilized in Available Currencies event of default provisions that are more restrictive, when taken as a whole, than the covenants and event of default provisions applicable to the extent Initial Term Loans (as determined by Holdings in good faith). (ii) The Incremental Term Increases shall be treated the same as the Class of Term Loans being increased (including with respect to the maturity date thereof), shall be considered to be part of the Class of Term Loans being increased and shall be on the same terms applicable to the Class of Term Loans being increased (excluding upfront fees and customary arranger fees); provided in that (i) if required to consummate the applicable Incremental Amendment which are acceptable Term Increase, the pricing, interest rate margins, “most favored nation” (if any) provisions and rate floors on the Class of Term Loans being increased may be increased and additional upfront or similar fees may be payable to the Administrative Agent Additional Lenders providing the Incremental Term Increase (without any requirement to pay such fees to any existing Term Lenders) and (ii) if the effect of any such Incremental Term Increase is to increase the Effective Yield of the Class of Term Loans being increased (as contemplated by the immediately preceding clause (i)), then such Incremental Term Increase shall be subject to the “most favored nation” pricing adjustment provisions set forth in the proviso to Section 2.20(b)(i) as if such Incremental Term Increase was an Incremental Term Facility incurred hereunder. (iii) The Incremental Revolving Commitment Increases shall be treated the same as the Class of Revolving Commitments being increased (including with respect to the maturity date thereof), shall be considered to be part of the Class of Revolving Commitments being increased and shall be on the same terms applicable to the Class of Revolving Commitments being increased (excluding upfront fees and customary arranger fees); provided that if required to consummate the applicable Incremental Revolving Commitment Increase, the pricing, interest rate margins, “most favored nation” (if any) provisions, rate floors and undrawn commitment fees on the Class of Revolving Commitments being increased may be increased and additional upfront or similar fees may be payable to the Additional Lenders providing the Incremental Revolving Commitment Increase (without any requirement to pay such fees to any existing Revolving Lenders). (iv) The Additional/Replacement Revolving Commitments (and the Revolving Loans made thereunder) (A) shall (1) rank equal or junior in right of payment with the Initial Revolving Commitments, (2) if secured, be secured only by the Collateral securing the Secured Obligations and (3) only be guaranteed by the Loan Parties, (B) shall not mature earlier than the Initial Revolving Maturity Date and shall require no scheduled amortization or mandatory commitment reduction prior to the Initial Revolving Maturity Date, (C) shall have interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, undrawn commitment fees, funding discounts, original issue discounts, prepayment terms and premiums, financial covenants (if any) and commitment reduction and termination terms as determined by the Co-Borrowers and Additional Revolving Lenders providing such Incremental commitments and (D) may otherwise have terms and conditions as agreed between the Co-Borrowers and the Additional Revolving Lenders providing any such Additional/Replacement Revolving Commitments but without any financial covenants or event of default provisions that are more restrictive, when taken as a whole, than the covenants and event of default provisions applicable to the Initial Term Loans or Incremental Revolving Loan Commitments(as determined by Holdings in good faith);.

Incremental Credit Extensions. (a) The Borrower ▇▇▇▇▇▇▇ may (and TNC or NHF may, in the case of clause (b)) at any time or from time to time after the Closing Pushdown Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request (ia) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(Ab) request one or more increases in the amount of the Revolving Loan Credit Commitments of any Facility or the addition of a new Revolving Credit Facility to be provided to the Canadian Borrower (any each such increase or new commitmentRevolving Credit Facility, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment), a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: that (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Default or Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Default or Event of Default shall exist; exist and (ivii) ▇▇▇▇▇▇▇ shall be in compliance with the covenants set forth in Section 7.11 determined on a Pro Forma Basis as of the date of such Incremental Term Loan or Revolving Commitment Increase and the last day of the most recently ended Test Period (or, if no Test Period cited in Section 7.11 has passed, the covenants in Section 7.11 for the first Test Period cited in such Section shall be satisfied as of the last four quarters ended), in each case, as if such Incremental Term Loans or Revolving Commitment Increases, as applicable, had been outstanding on the last day of such fiscal quarter of ▇▇▇▇▇▇▇ for testing compliance therewith. Each tranche of Incremental Term Loans and each Revolving Loan Commitments Commitment Increase shall be in an aggregate principal amount that is not less than $50,000,000 (provided that such amount may be less than $50,000,000 if such amount represents all remaining availability under the limit set forth in the next sentence). Notwithstanding anything to the contrary herein, the aggregate amount of the Incremental Term Loans and the Revolving Commitment Increases (other than, for the avoidance of doubt, those established in respect of Extended Term Loans or Extended Revolving Credit Commitments pursuant to Section 2.16) shall not exceed the Maximum Incremental Facilities Amount (provided that Incremental Term Loans may be incurred without regard to the Maximum Incremental Facilities Amount to the extent that the Net Proceeds from such Incremental Term Loans are used on the date of incurrence thereof (or substantially concurrently therewith) to prepay Term Loans in accordance with Section 2.05). The Incremental Term Loans (a) shall rank pari passu or junior in right of payment and of security with the Revolving Credit Loans and the Term Loans, (b) shall not mature earlier than the Maturity Date with respect to the Class E Term Loans, (c) except as set forth above, shall be treated substantially the same as the Term Loans (in each case, including with respect to mandatory and voluntary prepayments) and (d) the Applicable Rate for the Incremental Term Loans shall be determined by ▇▇▇▇▇▇▇ and the applicable new Lenders; provided, however, that (i) the interest rate margins for the Incremental Term Loans shall not be greater than the highest interest rate margins that may, under any circumstances, be payable with respect to Dollar Term Loans (or Euro Term Loans if such Incremental Term Loans are denominated in Dollars Euros) plus 25 basis points (and the interest rate margins applicable to the Dollar Term Loans or Euro Term Loans, as applicable, shall be increased to the extent necessary to achieve the foregoing) and (ii) solely for purposes of the foregoing clause (i), the interest rate margins applicable to any Term Loans or Incremental Term Loans shall be deemed to include all upfront or similar fees or original issue discount payable generally to Lenders providing such Term Loans or such Incremental Term Loans based on an Alternate Currency assumed four-year life to maturity), provided that (i) except as provided herein, the terms and conditions applicable to Incremental Term Loans may be materially different from those of the Term Loans to the extent such differences are reasonably acceptable to the Arrangers and (ii) the amortization schedule applicable to the Incremental Term Loans shall be determined by ▇▇▇▇▇▇▇ and the lenders thereof. Other than with respect to interest rates and related terms with respect to Loans denominated in Canadian Dollars, and other than with respect to borrowing mechanics and operational matters, the terms of any new Revolving Credit Facility to be provided to the Canadian Borrower shall be identical to those of the Revolving Credit Facilities and any collateral securing such new facility shall be shared with the Secured Parties pursuant to customary arrangements and customary limitations (including with respect to adverse tax consequences). Each notice from ▇▇▇▇▇▇▇, TNC or NHF pursuant to this Section 2.14 shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans or Revolving Commitment Increases. Incremental Term Loans may be made, and Revolving Commitment Increases may be provided, by any existing Lender (and each existing Term Lender will have the right, but not an obligation, to make a portion of any Incremental Term Loan, and each existing Revolving Credit Lender of the applicable Facility will have the right to provide a portion of any Revolving Commitment Increase, in each case on terms permitted in this Section 2.14 and otherwise on terms reasonably acceptable to the Administrative Agent) or by any other bank or other financial institution (any such other bank or other financial institution being called an “Additional Lender”), provided that the Administrative Agent shall have consented (not to be unreasonably withheld) to such Lender’s or Additional Lender’s making such Incremental Term Loans or providing such Revolving Commitment Increases if such consent would be required under Section 10.07(b) for an assignment of Loans or Revolving Credit Commitments, as applicable, to such Lender or Additional Lender. Commitments in respect of Incremental Term Loans and Revolving Commitment Increases shall become Commitments (or in the case of a Revolving Commitment Increase to be provided by an existing Revolving Credit Lender (other than a Revolving Commitment Increase to be provided to the Canadian Borrower), an increase in such Lender’s applicable Revolving Credit Commitment) under this Agreement pursuant to an amendment (an “Incremental Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by ▇▇▇▇▇▇▇ (and, in the case of a Revolving Commitment Increase, any other relevant Borrowers or the Canadian Borrower, as applicable), each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. The Incremental Amendment may, without the consent of any other Borrowers, Agents or Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent and the applicable Borrowers (or the Canadian Borrower, as applicable), to effect the provisions of this Section 2.14. The effectiveness of any Incremental Amendment shall be subject to the satisfaction on the date thereof of each of the conditions set forth in Section 4.02 (it being understood that any all references to “the date of such Credit Extension” or similar language in such Section 4.02 shall be deemed to refer to the effective date of such Incremental Amendment) and such other conditions as the parties thereto shall agree. The Borrowers (or the Canadian Borrower, as applicable) will use the proceeds of the Incremental Term Loan Loans and Revolving Commitment Increases for any purpose not prohibited by this Agreement. No Lender shall be obligated to provide any Incremental Term Loans or Incremental Revolving Loan Commitment may be utilized Increases, unless it so agrees. Upon each increase in Available Currencies as and the Revolving Credit Commitments pursuant to this Section 2.14, (a) if the increase relates to the extent provided Tranche A Revolving Credit Facility, each Tranche A Revolving Credit Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Revolving Commitment Increase (each a “Revolving Commitment Increase Lender”), and each such Revolving Commitment Increase Lender will automatically and without further act be deemed to have assumed (in the applicable Incremental Amendment which are acceptable case of an increase to the Tranche A Revolving Credit Facility only), a portion of such Revolving Credit Lender’s participations hereunder in outstanding Letters of Credit and Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (i) participations hereunder in Letters of Credit and (ii) participations hereunder in Swing Line Loans held by each Tranche A Revolving Credit Lender (including each such Revolving Commitment Increase Lender) will equal the percentage of the aggregate Tranche A Revolving Credit Commitments of all Tranche A Revolving Credit Lenders represented by such Revolving Credit Lender’s Tranche A Revolving Credit Commitment and (b) if, on the date of such increase, there are any Revolving Credit Loans under the applicable Facility outstanding, such Revolving Credit Loans shall on or prior to the effectiveness of such Revolving Commitment Increase be prepaid from the proceeds of additional Revolving Credit Loans under the applicable Facility made hereunder (reflecting such increase in Revolving Credit Commitments), which prepayment shall be accompanied by accrued interest on the Revolving Credit Loans being prepaid and any costs incurred by any Lender in accordance with Section 3.05. The Administrative Agent and the Lenders providing such Incremental Term Loans hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (b) This Section 2.14 shall supersede any provisions in Section 2.13 or Incremental Revolving Loan Commitments);10.01 to the contrary.

Incremental Credit Extensions. (a) The Borrower may at At any time or and from time to time after the Closing Amendment and Restatement Effective Date, subject to the terms and conditions set forth herein, the Lead Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy make such notice available to each of the Revolving Lenders), pursuant to an Incremental Amendment (i“Incremental Amendment”) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more to effect increases in the aggregate amount of the Revolving Loan Credit Commitments (any each such increase or new commitmentincrease, a “Revolving Loan Credit Commitment Increase”) and/or from Additional Revolving Lenders; provided that, unless otherwise provided below, upon the effectiveness of each Incremental Amendment: (A) except as otherwise agreed by the Additional Revolving Lenders providing an Incremental Facility to finance an Acquisition or other investment permitted under this Agreement, no Default or Event of Default shall have occurred and be continuing or would exist after giving effect thereto, (B) the establishment Lead Borrower shall have delivered to the Administrative Agent a certificate of one or more new Revolving Loan Commitments a financial officer certifying to the effect set forth in subclause (any such new commitmentA) above, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: (iC) The aggregate amount all fees or other payments owing pursuant to Section 10.13 or as otherwise agreed in writing in respect of Incremental Term Loans and Incremental such Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist; (iv) Incremental Term Loans or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency (it being understood that any such Incremental Term Loan or Incremental Revolving Loan Credit Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which are acceptable Increase to the Administrative Agent and the Additional Revolving Lenders shall have been paid. (b) Notwithstanding anything to contrary herein, the aggregate principal amount of all Revolving Credit Commitment Increases incurred after the Amendment and Restatement Effective Date shall not exceed $2,000.0 million. Each Revolving Credit Commitment Increase shall be in a minimum principal amount of $50.0 million and integral multiples of $1.0 million in excess thereof; provided that such amount may be less than $50.0 million if such amount represents all the remaining availability under the aggregate principal amount of Revolving Credit Commitment Increases set forth above. No Lender shall be obligated to provide any Revolving Credit Commitment Increase unless it so agrees. (c) Each notice from the Lead Borrower pursuant to this Section 2.14 shall set forth the requested amount of the relevant Revolving Credit Commitment Increase. (d) Upon the implementation of any Revolving Credit Commitment Increase pursuant to this Section 2.14, (A) each Revolving Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each relevant Additional Revolving Lender, and each relevant Additional Revolving Lender will automatically and without further act be deemed to have assumed a portion of such Revolving Lender’s Participating Interests such that, after giving effect to each deemed assignment and assumption of participations, all of the Revolving Lenders’ (including each Additional Revolving Lender’s) Participating Interests shall be held on a pro rata basis on the basis of their Revolver Percentage (after giving effect to any Revolving Credit Commitment Increase) and (B) the existing Revolving Lenders of the applicable Class shall assign Revolving Loans to certain other Revolving Lenders of such Class (including the Additional Revolving Lenders providing the relevant Revolving Credit Commitment Increase), and such other Revolving Lenders (including the Additional Revolving Lenders providing the relevant Revolving Credit Commitment Increase) shall purchase such Revolving Loans, in each case to the extent necessary so that all of the Revolving Lenders of such Class participate in each outstanding Borrowing of Revolving Loans of such Class pro rata on the basis of their Revolver Percentage (after giving effect to any Revolving Credit Commitment Increase); it being understood and agreed that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (e) Effective on the date of each Revolving Credit Commitment Increase the maximum amount of Letter of Credit Usage permitted hereunder shall increase by an amount, if any, agreed upon by the Administrative Agent, the L/C Issuers and the Lead Borrower; provided that the Letter of Credit Usage shall not exceed the Revolving Credit Commitment after giving effect to the Revolving Credit Commitment Increase. (f) An Incremental Term Loans or Incremental Amendment may, subject to Section 2.14(a), without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary, in the reasonable opinion of the Administrative Agent and the Lead Borrower, to effect the provisions of this Section 2.14 (including to reallocate Revolving Loan CommitmentsExposure on a pro rata basis among the relevant Revolving Lenders);.

Incremental Credit Extensions. (a) The Borrower may at At any time or and from time to time after time, subject to the Closing Dateterms and conditions set forth herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request to add one or more additional tranches of term loans Term A Loans (the commitments thereof, the “Incremental Term Loan CommitmentA Loans”) or Term B Loans (the “Incremental Term B Loans” and, together with the loans thereunderIncremental Term A Loans, the “Incremental Term Loans” and a Lender making such loans”), an one or more increases in any Class of Term Loans or Incremental Term Loans (the “Incremental Term LenderLoan Increases”), one or more additional revolving credit facility tranches (the “Incremental Revolving Facilities”) or (ii)(A) request one or more increases in the Revolving Credit Commitments (the “Incremental Revolving Commitments”; together with the Incremental Term Loans, the Incremental Term Loan Increases and the Incremental Revolving Facilities, the “Incremental Facilities”); provided that (x) the aggregate principal amount of Incremental Facilities (other than Refinancing Revolving Commitments and Refinancing Term Loans) on any date Indebtedness thereunder is first incurred will not exceed an amount equal to the Permitted Incremental Amount and (y) with respect to Refinancing Revolving Commitments and Refinancing Term Loans, the principal amount of such Refinancing Revolving Commitments or Refinancing Term Loans, as applicable, does not exceed the principal amount of the Revolving Loan Commitments Credit Facility or Term Loans so refinanced except by an amount equal to unpaid accrued interest and premium thereon plus other reasonable amounts paid, and fees and expenses reasonably incurred, in connection with such refinancing. (any such increase or new commitment, a “Revolving Loan Commitment Increase”b) and/or (B) The Incremental Facilities are subject to the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided thatfollowing terms and conditions: (i) The aggregate each Incremental Facility will not be Guaranteed by any Person other than the Guarantors hereunder and, to the extent secured, will not be secured by any assets other than the Collateral; (ii) no existing Lender will be required to participate in any such Incremental Facility without its consent; (iii) all representations and warranties set forth in Article V shall be true and correct in all material respects on and as of the date of the incurrence of the Incremental Facilities except any representations and warranties which expressly relate to a given date or period shall only be required to be true and correct in all material respects as of the respective date or for the respective period, as the case may be; provided that in connection with any Limited Condition Acquisition, (A) the Lenders providing such Incremental Facilities may elect to waive the requirement to make the representations and warranties set forth in Article V as required by the foregoing and (B) such representations and warranties will be subject to customary “SunGard” and “certain funds” conditionality; (iv) no Default would exist after giving effect thereto; provided that in the case of a Limited Condition Acquisition, at the Borrower’s option, such Default may be tested in accordance with Section 1.08; (A) the maturity date of any Incremental Term A Loans (including any Refinancing Term Loans, but excluding an Asset Sale Bridge Facility) shall be no earlier than the Maturity Date of the Term A-7 Loans and the Weighted Average Life to Maturity of such Incremental Term A Loans (excluding an Asset Sale Bridge Facility) shall be not shorter than the Weighted Average Life to Maturity of the Term A-7 Loans and (B) the maturity date of any Incremental Term B Loans (including any Refinancing Term Loans) shall be no earlier than the Maturity Date of the Term B-5 Loans or Term B-6 Loans and the Weighted Average Life to Maturity of such Incremental Term B Loans shall be not shorter than the Weighted Average Life to Maturity of the Term B-5 Loans or Term B-6 Loans; (vi) in the case of Incremental Revolving Commitments, (A) the maturity date of such Incremental Revolving Commitments shall be the same as the Maturity Date of the Revolving Credit Facility, (B) such Incremental Revolving Commitments shall require no scheduled amortization or mandatory commitment reduction prior to the Maturity Date of the Revolving Credit Facility and (C) the Incremental Revolving Commitments shall be on the exact same terms and pursuant to the exact same documentation applicable to the Revolving Credit Facility; (vii) in the case of an Incremental Revolving Facility, (A) the maturity date of such Incremental Revolving Facility shall be no earlier than the Maturity Date of the Revolving Credit Facility, (B) such Incremental Revolving Facility shall require no scheduled amortization or mandatory commitment reduction prior to the Maturity Date of the Revolving Credit Facility, (C) the Incremental Revolving Facility shall be on substantially the same terms and pursuant to substantially the same documentation applicable to the Revolving Credit Facility, and (D) borrowings and repayments under the Incremental Revolving Facility shall be made on a pro rata basis with the Revolving Credit Facility; (viii) the interest rate margins, prepayment premiums, call protection, the maturity date of any Incremental Term Loans (subject to clause (v) above) and (subject to clauses (v) and (vii) above, as appropriate) amortization schedule applicable to any Incremental Term Loans or Incremental Revolving Facilities shall be determined by the Borrower and the lenders thereunder; provided that in the event that the total all in interest rate margins for any Incremental Term B Loans (other than Refinancing Term Loans) that are (A) secured by a Lien on the Collateral on a pari passu basis with the Lien securing the Term B-5-6 Loans, (B) in the form of broadly syndicated term “B” loans denominated in Dollars, (C) in a principal amount in excess of the MFN Trigger Amount, (D) scheduled to mature on or prior to the date that is one (1) year after the Maturity Date of the Term B-5-6 Loans and (E) incurred on or prior to the date that is 6 months after the SeventhEighth Amendment Effective Date are higher than the interest rate margins for the Term B-5-6 Loans by more than 50 basis points, then the interest rate margin for the Term B-5-6 Loans shall be increased to the extent necessary so that such interest rate margin is equal to the interest rate margin for such Incremental Term B Loans minus 50 basis points; provided, further, that, in determining the interest rate margins applicable to the Incremental Term B Loans and Term B-5-6 Loans, (A)(1) customary arrangement, commitment, underwriting, structuring and/or amendment fees (regardless of whether any such fees are paid to or shared in whole or in part with any lender) shall be excluded and (2) any other fee that is not payable to all relevant lenders generally shall be excluded, (B) original issue discount (“OID”) and upfront fees paid to the lenders thereunder shall be included (with OID being equated to interest based on assumed four-year life to maturity or, if shorter, the actual weighted average life to maturity) and (C) if the Incremental Term B Loans include an interest rate floor greater than the applicable interest rate floor under the Term B-5-6 Loans, such differential between interest rate floors shall be equated to the applicable interest rate margin for purposes of determining whether an increase to the interest rate margin under the Term B-5-6 Loans shall be required, but only to the extent an increase in the interest rate floor in the Term B-5-6 Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the interest rate margin) applicable to the Term B-5-6 Loans shall be increased to the extent of such differential between interest rate floors; (i) any Incremental Term A Loans (other than an Asset Sale Bridge Facility), for purposes of mandatory prepayments, shall be treated no more favorably than the Term A-7 Loans and (ii) with respect to Incremental Term A Loans constituting an Asset Sale Bridge Facility (including, as of the Eighth Amendment Effective Date, the Term A-8 Loans), such Incremental Term A Loans shall not be subject to mandatory prepayments set forth in Section 2.05(b)(i) or (ii) (other than Section 2.05(b)(ii)(C)), except such Incremental Term A Loans may be mandatorily prepaid, on a dollar-for-dollar basis, with the cash proceeds received from the applicable Asset Sale Bridge Financed Divestitures prior to the application of such cash proceeds to prepay any other Term Loans; (x) any Incremental Term B Loans, for purposes of mandatory prepayments, shall be treated no more favorably than the Term B-5 Loans or Term B-6 Loans; (xi) any Incremental Term Loans or any Incremental Revolving Facility (other than Refinancing Term Loans and Refinancing Revolving Commitments) shall be on terms and pursuant to documentation to be determined and shall be subject to an Intercreditor Agreement (if applicable); provided that, to the extent such terms and documentation are not consistent with the Term Loans then in existence or the Revolving Credit Facility, as the case may be (except to the extent permitted by clauses (v), (vii), (viii), (ix) and (x) above or that apply only after the Maturity Date of the applicable Term Loans or the Revolving Credit Facility, as the case may be), they shall be reasonably satisfactory to the Administrative Agent (it being understood that any terms and conditions that are more restrictive than the terms applicable to the Term Loans or the Revolving Credit Facility shall be deemed reasonably satisfactory to the Administrative Agent so long as the Lenders under the applicable Term Loans or the Revolving Credit Facility receive the benefit of such terms or conditions through the addition to this Agreement (which shall not require the consent of any existing Lenders)); provided, further, that, in the case of any Refinancing Term Loans and Refinancing Revolving Commitments, (A) the terms and conditions of such Incremental Term Loans and Incremental Revolving Loan Commitments incurred during Facility (excluding pricing, call protection and optional prepayment or redemption terms) reflect market terms on the term date of this Agreement shall not exceed incurrence as reasonably determined by the Maximum Incremental Facilities Amount; Borrower, (iiB) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist; (iv) Incremental Term Loans or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency (it being understood that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Lenders providing such Incremental Term Loans or Incremental Revolving Facility shall be subject to an Intercreditor Agreement (if applicable) and (C) such Incremental Term Loans or Incremental Revolving Facility shall not contain covenants (including financial maintenance covenants), taken as a whole, that are materially tighter than (or in addition to) those contained in this Agreement (except for covenants applicable only to the period after the Maturity Date of the applicable Term Loans); and (xii) each Incremental Facility shall be in an integral multiple of $1,000,000 and be in an aggregate principal amount that is not less than (A) $25,000,000 in the case of any Incremental Term Loans or Incremental Term Loan Increases or (B) $10,000,000 in the case of any Incremental Revolving Facilities or Incremental Revolving Commitments; provided that such amount may be less than the applicable minimum amount if such amount represents all the remaining availability hereunder as set forth above. (c) Each notice from the Borrower pursuant to this Section shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans, Incremental Term Loan Increases, Incremental Revolving Facilities and/or Incremental Revolving Commitments. Any additional bank, financial institution, existing Lender or other Person that elects to provide the applicable Incremental Facility shall be an Eligible Assignee that is reasonably satisfactory to the Borrower and the Administrative Agent (any such bank, financial institution, existing Lender or other Person being called an “Additional Lender”) and, if not already a Lender, shall become a Lender under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Nexstar Media, the Borrower, such Additional Lender and the Administrative Agent. Each Incremental Facility Amendment shall include a supplement to the Facilities Schedule. No Incremental Facility Amendment shall require the consent of any Lenders other than the Additional Lenders with respect to such Incremental Facility Amendment. Commitments in respect of any Incremental Facilities shall become Commitments under this Agreement. An Incremental Facility Amendment may, without the consent of any other Lenders, effect such amendments to any Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.14. The proceeds of any Incremental Term Loans and Incremental Term Loan Increases will be used only for general corporate purposes (including Permitted Acquisitions);. Upon each increase in the Aggregate Commitments pursuant to this Section, each Revolving Credit Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Incremental Revolving Commitment (each, a “Incremental Revolving Lender”) in respect of such increase, and each such Incremental Revolving Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Credit ▇▇▇▇▇▇’s participations hereunder in outstanding Letters of Credit and Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (A) participations hereunder in Letters of Credit and (B) participations hereunder in Swing Line Loans held by each Revolving Credit Lender (including each such Incremental Revolving Lender) will equal the percentage of the aggregate Revolving Credit Commitments of all Revolving Credit Lenders represented by such Revolving Credit ▇▇▇▇▇▇’s Commitment. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (d) Notwithstanding anything set forth herein to the contrary or in the other Loan Documents, if at any time all or substantially all of the assets of the Mission Borrower and its Subsidiaries are directly or indirectly acquired by the Nexstar Borrower and its Restricted Subsidiaries, the Borrower may incur new Incremental Term Loans to refinance any outstanding Group Term Loans under the Mission Credit Agreement (and/or cause the then-outstanding Group Term Loans under the Mission Credit Agreement to roll on a cashless basis into Incremental Term Loans hereunder) on a dollar for dollar basis, in compliance with the other provisions set forth in this Section 2.14, but without regard to availability of any capacity under the Permitted Incremental Amount.

Incremental Credit Extensions. (a) The Initial Borrower may at any time or from time to time after the Closing Restatement Date, by written notice delivered to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders)Agent, request (i) request one or more additional tranches Classes of term loans or additional Loans of the same Class of term loans as an existing Class of Term Loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(Aii) request one or more increases in the amount of the Revolving Loan Credit Commitments of any Class (any each such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitmentincrease, an “Incremental Revolving LenderCredit Commitment Increase” and together with the Incremental Term Loans, the “Incremental Facilities” and the commitments in respect thereof are referred to as the “Incremental Commitments”); provided that: , subject to the provisions set forth in the remainder of this Section 2.14, (i) The no Specified Event of Default shall have occurred and be continuing or would result therefrom (except in the case that the proceeds of any Incremental Facilities are being used to finance a Limited Condition Transaction, in which case the standard will be no Specified Event of Default shall have occurred and be continuing or would result therefrom on the LCA Test Date) and (ii) all representations and warranties shall be true and correct in all material respects (unless qualified by materiality or a Material Adverse Effect, in which case such representation or warranty shall be true and correct in all respects) (except in the case that the proceeds of any Incremental Facility are being used to finance a Limited Condition Transaction, in which case only (x) the representations referred to in the definition of Certain Funds Representations in so far as they relate to the Loan Parties at such time and (y) customary “SunGard” or “certain funds” representations with respect to the Limited Condition Transaction, shall be true and correct in all material respects (unless qualified by materiality or a Material Adverse Effect, in which case such representations shall be true and correct in all respects). (b) Each tranche of Incremental Term Loans and each Incremental Revolving Credit Commitment Increase shall be in an aggregate principal amount that is not less than $5,000,000 (provided that such amount may be less than $5,000,000 if such amount represents all remaining availability under the limit set forth below) (and in minimum increments of $1,000,000 in excess thereof), and, subject to calculation adjustments set forth in Section 1.09(f) with respect to any Incremental Facility being incurred in connection with a Limited Condition Transaction, the aggregate amount of (X) the Incremental Term Loans and Incremental Revolving Loan Commitments Credit Commitment Increases incurred during pursuant to this Section 2.14 plus (Y) the term aggregate principal amount of this Agreement Permitted Additional Debt incurred under Section 7.03(u)(ii) shall not exceed exceed, as of the Maximum date of Incurrence of such Indebtedness or commitments, the sum of (A) the Incremental Facilities Amount; Base Amount plus (iiB) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect aggregate additional amount of Indebtedness, such that, after giving pro forma effect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and Incurrence (and after giving effect theretoto any Specified Transaction to be consummated in connection therewith and assuming that all Incremental Revolving Credit Commitment Increases and all Incremental Commitments and any other Indebtedness in the form of delayed draw term loan commitments Incurred at such time and in connection therewith were fully drawn) GBT and its Restricted Subsidiaries would be in compliance with (I) if such Indebtedness to be Incurred thereunder is intended to be a First Lien Obligation, a First Lien Net Leverage Ratio that is no Event greater than 3.00:1.00 (or, to the extent such Incremental Facility is incurred in connection with any acquisition or similar Investment not prohibited by this Agreement, the greater of Default 3.00:1.00 and the First Lien Net Leverage Ratio at the end of the most recently ended Test Period), (II) if such Indebtedness to be Incurred thereunder is intended to be secured by a Lien on the Collateral that is junior to the Lien securing the First Lien Obligations, a Secured Net Leverage Ratio that is no greater than 3.50:1.00 (or, to the extent such Incremental Facility is incurred in connection with any acquisition or similar Investment not prohibited by this Agreement, the greater of 3.50:1.00 and the Secured Net Leverage Ratio at the end of the most recently ended Test Period) and (III) if such Indebtedness to be Incurred thereunder is intended to be unsecured, at the Initial Borrower’s option, either (x) a Total Net Leverage Ratio that is no greater than 4.00:1.00 (or, to the extent such Incremental Facility is incurred in connection with any acquisition or similar Investment not prohibited by this Agreement, the greater of 4.00:1.00 and the Total Net Leverage Ratio at the end of the most recently ended Test Period) or (y) an Interest Coverage Ratio that is not less than 2.00:1.00 for the most recently ended Test Period (or, to the extent such Permitted Additional Debt is incurred in connection with any acquisition or similar Investment not prohibited by this Agreement, the lesser of 2.00:1.00 and the Interest Coverage Ratio at the end of the most recently ended Test Period). (c) (A) The Incremental Term Loans (i) shall exist; (x) rank pari passu or junior in right of payment with the Restatement Date Term Loans and, Term B-1 Loans and Term B-2 Loans and (y) if secured, be secured only by all or a portion of the Collateral securing the Obligations and shall be secured on a pari passu or junior lien basis with the Liens securing the Obligations, (ii) shall not be guaranteed by any Person that is not a Guarantor hereunder, (iii) other than any Inside Maturity Loans, shall not mature earlier than the Latest Maturity Date with respect to the Restatement Date Term Loans or, the Term B-1 Loans or the Term B-2 Loans, (iv) other than any Inside Maturity Loans, shall not have a shorter Weighted Average Life to Maturity than the remaining Restatement Date Term Loans or, the remaining Term B-1 Loans or the remaining Term B-2 Loans, (v) shall have a maturity date (subject to clause (iii)), an amortization schedule (subject to clause (iv)), and interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, funding discounts, original issue discounts and prepayment terms and premiums for the Incremental Term Loans or as determined by the Initial Borrower and the lenders of the Incremental Revolving Loan Commitments may be denominated Term Loans; provided that in Dollars or an Alternate Currency (it being understood the event that the Effective Yield for any such Incremental Facilities that are Qualifying Term Loan or Incremental Revolving Loan Commitment may Loans incurred in reliance on Section 2.14(b)(B) is greater than the Effective Yield for the Restatement Date Term Loans by more than 0.50% per annum, then the Applicable Rates for the Restatement Date Term Loans shall be utilized in Available Currencies as and increased to the extent provided necessary so that the Effective Yield for the Restatement Date Term Loans are equal to the Effective Yield for the Incremental Term Loans minus 0.50% per annum; provided, further, that, unless otherwise agreed by the Initial Borrower in its sole discretion, that any increase in the Effective Yield to any Restatement Date Term Loans due to the application or imposition of a Base Rate floor or Term SOFR floor on any such Indebtedness shall be effected solely through an increase in (or implementation of, as applicable) any Base Rate floor or Term SOFR floor applicable Incremental Amendment which are acceptable to such Restatement Date Term Loans (this proviso, the “MFN Provision”); and (vi) may otherwise have terms and conditions different from those of the Restatement Date Term Facility; provided that (x) except with respect to matters contemplated by clauses (iii), (iv) and (v) above, any differences shall be reasonably satisfactory to the Administrative Agent and Agent, (y) the Lenders providing such documentation governing any Incremental Term Loans may include any Previously Absent Financial Maintenance Covenant so long as the Administrative Agent shall have been given prompt written notice thereof and this Agreement is amended to include such Previously Absent Financial Maintenance Covenant for the benefit of each Facility; provided, further, however, that if the applicable Previously Absent Financial Maintenance Covenant is a “springing” financial maintenance covenant, the Previously Absent Financial Maintenance Covenant shall be automatically included in this agreement only for the benefit of each revolving credit facility hereunder (and not for the benefit of any term loan facility hereunder) and (z) the documentation governing any Incremental Term Loans may include covenants or Incremental Revolving Loan Commitments);other provisions applicable only to periods after the Latest Maturity Date at such time.

Incremental Credit Extensions. (a) The Borrower may at any time or from From time to time on or after the Closing Date, by subject to the terms and conditions set forth herein, the Borrower may, upon ten (10) Business Days’ prior written notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request to add one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount of the Revolving Loan Commitments (any such increase or new commitment, a the “Incremental Revolving Loan Commitment IncreaseCommitments”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, ; together with Revolving Loan Commitment Increasesthe Incremental Term Loans, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving LenderFacilities”); , provided that: that at the time of the effectiveness of each Incremental Facility Amendment (i) The no Default or Event of Default has occurred and is continuing or shall result therefrom, (ii) the Borrower and its Restricted Subsidiaries shall be in pro forma compliance with each of the covenants set forth in ARTICLE VI as of the last day of the most recently ended fiscal quarter of the Borrower after giving effect to such Incremental Revolving Commitments (assuming for such purpose that such Incremental Revolving Commitments are fully drawn at such time) or Incremental Term Loans, as applicable, (iii) each of the conditions set forth in Section 3.2 shall have been satisfied and (iv) the Administrative LEGAL02/36800330v21 Agent shall have received from the Borrower such legal opinions, resolutions, certificates and other documents as the Administrative Agent may reasonably request. Notwithstanding anything to the contrary herein, the aggregate principal amount of all Incremental Facilities on and after the Closing Date shall not exceed the sum of $250,000,000. Each Incremental Facility shall be in an integral multiple of $5,000,000 and be in an aggregate principal amount that is not less than $10,000,000 in case of Incremental Term Loans and or $10,000,000 in case of Incremental Revolving Commitments, provided that such amount may be less than the applicable minimum amount if such amount represents all the remaining availability hereunder as set forth above or if the Administrative Agent agrees in writing to a lesser minimum amount. Each Incremental Facility shall rank pari passu in right of payment, and shall have the same guarantees as, and be secured by the same Collateral securing, all of the other Obligations hereunder. (b) Any Incremental Term Loans (i) for purposes of prepayments, shall be treated substantially the same as (and in any event no more favorably than) the Term Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; A-3 and (ii) No Person other than amortization, pricing or maturity date, shall have the same terms as Term Loan A-3 or such other terms as are reasonably satisfactory to the Administrative Agent; provided that (A) any Incremental Term Loan shall not have a final maturity date earlier than the then Latest Maturity Date and (B) any Incremental Term Loan shall not have a Weighted Average Life to Maturity that is shorter than the Weighted Average Life to Maturity of the then-remaining Term Loan A-3. (c) Any Incremental Revolving Commitment shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans on the same terms and Commitments, (iii) BothSubject conditions as, and pursuant to the Certain Funds Provisionsame documentation as applicable to, both at the time Revolving Commitments; provided that the maturity date of any such request Incremental Revolving Commitment shall be no earlier than the Revolving Commitment Termination Date. From and upon after the effectiveness making of an Incremental Term Loan or the addition of any Incremental Amendment referred Revolving Commitments pursuant to belowthis Section, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is and such revolving loan funded pursuant to an Incremental Revolving Commitment shall be deemed a “Loan”, “Term Loan” and/or “Revolving Loan”, as applicable, hereunder for all purposes hereof, and, except as set forth in clause (b) immediately above with respect to Incremental Term Loans, shall be subject to the same terms and conditions as each other Term Loan or Revolving Loan made and (and after giving effect thereto) no Event of Default shall exist;pursuant to this Agreement. (ivd) Each notice from the Borrower pursuant to this Section shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans and/or Incremental Revolving Commitments. Each Lender shall have the right for a period of ten (10) days following receipt of such notice, to elect by written notice to the Borrower and the Administrative Agent to provide the requested Incremental Facility by a principal amount equal to its Pro Rata Share of such Incremental Facility. Any Lender who does not respond within such 10 day period shall be deemed to have elected not to provide such Incremental Facility. If any Lender shall elect not to provide such Incremental Facility pursuant to this Section 2.24, the Borrower may designate any other bank or other financial institution (which may be, but need not be, one or more of the existing Lenders), which agrees to provide such Incremental Facility (any such other bank or other financial institution being called an “Additional Lender”) and in the case of any Additional Lender, agrees to become a party to this Agreement, provided that the Issuing Bank (in the case of an increase through an Incremental Revolving Commitment) and the Administrative Agent shall have consented (such consent not to be unreasonably withheld) to such Lender’s or Additional Lender’s making such LEGAL02/36800330v21 Incremental Term Loans or providing such Incremental Revolving Commitment if such consent would be required under Section 10.4(b) for an assignment of Loans or Revolving Commitments, as applicable, to such Lender or Additional Lender. Any Additional Lender shall become a Lender under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Borrower, such Additional Lender and the Administrative Agent. No Incremental Facility Amendment shall require the consent of any Lenders other than the Additional Lenders and/or any existing Lender who has elected to provide any Incremental Term Loans or increase its Revolving Commitment with respect to such Incremental Facility Amendment. No Lender shall be obligated to provide any Incremental Term Loans or Incremental Revolving Loan Commitments, unless it so agrees. Commitments may be denominated in Dollars or an Alternate Currency (it being understood that respect of any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Lenders providing such Incremental Term Loans or Incremental Revolving Commitments shall become Commitments under this Agreement. An Incremental Facility Amendment may, without the consent of any other Lenders, effect such amendments to any Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section. Upon each increase in the Revolving Commitments pursuant to this Section, (a) each Lender holding a Revolving Commitment immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Incremental Revolving Commitment (each a “Incremental Revolving Lender”) in respect of such increase, and each such Incremental Revolving Lender will automatically and without further act be deemed to have assumed, a portion of such Lender’s participations hereunder in outstanding Letters of Credit and Swingline Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (i) participations hereunder in Letters of Credit and (ii) participations hereunder in Swingline Loans held by each Lender holding a Revolving Commitment (including each such Incremental Revolving Lender) will equal its Pro Rata Share and (b) if, on the date of such increase, there are any Revolving Loans outstanding, such Revolving Loans shall on or prior to the effectiveness of such increase of the Revolving Commitments be prepaid from the proceeds of additional Revolving Loans made hereunder (reflecting such increase in Revolving Commitments);, which prepayment shall be accompanied by accrued interest on the Revolving Loans being prepaid and any costs incurred by any Lender in accordance with Section 2.19. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. This Section 2.24(d) shall supersede any provisions in Section 2.21(a) and Section 10.2 to the contrary.

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request (ia) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(Ab) request one or more increases in the amount of the Revolving Loan Credit Commitments (any each such increase or new commitmentincrease, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Default or Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Default or Event of Default shall exist; (iv) . Each tranche of Incremental Term Loans or Incremental and each Revolving Loan Commitments Commitment Increase shall be in an aggregate principal amount that is not less than $25,000,000 (provided that such amount may be denominated less than $25,000,000 if such amount represents all remaining availability under the limit set forth in Dollars the next sentence). Notwithstanding anything to the contrary herein, the aggregate amount of the Incremental Term Loans and the Revolving Commitment Increases shall not exceed $400,000,000 (the “Incremental Availability”); provided, that the Borrower may incur additional Incremental Term Loans hereunder and effect additional Revolving Commitment Increases hereunder (the “Incremental Acquisition Loans”), so long as, after giving effect to the incurrence of such Incremental Term Loan or an Alternate Currency borrowing under such Revolving Commitment Increase, the Senior Secured Incurrence Test (on a Pro Forma Basis) would be satisfied (it being understood that Incremental Acquisition Loans may be effected by the Borrower whether or not there is any such unused Incremental Availability (subject to satisfaction of the Senior Secured Incurrence Test (on a Pro Forma Basis))); provided, further, that the Incremental Availability shall be reduced on a dollar-for-dollar basis by the aggregate amount of all Indebtedness incurred pursuant to Section 7.03(v). The Incremental Term Loan or Loans (a) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (b) shall not mature earlier than the Maturity Date with respect to the Term Loans, (c) shall be “Loans” hereunder and (d) shall be treated substantially the same as the Term Loans (in each case, including with respect to mandatory and voluntary prepayments); provided that (i) the terms and conditions applicable to Incremental Revolving Loan Commitment Term Loans may be utilized in Available Currencies as and materially different from those of the Term Loans to the extent provided in the applicable Incremental Amendment which such differences are reasonably acceptable to the Administrative Agent and (ii) the Lenders providing interest rates and amortization schedule applicable to the Incremental Term Loans shall be determined by the Borrower and the lenders thereof. Each notice from the Borrower pursuant to this Section shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans or Revolving Commitment Increases. Incremental Term Loans may be made, and Revolving Commitment Increases may be provided, by any existing Lender or by any other bank or other financial institution (any such other bank or other financial institution being called an “Additional Lender”); provided that (i) the Administrative Agent shall have consented (such consent not to be unreasonably withheld) to such Lender’s or Additional Lender’s making such Incremental Term Loans or providing such Revolving Commitment Increases if, in the case of an existing Lender, such consent would be required under Section 10.07(b) for an assignment of Loans or Revolving Credit Commitments, as applicable, to such Lender, (ii) with respect to Incremental Term Loans, any Affiliated Lender providing an Incremental Term Loan shall be subject to the same restrictions set forth in Section 10.07(k) as they would otherwise be subject to with respect to any purchase by or assignment to such Affiliated Lender of Term Loans and (iii) Affiliated Lenders may not provide Revolving Commitment Increases. Commitments in respect of Incremental Term Loans and Revolving Commitment Increases shall become Commitments (or in the case of a Revolving Commitment Increase to be provided by an existing Revolving Credit Lender, an increase in such Lender’s applicable Revolving Credit Commitment) under this Agreement pursuant to an amendment (an “Incremental Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Holdings, the Borrower, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. The Incremental Amendment 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 reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section. The effectiveness of (and, in the case of any Incremental Amendment for an Incremental Term Loan, the borrowing under) any Incremental Amendment shall be subject to the satisfaction on the date thereof (each, an “Incremental Facility Closing Date”) of each of the conditions set forth in Section 4.02 (it being understood that all references to “the date of such Credit Extension” or similar language in such Section 4.02 shall be deemed to refer to the effective date of such Incremental Amendment) and such other conditions as the parties thereto shall agree. The Borrower will use the proceeds of the Incremental Term Loans and Revolving Commitment Increases for any purpose not prohibited by this Agreement. No Lender shall be obligated to provide any Incremental Term Loans or Revolving Commitment Increases, unless it so agrees. Upon each increase in the Revolving Credit Commitments pursuant to this Section, each Revolving Credit Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Revolving Commitment Increase (each a “Revolving Commitment Increase Lender”) in respect of such increase, and each such Revolving Commitment Increase Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Credit Lender’s participations hereunder in outstanding Letters of Credit and Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (i) participations hereunder in Letters of Credit and (ii) participations hereunder in Swing Line Loans held by each Revolving Credit Lender (including each such Revolving Commitment Increase Lender) will equal the percentage of the aggregate Revolving Credit Commitments of all Revolving Credit Lenders represented by such Revolving Credit Lender’s Revolving Credit Commitment and (b) if, on the date of such increase, there are any Revolving Credit Loans outstanding, such Revolving Credit Loans shall on or prior to the effectiveness of such Revolving Commitment Increase be prepaid from the proceeds of additional Revolving Credit Loans made hereunder (reflecting such increase in Revolving Credit Commitments);, which prepayment shall be accompanied by accrued interest on the Revolving Credit Loans being prepaid and any costs incurred by any Lender in accordance with Section 3.05. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (b) This Section 2.14 shall supersede any provisions in Section 2.13 or 10.01 to the contrary.

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver make a copy of such notice available to each of the Lenders), (i) request one or more additional tranches or additions to an existing tranche of term loans (the commitments thereof, the “Incremental Term Loan CommitmentLoans”) in an amount (when taken together with any Alternative Incremental Indebtedness issued or incurred prior to, or that will be issued or incurred concurrently with, the incurrence of the Incremental Term Loans) not to exceed $250,000,000, so long as the Senior Secured Leverage Ratio calculated on a Pro Forma Basis shall not be greater than 3.25 to 1.0 (calculated as if such Incremental Term Loans had been outstanding on such last day and as though any unsecured Alternative Incremental Indebtedness were secured Alternative Incremental Indebtedness), plus (z) the aggregate amount of all voluntary prepayments of Term Loans pursuant to Section 2.12(a) (the “Maximum Incremental Facility Amount”), provided that the Borrower shall have delivered a certificate of a Responsible Officer certifying that the Maximum Incremental Facility Amount has not been exceeded, together with reasonably detailed calculations with respect thereto (which calculations shall, if made as of the last day of any fiscal quarter of the Borrower for which the Borrower has not delivered to the Administrative Agent the financial statements and Compliance Certificate required to be delivered by Section 6.01(a) or 6.01(b) and Section 6.02(a), respectively, be accompanied by a reasonably detailed calculation of Consolidated EBITDA for the relevant period). Each tranche of Incremental Term Loans shall be in an aggregate principal amount that is not less than $10,000,000 and shall be in an increment of $1,000,000 (provided that such amount may be less than $10,000,000 if such amount represents all remaining availability under the Maximum Incremental Facility Amount). (b) The following terms shall apply to any Incremental Term Loans established pursuant to an Incremental Amendment: (i) such Incremental Term Loans shall rank pari passu in right of payment and of security with all other Term Loans; (ii) the maturity date of such Incremental Term Loans shall not be earlier than the Original Term Loan Maturity Date; (iii) the amortization requirements for such Incremental Term Loans may differ from that of other outstanding Initial Term Loans, provided the Weighted Average Life to Maturity of such Incremental Term Loans is not less than the remaining Weighted Average Life to Maturity of the then outstanding Initial Term Loans; (iv) such Incremental Term Loans, to the extent secured, shall not be secured by any Lien on any asset of the Borrower or the Guarantors that does not also secure the then outstanding applicable Term Loans; (v) any Incremental Term Loans may rank junior in right of security with the other Term Loans or be unsecured, and if such Incremental Term Loans rank junior in right of security or are unsecured, the Incremental Facility pursuant to which such Incremental Term Loans are extended shall be established as a separate Facility from the then existing Term Loan Facility; (vi) the covenants, events of default and guarantees of such Incremental Term Loans, if not consistent with the terms of the Initial Term Loans, shall be on customary market terms for Indebtedness of such type (as determined by the Borrower in good faith) (provided, that the financial maintenance covenant on the then outstanding Term Loans shall be amended to provide the Lenders the benefit of any financial maintenance covenant of such Incremental Term Loans that is in addition to or more restrictive in any material manner than the financial maintenance covenant on the then outstanding Term Loans) and (vii) the applicable yield relating to any term loans incurred pursuant to such Incremental Amendment (each facility thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount of the Revolving Loan Commitments (any such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving LenderFacility”); provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement , shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party applicable yield with respect to all the Initial Term Loans by more than 0.50% per annum unless the yield applicable to the Initial Term Loans is increased so that the yield applicable to the applicable Incremental Facility does not exceed the yield applicable to the Initial Term Loans by more than 0.50% per annum; provided that in determining the yield applicable to the Initial Term Loans and Commitments, the applicable Incremental Facility, (iiiA) BothSubject all upfront or similar fees or original issue discount (amortized over the shorter of (1) the Weighted Average Life to Maturity of such loans and (2) four years) payable by the Borrower to the Certain Funds Provision, both at Lenders of the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist; (iv) Incremental Initial Term Loans or the applicable Incremental Revolving Loan Commitments may Facility in the primary syndication thereof shall be denominated in Dollars or included, (B) if the Incremental Facility includes an Alternate Currency (it being understood that any interest rate floor greater than the applicable interest rate floor under the Initial Term Loans, such Incremental differential between interest rate floors shall be equated to the applicable interest rate margin for purposes of determining whether an increase to the interest rate margin under the Initial Term Loan or Incremental Revolving Loan Commitment may Loans shall be utilized in Available Currencies as and required, but only to the extent provided an increase in the interest rate floor in the Initial Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case, the interest rate floor (but not the interest rate margin) applicable Incremental Amendment which are acceptable to the Administrative Agent Initial Term Loans shall be increased to the extent of such differential between interest rate floors and the (C) structuring, arrangement or other fees payable in connection therewith that are not shared with all Lenders providing such Incremental Term Loans shall be excluded. (c) Each notice from the Borrower pursuant to this Section 2.17 shall set forth (i) the requested amount and proposed terms of the relevant Incremental Term Loans and (ii) the date on which the relevant increase is requested to become effective (the “Increase Amount Date”). Incremental Term Loans may be made by any existing Lender (but no existing Lender shall have any obligation to make any Incremental Term Loan except to the extent that it has agreed to do so pursuant to an Incremental Amendment) or by any other Additional Lender (the Lenders or Additional Lenders making such Incremental Revolving Term Loans, collectively, the “Incremental Lenders”). Commitments in respect of Incremental Term Loans shall become Commitments under this Agreement pursuant to an amendment (an “Incremental Amendment”) to this Agreement and, as appropriate, the other Loan CommitmentsDocuments, executed by the Borrower, each Incremental Lender and the Administrative Agent. The Incremental Amendment shall be on the terms and pursuant to documentation to be determined by the Borrower and the Incremental Lenders providing the relevant Incremental Terms Loans; provided that to the extent such terms and documentation are not consistent with this Agreement in any material respect (except to the extent permitted by the foregoing clauses);, they shall be reasonably satisfactory to the Administrative Agent. The effectiveness of any Incremental Amendment shall be subject to the satisfaction (or waiver) on the date thereof of each of the conditions set forth in Section 4.01 (and for purposes thereof the making of the Incremental Term Loans shall be deemed to be a Request for Credit Extension) and, to the extent reasonably requested by the Administrative Agent, receipt by the Administrative Agent of customary legal opinions, board resolutions, officers’ certificates and a solvency certificate or representation, in each case consistent with those delivered on the Closing Date under Section 4.02 (other than changes to such legal opinions resulting from a change in law, change in fact or change to counsel’s form of opinion reasonably satisfactory to the Administrative Agent), and customary reaffirmation agreements. Notwithstanding anything to the contrary above, in connection with the incurrence of any Incremental Term Loans, if the proceeds of such Incremental Term Loans are to be used, in whole or in part, by the Borrower or any other Loan Party to finance, in whole or in part, a Permitted Acquisition or other permitted Investment, then (A) the only representations and warranties that will be required to be true and correct in all material respects as of the applicable Increase Amount Date shall be (x) the Specified Representations (conformed as necessary for such Permitted Acquisition or other permitted Investment) and (y) such of the representations and warranties made by or on behalf of the applicable acquired company or business in the applicable acquisition agreement as are material to the interests of the Lenders, but only to the extent that the Borrower (or any Affiliate of the Borrower) has the right to terminate the obligations of the Borrower or such Affiliate under such acquisition agreement or not consummate such acquisition as a result of a breach of such representations or warranties in such acquisition agreement and (B) no Event of Default under Section 8.1(a), (f) or (g) would exist after giving effect to such incurrence (“Permitted Acquisition Provisions”). The Borrower will use the proceeds of the Incremental Term Loans for any purpose not prohibited by this Agreement. (d) Any Incremental Amendment 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 reasonable opinion of the Administrative Agent and the Borrower, to effect the terms thereof, to the extent such terms are permitted under this Section 2.17. Notwithstanding the foregoing, each of the Administrative Agent and the Collateral Agent shall have the right (but not the obligation) to seek the advice or concurrence of the Required Lenders with respect to any matter contemplated by this Section 2.17 and, if either the Administrative Agent or the Collateral Agent seeks such advice or concurrence, it shall be permitted to enter into such amendments with the Borrower in accordance with any instructions actually received by such Required Lenders and shall also be entitled to refrain from entering into such amendments with the Borrower unless and until it shall have received such advice or concurrence; provided, however, that whether or not there has been a request by the Administrative Agent or the Collateral Agent for any such advice or concurrence, all such amendments entered into with the Borrower by the Administrative Agent or the Collateral Agent hereunder shall be binding and conclusive on the Lenders. Without limiting the foregoing, in connection with any Incremental Amendment and as required by applicable Law to protect the Collateral Agent’s perfected security interest thereon (as reasonably determined by the Collateral Agent), the respective Loan Parties shall (at their expense) amend (and the Collateral Agent is hereby directed to amend) any Mortgage that has a maturity date prior to the then Latest Maturity Date so that such maturity date is extended to the Latest Maturity Date after giving effect to such Incremental Amendment (or such later date as may be advised by local counsel to the Collateral Agent). (e) This Section 2.17 shall supersede any provisions in Section 2.14, 2.15 or 10.08 to the contrary.

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time on one or more occasions from and after the Closing DatePayment in Full of Badcock Obligations, by written notice delivered to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy request to each of the Lenders), (i) request add one or more additional tranches Classes of term loans or additional term loans of the same Class as any existing Class of term loans (the commitments thereof, the an “Incremental Term Loan CommitmentFacility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, the loans thereunderand together with any Incremental Term Facility, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount of the Revolving Loan Commitments (any such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving LenderFacilities”); provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made or effected, no Event of Default (except, in the case of the incurrence or provision of any Incremental Facility in connection with a Limited Condition Transaction, no Event of Default pursuant to Sections 7.01(a), (b), (h) or (i)) shall have occurred and be continuing; provided, further, that Incremental Term Facilities may be borrowed by any one or more Loan Parties. Notwithstanding anything to the contrary herein, the aggregate outstanding principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount of $2,000,000 and integral multiples of $500,000 in excess thereof if such Incremental Facilities are denominated in dollars (unless the Lead Borrower and the Administrative Agent otherwise agree); provided that such amount may be less than $2,000,000 if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) The Incremental Term Loans (a) shall rank equal in right of payment with the Term Loans, shall be secured only by the Collateral and the Badcock Collateral securing the Secured Obligations, shall be secured by the Collateral and the Badcock Collateral on a pari passu basis with the Term Facility, and shall not be guaranteed by any Person which is not a Loan Party, (b) shall not mature earlier than the Term Maturity Date with respect to the InitialExisting Term Loans (except in the case of bridge loans the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than the Term Maturity Date with respect to the InitialExisting Term Loans), (c) shall not have a shorter Weighted Average Life to Maturity (except in the case of bridge loans the terms of which provide for an automatic extension of the maturity date thereof, subject to customary conditions, to a date that is not earlier than the Term Maturity Date with respect to the InitialExisting Term Loans) than the remaining InitialExisting Term Loans, (d) shall have a maturity date (subject to clause (b)), an amortization schedule (subject to clause (c)), and interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, funding discounts, original issue discounts and prepayment terms and premiums for the Incremental Term Loans as determined by the Lead Borrower and the Additional Term Lenders thereunder; provided that (x) in the event that the Effective Yield for any Incremental Term Loans incurred in reliance on clause (III) of the definition of “Incremental Cap” prior to the 12-month anniversary of the Effective Date that are secured by the Collateral and the Badcock Collateral on a pari passu basis with the Secured Obligations (other than (1) any Incremental Term Loans with a maturity date more than one year after the Term Maturity Date with respect to the Initial Term Loans, (1)(2) any Incremental Term Loans incurred in connection with a Permitted Acquisition or other permitted Investment or (2)(3) any Incremental Term Loans originally incurred in reliance on clauses (I) or (II) of the definition of “Incremental Cap”) is greater than the Effective Yield for the Initial Term Loans by more than the MFN Cushion, then the Effective Yield for the Initial Term Loans shall be increased to the extent necessary so that the Effective Yield for such Initial Term Loans is equal to the Effective Yield for the Incremental Term Loans minus the MFN Cushion (provided that the “LIBOR floor” applicable to the Initial Term Loans shall be increased to an amount not to exceed the “LIBOR floor” applicable to such Incremental Term Loans prior to any increase in the Applicable Rate applicable to such Initial Term Loans then outstanding) and (y) in the event that the Effective Yield for any Incremental Term Loans incurred in reliance on clause (III) of the definition of “Incremental Cap” prior to the 12-month anniversary of the Third Amendment Effective Date that are secured by the Collateral and the Badcock Collateral on a pari passu basis with the Secured Obligations (other than (1) any Incremental Term Loans with a maturity date more than one year after giving effect theretothe Term Maturity Date with respect to the Third Amendment Term Loans, (2) any Incremental Term Loans incurred in connection with a Permitted Acquisition or other permitted Investment or (3) any Incremental Term Loans originally incurred in reliance on clauses (I) or (II) of the definition of “Incremental Cap”) is greater than the Effective Yield for the Third Amendment Term Loans by more than the MFN Cushion, then the Effective Yield for the Third Amendment Term Loans shall be increased to the extent necessary so that the Effective Yield for such Third Amendment Term Loans is equal to the Effective Yield for the Incremental Term Loans minus the MFN Cushion (provided that the “floor” applicable to the Third Amendment Term Loans shall be increased to an amount not to exceed the “floor” applicable to such Incremental Term Loans prior to any increase in the Applicable Rate applicable to such Third Amendment Term Loans then outstanding) (any required adjustment to the Effective Yield described in this clause (d) shall be referred to herein as an “MFN Adjustment”), (e) other than with respect to Credit Agreement Refinancing Indebtedness shall not participate on a greater than pro rata basis than the InitialExisting Term Loans with respect to any mandatory prepayment (other than any scheduled amortization payment), provided that the Lead Borrower and the lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis and (f) may otherwise have terms and conditions different from those of the Term Loans (including currency denomination); provided that except with respect to matters contemplated by clauses (b), (c), (d) and (e) above, the covenants, events of default and guarantees of any such Incremental Term Loans shall not be materially more restrictive to the Borrower and the Subsidiaries, when taken as a whole, than the covenants, events of default and guarantees of the InitialExisting Term Loans, unless (1) the existing InitialExisting Term Loans also receive the benefit of such more restrictive terms (it being understood that no consent shall be required from the Administrative Agent or any Lender to add such more restrictive terms for the benefit the existing InitialExisting Term Loans), (2) any such provisions apply after the Term Maturity Date with respect to the InitialExisting Term Loans at the time of incurrence of such Incremental Facility, (3) such terms reflect market terms and conditions (taken as a whole) at the time of establishment of such Incremental Term Facility, as determined in good faith by the Borrower or (4) such terms shall be reasonably satisfactory to the Administrative Agent and the Lead Borrower; provided further that subject to Section 1.06, upon the incurrence of any Incremental Term Loans, (x) the representations and warranties of the Loan Parties set forth in the Loan Documents shall be true and correct in all material respect and (y) no Event of Default shall exist; (iv) Incremental Term Loans or Incremental Revolving Loan Commitments may have occurred and be denominated in Dollars or an Alternate Currency (it being understood that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Lenders providing such Incremental Term Loans or Incremental Revolving Loan Commitments);continuing.

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request (ia) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(Ab) request one or more increases in the amount of the Revolving Loan Credit Commitments (any each such increase or new commitmentincrease, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment), a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: that (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Default or Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Default or Event of Default shall exist; , (ivii) the Borrower shall be in compliance with the covenants set forth in Section 7.11 for the Test Period in effect at the applicable Incremental Term Loans or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency Facility Closing Date (it being understood that if the applicable Incremental Facility Closing Date is to occur prior to the date the December 31, 2007 Test Period has become effective, the levels set forth in Section 7.11 for the December 31, 2007 Test Period shall be deemed to apply), as determined on a Pro Forma Basis and (iii) the Senior Secured Leverage Ratio for the Borrower would be not greater than 4.25:1, as determined on a Pro Forma Basis. Each tranche of Incremental Term Loans and each Revolving Commitment Increase shall be in an aggregate principal amount that is not less than $25,000,000 (provided that such amount may be less than $25,000,000 if such amount represents all remaining availability under the limit set forth in the next sentence). Notwithstanding anything to the contrary herein, the aggregate amount of the Incremental Term Loans and the Revolving Commitment Increases shall not exceed $150,000,000. The Incremental Term Loans (a) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (b) shall not mature earlier than the Maturity Date with respect to the Term Loans and (c) except as set forth above, shall be treated substantially the same as the Term Loans (in each case, including with respect to mandatory and voluntary prepayments), provided that (i) the terms and conditions applicable to Incremental Term Loans may be materially different from those of the Term Loans to the extent such differences are reasonably acceptable to the Arrangers and (ii) the interest rates and amortization schedule applicable to the Incremental Term Loans shall be determined by the Borrower and the lenders thereof. Each notice from the Borrower pursuant to this Section shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans or Revolving Commitment Increases. Incremental Term Loans may be made, and Revolving Commitment Increases may be provided, by any existing Lender (and each existing Term Lender will have the right, but not an obligation, to make a portion of any Incremental Term Loan, and each existing Revolving Credit Lender will have the right, but not an obligation, to provide a portion of any Revolving Commitment Increase, in each case on terms permitted in this Section 2.14 and otherwise on terms reasonably acceptable to the Administrative Agent) or by any other bank or other financial institution (any such other bank or other financial institution being called an “Additional Lender”), provided that the Administrative Agent shall have consented (not to be unreasonably withheld) to such Lender’s or Additional Lender’s making such Incremental Term Loans or providing such Revolving Commitment Increases if such consent would be required under Section 10.07(b) for an assignment of Loans or Revolving Credit Commitments, as applicable, to such Lender or Additional Lender. Commitments in respect of Incremental Term Loans and Revolving Commitment Increases shall become Commitments (or in the case of a Revolving Commitment Increase to be provided by an existing Revolving Credit Lender, an increase in such Lender’s applicable Revolving Credit Commitment) under this Agreement pursuant to an amendment (an “Incremental Amendment”) to this Agreement and, as appropriate, the other Loan or Documents, executed by the Borrower, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. The Incremental Revolving Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Commitment Documents as may be utilized in Available Currencies as and to the extent provided necessary or appropriate, in the applicable Incremental Amendment which are acceptable to reasonable opinion of the Administrative Agent and the Lenders providing Borrower, to effect the provisions of this Section. The effectiveness of (and, in the case of any Incremental Amendment for an Incremental Term Loan, the borrowing under) any Incremental Amendment shall be subject to the satisfaction on the date thereof (each, an “Incremental Facility Closing Date”) of each of the conditions set forth in Section 4.02 (it being understood that all references to “the date of such Credit Extension” or similar language in such Section 4.02 shall be deemed to refer to the effective date of such Incremental Amendment) and such other conditions as the parties thereto shall agree. The Borrower will use the proceeds of the Incremental Term Loans and Revolving Commitment Increases for any purpose not prohibited by this Agreement. No Lender shall be obligated to provide any Incremental Term Loans or Incremental Revolving Loan Commitment Increases, unless it so agrees. Upon each increase in the Revolving Credit Commitments pursuant to this Section, each Revolving Credit Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Revolving Commitment Increase (each a “Revolving Commitment Increase Lender”) in respect of such increase, and each such Revolving Commitment Increase Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Credit Lender’s participations hereunder in outstanding Letters of Credit and Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (i) participations hereunder in Letters of Credit and (ii) participations hereunder in Swing Line Loans held by each Revolving Credit Lender (including each such Revolving Commitment Increase Lender) will equal the percentage of the aggregate Revolving Credit Commitments of all Revolving Credit Lenders represented by such Revolving Credit Lender’s Revolving Credit Commitment. If, on the date of such increase, there are any Revolving Credit Loans outstanding, such Revolving Credit Loans shall on or prior to the effectiveness of such Revolving Commitment Increase be prepaid from the proceeds of additional Revolving Credit Loans made hereunder (reflecting such increase in Revolving Credit Commitments);, which prepayment shall be accompanied by accrued interest on the Revolving Credit Loans being prepaid and any costs incurred by any Lender in accordance with Section 3.05. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (b) This Section 2.14 shall supersede any provisions in Section 2.13 or 10.01 to the contrary.

Incremental Credit Extensions. (a) The Borrower Borrowers may at any time or from time to time after the Closing Date, by written notice delivered to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders)Agent, (i) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount and any Class of the Revolving Loan Credit Commitments (any each such increase or new commitmentincrease, a “Revolving Loan Commitment Increase”); provided that after giving effect to the effectiveness of any Incremental Agreement referred to below, no Default or Event of Default shall exist after giving effect to such Revolving Commitment Increase. (i) and/or Each Revolving Commitment Increase shall be in an aggregate principal amount that is not less than $5,000,000 (provided that such amount may be less than $5,000,000 if such amount represents all remaining availability under the limit set forth below) (and in minimum increments of $1,000,000 in excess thereof) and (ii) the aggregate amount of Revolving Commitment Increases hereunder shall not exceed the sum of (A) $75,000,000 and (B) and the establishment aggregate amount of one optional prepayments pursuant to Section 2.05(a) that are accompanied by permanent reduction in the Commitments hereunder (including terminations in connection with any “yank a bank” provisions pursuant to Section 2.16). (c) The Revolving Commitment Increase shall be treated the same as the Revolving Credit Commitments and shall be considered to be part of the Revolving Credit Facility (it being understood that, if required to consummate a Revolving Commitment Increase, the interest rate margins, rate floors and undrawn commitment fees on the Revolving Credit Commitments may be increased and additional upfront or more new similar fees may be payable to the lenders providing the Revolving Loan Commitments Commitment Increase). (d) Each notice from the Administrative Borrower pursuant to this Section 2.14 shall be given in writing and shall set forth the requested amount and proposed terms of the relevant Revolving Commitment Increase. Revolving Commitment Increases may be provided subject to the prior written consent of the Administrative Borrower, by any existing Lender (it being understood that no existing Lender will have an obligation to make a portion of any Revolving Commitment Increase) or by any other bank, financial institution, other institutional lender or other investor (any such new commitmentother bank, a financial institution or other investor being called an “New Additional Lender”); provided that the Administrative Agent shall have consented (not to be unreasonably withheld or delayed) to such Lender’s or Additional Lender’s providing such Revolving Loan Commitment” Commitment Increase if such consent would be required under Section 10.07(b) for an assignment of Loans and/or Commitments to such Lender or Additional Lender. (e) Commitments in respect of Revolving Commitment Increase shall become Commitments under this Agreement pursuant to an amendment (an “Incremental Agreement”) to this Agreement and, together with Revolving Loan Commitment Increasesas appropriate, the other Loan Documents, executed the Borrowers, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. The Incremental Agreement may, subject to Section 2.14(c), without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or advisable in the reasonable opinion of the Borrowers and the Administrative Agent to effect the provisions of this Section. The effectiveness of any Incremental Agreement shall be subject to the satisfaction on the date thereof (each, an “Incremental Facility Closing Date”) of each of the conditions set forth in Section 4.02 (it being understood that all references to “the date of such Credit Extension” in Section 4.02 shall be deemed to refer to the Incremental Facility Closing Date. The Borrowers will use the proceeds of the loans under any Revolving Loan Commitments” and, Commitment Increase for any purpose not prohibited by this Agreement. (i) The Borrowers shall not be obligated to offer any existing Lender the opportunity to provide any Revolving Commitment Increase. (ii) Upon each increase in the Revolving Credit Commitments pursuant to this Section each Lender with a Revolving Credit Commitment of such loans thereunder, Class immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the “Incremental Revolving Loans” and, a Lender making such a commitmentCommitment Increase (each, an “Incremental Revolving Credit Commitment Increase Lender”); provided that: (i) The aggregate amount in respect of Incremental Term Loans such increase, and each such Incremental Revolving Loan Credit Commitment Increase Lender will automatically and without further act be deemed to have assumed, a portion of such Lender’s participations hereunder in outstanding Letters of Credit and Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (A) participations hereunder in Letters of Credit and (B) participations hereunder in Swing Line Loans held by each Lender with a Revolving Credit Commitment of such Class (including each such Incremental Revolving Credit Commitment Increase Lender) will equal the percentage of the aggregate Revolving Credit Commitments incurred during of such Class of all Lenders represented by such Lender’s Revolving Credit Commitment of such Class. If, on the term date of this Agreement such increase, there are any Loans of such Class outstanding, such Loans shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect on or prior to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of such Revolving Commitment Increase be prepaid from the proceeds of additional Loans made hereunder (reflecting such increase in Revolving Credit Commitments of such Class), which prepayment shall be accompanied by accrued interest on the Loans of such Class being prepaid and any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that costs incurred by any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist;Lender in accordance with Section 3.04. (ivg) Incremental Term Loans This Section 2.14 shall supersede any provisions in Section 2.02(b) or Incremental Revolving Loan Commitments 10.01 to the contrary. For the avoidance of doubt, any provisions of this Section 2.14 may be denominated in Dollars or an Alternate Currency (it being understood that amended with the consent of the Required Lenders; provided no such amendment shall require any Lender to provide any Revolving Commitment Increase without such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Lenders providing such Incremental Term Loans or Incremental Revolving Loan Commitments);Lender’s consent.

Incremental Credit Extensions. (a) The Borrower may at At any time or and from time to time after time, subject to the Closing Dateterms and conditions set forth herein, the Borrower or any Subsidiary Guarantor may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request to increase the amount of Term B Loans of any Class or add one or more additional tranches of term loans (the commitments thereof, the “Incremental any such Term Loan Commitment”, the loans thereunderB Loans or additional tranche of term loans, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request and/or one or more increases in the amount of the Revolving Loan Credit Commitments under any Revolving Credit Facility (any such increase or new commitment, a “Revolving Loan Credit Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increasesand collectively, the “Incremental Revolving Loan Credit Commitments” and, such loans thereunder”; together with the Incremental Term Loans, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving LenderFacilities”); provided that: . Notwithstanding anything to contrary herein, (i) The the aggregate Dollar Equivalent amount of all Incremental Facilities (other than Refinancing Term Loans and Refinancing Revolving Credit Commitments) (determined at the time of incurrence), together with the aggregate principal amount of all Incremental Equivalent Debt, shall not exceed the Incremental Cap and (ii) after giving effect to any Incremental Revolving Credit Commitments, the aggregate amount of all Revolving Credit Commitment Increases shall not exceed $15,000,000. Each Incremental Facility shall be in an integral multiple of $1,000,000 and be in an aggregate principal amount that is not less than $5,000,000 in case of Incremental Term Loans and or $5,000,000 in case of Incremental Revolving Credit Commitments, provided that such amount may be less than the applicable minimum amount if such amount represents all the remaining availability hereunder as set forth above. Each Incremental Facility shall have the same guarantees as (and shall not be guaranteed by any Person that is not otherwise a Guarantor), and to the extent secured, shall be secured by only the same Collateral securing, all of the other Loan Commitments incurred during the term of Obligations under this Agreement shall not exceed (provided that, in the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under case of any Incremental Facility that is not a Loan Party with respect to all Loans funded into Escrow, such Incremental Facility may be secured by the applicable funds and Commitments,related assets held in Escrow (and the proceeds thereof) until such Incremental Facility is released from Escrow). (iiib) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist; (iv) Any Incremental Term Loans (i) shall rank pari passu or Incremental junior in right of payment with the Loan Obligations under the Term Loans and Revolving Credit Loans and (ii) shall be either (x) secured solely by the Collateral and shall rank pari passu or junior in right of security with the Loan Commitments may be denominated Obligations under Term Loans and Revolving Credit Loans (and subject to an Acceptable Intercreditor Agreement (if subject to payment or lien subordination) (or, alternatively, terms in Dollars the incremental amendment substantially similar to those in such applicable agreement, as agreed by the Borrower and Administrative Agent) or an Alternate Currency other lien subordination and/or intercreditor arrangement reasonably satisfactory to the Borrower and the Administrative Agent) or (it being understood y) unsecured; provided that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Lenders providing such Incremental Term Loans that are secured on a junior priority basis to the Obligations or Incremental Revolving which are unsecured shall be documented outside the Loan Commitments);Documents.

Incremental Credit Extensions. (a) The Borrower may at At any time or and from time to time after time, subject to the Closing Dateterms and conditions set forth herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request to increase the amount of Term Loans or add one or more additional tranches of term loans (the commitments thereof, the “Incremental any such Term Loan Commitment”, the loans thereunderLoans or additional tranche of term loans, the “Incremental Term Loans” or the “Incremental Facilities”). Notwithstanding anything to contrary herein, the aggregate principal amount of all Incremental Facilities (other than Refinancing Term Loans) (determined at the time of incurrence), together with the aggregate principal amount of all Permitted Alternative Incremental Facilities Debt, shall not exceed the sum of (i) the Unrestricted Incremental First Lien Amount minus the aggregate principal amount of “Incremental Term Loans” and “Permitted Alternative Incremental Facilities Debt” incurred under the Unrestricted Incremental Second Lien Amount (each as defined in the Second Lien Credit Agreement) plus (ii) the amount of any voluntary prepayments, repurchases, redemptions or other retirements of the Term Loans effected after the Closing Date (including pursuant to debt buy-backs made by any Parent, the Borrower or any Restricted Subsidiary pursuant to “Dutch Auction” procedures and open market purchases permitted hereunder, in an amount equal to the discounted amount actually paid in respect thereof, but excluding (A) any prepayment of Term Loans with the proceeds of substantially concurrent borrowings of new Loans hereunder and (B) prepayments with the proceeds of substantially concurrent incurrence of other long term Indebtedness (other than borrowings under the ABL Facility or other revolving indebtedness)) (this clause (ii), the “Voluntary Prepayment Amount”) plus (iii) unlimited additional Incremental Facilities and Permitted Alternative Incremental Facilities Debt so long as, after giving Pro Forma Effect thereto and after giving effect to any Permitted Acquisition consummated in connection therewith and all other appropriate Pro Forma Adjustments (but excluding the cash proceeds of any such Incremental Term Loans), the First Lien Senior Secured Leverage Ratio for the most recently ended Test Period shall not exceed 4.00:1.00 (other than (x) amounts incurred concurrently with the incurrence of Indebtedness incurred in reliance on the Unrestricted Incremental First Lien Amount and/or the Voluntary Prepayment Amount and (y) amounts incurred concurrently or substantially concurrently with the incurrence of Indebtedness pursuant to drawings under the ABL Facility, in which case the First Lien Senior Secured Leverage Ratio may exceed 4.00:1.00, as a result of the incurrence of such amounts, and it being understood that Incremental Facilities may be incurred pursuant to this clause (iii) prior to utilization of the Unrestricted Incremental First Lien Amount and the Voluntary Prepayment Amount) (this clause (iii), the “Incremental Incurrence Test”). Each Incremental Facility shall be in an integral multiple of $1,000,000 and be in an aggregate principal amount that is not less than $5,000,000, provided that such amount may be less than the applicable minimum amount if such amount represents all the remaining availability hereunder as set forth above. Each Incremental Facility shall have the same guarantees as, and be secured on a pari passu basis by the same Collateral securing, all of the other Obligations hereunder. (b) Any Incremental Term Loans (other than Refinancing Term Loans) (i) for purposes of prepayments, shall be treated substantially the same as (and in any event no more favorably than) the Initial Term Loans, (ii) shall have interest rate margins and (subject to clauses (iii) and (iv)) amortization schedule as determined by the Borrower and the lenders thereunder (provided that, if the Effective Yield of any Incremental Term Loans incurred after the Closing Date exceeds the Effective Yield of the Initial Term Loans immediately prior to the effectiveness of the applicable Incremental Facility Amendment by more than 0.50% per annum, the Applicable Rate and/or, as set forth below, the interest rate floor relating to the Initial Term Loans shall be adjusted such that the Effective Yield of the Initial Term Loans is equal to the Effective Yield of such Incremental Term Loans minus 0.50% per annum (the foregoing, collectively, the “MFN Adjustment”); provided, further, that any increase in Effective Yield with respect to the Initial Term Loans due to the application of an interest rate floor to any Incremental Term Loan greater than the interest rate floor applicable to the Initial Term Loans shall be effected solely through an increase in the interest rate floor applicable to the Initial Term Loans), (iii) any Incremental Term Loan shall not have a final maturity date earlier than the Maturity Date applicable to the Initial Term Loans, (iv) any Incremental Term Loan shall not have a Weighted Average Life to Maturity that is shorter than the Weighted Average Life to Maturity of the Initial Term Loans and (v) except to the extent otherwise permitted by this Section 2.14, shall have the same terms and conditions as the Initial Term Loans (other than any terms and conditions that (x) apply only to periods after the then Latest Maturity Date with respect to the Term Loans, (y) are otherwise added for the benefit of the Term Lenders hereunder or (z) are otherwise reasonably satisfactory to the Administrative Agent). (c) [Reserved]. (d) Each notice from the Borrower pursuant to this Section 2.14 shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans. Any additional bank, financial institution, existing Lender or other Person that elects to extend Incremental Term Loans shall be reasonably satisfactory to the Borrower and the Administrative Agent (any such bank, financial institution, existing Lender or other Person being called an “Additional Lender”) and, if not already a Lender, shall become a Lender making under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Parents, the Borrower, such loansAdditional Lender, the Administrative Agent. No Lender shall be obligated to provide any Incremental Term Loans, unless it so agrees. Term Commitments in respect of any Incremental Term Loans shall become Term Commitments under this Agreement. An Incremental Facility Amendment may, without the consent of any other Lenders, effect such amendments to any Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.14. Any Incremental Facility Amendment shall be pursuant to documentation to be mutually agreed. (e) The effectiveness of any Incremental Facility Amendment shall, unless otherwise agreed to by the Administrative Agent and the Additional Lenders, be subject to the satisfaction on the date thereof (each, an “Incremental Term LenderFacility Closing Date”) or (ii)(A) request one or more increases in the amount of each of the Revolving Loan Commitments conditions set forth in Section 4.02 (any such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: it being understood that (i) The aggregate amount the representations and warranties of each Loan Party set forth in Section 4.02 being true and correct in all material respect (although any representations and warranties which expressly relate to a given date or period shall be true and correct in all material respects as of the respective date or for the respective period, as the case may be) and all references to “such date of such Credit Extension” shall be deemed to refer to the Incremental Term Loans Facility Closing Date) and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect subject to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to belowSection 1.09, no Default or Event of Default shall exist exist, or would result from such issuance of the proceeds of such Incremental Facility; provided in the case of Incremental Facilities the proceeds of which will be used to finance a Limited Condition Transaction, (1) the only representations and warranties that will be required to be true and correct in all material respects as of the applicable Incremental Facility Closing Date shall be the Specified Representations and (2) no Specified Events of Default shall be continuing at the time that such Limited Condition Transaction is consummated. The proceeds of any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist; (iv) Incremental Term Loans or will be used only for general corporate purposes (including (without limitation) Permitted Acquisitions). (f) Any portion of any Incremental Revolving Loan Commitments Facility incurred other than under the Incremental Incurrence Test may be denominated in Dollars or an Alternate Currency (it being understood that reclassified at any time, as the Borrower may elect from time to time, as incurred under the Incremental Incurrence Test if the Parents and the Borrower meet the applicable ratio under the Incremental Incurrence Test at such time on a Pro Forma Basis at any time subsequent to the incurrence of such Incremental Term Loan Facility (or Incremental Revolving Loan Commitment may would have met such ratio, in which case, such reclassification shall be utilized in Available Currencies as and deemed to have automatically occurred if not elected by the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Lenders providing such Incremental Term Loans or Incremental Revolving Loan CommitmentsBorrower);.

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time after the Closing Date, by notice of an Authorized Officer of the Borrower to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request one or more additional tranches of term loans or one or more increases to an existing tranche of Term Loans (the commitments thereof, the “Incremental Term Loan Commitment”, Commitments,” the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(Aii) (A) request one or more increases in the amount of the Revolving Loan Commitments (any such increase or new commitmentincrease, a “Revolving Loan Commitment Increase”) and/or or (B) subject to Section 2.1(f), the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments,; (iii) BothSubject to the Certain Funds Provision, both Both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing and, at the time that any such Incremental Term Loan is made and (and after giving effect thereto) ), no Event of Default shall exist; provided that if the proceeds of any Incremental Term Loans or Incremental Revolving Loan Commitments are intended to be used to consummate a Limited Condition Transaction, then the requirements of no Event of Default set forth in this clause (iii) may be waived or not required by the applicable Incremental Lenders (other than with respect to a Default or Event of Default pursuant to Sections 11.1(a) and (f)); (iv) Incremental Term Loans or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate any Available Currency (it being understood that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which Amendment); (v) The Incremental Term Loans and Incremental Revolving Loans shall rank pari passu in right of payment and pari passu in right of security with the other Loans and Commitments hereunder; (vi) Other than (x) Customary Bridge Facilities and (y) the Permitted Earlier Maturity Indebtedness Exception, (i) Incremental Term Loans shall not (A) mature earlier than the Latest Maturity Date of all Classes of Term Loans (including Incremental Term Loans) then in effect and (B) have a Weighted Average Life to Maturity shorter than the Weighted Average Life to Maturity of the Class of Term Loans (including Incremental Term Loans) then in effect having the Latest Maturity Date (except, in each case, by virtue of amortization of or prepayment of the Term Loans prior to such date of determination) and (ii) Incremental Revolving Loans shall not mature earlier than the Latest Maturity Date of Revolving Loans (including Incremental Revolving Loans) then in effect (except, in each case, by virtue of prepayment of the Revolving Loans prior to such date of determination); (vii) Subject to clause (vi) above, (A) the amortization schedule (if any) applicable to any such Incremental Term Loans shall be determined by the Borrower and the applicable Incremental Term Lenders and (B) any such Incremental Revolving Loan Commitment shall not have amortization or scheduled mandatory commitment reductions (other than at the maturity thereof); (viii) Subject to clauses (iv) and (vii) above and clauses (ix) and (x) below, Incremental Term Loans or Incremental Revolving Loan Commitments shall be subject to the terms, conditions and documentation identical to Term Loans or Revolving Loan Commitments, as applicable, in this Agreement and each other Loan Document; provided that any terms (i) applicable after the Latest Maturity Date of existing Term Loans (including Incremental Term Loans) or (ii) that are acceptable also made for the benefit of the Lenders (in respect of any financial covenant applicable to any Incremental Revolving Loan Commitment, that are also made for the benefit of the Lenders under the Revolving Facility) or (iii) any terms reasonably satisfactory to the Administrative Agent Agent, in each case, shall be permitted. Except as permitted in clauses (iii), (iv), (vi) and (vii) above and clauses (ix) and (x) below, all terms and documentation with respect to Incremental Term Loans and Incremental Revolving Loan Commitments that (i) are materially more restrictive on the Borrower and its Restricted Subsidiaries (when taken as a whole) than those with respect to any other Loans under the Facilities or (ii) relate to provisions of a mechanical (including with respect to Collateral and currency mechanics) or administrative nature, shall be reasonably satisfactory to the Administrative Agent; (ix) The All-In Yield applicable to the Incremental Term Loans or Incremental Revolving Loan Commitments made hereunder shall be determined by the Borrower and the Incremental Term Lenders providing or the Incremental Revolving Lenders; provided that, (I) if the All-In Yield in respect of any Incremental Term Loans exceeds the All-In Yield in respect of any then existing Term Loans by more than 0.50%, the Applicable Margin of such then existing Term Loans shall be adjusted such that the All-In Yield of such then existing Term Loans equals the All-In Yield of such Incremental Term Loans minus 0.50%, effective upon the making of such Incremental Term Loans; provided further that any amendments to the Applicable Margin in respect of any then existing Term Loans that become effective subsequent to the Closing Date but prior to the time of such Incremental Term Loans are borrowed shall also be included in such calculations and (II) with respect to any Incremental Amendment in respect of Incremental Revolving Loan Commitments, if the All-In Yield in respect of such Incremental Revolving Loan Commitments exceeds the All-In Yield in respect of any then existing Revolving Loan Commitments by more than 0.50%, the Applicable Margin of such then existing Revolving Loan Commitments shall be adjusted such that the All-In Yield of such then existing Revolving Loan Commitments equals the All-In Yield of such Incremental Revolving Loan Commitments minus 0.50%, effective upon the making of such Incremental Revolving Loan Commitment; provided further that any amendments to the Applicable Margin in respect of any then existing Revolving Loan Commitments that become effective subsequent to the Closing Date but prior to the time of such Incremental Revolving Loan Commitments are incurred shall also be included in such calculations; and (x) Incremental Term Loans may participate (i) on a pro rata basis, greater than pro rata basis or less than pro rata basis in any voluntary prepayments of then existing Facilities and (ii) on a pro rata basis or less than pro rata basis (and on a greater than pro rata basis with respect to mandatory prepayments of any such Incremental Term Loans with the proceeds of Credit Agreement Refinancing Indebtedness) with respect to any mandatory prepayments of the then existing Facilities. (b) Each notice from the Borrower pursuant to this Section 2.15 shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans or Incremental Revolving Loan Commitments. (c) Incremental Term Loans may be made, and Incremental Revolving Loan Commitments may be provided, by any existing Lender or any Additional Lender (provided that no Lender shall be obligated to make all or a portion of any Incremental Term Loan or to provide all or a portion of any Incremental Revolving Loan Commitment);, in each case on terms permitted in this Section 2.15; provided that the Administrative Agent and, in respect any Incremental Revolving Loan Commitments, the Issuing Lenders shall have consented (not to be unreasonably withheld or delayed) to such Lender’s making such Incremental Term Loans or providing such Incremental Revolving Loan Commitments if such consent would be required under Section 13.4 for an assignment of Loans or Revolving Loan Commitments, as applicable, to such Lender or Additional Lender. Commitments in respect of Incremental Term Loans and Incremental Revolving Loan Commitments shall become Commitments (or in the case of a Revolving Loan Commitment Increase elected to be provided by an existing Revolving Lender, an increase in such Lender’s applicable Revolving Loan Commitment) under this Agreement pursuant to an amendment (an “Incremental Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Borrower, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. The Incremental Amendment 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 reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section 2.15, including amendments to Sections 2.4(a) and 5.1(b) that do not adversely affect the Lenders affected thereby. The effectiveness of any Incremental Amendment shall be subject to the satisfaction on the date thereof of each of the conditions set forth in Sections 7.2(a) and (b) (it being understood that all references to the date of such extension of credit or similar language in such Section 7.2(b) and (unless waived by the Additional Lender) Section 7.2(a) shall be deemed to refer to the effective date of such Incremental Amendment) and such other conditions as the parties thereto shall agree; provided that if the Borrower intends to use the proceeds of any Incremental Term Loans or Incremental Revolving Loan Commitments for the consummation of a Limited Condition Transaction, the conditions set forth in Sections 7.2(a) and (b) may, to the extent mutually agreed between the Borrower and the applicable Incremental Lenders, be limited to the following: (i) in respect of Section 7.2(a), the Specified Representations and (ii) in respect of Section 7.2(b), any Significant Event of Default. The Borrower may use the proceeds of the Incremental Term Loans or Incremental Revolving Loan Commitments for any purpose not prohibited by this Agreement, including working capital, capital expenditures, Permitted Acquisitions and other general corporate purposes. (d) Upon each increase in the Revolving Loan Commitments pursuant to this Section 2.15, each Revolving Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Revolving Loan Commitment Increase (each, a “Revolving Loan Commitment Increase Lender”) in respect of such increase, and each such Revolving Loan Commitment Increase Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Lender’s participations hereunder in outstanding Letters of Credit such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding participations hereunder in Letters of Credit held by each Revolving Lender (including each such Revolving Loan Commitment Increase Lender) will equal the percentage of the aggregate Revolving Loan Commitments of all Revolving Lenders represented by such Revolving Lender’s Revolving Loan Commitment and if, on the date of such increase, there are any Revolving Loans outstanding, such Revolving Loans shall on or prior to the effectiveness of such Revolving Loan Commitment Increase either be prepaid from the proceeds of additional Revolving Loans made hereunder or assigned to a Revolving Loan Commitment Increase Lender (in each case, reflecting such increase in Revolving Loan Commitments, such that Revolving Loans are held ratably in accordance with each Revolving Lender’s pro rata share, after giving effect to such increase), which prepayment or assignment shall be accompanied by accrued interest on the Revolving Loans being prepaid. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence; provided that any existing Revolving Lender electing not to provide a Revolving Loan Commitment Increase shall not be required to fund amounts in an Alternate Currency in excess of such amounts it would otherwise be required to fund by virtue of the immediately preceding sentence. (e) This Section 2.15 shall supersede any provisions in Section 2.8 or 13.12 to the extent they conflict with this Section 2.15. (f) The Borrower may (I) Incur Incremental Facilities under clause (a), (b) or (c) of the definition of Maximum Incremental Facilities Amount in such order as it may elect in its sole discretion and shall be allowed to classify under which clause such Incremental Facilities are being Incurred at the time of such Incurrence, without giving Pro Forma Effect to any Incremental Facilities or any increases of the Term Facility (or any portion thereof) in each case permitted to be Incurred under such clauses (b) and (c) that is being Incurred in a single transaction or series of related transactions that occur substantially concurrently with an Incurrence under such clause (a) (but giving Pro Forma Effect to the use of proceeds of thereof) when calculating the amount of Incremental Facilities (or any portion thereof) that may be Incurred pursuant to such clause (a) at such time and (II) later reclassify Indebtedness Incurred under clauses (b) or (c) of the second proviso of the immediately preceding sentence as Incurred pursuant to clause (a) of the second proviso of the immediately preceding sentence, if at the time of such reclassification, the Borrower would have been permitted to Incur such Indebtedness under such clause (a).

Incremental Credit Extensions. (a) The Borrower may may, at any time time, on one or from time more occasions pursuant to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), an Incremental Facility Agreement (i) request add one or more additional new tranches of term loans facilities and/or increase the principal amount of the Term Loans of any existing Class (which in either case, may be in the form of delayed draw term loans) by requesting new commitments thereof, the “Incremental to provide such Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making Loans (any such loansnew tranche or increase, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount of the Revolving Loan Commitments (Facility” and any such increase or new commitmentloans made pursuant to an Incremental Term Facility, a “Revolving Loan Commitment IncreaseIncremental Term Loans”) and/or (Bii) the establishment of add one or more new tranches of Incremental Revolving Loan Commitments and/or increase the aggregate amount of any existing Class of Incremental Revolving Commitments (any such new commitmenttranche or increase, a an “New Incremental Revolving Loan CommitmentFacility” and, together with Revolving Loan Commitment Increasesany Incremental Term Facility, the “Incremental Revolving Loan Commitments” and, such Facilities”; and the loans thereunder, the “Incremental Revolving Loans” andand any Incremental Revolving Loans, a Lender making such a commitmenttogether with any Incremental Term Loans, an “Incremental Revolving LenderLoans”)) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that: (i) The aggregate no Incremental Commitment in respect of any Incremental Facility may be less than $5,000,000 (or such lesser amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during to which the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount;Administrative Agent may reasonably agree), (ii) No Person except as the Borrower and any Lender may separately agree, no Lender shall be obligated to provide any Incremental Commitment, and the determination to provide such commitments shall be within the sole and absolute discretion of such Lender (it being agreed that the Borrower shall not be obligated to offer the opportunity to any Lender to participate in any Incremental Facility), (iii) no Incremental Facility or Incremental Loan (nor the creation, provision or implementation thereof) shall require the approval of any existing Lender other than in its capacity, if any, as a lender providing all or part of any Incremental Commitment or Incremental Loan, (iv) except as otherwise provided herein, the terms of any Incremental Term Facility if not substantially consistent with those applicable to any then-existing Term Loans shall be reasonably acceptable to the Administrative Agent (it being agreed that any terms contained in such Incremental Term Facility (x) which are applicable only after the then-existing Latest Term Loan Maturity Date and/or (y) that are more favorable to the lenders or the agent of such Incremental Term Facility than those contained in the Loan Documents and are then conformed (or added) to the Loan Documents for the benefit of the Term Lenders or the Administrative Agent, as applicable, pursuant to the applicable Incremental Facility Agreement and/or (z) that reflect market terms (taken as a whole) at the time of incurrence, issuance or effectiveness (as determined in good faith by the Borrower) shall in each case be deemed satisfactory to the Administrative Agent) and (B) the terms of any Incremental Revolving Facility (other than any terms which are applicable only after the then-existing Latest Revolving Credit Maturity Date) must be substantially consistent with those applicable to any then-existing Incremental Revolving Facility or, including with respect to the initial Incremental Revolving Facility, otherwise reasonably acceptable to the Administrative Agent (it being understood and agreed that any terms that are consistent with any then-existing Term Facility (provided, that such terms may include a customary springing financial covenant that will only apply to an obligor under Incremental Revolving Facility) are, in each case, reasonably satisfactory to the Administrative Agent), (v) the Effective Yield (and the components thereof) applicable to any Incremental Facility may be determined by the Borrower and the lender or lenders providing such Incremental Facility; provided that, in the case of any Incremental Term Facility consisting of Qualifying Term Loans incurred in reliance on clause (e) of the definition of “Incremental Cap” (and not by virtue of any reclassification permitted pursuant thereto), the Effective Yield applicable thereto may not be more than 1.00% higher than the Effective Yield applicable to the Initial Term Loans unless the Applicable Rate with respect to the Initial Term Loans is adjusted to be equal to the Effective Yield with respect to such Incremental Term Facility, minus, 1.00%, (vi) (A) subject to the Permitted Earlier Maturity Indebtedness Exception, the final maturity date with respect to any Incremental Term Loans shall be no earlier than the Latest Term Loan Maturity Date and (B) to the extent any ABL Facility is then currently outstanding, any Incremental Revolving Facility will mature no earlier than, and will require no scheduled amortization or mandatory commitment reduction prior to, the maturity date of such ABL Facility, (vii) subject to the Permitted Earlier Maturity Indebtedness Exception, the Weighted Average Life to Maturity of any Incremental Term Facility shall be no shorter than the remaining Weighted Average Life to Maturity of any then-existing Class of Term Loans (without giving effect to any prepayments thereof), (viii) subject to clauses (vi) and (vii) above, any Incremental Term Facility may otherwise have an amortization schedule as determined by the Borrower and the lenders providing such Incremental Term Facility, (ix) subject to clause (v) above, to the extent applicable, any fees payable in connection with any Incremental Facility shall be determined by the Borrower and the arrangers and/or lenders providing such Incremental Facility, (x) (A) any Incremental Term Facility or Incremental Revolving Facility may rank pari passu with or junior to any then-existing Class of Term Loans or Incremental Revolving Loans, as applicable, in right of payment and/or security or may be unsecured (and to the extent the relevant Incremental Facility is pari passu with, junior to or subordinated to any then-existing Class of Term Loans or Incremental Revolving Loans, as applicable, in right of payment or security, it shall be subject to an Acceptable Intercreditor Agreement, and shall not be secured by assets that are not Collateral) and (B) no Incremental Facility may be (x) guaranteed by any Person which is not a Loan Party with respect to all Loans and Commitmentsor (y) secured by any assets other than the Collateral, (iiixi) BothSubject any Incremental Term Facility may participate (A) in any voluntary prepayment of Term Loans as set forth in Section 2.11(a) on a pro rata basis or less than a pro rata basis with the then-outstanding Term Loans and (B) in any mandatory prepayment of Term Loans as set forth in Section 2.11(b) on a pro rata basis (to the Certain Funds Provisionextent secured on a pari passu basis with the Initial Term Loans) or less than a pro rata basis with the then-outstanding Term Loans, both at in each case, to the time of any extent provided in such request and upon the effectiveness of any Incremental Amendment referred to below, Sections, (xii) no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and immediately prior to or after giving effect thereto) to such Incremental Facility; provided, that notwithstanding the foregoing, in the case of any Incremental Facility incurred in connection with any acquisition, Investment or irrevocable repayment or redemption of Indebtedness, only no Event of Default under Sections 7.01(a), 7.01(f) or 7.01(g) shall exist;exist immediately prior to or after giving effect to such Incremental Facility, (ivxiii) the proceeds of any Incremental Facility may be used for working capital and other general corporate purposes (including Permitted Acquisitions, Investments and Restricted Payments) and any other use not prohibited by this Agreement, and (xiv) on the date of the Borrowing of any Incremental Term Loans that will be of the same Class as any then-existing Class of Term Loans, and notwithstanding anything to the contrary set forth in Sections 2.08 or 2.13 above, such Incremental Revolving Loan Term Loans shall be added to (and constitute a part of, be of the same Type as and, at the election of the Borrower, have the same Interest Period as) each Borrowing of outstanding Term Loans of such Class on a pro rata basis (based on the relative sizes of such Borrowings), so that each Term Lender providing such Incremental Term Loans will participate proportionately in each then-outstanding Borrowing of Term Loans of such Class; it being acknowledged that the application of this clause (a)(xiv) may result in new Incremental Term Loans having Interest Periods (the duration of which may be less than one month) that begin during an Interest Period then applicable to outstanding Adjusted Eurocurrency Rate Loans of the relevant Class and which end on the last day of such Interest Period. (b) Incremental Commitments may be denominated in Dollars provided by any existing Lender or by any other Eligible Assignee (any such other lender being called an Alternate Currency “Additional Lender”); provided that the Administrative Agent shall have a right to consent (it being understood such consent not to be unreasonably withheld or delayed) to the relevant Additional Lender’s provision of Incremental Commitments if such consent would be required under Section 9.05(b) for an assignment of Loans to such Additional Lender; provided, further, that any such Incremental Term Loan Additional Lender that is an Affiliated Lender or Incremental Revolving Loan Commitment may a Debt Fund Affiliate shall be utilized in Available Currencies as and subject to the provisions of Section 9.05(g), mutatis mutandis, to the same extent provided in as if the applicable relevant Incremental Amendment which are acceptable Commitments and related Obligations had been acquired by such Lender by way of assignment. (c) Each Lender or Additional Lender providing a portion of any Incremental Commitment shall execute and deliver to the Administrative Agent and the Borrower all such documentation (including the relevant Incremental Facility Agreement) as may be reasonably required by the Administrative Agent to evidence and effectuate such Incremental Commitment. On the effective date of such Incremental Commitment, each Additional Lender shall become a Lender for all purposes in connection with this Agreement. (d) As conditions precedent to the effectiveness of any Incremental Facility or the making of any Incremental Loans, (i) upon its request, the Administrative Agent shall be entitled to receive customary written opinions of counsel, as well as such reaffirmation agreements, supplements and/or amendments as it shall reasonably require, (ii) the Administrative Agent shall be entitled to receive, from each Additional Lender, an administrative questionnaire, in the form provided to such Additional Lender by the Administrative Agent (the “Administrative Questionnaire”) and such other documents as it shall reasonably require from such Additional Lender, (iii) the Administrative Agent and the relevant Additional Lenders shall be entitled to receive all fees required to be paid in respect of such Incremental Facility or Incremental Loans, (iv) subject to Section 2.22(g), the Administrative Agent shall have received a Borrowing Request as if the relevant Incremental Loans were subject to Section 2.03 or another written request the form of which is reasonably acceptable to the Administrative Agent (it being understood and agreed that the requirement to deliver a Borrowing Request shall not result in the imposition of any additional condition precedent to the availability of the relevant Incremental Loans) and (v) the Administrative Agent shall be entitled to receive a certificate of the Borrower signed by a Responsible Officer thereof: (i) certifying and attaching a copy of the resolutions adopted by the governing body of the Borrower approving or consenting to such Incremental Facility or Incremental Loans, and (ii) to the extent applicable, certifying that the condition set forth in clause (a)(xii) above has been satisfied. (e) Upon the implementation of any Incremental Revolving Facility pursuant to this Section 2.22: (i) if such Incremental Revolving Facility establishes Incremental Revolving Commitments of the same Class as any then-existing Class of Incremental Revolving Commitments, (i) each Additional Revolving Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each relevant Incremental Revolving Facility Lender, and each relevant Incremental Revolving Facility Lender will automatically and without further act be deemed to have assumed a portion of such existing Additional Revolving Lender’s participations hereunder in outstanding letters of credit and swingline loans (to the extent applicable) such that, after giving effect to each deemed assignment and assumption of participations, all of the Additional Revolving Lenders’ (including each new Incremental Revolving Facility Lender’s) (A) participations hereunder in letters of credit and (B) participations hereunder in swingline loans shall be held ratably on the basis of their respective Additional Revolving Credit Commitments (after giving effect to any increase in the Additional Revolving Credit Commitment pursuant to this Section 2.22) and (ii) the existing Additional Revolving Lenders of the applicable Class shall assign Revolving Loans to certain other Additional Revolving Lenders of such Class (including the Incremental Revolving Facility Lenders providing the relevant Incremental Revolving Facility), and such other Additional Revolving Lenders (including the new Incremental Revolving Facility Lenders providing the relevant Incremental Revolving Facility) shall purchase such Additional Revolving Loans, in each case to the extent necessary so that all of the Additional Revolving Lenders of such Class participate in each outstanding Borrowing of Additional Revolving Loans of such Class pro rata on the basis of their respective Additional Revolving Credit Commitments of such Class (after giving effect to any increase in the Additional Revolving Credit Commitment pursuant to this Section 2.22); it being understood and agreed that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to this clause (i); and (ii) if such Incremental Revolving Facility establishes Incremental Revolving Commitments of a new Class in addition to any existing Additional Revolving Credit Commitment, then (A) the borrowing and repayment (except for (x) payments of interest and fees at different rates on the Additional Revolving Facilities (and related outstandings), (y) repayments required on the Maturity Date of any Additional Revolving Facility and (z) as provided in clause (C) below) of Additional Revolving Loans with respect to any then-existing Additional Revolving Facility after the effective date of such Incremental Revolving Facility shall be made on a pro rata basis with all other Additional Revolving Facilities, (B) swingline loans and letters of credit shall be participated on a pro rata basis by all Additional Revolving Lenders and (C) no permanent repayment of Additional Revolving Loans with respect to, and reduction and termination of Additional Revolving Credit Commitments under, any Incremental Revolving Facility after the effective date of such new Incremental Revolving Facility shall be made on a greater than pro rata basis than any other then-existing Additional Revolving Facilities. (f) The Lenders hereby irrevocably authorize the Administrative Agent to enter into any Incremental Facility Agreement and/or any amendment to any other Loan Document as may be necessary in order to establish new Classes or sub-Classes in respect of Loans or commitments pursuant to this Section 2.22 and such technical amendments as may be necessary or appropriate in the reasonable opinion of the Administrative Agent and the Borrower in connection with the establishment of such new Classes or sub-Classes, in each case on terms consistent with this Section 2.22, and as may be necessary or advisable in order to create a fungible tranche of loans (including by increasing the amortization on existing tranches of loans) so long as any such amendments do not adversely affect Lenders holding the existing loans. (g) Notwithstanding anything to the contrary in this Section 2.22 or in any other provision of any Loan Document, if the proceeds of any Incremental Facility are intended to be applied to finance an acquisition or other Investment and the lenders providing such Incremental Term Loans Facility so agree, the availability thereof shall be subject to customary “SunGard” or Incremental Revolving Loan Commitments);“certain funds” conditionality (including the making and a

Incremental Credit Extensions. (ai) The Borrower Borrowers may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) Effective Date request one or more increases in the amount of the Revolving Loan Credit Commitments (any such increase or new commitmenteach, a “Revolving Loan Credit Commitment Increase”); provided, however, that (A) and/or the aggregate amount of all Revolving Credit Commitment Increases shall not exceed $500,000,000, (B) the establishment aggregate amount of one Revolving Credit Commitments shall not exceed $1,500,000,000 at any time and (C) each Revolving Credit Commitment Increase shall be in an amount not less than $20,000,000. Nothing in this Agreement shall be construed to obligate the Administrative Agent, any other Agent, any Arranger or more new any Lender to negotiate for (whether or not in good faith), solicit, provide or commit to provide any Revolving Loan Commitments Credit Commitment Increase. The Administrative Agent shall promptly notify each Lender of each proposed Revolving Credit Commitment Increase. Each such Lender (any and each of their Affiliates and Approved Funds) may, in its sole discretion, commit to participate in such new commitmentRevolving Credit Commitment Increase by forwarding its commitment therefor to the Administrative Agent in form and substance satisfactory to the Administrative Agent. The Administrative Agent shall, a “New Revolving Loan Commitment” andafter consultation with the Parent Borrower, together with Revolving Loan Commitment Increasesallocate, but in amounts not to exceed for each such Lender the commitment received from such Lender, Affiliate or Approved Fund, the “Incremental Revolving Loan Commitments” andCredit Commitment Increase commitments to be made as part of such Revolving Credit Commitment Increase to the Lenders from which it has received such written commitments. If the Administrative Agent does not receive enough commitments from existing Lenders or their Affiliates or Approved Funds, it may, after consultation with the Parent Borrower, allocate to Eligible Assignees any excess of the proposed amount of such loans thereunder, Revolving Credit Commitment Increase agreed with the “Incremental Parent Borrower over the aggregate amounts of the commitments received from existing Lenders or their Affiliates or Approved Funds. Each Revolving Loans” and, Credit Commitment Increase shall become effective on a Lender making such a commitmentdate agreed by the Parent Borrower and the Administrative Agent (each, an “Incremental Revolving LenderCredit Extension Date”); provided that: (i) , which shall be in any case on the date of satisfaction of the conditions precedent set forth in Section 4.4. The aggregate amount Administrative Agent shall notify the Lenders and the Parent Borrower, on or before 1:00 p.m., New York City time, on the Business Day following an Incremental Credit Extension Date of Incremental Term Loans the effectiveness of a Revolving Credit Commitment Increase and Incremental shall record in the Register all applicable additional information in respect of such Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; Credit Commitment Increase. (ii) No Person (A) The commitments under each Revolving Credit Commitment Increase shall be an obligor under any Incremental Facility that is not deemed for all purposes part of the Revolving Credit Commitments, (B) each Lender or Eligible Assignee participating in such Revolving Credit Commitment Increase shall become a Loan Party Lender with respect to the Revolving Credit Commitments and all matters relating thereto and (C) the commitments under each Revolving Credit Commitment Increase shall have the same terms and conditions as the Revolving Credit Commitments. On the Incremental Credit Extension Date for any Revolving Credit Commitment Increase, each Lender or Eligible Assignee participating in such Revolving Credit Commitment Increase shall purchase and assume from each existing Lender having Revolving Loans outstanding on such Incremental Credit Extension Date, without recourse or warranty and Commitments, (iii) BothSubject pursuant to an Assignment and Acceptance, an undivided interest and participation, to the Certain Funds Provision, both at extent of such Lender’s Ratable Portion of the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and new Revolving Credit Commitments (and after giving effect thereto) no Event to such Revolving Credit Commitment Increase), in the aggregate outstanding Revolving Loans, so as to ensure that, on the Incremental Credit Extension Date after giving effect to such Revolving Credit Commitment Increase, each Revolving Lender is owed only its Ratable Portion of Default shall exist; (iv) Incremental Term the Revolving Loans or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency (it being understood that any on such Incremental Term Loan or Credit Extension Date. On each Incremental Revolving Loan Commitment may Credit Extension Date, Schedule I hereof shall be utilized in Available Currencies as amended and to the extent provided in the applicable Incremental Amendment which are acceptable to restated by the Administrative Agent and the Parent Borrower (notwithstanding anything in Section 10.1 to the contrary) to set forth all Lenders providing and their respective Revolving Credit Commitments and Scheduled Maturity Dates after giving effect to such Incremental Term Loans or Incremental Revolving Loan Commitments);Credit Commitment Increase. EXHIBIT 10.1 ANNEX A

Incremental Credit Extensions. (a) The Borrower may at At any time or and from time to time after the Closing Effective Date, subject to the terms and conditions set forth herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy make available to each of the Lenders), (i) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request to effect one or more increases in the aggregate amount of the Revolving Loan Commitments (any each such increase or new commitmentincrease, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”)from Additional Lenders; provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any each such request and upon the effectiveness of any each Incremental Amendment referred to belowRevolving Facility Amendment, no Event of Default (A) the conditions set forth in Section 4.02 shall exist and be continuing at satisfied, (B) the time that any such Incremental Term Loan is made and Borrower shall be in compliance on a Pro Forma Basis (before and after giving effect theretoto any such Commitment Increase and assuming that such Commitment Increase is fully drawn) with the Financial Performance Covenants, in each case as of the last day of the most recently ended Test Period, (C) the Borrower shall have delivered a certificate of a Financial Officer to the effect set forth in clauses (A) and (B) above, together with reasonably detailed calculations demonstrating compliance with clause (B) above and (D) the maturity date of such Commitment Increase shall be the Maturity Date, such Commitment Increase shall require no Event scheduled amortization or mandatory commitment reduction prior to the Maturity Date and such Commitment Increase shall be on the same terms governing the Commitments pursuant to this Agreement. Notwithstanding anything to contrary herein, the aggregate principal amount of Default the Commitment Increases incurred after the Effective Date shall exist;not exceed the Incremental Cap. Each Commitment Increase shall be in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof; provided that such amount may be less than $5,000,000 if such amount represents all the remaining availability under the Incremental Cap. (ivi) Incremental Term Loans Each notice from the Borrower pursuant to this Section shall set forth the requested amount of the relevant Commitment Increase. (ii) Commitments in respect of any Commitment Increase shall become Commitments (or in the case of any Commitment Increase to be provided by an existing Lender, an increase in such Lender’s Commitment) under this Agreement pursuant to an amendment (an “Incremental Revolving Facility Amendment”) to this Agreement and, as appropriate, the other Loan Commitments Documents, executed by the Borrower, such Additional Lender and the Administrative Agent. Commitment Increases may be denominated in Dollars or an Alternate Currency provided, subject to the prior written consent of the Borrower (not to be unreasonably withheld), by any existing Lender (it being understood that no existing Lender shall have the right to participate in any such Incremental Term Loan Commitment Increase or, unless it agrees, be obligated to provide any Commitment Increase) or by any Additional Lender in the Borrower’s sole discretion. An Incremental Revolving Facility Amendment may, without the consent of any other Lenders, effect such amendments to any Loan Commitment Documents as may be utilized in Available Currencies as and to the extent provided necessary or appropriate, in the applicable reasonable opinion of the Administrative Agent, to effect the provisions of this Section. The effectiveness of any Incremental Revolving Facility Amendment which are acceptable shall, unless otherwise agreed to by the Administrative Agent and the Lenders providing such Incremental Term Loans or Additional Lenders, be subject to the satisfaction on the date thereof (each, an “Incremental Revolving Loan CommitmentsFacility Closing Date”) of each of the conditions set forth in Section 4.02 (it being understood that all references to “the date of such Borrowing” in Section 4.02 shall be deemed to refer to the Incremental Revolving Facility Closing Date) and, to the extent reasonably requested by the Administrative Agent, receipt by the Administrative Agent of legal opinions, board resolutions, officers’ certificates and/or reaffirmation agreements consistent with those delivered on the Effective Date under Section 4.01 (other than changes to such legal opinions resulting from a change in law, change in fact or change to counsel’s form of opinion reasonably satisfactory to the Administrative Agent);. (c) Upon each Commitment Increase pursuant to this Section, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Additional Lender providing a portion of such Commitment Increase (each a “Commitment Increase Lender”), and each such Commitment Increase Lender will automatically and without further act be deemed to have assumed, a portion of such Lender’s participations hereunder in outstanding Letters of Credit such that, after giving effect to such Commitment Increase and each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding participations hereunder in Letters of Credit will equal such Lender’s Applicable Percentage. Any Loans outstanding immediately prior to the date of such Commitment Increase that are Eurocurrency Loans will (except to the extent otherwise repaid in accordance herewith) continue to be held by, and all interest thereon will continue to accrue for the accounts of, the Lenders holding such Loans immediately prior to the date of such Commitment Increase, in each case until the last day of the then-current Interest Period applicable to any such Loan, at which time it will be repaid or refinanced with new Loans made pursuant to Section 2.01 in accordance with the Applicable Percentages of the Lenders after giving effect to the Commitment Increase; provided, however, that upon the occurrence of any Event of Default, each Commitment Increase Lender will promptly purchase (for cash at face value) assignments of portions of such outstanding Loans of other Lenders so that, after giving effect thereto, all Loans that are Eurocurrency Loans are held by the Lenders in accordance with their then-current Applicable Percentages. Any such assignments shall be effected in accordance with the provisions of Section 9.04; provided that the parties hereto hereby consent to such assignments and the minimum assignment amounts and processing and recordation fee set forth in Section 9.04(b) shall not apply thereto. If there are any ABR Loans outstanding on the date of such Commitment Increase, such Loans shall either be prepaid by the Borrower on such date or refinanced on such date (subject to satisfaction of applicable borrowing conditions) with Loans made on such date by the Lenders (including the Commitment Increase Lenders) in accordance with their Applicable Percentages. In order to effect any such refinancing, (i) each Commitment Increase Lender will make ABR Loans to the Borrower by transferring funds to the Administrative Agent in an amount equal to the aggregate outstanding amount of such Loans of such Type times a percentage obtained by dividing the amount of such Commitment Increase Lender’s Commitment Increase by the aggregate amount of the Commitments (after giving effect to the Commitment Increase on such date) and (ii) such funds will be applied to the prepayment of outstanding ABR Loans held by the Lenders other than the Commitment Increase Lenders, and transferred by the Administrative Agent to the Lenders other than the Commitment Increase Lenders, in such amounts so that, after giving effect thereto, all ABR Loans will be held by the Lenders in accordance with their then-current Applicable Percentages. On the date of such Commitment Increase, the Borrower will pay to the Administrative Agent, for the accounts of the Lenders receiving such prepayments, accrued and unpaid interest on the principal amounts of their Loans being prepaid. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (d) This Section 2.21 shall supersede any provisions in Section 2.17 or Section 9.02 to the contrary.

Incremental Credit Extensions. (ai) The Borrower may at At any time or and from time to time after the Closing Effective Date, subject to the terms and conditions set forth herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy make available to each of the Lenders), (i) request to effect one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) hereunder or (ii)(A) request one or more increases in the aggregate amount of the Revolving Loan Term Commitments which shall take the form of an additional tranche of term loans hereunder (any each such increase or new commitmentincrease, a “Revolving Loan Term Commitment Increase”) and/or (B) the establishment of from one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”)Additional Term Lenders; provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any each such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such each Incremental Term Loan is made and Facility Amendment, (and after giving effect theretoA) no Event of Default shall exist;have occurred and be continuing or shall result therefrom, (B) the aggregate principal amount of all Term Commitment Increases would not exceed the greater of (1) $100,000,000 and (2) an amount such that the Total Secured Net Leverage Ratio on a Pro Forma Basis (excluding from the calculation of Consolidated Net Debt the cash proceeds of the proposed Term Commitment Increase) would not exceed 5.50 to 1.00 as of the end of the most recent Test Period, (C) the Borrower shall have delivered a certificate of a Financial Officer to the effect set forth in clauses (A) and (B) above, including reasonably detailed calculations demonstrating compliance with clause (B) above, (D) the maturity date of any term loans incurred pursuant to such Term Commitment Increase shall not be earlier than the Term Maturity Date and the Weighted Average Life to Maturity of any such Term Loans incurred pursuant to such Term Commitment Increase shall not be shorter than the remaining Weighted Average Life to Maturity of the Term Loans, (E) the interest rate margins and, subject to clause (D), the amortization schedule for any term loans incurred pursuant to such Term Commitment Increase shall be determined by the Borrower and the Additional Term Lenders with the applicable Term Commitment Increases; provided that in the event that the interest rate margins for any term loans incurred pursuant to such Term Commitment Increase are higher than the interest rate margins for the Term Loans by more than 50 basis points, then the interest rate margins for the Term Loans shall be increased to the extent necessary so that such interest rate margins are equal to the interest rate margins for such term loans incurred pursuant to such Term Commitment Increase minus 50 basis points; provided, further, that, in determining the interest rate margins applicable to the term loans incurred pursuant to such Term Commitment Increase and the Term Loans (x) original issue discount (“OID”) or upfront fees (which shall be deemed to constitute like amounts of OID) payable by Borrower to the Term Lenders or any Additional Term Lenders in the initial primary syndication thereof shall be included (with OID being equated to interest based on assumed four-year life to maturity) shall be included, (y) customary arrangement or commitment fees payable to the Lead Arrangers (or their Affiliates) in connection with this Agreement or to one or more arrangers (or their Affiliates) of any Term Commitment Increase shall be excluded and (z) if the Term Commitment Increase includes an interest rate floor greater than the interest rate floor applicable to the Term Loans, such increased amount shall be equated to interest margin for purposes of determining whether an increase to the applicable interest margin for the Term Loans shall be required, to the extent an increase in the interest rate floor in the Term Loans would cause an increase in the interest rate then in effect, and in such case the interest rate floor (but not the interest rate margin) applicable to the Term Loans shall be increased by such increased amount, (F) any Incremental Term Facility Amendment shall be on the terms and pursuant to documentation to be determined by the Borrower and the Additional Term Lenders with the applicable Term Commitment Increases; provided that to the extent such terms and documentation are not consistent with this Agreement (except to the extent permitted by clauses (D) or (E) above), they shall be reasonably satisfactory to the Administrative Agent. Notwithstanding anything to contrary in this Agreement, the sum of (x) the aggregate principal amount of all Term Commitment Increases and (y) the aggregate principal amount of all Additional Notes issued after the Effective Date pursuant to Section 6.01(a)(xxiii) shall not exceed the Incremental Cap. Each Term Commitment Increase shall be in a minimum principal amount of $10,000,000 and integral multiples of $1,000,000 in excess thereof unless such amount represents all the remaining availability under the aggregate principal amount of Term Commitment Increases set forth above. (ivi) Each notice from the Borrower pursuant to this Section shall set forth the requested amount of the relevant Term Commitment Increase. (ii) Commitments in respect of any Term Commitment Increase shall become Commitments under this Agreement pursuant to an amendment (an “Incremental Term Loans or Incremental Revolving Facility Amendment”) to this Agreement and, as appropriate, the other Loan Commitments Documents, executed by the Borrower, such Additional Term Lender and the Administrative Agent. Term Commitment Increases may be denominated in Dollars or an Alternate Currency provided, subject to the prior written consent of the Borrower (not to be unreasonably withheld), by any existing Lender (it being understood that no existing Lender shall have any such right to participate in any Term Commitment Increase or, unless it agrees, be obligated to provide any Term Commitment Increases) or by any other Additional Term Lender. An Incremental Term Facility Amendment may, without the consent of any other Lenders, effect such amendments to any Loan or Incremental Revolving Loan Commitment Documents as may be utilized in Available Currencies as and to the extent provided necessary or appropriate, in the applicable reasonable opinion of the Administrative Agent, to effect the provisions of this Section. The effectiveness of any Incremental Term Facility Amendment which are acceptable shall, unless otherwise agreed to by the Administrative Agent and the Lenders providing such Additional Term Lenders, be subject to the satisfaction on the date thereof (each, an “Incremental Term Loans Facility Closing Date”) of each of the conditions set forth in Section 4.02 (it being understood that all references to “the date of such Borrowing” in Section 4.02 shall be deemed to refer to the Incremental Term Facility Closing Date) and, to the extent reasonably requested by the Administrative Agent, receipt by the Administrative Agent of legal opinions, board resolutions, officers’ certificates and/or reaffirmation agreements consistent with those delivered on the Effective Date under Section 4.01 (other than changes to such legal opinions resulting from a change in law, change in fact or Incremental Revolving change to counsel’s form of opinion reasonably satisfactory to the Administrative Agent). (c) Upon each Term Commitment Increase pursuant to this Section, each Additional Term Lender with shall make an additional term loan to the Borrower in a principal amount equal to such Lender’s Term Commitment Increase. Any such term loan shall be a “Term Loan” for all purposes of this Agreement and the other Loan Commitments);Documents. (d) This Section 2.20 shall supersede any provisions in Section 2.18 or Section 9.02 to the contrary.

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time after Until the eighteen (18) month anniversary of the Closing DateDate and so long as (x) the Delayed Draw Term Commitments have been fully funded prior to, or at the time of, the addition of any Incremental Facility and (y) the Incremental Term Loan Conditions shall have been satisfied, subject to the terms and conditions set forth herein, the Borrower may, by written notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request to increase the amount of Term Loans or add one or more additional tranches of term loans (the commitments thereof, the “Incremental any such Term Loan Commitment”, the loans thereunderLoans or additional tranche of term loans, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount of the Revolving Loan Commitments (any such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases). Notwithstanding anything to contrary herein, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum all Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both determined at the time of incurrence) shall not exceed $100,000,000. Each Incremental Facility shall be in an integral multiple of $1,000,000 and be in an aggregate principal amount that is not less than $10,000,000, provided that such amount may be less than the applicable minimum amount if such amount represents all the remaining availability hereunder as set forth above or is incurred in connection with a Permitted Acquisition. Each Incremental Facility shall have the same guarantees as, and be secured on a pari passu basis by the same Collateral securing, all of the other Obligations under this Agreement. (b) Any Incremental Term Loans (i) for purposes of prepayments, shall be treated substantially the same as (and in any event no more favorably than) the then-existing Term Loans, (ii) shall have interest rate margins and (subject to clauses (iii) and (iv)) amortization schedule as determined by the Borrower and the lenders thereunder (provided that, if the Applicable Rate (which, for such request and upon purposes only, shall be deemed to include all upfront or similar fees or original issue discount (with original issue discount being equated to interest based on an assumed four-year life to maturity) payable to all lenders providing such Incremental Term Loans (but excluding customary arrangement or commitment fees payable to any arranger or bookrunner or their Affiliates in connection therewith)) relating to any Incremental Term Loan exceeds the Applicable Rate (which, for such purposes only, shall be deemed to include all upfront or similar fees or original issue discount (with original issue discount being equated to interest based on an assumed four-year life to maturity) payable to all Lenders providing the then-existing Term Loans (but excluding customary arrangement or commitment fees payable to any arranger, bookrunner or agent or their Affiliates in connection therewith)) relating to any then-existing Term Loans immediately prior to the effectiveness of any the applicable Incremental Facility Amendment referred by more than 0.50%, the Applicable Rate relating to belowsuch Term Loans shall be adjusted to be equal to the Applicable Rate (which, no Event of Default for such purposes only, shall exist and be continuing at the time that any deemed to include all upfront or similar fees or original issue discount (with original issue discount being equated to interest based on an assumed four-year life to maturity) payable to all lenders providing such Incremental Term Loans (but excluding customary arrangement or commitment fees payable to any arranger or bookrunner or their Affiliates in connection therewith)) relating to such Incremental Term Loans minus 0.50%; provided that, if the Incremental Term Loans include an interest rate floor greater than the applicable interest rate floor under such Term -77- Loans, such differential between interest rate floors shall be equated to the Applicable Rate for purposes of determining whether an increase to the Applicable Rate under such Term Loans shall be required, but only to the extent an increase in the interest rate floor in such Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the Applicable Rate) applicable to such Term Loans shall be increased to the extent of such differential between interest rate floors), (iii) any Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist; not have a final maturity date earlier than the Maturity Date applicable to the then-existing Term Loans, (iv) any Incremental Term Loan shall not have a Weighted Average Life to Maturity that is shorter than the Weighted Average Life to Maturity of the then-existing Term Loans, (v) any Incremental Term Loans shall be secured only by the Collateral on an equal priority basis, (vi) except as otherwise required or Incremental Revolving Loan Commitments may be denominated as permitted in Dollars or an Alternate Currency clauses (it being understood that i) through (v) above, the other terms of any such Incremental Term Loan or Incremental Revolving Loan Commitment may Loans shall be utilized in Available Currencies as on terms and pursuant to documentation to be determined by the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent Borrower and the Lenders and/or the Additional Lenders providing such Incremental Term Loans and shall, at all times prior to the Latest Maturity Date then in effect at the time of such incurrence, be substantially consistent with the terms of then-existing Term Loans; provided that such terms may be inconsistent with the terms of the then existing Term Loans if reasonably satisfactory to the Administrative Agent (it being understood that no consent shall be required from the Administrative Agent for terms or Incremental Revolving Loan Commitmentsconditions that are more restrictive than the terms or conditions of the then-existing Term Loans if the Lenders receive the benefit of such terms or conditions through their addition to the then-existing Term Loans or to the extent that they apply solely to periods following the Maturity Date with respect to the then-existing Term Loans);; and

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request (ia) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(Ab) request one or more increases in the amount of the Revolving Loan Credit Commitments (any each such increase or new commitmentincrease, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment), a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Default or Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Default or Event of Default shall exist; (iv) . Each tranche of Incremental Term Loans or Incremental and each Revolving Loan Commitments Commitment Increase shall be in an aggregate principal amount that is not less than $25,000,000 (provided that such amount may be denominated less than $25,000,000 if such amount represents all remaining availability under the limit set forth in Dollars or an Alternate Currency (it being understood that any such the next sentence). Notwithstanding anything to the contrary herein, the aggregate amount of the Incremental Term Loan or Loans (other than Specified Incremental Term Loans) and the Revolving Loan Commitment Increases shall not exceed the Incremental Availability. The Incremental Term Loans (a) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (b) shall not mature earlier than the Latest Maturity Date with respect to the Term Loans and (c) shall be treated substantially the same as the Term Loans made on the Closing Date (in each case, including with respect to mandatory and voluntary prepayments), provided that (i) the terms and conditions applicable to Incremental Term Loans may be utilized in Available Currencies as and materially different from those of the Term Loans to the extent provided in the applicable Incremental Amendment which such differences are reasonably acceptable to the Administrative Agent and (ii) the Lenders providing interest rates and amortization schedule applicable to the Incremental Term Loans shall be determined by the Borrower and the lenders thereof. Each notice from the Borrower pursuant to this Section shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans or Revolving Commitment Increases. Incremental Term Loans may be made, and Revolving Commitment Increases may be provided, by any existing Lender (and each existing Term Lender will have the right, but not an obligation, to make a portion of any Incremental Term Loan, and each existing Revolving Credit Lender will have the right, but not an obligation, to provide a portion of any Revolving Commitment Increase, in each case on terms permitted in this Section 2.14 and otherwise on terms reasonably acceptable to the Administrative Agent) or by any other bank or other financial institution (any such other bank or other financial institution being called an “Additional Lender”), provided that the Administrative Agent shall have consented (such consent not to be unreasonably withheld) to such Lender’s or Additional Lender’s making such Incremental Term Loans or providing such Revolving Commitment Increases if such consent would be required under Section 10.07(b) for an assignment of Loans or Revolving Credit Commitments, as applicable, to such Lender or Additional Lender. Commitments in respect of Incremental Term Loans and Revolving Commitment Increases shall become Commitments (or in the case of a Revolving Commitment Increase to be provided by an existing Revolving Credit Lender, an increase in such Lender’s applicable Revolving Credit Commitment) under this Agreement pursuant to an amendment (an “Incremental Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Parent, Foreign Holdings, Holdings, the Borrower, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. The Incremental Amendment 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 reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section. The effectiveness of (and, in the case of any Incremental Amendment for an Incremental Term Loan, the borrowing under) any Incremental Amendment shall be subject to the satisfaction on the date thereof (each, an “Incremental Facility Closing Date”) of each of the conditions set forth in Section 4.02 (it being understood that all references to “the date of such Credit Extension” or similar language in such Section 4.02 shall be deemed to refer to the effective date of such Incremental Amendment) and such other conditions as the parties thereto shall agree. The Borrower will use the proceeds of the Incremental Term Loans and Revolving Commitment Increases for any purpose not prohibited by this Agreement. No Lender shall be obligated to provide any Incremental Term Loans or Revolving Commitment Increases, unless it so agrees. Upon each increase in the Revolving Credit Commitments pursuant to this Section, each Revolving Credit Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Revolving Commitment Increase (each a “Revolving Commitment Increase Lender”) in respect of such increase, and each such Revolving Commitment Increase Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Credit Lender’s participations hereunder in outstanding Letters of Credit and Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (i) participations hereunder in Letters of Credit and (ii) participations hereunder in Swing Line Loans held by each Revolving Credit Lender (including each such Revolving Commitment Increase Lender) will equal the percentage of the aggregate Revolving Credit Commitments of all Revolving Credit Lenders represented by such Revolving Credit Lender’s Revolving Credit Commitment and (b) if, on the date of such increase, there are any Revolving Credit Loans outstanding, such Revolving Credit Loans shall on or prior to the effectiveness of such Revolving Commitment Increase be prepaid from the proceeds of additional Revolving Credit Loans made hereunder (reflecting such increase in Revolving Credit Commitments);, which prepayment shall be accompanied by accrued interest on the Revolving Credit Loans being prepaid and any costs incurred by any Lender in accordance with Section 3.05. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (b) This Section 2.14 shall supersede any provisions in Section 2.13 or 10.01 to the contrary. (c) Notwithstanding anything to the contrary herein, unless and until the Incremental Availability is increased to an amount greater than $0 pursuant to an amendment to this Agreement in accordance with Section 10.01, (i) the only Incremental Term Loans the Borrower shall be entitled to request under this Section 2.14 are Specified Incremental Term Loans and (ii) the Borrower shall not be entitled to request any Revolving Commitment Increase under this Section 2.14.

Incremental Credit Extensions. (a) The Borrower may at At any time or and from time to time after time, subject to the Closing Dateterms and conditions set forth herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request to add one or more additional tranches of term loans Term A Loans (the commitments thereof, the “Incremental Term Loan CommitmentA Loans”) or Term B Loans (the “Incremental Term B Loans” and, together with the loans thereunderIncremental Term A Loans, the “Incremental Term Loans” and a Lender making such loans”), an one or more increases in any Class of Term Loans or Incremental Term Loans (the “Incremental Term LenderLoan Increases”), one or more additional revolving credit facility tranches (the “Incremental Revolving Facilities”) or (ii)(A) request one or more increases in the Revolving Credit Commitments (the “Incremental Revolving Commitments”; together with the Incremental Term Loans, the Incremental Term Loan Increases and the Incremental Revolving Facilities, the “Incremental Facilities”); provided that (x) the aggregate principal amount of Incremental Facilities (other than Refinancing Revolving Commitments and Refinancing Term Loans) on any date Indebtedness thereunder is first incurred will not exceed an amount equal to the Permitted Incremental Amount and (y) with respect to Refinancing Revolving Commitments and Refinancing Term Loans, the principal amount of such Refinancing Revolving Commitments or Refinancing Term Loans, as applicable, does not exceed the principal amount of the Revolving Loan Commitments Credit Facility or Term Loans so refinanced except by an amount equal to unpaid accrued interest and premium thereon plus other reasonable amounts paid, and fees and expenses reasonably incurred, in connection with such refinancing. (any such increase or new commitment, a “Revolving Loan Commitment Increase”b) and/or (B) The Incremental Facilities are subject to the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided thatfollowing terms and conditions: (i) The aggregate amount each Incremental Facility will not be Guaranteed by any Person other than the Guarantors hereunder and, to the extent secured, will not be secured by any assets other than the Collateral; (ii) no existing Lender will be required to participate in any such Incremental Facility without its consent; (iii) all representations and warranties set forth in Article V shall be true and correct in all material respects on and as of the date of the incurrence of the Incremental Facilities except any representations and warranties which expressly relate to a given date or period shall only be required to be true and correct in all material respects as of the respective date or for the respective period, as the case may be; provided that in connection with any Limited Condition Acquisition, (A) the Lenders providing such Incremental Facilities may elect to waive the requirement to make the representations and warranties set forth in Article V as required by the foregoing and (B) such representations and warranties will be subject to customary “SunGard” and “certain funds” conditionality; (iv) no Default would exist after giving effect thereto; provided that in the case of a Limited Condition Acquisition, at the Borrower’s option, such Default may be tested in accordance with Section 1.08; (v) (A) the maturity date of any Incremental Term A Loans (including any Refinancing Term Loans, but excluding an Asset Sale Bridge Facility) shall be no earlier than the Maturity Date of the Term A-6 Loans and the Weighted Average Life to Maturity of such Incremental Term A Loans (excluding an Asset Sale Bridge Facility) shall be not shorter than the Weighted Average Life to Maturity of the Term A-6 Loans and (B) the maturity date of any Incremental Term B Loans (including any Refinancing Term Loans) shall be no earlier than the Maturity Date of the Third Amendment Effective Date Term Loans that constitute Term B Loans and the Weighted Average Life to Maturity of such Incremental Term B Loans shall be not shorter than the Weighted Average Life to Maturity of the Third Amendment Effective Date Term Loans that constitute Term B Loans; (vi) in the case of Incremental Revolving Commitments, (A) the maturity date of such Incremental Revolving Commitments shall be the same as the Maturity Date of the Revolving Credit Facility, (B) such Incremental Revolving Commitments shall require no scheduled amortization or mandatory commitment reduction prior to the Maturity Date of the Revolving Credit Facility and (C) the Incremental Revolving Commitments shall be on the exact same terms and pursuant to the exact same documentation applicable to the Revolving Credit Facility; (vii) in the case of an Incremental Revolving Facility, (A) the maturity date of such Incremental Revolving Facility shall be no earlier than the Maturity Date of the Revolving Credit Facility, (B) such Incremental Revolving Facility shall require no scheduled amortization or mandatory commitment reduction prior to the Maturity Date of the Revolving Credit Facility, (C) the Incremental Revolving Facility shall be on substantially the same terms and pursuant to substantially the same documentation applicable to the Revolving Credit Facility, and (D) borrowings and repayments under the Incremental Revolving Facility shall be made on a pro rata basis with the Revolving Credit Facility; (viii) the interest rate margins, prepayment premiums, call protection, the maturity date of any Incremental Term Loans (subject to clause (v) above) and (subject to clauses (v) and (vii) above, as appropriate) amortization schedule applicable to any Incremental Term Loans or Incremental Revolving Facilities shall be determined by the Borrower and the lenders thereunder; (i) any Incremental Term A Loans (other than an Asset Sale Bridge Facility), for purposes of mandatory prepayments, shall be treated no more favorably than the Term A-6 Loans and (ii) with respect to Incremental Term A Loans constituting an Asset Sale Bridge Facility, such Incremental Term A Loans shall not be subject to mandatory prepayments set forth in Section 2.05(b)(i) or (ii), except such Incremental Term A Loans may be mandatorily prepaid, on a dollar-for-dollar basis, with the cash proceeds received from the applicable Asset Sale Bridge Financed Divestitures prior to the application of such cash proceeds to prepay any other Term Loans; (x) any Incremental Term B Loans, for purposes of mandatory prepayments, shall be treated no more favorably than the Third Amendment Effective Date Term Loans constituting Term B Loans; (xi) any Incremental Term Loans or any Incremental Revolving Facility (other than Refinancing Term Loans and Refinancing Revolving Commitments) shall be on terms and pursuant to documentation to be determined and shall be subject to an Intercreditor Agreement (if applicable); provided that, to the extent such terms and documentation are not consistent with the Term Loans then in existence or the Revolving Credit Facility, as the case may be (except to the extent permitted by clauses (v), (vii), (viii), (ix) and (x) above or that apply only after the Maturity Date of the applicable Term Loans or the Revolving Credit Facility, as the case may be), they shall be reasonably satisfactory to the Administrative Agent (it being understood that any terms and conditions that are more restrictive than the terms applicable to the Term Loans or the Revolving Credit Facility shall be deemed reasonably satisfactory to the Administrative Agent so long as the Lenders under the applicable Term Loans or the Revolving Credit Facility receive the benefit of such terms or conditions through the addition to this Agreement (which shall not require the consent of any existing Lenders)); provided, further, that, in the case of any Refinancing Term Loans and Refinancing Revolving Commitments, (A) the terms and conditions of such Incremental Term Loans and Incremental Revolving Loan Commitments incurred during Facility (excluding pricing, call protection and optional prepayment or redemption terms) reflect market terms on the term date of this Agreement shall not exceed incurrence as reasonably determined by the Maximum Incremental Facilities Amount; Borrower, (iiB) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist; (iv) Incremental Term Loans or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency (it being understood that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Lenders providing such Incremental Term Loans or Incremental Revolving Facility shall be subject to an Intercreditor Agreement (if applicable) and (C) such Incremental Term Loans or Incremental Revolving Facility shall not contain covenants (including financial maintenance covenants), taken as a whole, that are materially tighter than (or in addition to) those contained in this Agreement (except for covenants applicable only to the period after the Maturity Date of the applicable Term Loans); and (xii) each Incremental Facility shall be in an integral multiple of $1,000,000 and be in an aggregate principal amount that is not less than (A) $25,000,000 in the case of any Incremental Term Loans or Incremental Term Loan Increases or (B) $10,000,000 in the case of any Incremental Revolving Facilities or Incremental Revolving Commitments; provided that such amount may be less than the applicable minimum amount if such amount represents all the remaining availability hereunder as set forth above. (c) Each notice from the Borrower pursuant to this Section shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans, Incremental Term Loan Increases, Incremental Revolving Facilities and/or Incremental Revolving Commitments. Any additional bank, financial institution, existing Lender or other Person that elects to provide the applicable Incremental Facility shall be an Eligible Assignee that is reasonably satisfactory to the Borrower and the Administrative Agent (any such bank, financial institution, existing Lender or other Person being called an “Additional Lender”) and, if not already a Lender, shall become a Lender under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Nexstar Media, the Borrower, such Additional Lender and the Administrative Agent. Each Incremental Facility Amendment shall include a supplement to the Facilities Schedule. No Incremental Facility Amendment shall require the consent of any Lenders other than the Additional Lenders with respect to such Incremental Facility Amendment. Commitments in respect of any Incremental Facilities shall become Commitments under this Agreement. An Incremental Facility Amendment may, without the consent of any other Lenders, effect such amendments to any Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.14. The proceeds of any Incremental Term Loans and Incremental Term Loan Increases will be used only for general corporate purposes (including Permitted Acquisitions);. Upon each increase in the Aggregate Commitments pursuant to this Section, each Revolving Credit Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Incremental Revolving Commitment (each, a “Incremental Revolving Lender”) in respect of such increase, and each such Incremental Revolving Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Credit L▇▇▇▇▇’s participations hereunder in outstanding Letters of Credit and Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (A) participations hereunder in Letters of Credit and (B) participations hereunder in Swing Line Loans held by each Revolving Credit Lender (including each such Incremental Revolving Lender) will equal the percentage of the aggregate Revolving Credit Commitments of all Revolving Credit Lenders represented by such Revolving Credit L▇▇▇▇▇’s Commitment. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence.

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders)Agent, request (i) request one an increase in the principal amount of Term Loan Commitments of any then existing Class of Term Loans (a “Term Loan Increase”) or more additional tranches the establishment of term loans a new Class of Term Loan Commitments (the commitments thereofcollectively with any Term Loan Increase, the “Incremental Term Loan CommitmentCommitments”, ; and the loans thereunderTerm Loans made in respect of Incremental Term Commitments, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or and/or (ii)(Aii) request one or more increases in the principal amount of the then existing Revolving Loan Commitments (any such increase or new commitmenteach, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together collectively with Revolving Loan Commitment Increasesany Incremental Term Commitments, the “Incremental Commitments”; and the loan facilities established hereunder in respect of such Incremental Commitments, each, an “Incremental Facility”), in each case, in Dollars and in an aggregate principal amount not to exceed the Incremental Cap (assuming for such purposes that the full amount of any Revolving Commitment Increase being established at such time was fully drawn). (b) On the applicable effective date of any Incremental Amendment (including through any Term Loan Increase or Revolving Commitment Increase, as applicable), (i) each Incremental Term Lender shall become a Lender hereunder with respect to the Incremental Term Commitment of the applicable Class and the Incremental Term Loans made pursuant thereto and (ii) each Incremental Revolving Lender shall become a Lender hereunder with respect to the Revolving Commitment Increase of the applicable Class and the Revolving Loans made pursuant thereto. (c) No Lender (or any successor thereto) shall have any obligation, express or implied, to provide any portion of any requested Incremental Commitment, and any decision by a Lender to provide any portion of any such Incremental Commitment shall be made in its sole discretion independently from any other Lender. Except as otherwise set forth in this Section 2.23, only the consent of the Incremental Lenders, and not the consent of any existing Lender, shall be required to establish an Incremental Commitment. In respect of any requested Incremental Facility, the Borrower may accept some or all of the Incremental Commitments offered by existing Lenders (the “Increasing Lenders”) or may designate new lenders (subject in each case (including, for the avoidance of doubt, with respect to Increasing Lenders) to the approval of the Administrative Agent, the Swingline Lender and each Issuing Bank, in each case, only to the extent that such consent would be required under Section 10.4(b)(iii) if the Loans or Commitments” and, as applicable, established by such loans thereunderIncremental Amendment had been obtained by such Incremental Lender by way of assignment) as additional Lenders hereunder in accordance with this Section (such new Lenders, the “Incremental Revolving Loans” andAdditional Lenders”, a Lender making such a commitmentand together with the Increasing Lenders, each, an “Incremental Revolving Lender” or “Incremental Term Lender”, as applicable, and, collectively, the “Incremental Lenders”); provided that:. (d) The effectiveness of any Incremental Commitments and Incremental Facility shall be subject only to the satisfaction of each of the following conditions, together with any other conditions set forth in the applicable instrument of joinder or amendment to this Agreement (an “Incremental Amendment”): (i) immediately before and after giving effect to any proposed Incremental Facility (determined, in the case of any Incremental Facility that is to be used to fund a Limited Condition Transaction, as of the LCT Test Date (other than the determination of whether any Specified Event of Default shall have occurred and be continuing, which shall be determined as of the date such Limited Condition Transaction is consummated)), no Event of Default (or, in the case of any Incremental Facility that is to be used to fund a Permitted Acquisition or other Investment permitted by this Agreement, the consummation of which is not conditioned on the availability of, or on obtaining, third party financing, no Specified Event of Default) shall have occurred and be continuing; (ii) the representations and warranties in the Loan Documents will be true and correct in all material respects (except for representations and warranties that are already qualified by materiality, which representations and warranties will be true and correct in all respects) immediately before and after giving effect to any proposed Incremental Facility (except to the extent that any such representation or warranty expressly relates to an earlier date, in which case such representation or warranty shall be true and correct in all material respects (except for representations and warranties that are already qualified by materiality, which representations and warranties will be true and correct in all respects) as of such earlier date); provided that in the case of any Incremental Facility that is to be used to fund a Permitted Acquisition or other Investment permitted by this Agreement, the consummation of which is not conditioned on the availability of, or on obtaining, third party financing, the condition set forth in this clause (ⅱ) may be satisfied with respect only to the Specified Representations and customary “specified acquisition agreement representations”; and (iii) delivery to the Administrative Agent of each of the following documents: (A) an executed copy of an Incremental Amendment executed by the Borrower and each Incremental Lender and setting forth such Incremental Commitments of such Incremental Lenders; (B) to the extent reasonably required by the Administrative Agent after consultation with the Borrower, legal opinions and authorizing resolutions, in each case, with respect to such Incremental Facility and consistent with those delivered on the Closing Date, other than changes to such legal opinions resulting from a change in law or change in fact; (C) a certificate of the Borrower signed by a Responsible Officer, in form and substance reasonably acceptable to the Administrative Agent, certifying that each of the conditions in clauses (d)(ⅰ) and (d)(ⅱ) of this Section has been satisfied; and (D) to the extent requested by any Incremental Lender, executed promissory notes evidencing such Incremental Facility, issued by the Borrower in accordance with Section 2.10. Upon the effectiveness of any Incremental Facility, the Loans, Commitments and Pro Rata Share of each Lender will be adjusted, as applicable, to give effect to such Incremental Facility, and Schedule I shall automatically be deemed amended accordingly. (e) The aggregate amount terms, provisions and documentation of Incremental Term Loans and Incremental Term Commitments or Revolving Commitment Increases, as the case may be, of any Class shall, except as otherwise set forth below, be as agreed between the Borrower and the applicable Incremental Lenders providing such Incremental Commitments. In any event: (i) With respect to Revolving Commitment Increases and Term Loan Increases: (A) (1) any Revolving Commitment Increase provided pursuant to this Section shall be on terms and conditions (including pricing, maturity and amortization, but excluding upfront fees) and pursuant to documentation, in each case, identical to those applicable to the Revolving Commitments of such Class outstanding immediately prior to such incurrence, and such Revolving Commitment Increase shall constitute an increase in the aggregate principal amount of the applicable Class and (2) any Term Loan Increase provided pursuant to this Section shall be on terms and conditions (including pricing and maturity but excluding upfront fees) and pursuant to documentation, in each case, identical to those applicable to the Term Loans of such Class outstanding immediately prior to such incurrence, and such Term Loan Increase shall constitute an increase in the aggregate principal amount of the applicable Class; (B) obligations in respect of any Revolving Commitment Increase or Term Loan Increase (1) shall constitute Obligations, (2) shall have the same Guarantees as the Obligations and (3) shall rank pari passu in right of payment and security with the First Lien Facilities; (C) no Revolving Commitment Increase or Term Loan Increase shall be secured by a Lien on any assets or property that are not Collateral and no Revolving Commitment Increase or Term Loan Increase shall be Guaranteed by any Person that is not a Guarantor. (ii) With respect to Incremental Term Loans other than Term Loan Increases: (A) shall (w) not be Guaranteed by any Person that is not a Guarantor, (x) not be secured by a Lien on any assets or property that are not Collateral, (y) rank pari passu in right of payment with the existing First Lien Facilities hereunder, and (z) be secured by ▇▇▇▇▇ on the Collateral that are pari passu with the Liens of the Administrative Agent securing the existing First Lien Facilities hereunder; (B) the scheduled final maturity date of the Incremental Term Loans will be no earlier than the Term Facility Maturity Date for the Initial Term Loans; provided that this clause (B) shall not apply to any Incremental Term Loan constituting Permitted Short Term Debt or incurred pursuant to the Inside Maturity Exception; (C) the Weighted Average Life to Maturity of the Incremental Term Loans will be no shorter than the remaining Weighted Average Life to Maturity of the Initial Term Loans; provided that this clause shall not apply to any Incremental Term Loan constituting Permitted Short Term Debt or incurred pursuant to the Inside Maturity Exception; (D) the Incremental Term Loans may participate on a pro rata basis or a less than pro rata basis (but not on a greater than pro rata basis) with the Initial Term Loans in any mandatory repayments of Term Loans hereunder, it being agreed (A) any repayment of such Incremental Term Loans at maturity shall be permitted and (B) any greater than pro rata repayment of such Incremental Term Loans shall be permitted with the proceeds of a refinancing thereof that is permitted by this Agreement; (E) the interest rate, fees, original issue discount and other economic terms applicable to Incremental Term Loans will be as determined by the Borrower and the Incremental Lenders providing such Incremental Term Loans; provided, however, that with respect to any Incremental Term Loans that (a) are incurred on or prior to the date that is twenty-four (24) months after the Closing Date, (b) are syndicated term “B” loans, and (c) have a scheduled maturity date prior to the date that is two years after the Term Facility Maturity Date of the Initial Term Loans, the Yield applicable to such Incremental Term Loans shall not be greater than the applicable Yield payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to Initial Term Loans plus 50 basis points per annum unless the Yield with respect to the Initial Term Loans is increased so as to cause the then applicable Yield under this Agreement on the Initial Term Loans to equal the Yield then applicable to the Incremental Term Loans minus 50 basis points (the “MFN Protection”); and (F) the covenants and other terms applicable to any such Incremental Term Loans shall be substantially identical to, or, taken as a whole, no more favorable to the applicable Incremental Lenders than, those applicable to the Initial Term Loans, as reasonably determined in good faith by a Responsible Officer of the Borrower (except (i) applicable only to periods after the Term Facility Maturity Date of the Initial Term Loans at the time of incurrence and (ii) any term or condition to the extent such term or condition is also added for the benefit of the Lenders under the Initial Term Loans and the Revolving Facility (it being understood and agreed that such more favorable terms or conditions may be added to the Loan Documents at the direction of the Borrower, notwithstanding any restriction in Section 10.2 to the contrary, and the Lenders hereby authorize the Administrative Agent to enter into, together with Parent and the Borrower, any amendment to this Agreement reasonably satisfactory in form to the Administrative Agent in order to effect such addition)); provided that this clause (F) will not apply to (1) terms addressed in the preceding clauses (A) through (E), (2) interest rate, rate floors, fees, funding discounts and other pricing or economic terms, (3) redemption, prepayment or other premiums, and (4) optional prepayment or redemption terms. (f) Upon the effective date of any Revolving Commitment Increase established pursuant to this Section 2.23, (a) with respect to the applicable Class of Revolving Commitments being increased pursuant to such Revolving Commitment Increase, each of the Revolving Lenders shall assign to each of the Incremental Revolving Lenders, and each of the Incremental Revolving Lenders shall purchase from each of the Revolving Lenders, at the principal amount thereof and in the Agreed Currency thereof, such interests in the Revolving Loans (ratably as among each Borrowing of such Revolving Loans) outstanding on such effective date as shall be necessary in order that, after giving effect to all such assignments and purchases, such Revolving Loans will be held by existing Revolving Lenders and Incremental Revolving Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such Revolving Commitment Increase to the Revolving Commitments, (b) there shall be an automatic adjustment to the participations hereunder in Letters of Credit and Swingline Loans held by each Revolving Lender so that each such Revolving Lender shares ratably in such participations in accordance with their Pro Rata Share or other allocable share provided in this Agreement (after giving effect to the establishment of each Revolving Commitment Increase), (c) each Revolving Commitment Increase shall be deemed for all purposes a Revolving Commitment and each Loan made thereunder shall be deemed, for all purposes, a Revolving Loan and (d) each Incremental Revolving Lender shall become a Lender with respect to the applicable Class of Revolving Commitments incurred during and all matters relating thereto. The Administrative Agent and the term Lenders hereby agree that the minimum borrowing, assignment and prepayment requirements in of this Agreement shall not exceed apply, and no amounts shall be payable by the Maximum Borrower pursuant to Section 2.19 with respect, to the transactions effected pursuant to the immediately preceding sentence. (g) The Incremental Term Loans made under each Term Loan Increase shall be made by the applicable Lenders participating therein pursuant to the procedures set forth in Section 2.3 and on the date of the making of such Incremental Term Loans, and notwithstanding anything to the contrary set forth in Section 2.2, such Incremental Term Loans shall be added to (and form part of) each Borrowing of outstanding Term Loans under the applicable Class of Term Loans on a pro rata basis, so that each Lender under such Class will participate proportionately in each then outstanding Borrowing of Term Loans of such Class after giving effect to the addition contemplated above. (h) Each of the parties hereto hereby agrees that this Agreement and the other Loan Documents may be amended pursuant to an Incremental Amendment, without the consent of any Person other than the Administrative Agent (which consent shall not be unreasonably withheld, conditioned or delayed), the Borrower and the Persons providing the applicable Incremental Facilities, to the extent (but only to the extent) necessary to (i) reflect the existence and terms of the Incremental Facilities Amount; established pursuant thereto and (ii) No Person shall be an obligor under any Incremental Facility that is not a effect such other amendments to this Agreement and the other Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist; (iv) Incremental Term Loans or Incremental Revolving Loan Commitments Documents as may be denominated in Dollars necessary or an Alternate Currency (it being understood that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided appropriate, in the applicable Incremental Amendment which are acceptable to reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section 2.23, and the Lenders providing hereby expressly authorize the Administrative Agent to enter into any such Incremental Term Loans or Incremental Revolving Loan Commitments);Amendment. This Section 2.23(h) shall supersede any provisions in Section 10.2 to the contrary.

Incremental Credit Extensions. (a) The Borrower Borrowers may at any time or from time to time on one or more occasions after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), Effective Date request (i) request one or more additional tranches Classes of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loanseach, an “Incremental Term LenderFacility”), (ii) one or more additional term loans of the same Class of any existing Class of term loans (ii)(Aeach, an “Incremental Term Increase”), (iii) request one or more increases in the amount of the Revolving Loan Commitments of any Class (any each such increase or new commitmentincrease, a an “Incremental Revolving Loan Commitment Increase”) and/or (Biv) the establishment of one or more new additional Classes of Revolving Loan Commitments (any such new commitment, a the “New Additional/Replacement Revolving Loan CommitmentCommitments,” and, together with any Incremental Term Facility, Incremental Term Increase and the Incremental Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving LenderFacilities”); provided that: that (ix) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under after giving effect to any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist below and be continuing at the time that any such Incremental Term Loan Facility is made and (and after giving effect thereto) or effected, no Event of Default (or, in the case of the incurrence or provision of any Incremental Facility in connection with a Limited Condition Transaction, no Specified Event of Default) shall exist;have occurred and be continuing and (y) in no event shall it be a condition to the effectiveness of, or borrowing under, any Incremental Facility that any representation or warranty of any Loan Party set forth herein be true and correct, except and solely to the extent required by the Additional Lenders providing such Incremental Facility. Notwithstanding anything to the contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof (unless the Borrowers and the Administrative Agent otherwise agree); provided that such amount may be less than $5,000,000 if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) The Incremental Term Facilities (a) shall (i) rank equal or junior in right of payment with the Amendment No. 1 Refinancing Term Loans, (ii) if secured, be secured only by the Collateral securing the Secured Obligations (except in the case of any Designated Alternative Security Debt) and (iii) only be guaranteed by the Loan Parties (except in the case of any Designated Alternative Security Debt), (b) except in the case of any Designated Earlier Maturing Debt, shall not mature earlier than the Term Maturity Date, (c) except in the case of any Designated Earlier Maturing Debt, shall not have a shorter Weighted Average Life to Maturity than the remaining Amendment No. 1 Refinancing Term Loans, (d) shall have a maturity date (subject to clause (b)), an amortization schedule (subject to clause (c)), interest rates (including through fixed interest rates), “most favored nation” provisions (if any), interest margins, rate floors, upfront fees, funding discounts, original issue discounts, financial covenants (if any) and prepayment terms and premiums and other terms and conditions as determined by the applicable Borrower and the Additional Term Lenders thereunder; provided that, for any Incremental Term Facility that (x) is broadly syndicated to banks and other institutional investors, (y) is a term loan that ranks equal in right of payment with the Amendment No. 1 Refinancing Term Loans and is secured by the Collateral on a pari passu basis with the Secured Obligations and (z) is denominated in dollars, in the event that the Effective Yield for any such Incremental Term Facility is greater than the Effective Yield for the Amendment No. 1 Refinancing Term Loans by more than 0.50% per annum, then the Effective Yield for the Amendment No. 1 Refinancing Term Loans shall be increased to the extent necessary so that the Effective Yield for the Amendment No. 1 Refinancing Term Loans is equal to the Effective Yield for such Incremental Term Facility minus 0.50% per annum (provided that the “LIBOR floor” or “SOFR floor” applicable to the outstanding Amendment No. 1 Refinancing Term Loans shall be increased to an amount not to exceed the “LIBOR floor” or “SOFR floor” applicable to such Incremental Term Facility prior to any increase in the Applicable Rate applicable to such Amendment No. 1 Refinancing Term Loans then outstanding) and (e) may otherwise have terms and conditions as agreed between the applicable Borrower and the Additional Term Lenders providing any such Incremental Term Facility. (ii) The Incremental Term Increases shall be treated the same as the Class of Term Loans being increased (including with respect to maturity date thereof), shall be considered to be part of the Class of Term Loans being increased and shall be on the same terms applicable to such Term Loans (excluding upfront fees and customary arranger fees); provided that (i) the pricing, interest rate margins, “most favored nation” (if any) provisions and rate floors on the Class of Term Loans being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental Term Increase (without any requirement to pay such fees to any existing Term Lenders) and (ii) such Incremental Term Increase shall be subject to the “most favored nation” pricing adjustment (if applicable) set forth in the proviso to Section 2.19(b)(i) as if such Incremental Term Increase was an Incremental Term Facility incurred hereunder. (iii) The Incremental Revolving Commitment Increases shall be treated the same as the Class of Revolving Commitments being increased (including with respect to maturity date thereof), shall be considered to be part of the Class of Revolving Loans being increased and shall be on the same terms applicable to the Revolving Loans (excluding upfront fees and customary arranger fees); provided that if the pricing, interest rate margins, “most favored nation” (if any) provisions, rate floors and undrawn commitment fees on the Class of Revolving Commitments being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental Revolving Commitment Increase (without any requirement to pay such fees to any existing Revolving Lenders)). (iv) The Additional/Replacement Revolving Commitments (a) shall (i) rank equal or junior in right of payment with the Revolving Loans, (ii) if secured, be secured only by the Collateral securing the Secured Obligations (except in the case of any Designated Alternative Security Debt) and (iii) only be guaranteed by the Loan Parties (except in the case of any Designated Alternative Security Debt), (b) shall not mature earlier than the Revolving Maturity Date and shall require no scheduled amortization or mandatory commitment reduction prior to the Revolving Maturity Date, (c) shall have interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, undrawn commitment fees, funding discounts, original issue discounts, prepayment terms and premiums, financial covenants (if any) commitment reduction and termination terms and other terms and conditions as determined by the applicable Borrower and Additional Revolving Lenders providing such commitments and (d) may otherwise have terms and conditions as agreed between the applicable Borrower and Additional Revolving Lenders providing any such Additional/Replacement Revolving Commitments. (c) Incremental Term Loans Facilities shall become Commitments and Loans, as applicable, under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Borrower Representative, each Lender agreeing to provide such Commitment or Loan, if any, each Additional Lender, if any, and the Administrative Agent. Any Incremental Facility Amendment may provide for the issuance of Letters of Credit for the account of the Revolving Borrowers, pursuant to any Incremental Revolving Loan Commitment Increase or Additional/Replacement Revolving Commitments established thereby, in each case on terms substantially equivalent to the terms applicable to Letters of Credit under the Revolving Commitments; provided that no Issuing Bank shall be required to act as “issuing bank” and no Swingline Lender shall be required to act as “swingline lender” under any such Incremental Facility Amendment without its written consent. An Incremental Facility may be denominated in Dollars or an Alternate Currency provided, subject to the prior written consent of the Borrower Representative (not to be unreasonably withheld), by any existing Lender (it being understood that no existing Lender shall have the right to participate in any Incremental Facility or, unless it agrees, be obligated to provide any Incremental Facilities) or by any Additional Lender. Any loan under an Incremental Facility shall be a “Loan” for all purposes of this Agreement and the other Loan Documents. The Incremental Facility Amendment may, subject to Section 2.19(b), without the consent of any other Lenders, effect such Incremental Term amendments to this Agreement and the other Loan or Incremental Revolving Loan Commitment Documents as may be utilized in Available Currencies as and to the extent provided necessary, in the applicable Incremental Amendment which are acceptable to reasonable opinion of the Administrative Agent and the Borrower Representative, to effect the provisions of this Section 2.19 (including, in connection with an Incremental Revolving Commitment Increase or Additional/Replacement Revolving Commitments, to reallocate Revolving Exposure on a pro rata basis among the relevant Revolving Lenders). In addition, if so provided in the relevant Incremental Facility Amendment and with the consent of each Issuing Bank, participations in Letters of Credit expiring on or after the Revolving Maturity Date shall be reallocated from Lenders providing holding Revolving Commitments to Lenders holding extended revolving commitments in accordance with the terms of such Incremental Facility Amendment; provided, however, that such participation interests shall, upon receipt thereof by the relevant Lenders holding Revolving Commitments, be deemed to be participation interests in respect of such Revolving Commitments and the terms of such participation interests (including, without limitation, the commission applicable thereto) shall be adjusted accordingly. The effectiveness of any Incremental Facility Amendment and the occurrence of any credit event (including the making (but not the conversion or continuation) of a Loan and the issuance, increase in the amount, or extension of a Letter of Credit thereunder) pursuant to such Incremental Facility Amendment shall be subject to the satisfaction of such conditions as the parties thereto shall agree and as required by this Section 2.19. The Borrowers will use the proceeds of the Incremental Term Loans or Loans, Incremental Revolving Loan Commitments);Commitment Increases and Additional/Replacement Revolving Commitments for any purpose not prohibited by this Agreement. (d) Notwithstanding anything to the contrary, this Section 2.19 shall supersede any provisions in Section 2.17 or Section 9.02 to the contrary.

Incremental Credit Extensions. (ai) The Borrower Borrowers may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) Effective Date request one or more increases in the amount of the Revolving Loan Credit Commitments (any such increase or new commitmenteach, a “Revolving Loan Credit Commitment Increase”); provided, however, that (A) and/or the aggregate amount of all Revolving Credit Commitment Increases shall not exceed $300,000,000, (B) the establishment aggregate amount of one Revolving Credit Commitments shall not exceed $1,300,0000,000 at any time and (C) each Revolving Credit Commitment Increase shall be in an amount not less than $20,000,000. Nothing in this Agreement shall be construed to obligate the Administrative Agent, any other Agent, any Arranger or more new any Lender to negotiate for (whether or not in good faith), solicit, provide or commit to provide any Revolving Loan Commitments Credit Commitment Increase. The Administrative Agent shall promptly notify each Lender of each proposed Revolving Credit Commitment Increase. Each such Lender (any and each of their Affiliates and Approved Funds) may, in its sole discretion, commit to participate in such new commitmentRevolving Credit Commitment Increase by forwarding its commitment therefor to the Administrative Agent in form and substance satisfactory to the Administrative Agent. The Administrative Agent shall, a “New Revolving Loan Commitment” andafter consultation with the Parent Borrower, together with Revolving Loan Commitment Increasesallocate, but in amounts not to exceed for each such Lender the commitment received from such Lender, Affiliate or Approved Fund, the “Incremental Revolving Loan Commitments” andCredit Commitment Increase commitments to be made as part of such Revolving Credit Commitment Increase to the Lenders from which it has received such written commitments. If the Administrative Agent does not receive enough commitments from existing Lenders or their Affiliates or Approved Funds, it may, after consultation with the Parent Borrower, allocate to Eligible Assignees any excess of the proposed amount of such loans thereunder, Revolving Credit Commitment Increase agreed with the “Incremental Parent Borrower over the aggregate amounts of the commitments received from existing Lenders or their Affiliates or Approved Funds. Each Revolving Loans” and, Credit Commitment Increase shall become effective on a Lender making such a commitmentdate agreed by the Parent Borrower and the Administrative Agent (each, an “Incremental Revolving LenderCredit Extension Date”); provided that: (i) , which shall be in any case on or after the date of satisfaction of the conditions precedent set forth in Section 4.4. The aggregate amount Administrative Agent shall notify the Lenders and the Parent Borrower, on or before 1:00 p.m., New York City time, on the Business Day following an Incremental Credit Extension Date of Incremental Term Loans the effectiveness of a Revolving Credit Commitment Increase and Incremental shall record in the Register all applicable additional information in respect of such Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount;Credit Commitment Increase. (ii) No Person (A) The commitments under each Revolving Credit Commitment Increase shall be an obligor under any Incremental Facility that is not deemed for all purposes part of the Revolving Credit Commitments, (B) each Lender or Eligible Assignee participating in such Revolving Credit Commitment Increase shall become a Loan Party Lender with respect to the Revolving Credit Commitments and all matters relating thereto and (C) the commitments under each Revolving Credit Commitment Increase shall have the same terms and conditions as the Revolving Credit Commitments. On the Incremental Credit Extension Date for any Revolving Credit Commitment Increase, each Lender or Eligible Assignee participating in such Revolving Credit Commitment Increase shall purchase and assume from each existing Lender having Revolving Loans outstanding on such Incremental Credit Extension Date, without recourse or warranty, an undivided interest and Commitments, (iii) BothSubject participation, to the Certain Funds Provision, both at extent of such Lender’s Ratable Portion of the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and new Revolving Credit Commitments (and after giving effect thereto) no Event to such Revolving Credit Commitment Increase), in the aggregate outstanding Revolving Loans, so as to ensure that, on the Incremental Credit Extension Date after giving effect to such Revolving Credit Commitment Increase, each Revolving Lender is owed only its Ratable Portion of Default shall exist; (iv) Incremental Term the Revolving Loans or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency (it being understood that any on such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Lenders providing such Incremental Term Loans or Incremental Revolving Loan Commitments);Credit Extension Date.

Incremental Credit Extensions. (a) The Borrower Borrowers may at any time or from time to time after the Closing Amendment No. 46 Effective Date, by notice from the Parent Borrower to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount of the Revolving Loan Credit Commitments (any each such increase or new commitmentincrease, a “Revolving Loan Credit Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to belowbelow (i) all representations and warranties in Article V shall be true and correct in all material respects (except where such representations and warranties expressly relate to an earlier date, in which case such representations and warranties shall have been true and correct in all material respects as of such earlier date and except to the extent that a particular representation or warranty is already qualified by materiality, in which case such representation or warranty shall be true and correct), (ii) no Default or Event of Default shall exist or would result therefrom and (iii) the aggregate principal amount of all Revolving Credit Commitment Increases shall not exceed $50,000,0000. (b) Each Revolving Credit Commitment Increase shall be continuing at in an aggregate principal amount that is a whole multiple of $500,000 which is not less than $10,000,000 (provided that such amount may be less than $10,000,000 if such amount represents all remaining availability under the time that limit set forth in Section 2.08(a)(iii) above).[Reserved]. (c) The Revolving Credit Loans made pursuant to the Revolving Credit Commitment Increases (a) shall be made under and documented in this Agreement or pursuant to an amendment hereto and shall rank pari passu in right of payment and of security with the Revolving Credit Loans and (b) shall be treated substantially the same as or less favorably than the Revolving Credit Loans (including with respect to mandatory and voluntary prepayments and voting rights). (d) Each notice from the Borrowers pursuant to this Section 2.08 shall set forth the requested amount and proposed terms of the relevant Revolving Credit Commitment Increases. Revolving Credit Commitment Increases may be provided by any existing Lender or by any other bank or other financial institution selected by the Borrowers (any such bank or other financial institution being called an “Additional Lender”); provided that the Administrative Agent shall have consented (not to be unreasonably withheld) to such Lender’s or Additional Lender’s providing any such Revolving Credit Commitment Increases if such consent would be required under Section 11.06 for an assignment of Revolving Credit Commitments to such Lender or Additional Lender. Revolving Credit Commitments in respect of Revolving Credit Commitment Increases shall become Revolving Credit Commitments (or in the case of a Revolving Credit Commitment Increase to be provided by an existing Lender, an increase in such Lender’s applicable Revolving Credit Commitment) under this Agreement pursuant to an amendment (an “Incremental Term Amendment”) to this Agreement and, as appropriate, the other Loan is made Documents, executed by Holdings, the Borrowers, each Lender agreeing to provide such Revolving Credit Commitment, if any, each Additional Lender, if any, and (the Administrative Agent. The Incremental Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and after giving effect thereto) no Event of Default shall exist; (iv) Incremental Term Loans or Incremental Revolving the other Loan Commitments Documents as may be denominated in Dollars necessary or an Alternate Currency (it being understood that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided appropriate, in the applicable Incremental Amendment which are acceptable to reasonable opinion of the Administrative Agent and the Borrowers, to effect the provisions of this Section 2.08. The effectiveness of any Incremental Amendment shall be subject to the satisfaction on the date thereof of each of the conditions set forth in Section 4.02 and such other conditions as the parties thereto shall agree. The Borrowers will use the proceeds of the Revolving Credit Commitment Increases for any purpose not prohibited by this Agreement. No Lender shall be obligated to provide any Revolving Credit Commitment Increases, unless it so agrees. Upon each increase in the Revolving Credit Commitments pursuant to this Section 2.08, each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Revolving Credit Commitment Increase (each, a “Revolving Credit Commitment Increase Lender”) in respect of such increase, and each such Revolving Credit Commitment Increase Lender will automatically and without further act be deemed to have assumed, a portion of such L▇▇▇▇▇’s participations hereunder in outstanding Letters of Credit and Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (i) participations hereunder in Letters of Credit and (ii) participations hereunder in Swing Line Loans held by each Lender (including each such Revolving Credit Commitment Increase Lender) will equal the percentage of the aggregate Revolving Credit Commitments of all Lenders providing represented by such Incremental Term L▇▇▇▇▇’s Revolving Credit Commitment and (b) if, on the date of such increase, there are any Revolving Credit Loans outstanding, the Lenders (including the Additional Lenders) shall make such payments as directed by the Administrative Agent in order that the Revolving Credit Loans are held by the Lenders (including Additional Lenders) ratably in accordance with the increased Revolving Credit Commitments (and interest and other payments shall be adjusted accordingly). (e) The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to this Section 2.08. (f) This Section 2.08 shall supersede any provisions in Section 2.14, 2.15 or Incremental Revolving Loan Commitments);11.01 to the contrary.

Incremental Credit Extensions. (a) The Borrower may at At any time or and from time to time after time, subject to the Closing Dateterms and conditions set forth herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request to add one or more additional tranches of term loans Term A Loans (the commitments thereof, the “Incremental Term Loan CommitmentA Loans”) or Term B Loans (the “Incremental Term B Loans” and, together with the loans thereunderIncremental Term A Loans, the “Incremental Term Loans” and a Lender making such loans”), an one or more increases in any Class of Term Loans or Incremental Term Loans (the “Incremental Term LenderLoan Increases”), one or more additional revolving credit facility tranches (the “Incremental Revolving Facilities”) or (ii)(A) request one or more increases in the Revolving Credit Commitments (the “Incremental Revolving Commitments”; together with the Incremental Term Loans, the Incremental Term Loan Increases and the Incremental Revolving Facilities, the “Incremental Facilities”); provided that (x) the aggregate principal amount of Incremental Facilities (other than Refinancing Revolving Commitments and Refinancing Term Loans) on any date Indebtedness thereunder is first incurred will not exceed an amount equal to the Permitted Incremental Amount and (y) with respect to Refinancing Revolving Commitments and Refinancing Term Loans, the principal amount of such Refinancing Revolving Commitments or Refinancing Term Loans, as applicable, does not exceed the principal amount of the Revolving Loan Commitments Credit Facility or Term Loans so refinanced except by an amount equal to unpaid accrued interest and premium thereon plus other reasonable amounts paid, and fees and expenses reasonably incurred, in connection with such refinancing. (any such increase or new commitment, a “Revolving Loan Commitment Increase”b) and/or (B) The Incremental Facilities are subject to the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided thatfollowing terms and conditions: (i) The aggregate amount each Incremental Facility will not be Guaranteed by any Person other than the Guarantors hereunder and, to the extent secured, will not be secured by any assets other than the Collateral; (ii) no existing Lender will be required to participate in any such Incremental Facility without its consent; (iii) all representations and warranties set forth in Article V shall be true and correct in all material respects on and as of the date of the incurrence of the Incremental Facilities except any representations and warranties which expressly relate to a given date or period shall only be required to be true and correct in all material respects as of the respective date or for the respective period, as the case may be; provided that in connection with any Limited Condition Acquisition, (A) the Lenders providing such Incremental Facilities may elect to waive the requirement to make the representations and warranties set forth in Article V as required by the foregoing and (B) such representations and warranties will be subject to customary “SunGard” and “certain funds” conditionality; (iv) no Default would exist after giving effect thereto; provided that in the case of a Limited Condition Acquisition, at the Borrower’s option, such Default may be tested in accordance with Section 1.08; (v) (A) the maturity date of any Incremental Term A Loans (including any Refinancing Term Loans) shall be no earlier than the Maturity Date of the Closing Date Term Loans that constitute Term A Loans and the Weighted Average Life to Maturity of such Incremental Term A Loans shall be not shorter than the Weighted Average Life to Maturity of the Closing Date Term Loans that constitute Term A Loans and (B) the maturity date of any Incremental Term B Loans (including any Refinancing Term Loans) shall be no earlier than the Maturity Date of the Closing Date Term Loans that constitute Term B Loans and the Weighted Average Life to Maturity of such Incremental Term B Loans shall be not shorter than the Weighted Average Life to Maturity of the Closing Date Term Loans that constitute Term B Loans; (vi) in the case of Incremental Revolving Commitments, (A) the maturity date of such Incremental Revolving Commitments shall be the same as the Maturity Date of the Revolving Credit Facility, (B) such Incremental Revolving Commitments shall require no scheduled amortization or mandatory commitment reduction prior to the Maturity Date of the Revolving Credit Facility and (C) the Incremental Revolving Commitments shall be on the exact same terms and pursuant to the exact same documentation applicable to the Revolving Credit Facility; (vii) in the case of an Incremental Revolving Facility, (A) the maturity date of such Incremental Revolving Facility shall be no earlier than the Maturity Date of the Revolving Credit Facility, (B) such Incremental Revolving Facility shall require no scheduled amortization or mandatory commitment reduction prior to the Maturity Date of the Revolving Credit Facility, (C) the Incremental Revolving Facility shall be on substantially the same terms and pursuant to substantially the same documentation applicable to the Revolving Credit Facility, and (D) borrowings and repayments under the Incremental Revolving Facility shall be made on a pro rata basis with the Revolving Credit Facility; (viii) the interest rate margins, prepayment premiums, call protection, the maturity date of any Incremental Term Loans (subject to clause (v) above) and (subject to clauses (v) and (vii) above, as appropriate) amortization schedule applicable to any Incremental Term Loans or Incremental Revolving Facilities shall be determined by the Borrower and the lenders thereunder; provided that in the event that the total all in interest rate margins for any Incremental Term B Loans (other than Refinancing Term Loans) that are secured by a Lien on the Collateral on a pari passu basis with the Lien securing the Closing Date Term Loans and incurred on or prior to the date that is 12 months after the Closing Date are higher than the interest rate margins for the Closing Date Term Loans that constitute Term B Loans by more than 50 basis points, then the interest rate margin for the Closing Date Term Loans constituting Term B Loans shall be increased to the extent necessary so that such interest rate margin is equal to the interest rate margin for such Incremental Term B Loans minus 50 basis points; provided, further, that, in determining the interest rate margins applicable to the Incremental Term B Loans and Closing Date Term Loans constituting Term B Loans, (A)(1) customary arrangement, commitment, underwriting, structuring and/or amendment fees (regardless of whether any such fees are paid to or shared in whole or in part with any lender) shall be excluded and (2) any other fee that is not payable to all relevant lenders generally shall be excluded, (B) original issue discount (“OID”) and upfront fees paid to the lenders thereunder shall be included (with OID being equated to interest based on assumed four-year life to maturity or, if shorter, the actual weighted average life to maturity) and (C) if the Incremental Term B Loans include an interest rate floor greater than the applicable interest rate floor under the Closing Date Term Loans constituting Term B Loans, such differential between interest rate floors shall be equated to the applicable interest rate margin for purposes of determining whether an increase to the interest rate margin under the Closing Date Term Loans shall be required, but only to the extent an increase in the interest rate floor in the Closing Date Term Loans constituting Term B Loans, would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the interest rate margin) applicable to the Closing Date Term Loans constituting Term B Loans, as applicable, shall be increased to the extent of such differential between interest rate floors; (ix) any Incremental Term A Loans, for purposes of mandatory prepayments, shall be treated no more favorably than the Closing Date Term Loans constituting Term A Loans; (x) any Incremental Term B Loans, for purposes of mandatory prepayments, shall be treated no more favorably than the Closing Date Term Loans constituting Term B Loans; (xi) any Incremental Term Loans or any Incremental Revolving Facility (other than Refinancing Term Loans and Refinancing Revolving Commitments) shall be on terms and pursuant to documentation to be determined and shall be subject to an Intercreditor Agreement (if applicable); provided that, to the extent such terms and documentation are not consistent with the Closing Date Term Loans or the Revolving Credit Facility, as the case may be (except to the extent permitted by clauses (v), (vii), (viii), (ix) and (x) above or that apply only after the Maturity Date of the Closing Date Term Loans or the Revolving Credit Facility, as the case may be), they shall be reasonably satisfactory to the Administrative Agent (it being understood that any terms and conditions that are more restrictive than the terms applicable to the Closing Date Term Loans or the Revolving Credit Facility shall be deemed reasonably satisfactory to the Administrative Agent so long as the Lenders under the Closing Date Term Loans or the Revolving Credit Facility receive the benefit of such terms or conditions through the addition to this Agreement (which shall not require the consent of any existing Lenders)); provided, further, that, in the case of any Refinancing Term Loans and Refinancing Revolving Commitments, (A) the terms and conditions of such Incremental Term Loans and Incremental Revolving Loan Commitments incurred during Facility (excluding pricing, call protection and optional prepayment or redemption terms) reflect market terms on the term date of this Agreement shall not exceed incurrence as reasonably determined by the Maximum Incremental Facilities Amount; Borrower, (iiB) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist; (iv) Incremental Term Loans or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency (it being understood that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Lenders providing such Incremental Term Loans or Incremental Revolving Facility shall be subject to an Intercreditor Agreement (if applicable) and (C) such Incremental Term Loans or Incremental Revolving Facility shall not contain covenants (including financial maintenance covenants), taken as a whole, that are materially tighter than (or in addition to) those contained in this Agreement (except for covenants applicable only to the period after the Maturity Date of the Closing Date Term Loans constituting Term B Loans); and (xii) each Incremental Facility shall be in an integral multiple of $1,000,000 and be in an aggregate principal amount that is not less than (A) $25,000,000 in the case of any Incremental Term Loans or Incremental Term Loan Increases or (B) $10,000,000 in the case of any Incremental Revolving Facilities or Incremental Revolving Commitments; provided that such amount may be less than the applicable minimum amount if such amount represents all the remaining availability hereunder as set forth above. (c) Each notice from the Borrower pursuant to this Section shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans, Incremental Term Loan Increases, Incremental Revolving Facilities and/or Incremental Revolving Commitments. Any additional bank, financial institution, existing Lender or other Person that elects to provide the applicable Incremental Facility shall be an Eligible Assignee that is reasonably satisfactory to the Borrower and the Administrative Agent (any such bank, financial institution, existing Lender or other Person being called an “Additional Lender”) and, if not already a Lender, shall become a Lender under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Nexstar Media, the Borrower, such Additional Lender and the Administrative Agent. Each Incremental Facility Amendment shall include a supplement to the Facilities Schedule. No Incremental Facility Amendment shall require the consent of any Lenders other than the Additional Lenders with respect to such Incremental Facility Amendment. Commitments in respect of any Incremental Facilities shall become Commitments under this Agreement. An Incremental Facility Amendment may, without the consent of any other Lenders, effect such amendments to any Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.14. The proceeds of any Incremental Term Loans and Incremental Term Loan Increases will be used only for general corporate purposes (including Permitted Acquisitions);. Upon each increase in the Aggregate Commitments pursuant to this Section, each Revolving Credit Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Incremental Revolving Commitment (each a “Incremental Revolving Lender”) in respect of such increase, and each such Incremental Revolving Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Credit Lender’s participations hereunder in outstanding Letters of Credit and Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (A) participations hereunder in Letters of Credit and (B) participations hereunder in Swing Line Loans held by each Revolving Credit Lender (including each such Incremental Revolving Lender) will equal the percentage of the aggregate Revolving Credit Commitments of all Revolving Credit Lenders represented by such Revolving Credit Lender’s Commitment. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence.

Incremental Credit Extensions. (a) The At any time and subject to the terms and conditions of this Section 2.24, the Borrower may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request (i) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or and/or (ii)(Aii) request one or more increases in the amount of the Revolving Loan Commitments Aggregate Commitment (any each such increase or new commitmentincrease, a “Revolving Loan Commitment Increase”) and/or with the consent of the Administrative Agent but without the consent of any Lender not providing such Incremental Term Loans or Commitment Increases, as the case may be; provided that the aggregate amount of all Incremental Term Loans and all Commitments (after giving effect to all Commitment Increases) shall not exceed $225,000,000. Any tranche of Incremental Term Loans (A) shall be available to the Borrower in Dollars and (B) shall rank pari passu in right of payment and security with the establishment Revolving Loans, (C) shall not mature earlier than the Facility Termination Date (but may have amortization prior to such date, may be required to be mandatorily prepaid in full prior to prepayment of one the Revolving Loans, and may permit voluntary prepayments by the Borrower) and (D) except as set forth above, shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans; provided that (1) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Facility Termination Date may provide for material additional or more new different financial or other covenants or prepayment requirements applicable only during periods after the Facility Termination Date and (2) the Incremental Term Loans may be priced differently than the Revolving Loans. (b) Each tranche of Incremental Term Loans and each Commitment Increase shall be in a minimum amount of $10,000,000 and integral multiples of $5,000,000. A commitment to make Incremental Term Loans shall become an “Incremental Term Loan Commitment” under this Agreement, and a commitment to participate in a Commitment Increase shall become a “Commitment” (or in the case of a Commitment Increase to be provided by an existing Lender, an increase in such Lender’s Commitment) under this Agreement, in any such case, pursuant to a “Commitment and Acceptance” substantially in the form of Exhibit C (a “Commitment and Acceptance”). Any request for a tranche of Incremental Term Loans or a Commitment Increase shall be made in a written notice (an “Increase Notice”) given to the Administrative Agent by the Borrower not less than ten Business Days (or such other period agreed to between the Administrative Agent and the Borrower) prior to the proposed effective date therefor, which Increase Notice shall specify the amount of the proposed tranche of Incremental Term Loans or the Commitment Increase, as the case may be, and the proposed effective date thereof. Incremental Term Loans may be made, and Commitment Increases may be provided, by any existing Lender or by any other bank or other financial institution (any such other bank or other financial institution, a “Proposed New Lender”) as determined by the Administrative Agent and the Borrower; provided that any Proposed New Lender in the case of a Commitment Increase shall be consented to by the LC Issuer and Swing Line Lender. The Administrative Agent shall notify the Borrower and the Lenders on or before the Business Day immediately prior to the proposed effective date of the tranche of Incremental Term Loan Commitments (any such new commitmentand the related Incremental Term Loans) or the Commitment Increase, a “of the amount of each Lender’s and Proposed New Revolving Loan Commitment” and, together with Revolving Lender’s Incremental Term Loan Commitment Increasesor new or increased Commitment, as applicable, and the resulting aggregate amount of the tranche of Incremental Term Loan Commitments (and the related Incremental Term Loans) or the amount of the Aggregate Commitment, as the case may be, which amount shall be effective on the following Business Day, subject to the satisfaction of the conditions described in clause (c) below. (c) Without limiting the applicability of any conditions to Advances set forth in this Agreement, the “effectiveness of any tranche of Incremental Revolving Term Loan Commitments” and, such loans thereunder, Commitments (and the “corresponding availability of the related Incremental Revolving Term Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that) and the effectiveness of each Commitment Increase shall be subject to the following conditions precedent: (i) The aggregate amount Both as of the date of the applicable Increase Notice and as of the proposed effective date of such Incremental Term Loans and Incremental Revolving Loan Commitments incurred during (and related Incremental Term Loans) or Commitment Increase, (x) all representations and warranties under Article V and the term other Loan Documents shall be true and correct in all material respects as though made on such date (except with respect to any representation or warranty expressly stated to have been made as of this Agreement a specific date which shall not exceed have been true and correct in all material respects as of such specified date), (y) no event shall have occurred and then be continuing which constitutes an Unmatured Default or a Default and (z) the Maximum Borrower shall have demonstrated to the Administrative Agent’s reasonable satisfaction that, as of the proposed effective date of the Commitment Increase or Incremental Facilities AmountTerm Loan Commitments, as the case may be, after giving effect thereto, the Borrower and its Subsidiaries are in compliance on a pro forma basis with the covenants contained in Section 6.17 recomputed as of the last day of the most recently ended fiscal quarter of the Borrower for which financial statements are available, as if such Commitment Increase or Incremental Term Loan Commitments, as applicable, had been effective as of the first day of each relevant period for testing such compliance; (ii) No Person the Borrower, the Administrative Agent and each Proposed New Lender or Lender that shall be an obligor under any have agreed to provide a commitment in support of such Incremental Facility that is not Term Loans or Commitment Increase shall have executed and delivered a Loan Party with respect to all Loans Commitment and Commitments,Acceptance; (iii) BothSubject counsel for the Loan Parties shall have provided to the Certain Funds Provision, both at Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall existAdministrative Agent; (iv) the Borrower, the Guarantors and the Proposed New Lenders shall otherwise have executed and delivered such other instruments and documents as may be required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase (including, in the case of a tranche of Incremental Term Loans, an amendment to, or amended and restatement of, this Agreement and, as appropriate, the other Loan Documents (an “Incremental Term Loan Amendment”), executed by the Borrower, each Lender agreeing to provide such Incremental Term Loans, if any, each Proposed New Lender, if any, and the Administrative Agent, which amendment or amendments 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 reasonable opinion of the Administrative Agent, to effect such Incremental Term Loans or Incremental Revolving in accordance with this Section 2.24), and each Loan Commitments may be denominated in Dollars or an Alternate Currency Party shall have reaffirmed its obligations, and the Liens granted, under the Loan Documents; and (it being understood that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided v) in the applicable Incremental Amendment which are acceptable case of a Commitment Increase, the Administrative Agent shall have administered the reallocation of the Outstanding Credit Exposures on the effective date of such increase ratably among the Lenders (including new Lenders) after giving effect to such increase; provided, that (1) the Borrower hereby agree to compensate the Lenders for all losses, expenses and liabilities incurred by any Lender in connection with the sale or assignment of any Eurodollar Loan resulting from such reallocation on the terms and in the manner set forth in Section 3.3, and (2) the Administrative Agent and the Lenders providing such hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the reallocations effected pursuant to this clause (v). Upon satisfaction of the conditions precedent to any tranche of Incremental Term Loans or Commitment Increase, the Administrative Agent shall promptly advise the Borrower and each Lender of the effective date thereof (each such effective date, an “Increase Effective Date”). Upon any Increase Effective Date that is supported by a Proposed New Lender, such Proposed New Lender shall become a party to this Agreement as a Lender and shall have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment or other requirement on the part of any Lender to make Incremental Revolving Loan Commitments);Term Loans or increase its Commitment at any time.

Incremental Credit Extensions. (a) The Borrower may at At any time or and from time to time after time, subject to the Closing Dateterms and conditions set forth herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request to increase the amount of Term Loans or add one or more additional tranches of term loans (the commitments thereof, the “Incremental any such Term Loan Commitment”, the loans thereunderLoans or additional tranche of term loans, the “Incremental Term Loans” or the “Incremental Facilities”). Notwithstanding anything to contrary herein, the aggregate principal amount of all Incremental Facilities (other than Refinancing Term Loans) (determined at the time of incurrence), together with the aggregate principal amount of all Permitted Alternative Incremental Facilities Debt, shall not exceed the sum of (i) the Unrestricted Incremental First Lien Amount minus the aggregate principal amount of “Incremental Term Loans” and “Permitted Alternative Incremental Facilities Debt” incurred under the Unrestricted Incremental Second Lien Amount (each as defined in the Second Lien Credit Agreement) plus (ii) the amount of any voluntary prepayments, repurchases, redemptions or other retirements of the Term Loans effected after the Closing Date (including pursuant to debt buy-backs made by any Parent, the Borrower or any Restricted Subsidiary pursuant to “Dutch Auction” procedures and open market purchases permitted hereunder, in an amount equal to the discounted amount actually paid in respect thereof, but excluding (A) any prepayment of Term Loans with the proceeds of substantially concurrent borrowings of new Loans hereunder and (B) prepayments with the proceeds of substantially concurrent incurrence of other long term Indebtedness (other than borrowings under the ABL Facility or other revolving indebtedness)) (this clause (ii), the “Voluntary Prepayment Amount”) plus (iii) unlimited additional Incremental Facilities and Permitted Alternative Incremental Facilities Debt so long as, after giving Pro Forma Effect thereto and after giving effect to any Permitted Acquisition consummated in connection therewith and all other appropriate Pro Forma Adjustments (but excluding the cash proceeds of any such Incremental Term Loans), the First Lien Senior Secured Leverage Ratio for the most recently ended Test Period shall not exceed 4.00:1.00 (or, to the extent such Incremental Term Loans are incurred in connection with any Permitted Acquisition or similar Investment not prohibited by the Loan Documents, the First Lien Senior Secured Leverage Ratio for the most recently ended Test Period does not exceed the greater of 4.00:1.00 and the First Lien Senior Secured Leverage Ratio immediately prior to such Permitted Acquisition or permitted Investment) (other than (x) amounts incurred concurrently with the incurrence of Indebtedness incurred in reliance on the Unrestricted Incremental First Lien Amount and/or the Voluntary Prepayment Amount and (y) amounts incurred concurrently or substantially concurrently with the incurrence of Indebtedness pursuant to drawings under the ABL Facility, in which case the First Lien Senior Secured Leverage Ratio may exceed 4.00:1.00, as a result of the incurrence of such amounts, and it being understood that Incremental Facilities may be incurred pursuant to this clause (iii) prior to utilization of the Unrestricted Incremental First Lien Amount and the Voluntary Prepayment Amount) (this clause (iii), the “Incremental Incurrence Test”). Each Incremental Facility shall be in an integral multiple of $1,000,000 and be in an aggregate principal amount that is not less than $5,000,000, provided that such amount may be less than the applicable minimum amount if such amount represents all the remaining availability hereunder as set forth above. Each Incremental Facility shall have the same guarantees as, and be secured on a pari passu basis by the same Collateral securing, all of the other Obligations hereunder. (b) Any Incremental Term Loans (other than Refinancing Term Loans) (i) for purposes of prepayments, shall be treated substantially the same as (and in any event no more favorably than) the Initial Term Loans, (ii) shall have interest rate margins and (subject to clauses (iii) and (iv)) amortization schedule as determined by the Borrower and the lenders thereunder (provided that, if the Effective Yield of any in the case of any Incremental Term Loans (or, as applicable, Permitted Alternative Incremental Facilities or Indebtedness permitted pursuant to Section 7.03(r)) incurred within one year after the Second Amendment Effective Date, (A) in an aggregate principal amount, together with any Permitted Alternative Incremental Facilities and Indebtedness permitted pursuant to Section 7.03(r), in excess of the greater of (I) $202,000,000 and (II) 100% of Consolidated EBITDA as of the most recent Test Period, (B) scheduled to mature prior to the date that is one (1) year after the Maturity Date applicable to the Initial Term Loans, (C) not incurred to finance a Permitted Acquisition or other similar Investment and (D) not constituting loans under any Qualifying Bridge Facility (any such Term Loans incurred within one year after the Second Amendment Effective Date and meeting the criteria of clauses (A) through (D) and the following proviso, “Qualifying Term Loans”), if the Effective Yield of such Incremental Term Loans incurred after the Closing Date exceeds the Effective Yield of the Initial Term Loans immediately prior to the effectiveness of the applicable Incremental Facility Amendment by more than 0.50% per annum, the Applicable Rate and/or, as set forth below, the interest rate floor relating to the Initial Term Loans shall be adjusted such that the Effective Yield of the Initial Term Loans is equal to the Effective Yield of such Incremental Term Loans minus 0.50% per annum (the foregoing, collectively, the “MFN Adjustment”); provided, further, that any increase in Effective Yield with respect to the Initial Term Loans due to the application of an interest rate floor to any Incremental Term Loan greater than the interest rate floor applicable to the Initial Term Loans shall be effected solely through an increase in the interest rate floor applicable to the Initial Term Loans), (iii) other than with respect to any Inside Maturity Debt, any Incremental Term Loan shall not have a final maturity date earlier than the Maturity Date applicable to the Initial Term Loans, (iv) other than with respect to any Inside Maturity Debt, any Incremental Term Loan shall not have a Weighted Average Life to Maturity that is shorter than the Weighted Average Life to Maturity of the Initial Term Loans and (v) except to the extent otherwise permitted by this Section 2.14, shall have the same terms and conditions as the Initial Term Loans (other than any terms and conditions that (x) apply only to periods after the then Latest Maturity Date with respect to the Term Loans, (y) are otherwise added for the benefit of the Term Lenders hereunder or (z) are otherwise reasonably satisfactory to the Administrative Agent). (c) [Reserved]. (d) Each notice from the Borrower pursuant to this Section 2.14 shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans. Any additional bank, financial institution, existing Lender or other Person that elects to extend Incremental Term Loans shall be reasonably satisfactory to the Borrower and the Administrative Agent (any such bank, financial institution, existing Lender or other Person being called an “Additional Lender”) and, if not already a Lender, shall become a Lender making under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Parents, the Borrower, such loansAdditional Lender, the Administrative Agent. No Lender shall be obligated to provide any Incremental Term Loans, unless it so agrees. Term Commitments in respect of any Incremental Term Loans shall become Term Commitments under this Agreement. An Incremental Facility Amendment may, without the consent of any other Lenders, effect such amendments to any Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.14. Any Incremental Facility Amendment shall be pursuant to documentation to be mutually agreed. (e) The effectiveness of any Incremental Facility Amendment shall, unless otherwise agreed to by the Administrative Agent and the Additional Lenders, be subject to the satisfaction on the date thereof (each, an “Incremental Term LenderFacility Closing Date”) or (ii)(A) request one or more increases in the amount of each of the Revolving Loan Commitments conditions set forth in Section 4.02 (any such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: it being understood that (i) The aggregate amount the representations and warranties of each Loan Party set forth in Section 4.02 being true and correct in all material respect (although any representations and warranties which expressly relate to a given date or period shall be true and correct in all material respects as of the respective date or for the respective period, as the case may be) and all references to “such date of such Credit Extension” shall be deemed to refer to the Incremental Term Loans Facility Closing Date) and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect subject to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to belowSection 1.09, no Default or Event of Default shall exist exist, or would result from such issuance of the proceeds of such Incremental Facility; provided in the case of Incremental Facilities the proceeds of which will be used to finance a Limited Condition Transaction, (1) the only representations and warranties that will be required to be true and correct in all material respects as of the applicable Incremental Facility Closing Date shall be the Specified Representations and (2) no Specified Events of Default shall be continuing at the time that such Limited Condition Transaction is consummated. The proceeds of any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist; (iv) Incremental Term Loans or will be used only for general corporate purposes (including (without limitation) Permitted Acquisitions). (f) Any portion of any Incremental Revolving Loan Commitments Facility incurred other than under the Incremental Incurrence Test may be denominated in Dollars or an Alternate Currency (it being understood that reclassified at any time, as the Borrower may elect from time to time, as incurred under the Incremental Incurrence Test if the Parents and the Borrower meet the applicable ratio under the Incremental Incurrence Test at such time on a Pro Forma Basis at any time subsequent to the incurrence of such Incremental Term Loan Facility (or Incremental Revolving Loan Commitment may would have met such ratio, in which case, such reclassification shall be utilized in Available Currencies as and deemed to have automatically occurred if not elected by the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Lenders providing such Incremental Term Loans or Incremental Revolving Loan CommitmentsBorrower);.

Incremental Credit Extensions. (a) The Borrower Borrowers may at any time or from time to time after the Closing Effective Date, by written notice delivered to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request (i) request one or more additional tranches Classes of term loans or additional term loans of the same Class of any existing Class of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans”), an “Incremental Term Lender”(ii) or (ii)(A) request one or more increases in the amount of the Revolving Loan Commitments of any Class (any each such increase or new commitmentincrease, a an “Incremental Revolving Loan Commitment Increase”) and/or or (Biii) the establishment of one or more new additional Classes of Revolving Loan Commitments (any such new commitment, a the “New Additional/Replacement Revolving Loan CommitmentCommitments,” and, together with the Incremental Term Loans and the Incremental Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving LenderFacilities”); provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect , after giving effect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Facility Amendment referred to below, no Event of Default shall exist below and be continuing at the time that any such Incremental Term Loan Loan, Incremental Revolving Commitment Increase or Additional/Replacement Revolving Commitment is made or effected (i) the First Lien Leverage Ratio shall be less than or equal to 1.50 to 1.00, calculated on a Pro Forma Basis (which shall assume that all such Incremental Facilities are secured by the Collateral on an equal priority basis (but without regard to the control of remedies) with the Liens securing the Secured Obligations whether or not so secured and shall assume, in the case of any Incremental Revolving Commitment Increase, that such commitments were fully drawn) and (and after giving effect theretoii) no Event of Default (except, in the case of the incurrence or provision of any Incremental Facility in connection with a Permitted Acquisition or other Investment not prohibited by the terms of this Agreement, no Significant Event of Default) shall exist;have occurred and be continuing unless, in connection with a Permitted Acquisition or another Investment not prohibited by the terms of this Agreement, customary “Sungard” or “certain funds” conditionality is otherwise agreed to by the Lenders providing such Incremental Facilities. Notwithstanding anything to contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof if such Incremental Facilities are denominated in dollars (unless the Borrowers and the Administrative Agent otherwise agree); provided that such amount may be less than $5,000,000 if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (b) The Incremental Term Loans (i) shall rank equal in right of payment with the Term Loans, shall be secured only by the Collateral securing the Secured Obligations and shall only be guaranteed by the Loan Parties, (ii) shall not mature earlier than the Term Maturity Date, (iii) shall not have a shorter Weighted Average Life to Maturity than the remaining Term Loans (without giving effect to any prepayments), (iv) shall have a maturity date (subject to clause (ii)), an amortization schedule (subject to clause (iii)), and interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, funding discounts, original issue discounts and prepayment terms and premiums for the Incremental Term Loans as determined by the Borrowers and the lenders of the Incremental Term Loans; provided that in the event that the Effective Yield for any Incremental Term Loans (excluding any Incremental Term Loans in an aggregate amount not to exceed $5,000,000) incurred after the Effective Date is greater than the Effective Yield for the Term Loans by more than 0.50% per annum, then the Effective Yield for the Term Loans shall be increased to the extent necessary so that the Effective Yield for the Term Loans are equal to the Effective Yield for the Incremental Term Loans minus 0.50% per annum (provided that the “LIBOR floor” applicable to the outstanding Term Loans shall be increased to an amount not to exceed the “LIBOR floor” applicable to such Incremental Term Loans prior to any increase in the Applicable Rate applicable to such Term Loans then outstanding); and (v) may otherwise have terms and conditions different from those of the Term Loans (including currency denomination); provided that (x) except with respect to matters contemplated by clauses (ii), (iii) and (iv) above, any differences shall be reasonably satisfactory to the Administrative Agent (except for covenants and other provisions applicable only to the periods after the Latest Maturity Date) and (y) the documentation governing any Incremental Term Loans may include a financial maintenance covenant and any related equity cure, it being understood that, to the extent that any financial maintenance covenant and any related equity cure are added for the benefit of any Incremental Term Loan, no consent shall be required from the Administrative Agent or any of the Term Lenders to the extent that such financial maintenance covenant is (1) also added for the benefit of any existing Loans or (2) only applicable after the Latest Maturity Date. (c) The Incremental Revolving Loan Commitment Increase shall be treated the same as the Class of Revolving Commitments may being increased (including with respect to maturity date thereof) and shall be denominated in Dollars or an Alternate Currency considered to be part of the Class of Revolving Loans being increased (it being understood that any such Incremental Term Loan or that, if required to consummate an Incremental Revolving Loan Commitment Increase, the pricing, interest rate margins, rate floors and undrawn commitment fees on the Class of Revolving Commitments being increased may be utilized in Available Currencies as increased and additional upfront or similar fees may be payable to the extent provided lenders providing the Incremental Revolving Commitment Increase (without any requirement to pay such fees to any existing Revolving Lenders)). (d) The Additional/Replacement Revolving Commitments (i) shall rank equal in right of payment with the Revolving Loans, shall be secured only by the Collateral securing the Secured Obligations and shall only be guaranteed by the Loan Parties, (ii) shall not mature earlier than the Revolving Maturity Date and shall require no mandatory commitment reduction prior to the Revolving Maturity Date, (iii) shall have interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, undrawn commitment fees, funding discounts, original issue discounts, prepayment terms and premiums and commitment reduction and termination terms as determined by the Borrowers and the lenders of such commitments, (iv) shall contain borrowing, repayment and termination of Commitment procedures as determined by the Borrowers and the lenders of such commitments, (v) may include provisions relating to letters of credit, as applicable, issued thereunder, which issuances shall be on terms substantially similar (except for the overall size of such subfacilities, the fees payable in connection therewith and the identity of the letter of credit issuer, as applicable, which shall be determined by the Borrowers, the lenders of such commitments and the applicable letter of credit issuers and borrowing, repayment and termination of commitment procedures with respect thereto, in each case which shall be specified in the applicable Incremental Amendment which are Facility Amendment) to the terms relating to the Letters of Credit with respect to the applicable Class of Revolving Commitments or otherwise reasonably acceptable to the Administrative Agent and (vi) may otherwise have terms and conditions different from those of the Revolving Credit Facility (including currency denomination); provided that (x) except with respect to matters contemplated by clauses (ii), (iii), (iv) and (v) above, any differences shall be reasonably satisfactory to the Administrative Agent (except for covenants and other provisions applicable only to the periods after the Latest Maturity Date) and (y) the documentation governing any Additional/Replacement Revolving Commitments may include financial maintenance covenant or related equity cure so long as the Administrative Agent shall have been given prompt written notice thereof and this Agreement is amended to include such financial maintenance covenant or related equity cure for the benefit of each facility (provided, further, however, that, if the applicable new financial maintenance covenant is a “springing” financial maintenance covenant for the benefit of such revolving credit facility or covenant only applicable to, or for the benefit of, a revolving credit facility, such financial maintenance covenant shall be automatically included in this Agreement only for the benefit of each revolving credit facility hereunder (and not for the benefit of any term loan facility hereunder)). (e) Each notice from the Borrowers pursuant to this Section shall be given in writing and shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans, Incremental Revolving Commitment Increases or Additional/Replacement Revolving Commitments. (f) Commitments in respect of Incremental Term Loans, Incremental Revolving Commitment Increases and Additional/Replacement Revolving Commitments pursuant to this Agreement shall become Commitments (or in the case of an Incremental Revolving Commitment Increase to be provided by an existing Lender with a Revolving Commitment, an increase in such Lender’s applicable Revolving Commitment) under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Holdings, the Borrowers, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. An Incremental Facility may be provided, subject to the prior written consent of the Borrowers and the Issuing Banks (to the extent such consent would be required for an assignment pursuant to Section 9.04) (in each case, such consent not to be unreasonably withheld), by any existing Lender (it being understood that (i) the Borrowers shall first seek Commitments in respect of Incremental Term Loans, Incremental Revolving Commitment Increases and Additional/Replacement Revolving Commitments from the Term Lenders party hereto on the Effective Date (solely to the extent such Term Lenders remain Term Lenders at any such time) by providing prior notice of its intention to seek such Commitments pursuant to this Section (each of which existing Lender shall be entitled to agree or decline to participate in its sole discretion) and, if such existing Lenders do not agree to provide such Incremental Term Loans or Loans, Incremental Revolving Commitment Increases and/or Additional/Replacement Revolving Commitments within 10 Business Days after such notice, the Borrowers may seek Commitments from additional banks, financial institutions and other institutional lenders or investors who will become Lenders in connection with such Incremental Term Loans, Incremental Revolving Commitment Increases and Additional/Replacement Revolving Commitments and (ii) no existing Lender shall have the right to participate in any Incremental Loans or, unless it agrees, be obligated to provide any Incremental Loans) or by any Additional Lender. Incremental Term Loans and loans under Incremental Revolving Commitment Increases and Additional/Replacement Revolving Commitments pursuant to this Agreement shall be a “Loan” for all purposes of this Agreement and the other Loan CommitmentsDocuments. The Incremental Facility Amendment may, subject to Section 2.14(c);, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary, in the reasonable opinion of the Administrative Agent and the Borrowers, to effect the provisions of this Section 2.20 (including, in connection with an Incremental Revolving Commitment Increase, to reallocate Revolving Exposure on a pro rata basis among the relevant Revolving Lenders). The effectiveness of any Incremental Facility Amendment and the occurrence of any credit event (including the making (but not the conversion or continuation) of a Loan and the issuance, increase in the amount, or extension of a Letter of Credit thereunder) pursuant to such Incremental Facility Amendment shall be subject to the satisfaction of such conditions as the parties thereto shall agree. The Borrowers will use the proceeds of the Incremental Term Loans, Incremental Revolving Commitment Increases and Additional/Replacement Revolving Commitments for any purpose not prohibited by this Agreement. (g) Notwithstanding anything to the contrary, this Section 2.20 shall supersede any provisions in Section 2.18 or Section 9.02 to the contrary.

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time after the Closing DateEffective Date and during the Availability Period, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders)Agent, (i) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount of the Revolving Loan Credit Commitments (any such increase or new commitmenteach, a “Revolving Loan Commitment Credit Facility Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: provided, however, that (i) The the aggregate amount of Incremental Term Loans all Revolving Credit Facility Increases shall not exceed $500,000,000, (ii) each Revolving Credit Facility Increase shall be in an amount not less than $25,000,000 and Incremental (ii) no more than two Revolving Loan Commitments incurred during Credit Facility Increases may be requested in the term of aggregate. Nothing in this Agreement shall be construed to obligate the Administrative Agent, the Arrangers or any Agent or Lender to negotiate for (whether or not exceed in good faith), solicit, provide or consent to any Revolving Credit Facility Increase. The Administrative Agent shall promptly notify each Lender of each proposed Revolving Credit Facility Increase and of the Maximum Incremental Facilities Amount; proposed terms and conditions therefor agreed between the Borrower and the Administrative Agent. Each such Lender (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject each of their Affiliates and Approved Funds, subject to the Certain Funds Provisionapproval of the Administrative Agent, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred approval shall not to belowbe unreasonably withheld, no Event of Default shall exist and be continuing at the time that any conditioned or delayed) may, in its sole discretion, commit to participate in such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist; (iv) Incremental Term Loans or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency (it being understood that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which are acceptable Credit Facility Increases by forwarding its commitment therefor to the Administrative Agent in form and substance satisfactory to the Administrative Agent. The Administrative Agent shall allocate, in its sole discretion but in amounts not to exceed for each such Lender the commitment received from such Lender, Affiliate or Approved Fund, the Revolving Credit Facility Increase commitments to be made as part of such Revolving Credit Facility Increase to the Lenders from which it has received such written commitments. If the Administrative Agent does not receive enough commitments from existing Lenders or their Affiliates or Approved Funds, it may, after consultation with the Borrower, allocate to Eligible Assignees any excess of the proposed amount of such Revolving Credit Facility Increase agreed with the Borrower over the aggregate amounts of the commitments received from existing Lenders or their Affiliates or Approved Funds. Each Revolving Credit Facility Increase shall become effective on a date agreed by the Borrower and the Administrative Agent (each, a “Commitment Increase Date”), which shall be in any case on or after the date of satisfaction of the conditions precedent set forth in Section 4.03. The Administrative Agent shall notify the Lenders providing and the Borrower, on or before 1:00 p.m., New York City time, on the day following a Commitment Increase Date of the effectiveness of a Revolving Credit Facility Increase, as applicable, and shall record in the Register all applicable additional information in respect of such Incremental Term Revolving Credit Facility Increase. On the Commitment Increase Date, each Lender or Eligible Assignee participating in such Revolving Credit Facility Increase shall be deemed to purchase and assume from each existing Lender having Revolving Credit Loans and participations in Letters of Credit and Swingline Loans outstanding on such Commitment Increase Date, without recourse or Incremental warranty, an undivided interest and participation, to the extent of such Lender’s Applicable Percentage of the new Revolving Loan CommitmentsCredit Commitments (after giving effect to such Revolving Credit Facility Increase);, in the aggregate outstanding Revolving Credit Loans and participations in Letters of Credit and Swingline Loans, so as to ensure that, on the Commitment Increase Date after giving effect to such Revolving Credit Facility Increase, each Lender is owed only its Applicable Percentage of the Revolving Credit Loans and participations in Letters of Credit and Swingline Loans outstanding on such Commitment Increase Date.

Incremental Credit Extensions. (a) The Borrower Company may at any time or from time to time after the Closing Amendment No. 7 Effective Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the applicable Lenders), request (ix) request one or more increases in any existing tranche of Term Loans or one or more additional tranches of term loans loan commitments (the commitments thereof, the “Incremental Term Loan Commitment”, Commitments” and the loans made thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(Ay) request one or more increases in the amount of the Revolving Loan Credit Commitments and/or additional tranches of Revolving Credit Commitments (any each such increase or new commitmentadditional tranche, a an “Incremental Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Credit Commitment” and, together with and the Revolving Loan Commitment IncreasesCredit Loans made pursuant thereto, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Credit Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); , provided that: that (i) The immediately prior to and after giving effect to the effectiveness of any Incremental Amendment referred to below (including, in the case of any Incremental Term Loan, after giving effect thereto), no Event of Default (or in connection with any Limited Condition Transaction no Event of Default under Article 8(a) or Article 8(f)) shall have occurred and be continuing, (ii) the aggregate principal amount of Incremental Term Loans and Incremental Revolving Loan Credit Commitments that shall be incurred during the term of this Agreement or that shall become effective shall not exceed exceed, together with any Indebtedness incurred pursuant to Section 7.02(y), the Maximum Incremental Facilities Cap Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, , (iii) BothSubject to the Certain Funds Provisionrepresentations and warranties in Article 4 (or, both at the time option of any such request and upon the effectiveness Company, in the case of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist; (iv) Incremental Term Loans or Incremental Revolving Loan Credit Commitments may incurred to finance a Limited Condition Transaction, the Specified Representations) shall be denominated true and correct in Dollars or an Alternate Currency all material respects (it being understood except that any representation and warranty that is qualified by materiality shall be true and correct in all respects) on and as of the effective date of such Incremental Term Loan or Incremental Revolving Loan Credit Commitment may be utilized in Available Currencies as and to (or, at the extent provided option of the Company, in the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Lenders providing such case of Incremental Term Loans or Incremental Revolving Credit Commitments incurred to finance a Limited Condition Transaction, on the date on which the definitive agreement for such acquisition or investment is entered into) (except to the extent such representations and warranties are specifically made as of a particular date, in which case such representations and warranties shall be true and correct in all material respects (except that any representation and warranty that is qualified by materiality shall be true and correct in all respects) as of such date); (iv) each tranche of Incremental Term Loans shall be in an aggregate principal amount that is not less than $25,000,000 and each Incremental Revolving Credit Commitment shall be in an aggregate principal amount that is not less than $5,000,000 provided that, in each case, such amount may be less than such amount if (x) such amount represents all remaining availability under the limit set forth in clause (ii) above or (y) if otherwise agreed to by the Administrative Agent, (v) if an Incremental Revolving Credit Commitment is requested, the Company shall have delivered to the Administrative Agent a certificate demonstrating in reasonable detail that after giving effect to the incurrence of such Incremental Revolving Credit Commitment (assuming a full drawing thereof) and the use of proceeds thereof on a Pro Forma Basis the Company would be in compliance with the Financial Covenants recomputed as of the end of the most recently ended Test Period; (vi) the Company shall deliver to the Administrative Agent (a) a certificate of each Loan Party dated as of the date of such increase signed by an authorized officer of such Loan Party certifying and attaching resolutions adopted by the board of directors or equivalent governing body of such Loan Party approving such increase and (b) customary opinions of legal counsel to the Loan Parties, addressed to the Administrative Agent and each lender under the Incremental Term Loans or Incremental Revolving Credit Commitment, as applicable, on the date thereof, dated as of the effective date of such increase and (vii) there shall be not more than two separate tranches of Revolving Credit Commitments and Incremental Revolving Credit Commitments in effect at any time, excluding Incremental Revolving Credit Commitments with identical terms to the 2024 Extended Revolving Credit Commitments and the 2024 Non-Extended2026 Extended Revolving Credit Commitments);.

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time after the Closing Date, by notice to (x) with respect to New Term Commitments, the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders) and (y) with respect to New Revolving Credit Commitments, the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request (i) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and ”), which may be of the same facility as any existing Term Loans (a Lender making such loans“Term Loan Increase”) or a separate class of Term Loans (collectively with any Term Loan Increase, an the “Incremental New Term LenderCommitments”) or (ii)(Aii) request one or more increases in the amount of the Revolving Loan Credit Commitments of any Class (any each such increase or new commitmentincrease, a “Revolving Loan Commitment Increase”) and/or (B) ” and, the establishment of one or more new Revolving Loan Commitments (any such new commitmentcommitments with respect thereto, a the “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Credit Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: (i) The aggregate amount of Incremental Term Loans that both immediately before and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon immediately after the effectiveness of any Incremental Amendment referred to belowbelow (or, in the case of a Permitted Acquisition, on the date of the execution of (x) the definitive agreement in connection therewith and (y) any Commitment in respect of Incremental Term Loans or New Revolving Credit Commitments therefor), no Event of Default shall exist exist. Each tranche of Incremental Term Loans shall be in an aggregate principal amount that is not less than $5,000,000 (provided that such amount may be less than $5,000,000 if such lesser amount is approved by the Administrative Agent or such amount represents all remaining availability under the limit set forth in the next sentence) and each New Revolving Credit Commitment shall be continuing at in an aggregate principal amount that is not less than $1,000,000. Notwithstanding anything to the time that contrary herein, the aggregate amount of the Incremental Term Loans, when added to the aggregate amount of New Revolving Credit Commitments and any Incremental Equivalent Debt incurred on or prior to the date of incurrence of such Incremental Term Loan is made Loans and/or New Revolving Credit Commitments, as applicable, shall not exceed the Available Incremental Amount. (b) The terms and provisions of New Revolving Credit Commitments (and after giving the Loans in respect thereof) shall be the same as the terms and provisions of the Revolving Credit Facility and the New Revolving Credit Commitments (and the Loans in respect thereof) shall be made part of the Revolving Credit Facility. (c) The terms and provisions of New Term Commitments (and the Loans in respect thereof), of any Class shall be as agreed between the Borrower and the lenders providing such New Term Commitments, provided that: (i) such New Term Commitments shall rank pari passu or junior in right of payment and of security with the Term Loans made on the Closing Date, or may be unsecured, (ii) Incremental Term Loans shall not mature earlier than the Original Term Loan Maturity Date, (iii) Incremental Term Loans shall have a Weighted Average Life to Maturity of no less than the Weighted Average Life to Maturity as then in effect thereto) no Event of Default shall exist;for the Term Loans, (iv) subject to clauses (ii) and (iii) above, the amortization schedule applicable to any Incremental Term Loans or Incremental Revolving Loan Commitments may shall be denominated in Dollars or an Alternate Currency determined by the Borrower and the Lenders thereunder, (it being understood that v) the interest rate margin applicable to any such Incremental Term Loan or Incremental Revolving Loan Commitment may Loans will be utilized in Available Currencies as and to determined by the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent Borrower and the Lenders providing such Incremental Term Loans; provided that in the event that the All-In Yield applicable to any Incremental Term Loans which are pari passu in right of payment and security with the Term Loans made on the Closing Date and exceeds the All-In Yield of any then existing Class of Term Loans which is pari passu in right of payment and security with the Term Loans made on the Closing Date and at such time by more than 50 basis points, then the interest rate margins for each such Class of Term Loans shall be increased to the extent necessary so that the All-In Yield of such Term Loans is equal to the All-In Yield of such Incremental Term Loans minus ▇▇ ▇▇▇▇▇ ▇▇▇▇▇▇, (▇▇) the Incremental Term Loans will share ratably in right of prepayment with the Term Loans pursuant to Section 2.05(b) or otherwise; provided that the Incremental Term Loans may, as the Borrower and the lenders in respect thereof may determine in their sole discretion, be afforded lesser payments, and (vii) except as set forth above, the material terms of any such New Term Commitments (and the Loans in respect thereof) shall be consistent with the Term Loans; provided that (A) except as provided in the preceding clauses (i) through (vi), the terms and conditions applicable to such New Term Commitments may be materially different from those of the Term Loans to the extent such differences are reasonably acceptable to the Administrative Agent and (B) the interest rates and amortization schedule applicable to the Incremental Term Loans shall be determined by the Borrower and the lenders thereof. (d) Each notice from the Borrower pursuant to this Section 2.14 shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans or New Revolving Credit Commitments and the date on which the Borrower proposes that the same shall be effective (each, an “Incremental Amount Date”). Incremental Term Loans may be made, and New Revolving Credit Commitments may be provided, by any existing Lender or by any Additional Lender; provided that the Administrative Agent shall have consented (not to be unreasonably withheld or delayed) to such Lender’s or Additional Lender’s making such Incremental Term Loans or providing such New Revolving Credit Commitments if such consent would be required under Section 10.07(b) for an assignment of Loans or Revolving Credit Commitments, as applicable, to such Lender or Additional Lender. Commitments in respect of Incremental Term Loans and New Revolving Credit Commitments shall become Commitments (or in the case of New Revolving Credit Commitments to be provided by an existing Revolving Credit Lender, an increase in such Lender’s applicable Revolving Credit Commitment) under this Agreement pursuant to an amendment (an “Incremental Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Holdings, the Borrower, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. The Incremental Amendment 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 reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section 2.14. The effectiveness of (and, in the case of any Incremental Amendment for an Incremental Term Loan or New Revolving Credit Commitments, any Credit Extension under) any Incremental Amendment shall be subject to the satisfaction on the date thereof (each, an “Incremental Facility Closing Date”) of each of the conditions as the parties thereto shall agree, including, to the extent reasonably requested by the Administrative Agent, receipt by the Administrative Agent, of (a) (i) customary officer’s certificates and board resolutions and (ii) customary opinions of counsel to the Loan Parties, in each case, consistent with those delivered on the Closing Date (other than changes to legal opinions resulting from a change in law, change in fact or change to counsel’s form of opinion reasonably satisfactory to the Administrative Agent) and (b) supplemental or reaffirmation agreements and/or such amendments to the Collateral Documents and/or the Guaranty as may be reasonably requested by the Administrative Agent (including Mortgage amendments) in order to ensure that any New Term Commitment or New Revolving Credit Commitments (as applicable) are provided with the benefit of the applicable Loan Documents. The Borrower shall use the proceeds of the Incremental Term Loans, New Revolving Credit Commitments and Letters of Credit issued pursuant to any New Revolving Credit Commitments for any purpose not prohibited by this Agreement. No Lender shall be obligated to provide any Incremental Term Loans or New Revolving Credit Commitments, unless it so agrees. (e) Upon each increase in the Revolving Credit Commitments pursuant to this Section 2.14, (A) each Revolving Credit Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Revolving Commitment Increase (each, a “Revolving Credit Commitment Increase Lender”) in respect of such increase, and each such Revolving Credit Commitment Increase Lender will automatically and without further act be deemed to have assumed a portion of such Revolving Credit Lender’s participations hereunder in outstanding Letters of Credit, as the case may be, and Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (i) participations hereunder in Letters of Credit and (ii) participations hereunder in Swing Line Loans held by each Revolving Credit Lender (including each such Revolving Credit Commitment Increase Lender) will equal the percentage of the aggregate Revolving Credit Commitments of all Revolving Credit Lenders represented by such Revolving Credit Lender’s Revolving Credit Commitment and (B) if, on the date of such increase, there are any Revolving Credit Loans outstanding, such Revolving Credit Loans shall on or prior to the effectiveness of such Revolving Commitment Increase be prepaid from the proceeds of additional Revolving Credit Loans made hereunder (reflecting such increase in Revolving Credit Commitments);, which prepayment shall be accompanied by accrued interest on the Revolving Credit Loans being prepaid and any costs incurred by any Lender in accordance with Section 3.05. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (f) Any New Term Commitment may be designated a separate Class of New Term Commitments for all purposes of this Agreement. This Section 2.14 shall supersede any provisions in Section 2.05, Section 2.12, Section 2.13 or Section 10.01 to the contrary.

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request (i) request one or more additional tranches of term loans (the commitments thereof“New Term Loans”), which may be of the same Class as any existing Class of Term Loans (a “Term Loan Increase”) or a separate Class of Term Loans (collectively with any Term Loan Increase, the “Incremental New Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term LenderCommitments”) or (ii)(Aii) request one or more increases in the amount of the Revolving Loan Credit Commitments (any each such increase or new commitmentincrease, a “Revolving Loan Commitment Increase”) and/or (B) ” or the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Credit Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: (i) The aggregate amount of Incremental Term Loans that both immediately before and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon immediately after the effectiveness of any Incremental Amendment referred to below, (A) subject to the Borrower’s discretion to make an LCT Election in connection with a Term Loan Increase or New Term Commitments, no Event of Default shall exist and (B) except as provided in the immediately following proviso, the condition precedent in Section 4.02(a) shall be continuing satisfied; provided, that, with respect to any incurrence of Term Loans pursuant to an Incremental Amendment the purpose of which is to finance a Permitted Acquisition or permitted Investment, in each case, that is a Limited Condition Transaction (or if the Required Lenders otherwise consent), the foregoing requirement in (B) shall instead be that all Specified Representations (conformed as reasonably necessary for any such Investment or Permitted Acquisition, to reflect at the option of the Borrower customary “SunGard” representations) shall be true and correct in all material respects; provided further that, for purposes of funding any such New Term Loans, the conditions in clauses (A) and (B) may be waived in full or in part by Lenders holding more than 50% of the applicable aggregate New Term Commitments and New Term Loans to be incurred pursuant to such Incremental Amendment. Each tranche of New Term Loans shall be in an aggregate principal amount that is not less than $1,000,000 (provided that such amount may be less than $ 1,000,000 if such lesser amount is approved by the Administrative Agent or such amount represents all remaining availability under the limit set forth in the next sentence) and each New Revolving Credit Commitments shall be in an aggregate principal amount that is not less than $1,000,000 (provided that such amount may be less than $1,000,000 if such lesser amount is approved by the Administrative Agent or such amount represents all remaining availability under the limit set forth in the next sentence). Notwithstanding anything to the contrary herein, the aggregate principal amount of the New Term Loans at the time that of incurrence thereof, when added to the aggregate principal amount of New Revolving Credit Commitments and any Incremental Equivalent Debt incurred or issued substantially simultaneously with the incurrence of such New Term Loans and/or New Revolving Credit Commitments, as applicable, shall not exceed the Available Incremental Amount at the time of incurrence or issuance thereof. (b) The terms and provisions of New Term Commitments or New Revolving Credit Commitments, as the case may be (and the Loans in respect of the foregoing), of any Class shall be as agreed between the Borrower and the lenders providing such New Term Commitments or New Revolving Credit Commitment; provided, that: (i) such New Term Commitments and New Revolving Credit Commitments shall (x) rank pari passu in right of payment and of security with the Revolving Credit Loans made on the Closing Date and the Initial Term Loans made on the Amendment No. 2 Effective Date and (y) may not be (I) secured by any assets other than Collateral or (II) guaranteed by any Person other than a Guarantor, (ii) (x) New Term Loans shall not mature earlier than the Original Revolving Credit Maturity Date or the Original Term Loan is made Maturity Date and (y) New Term Loans shall have a Weighted Average Life to Maturity of no less than the Weighted Average Life to Maturity as then in effect for the Initial Term Loans (prior to any extension thereto), (iii) (x) the currency, discounts, premiums, fees, optional prepayment and after giving effect theretoredemptions terms, subject to clause (ii) no Event of Default above, and the maturity date and amortization schedule, in each case, applicable to any New Term Loans shall exist;be determined by the Borrower and the Lenders thereunder, and (y) the New Revolving Credit Commitments shall be on the same terms (excluding OID, upfront fees and arrangement, structuring or other fees payable in connection therewith) and pursuant to the same documentation applicable to the Revolving Credit Facility, (iv) Incremental the interest rate (including margin and floors) applicable to any New Term Loans or Incremental Revolving Loan Commitments may will be denominated in Dollars or an Alternate Currency (it being understood that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to determined by the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent Borrower and the Lenders providing such Incremental New Term Loans, (v) the New Term Loans may provide for the ability to participate on a pro rata basis or Incremental Revolving Loan Commitmentsless than pro rata basis (but not greater than a pro rata basis) in any voluntary repayments or prepayments of principal of Term Loans hereunder and on a pro rata basis or less than a pro rata basis (but not greater than a pro rata basis except in the case of a prepayment of such New Term Loans under Section 2.05(b)(iii)(B);) in any mandatory repayments or prepayments of principal of Term Loans hereunder, and

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time after the Closing Effective Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders)Agent, (i) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount of the Revolving Loan Credit Commitments (any such increase or new commitmenteach, a “Revolving Loan Commitment Credit Facility Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: provided, however, that (i) The the aggregate amount of all Incremental Term Loans and Revolving Credit Facility Increases shall not exceed $750,000,000, (ii) no Incremental Term Loans shall be requested later than one year prior to the Maturity Date with respect to the Term Loans, (iii) no Revolving Credit Facility Increase shall be requested later than one year prior to the Maturity Date with respect to the Revolving Credit Facility, (iv) each Incremental Term Loan Commitments incurred during and Revolving Credit Facility Increase shall be in an amount not less than $25,000,000 and (v) no more than two Incremental Term Loans and Revolving Credit Facility Increases may be requested in the term aggregate in any calendar year. The Incremental Term Loans (A) shall rank pari passu in right of payment with the Revolving Loans and the Term Loans, (B) shall not have a final maturity earlier than the Maturity Date with respect to the Term Loans (but may have amortization up to 10% of the principal amount thereof each year prior to such date), (C) shall have pricing (including fees, interest and original issue discount) that does not exceed the pricing for the Term Loans, and (D) except for any differences permitted hereby, the Incremental Term Loans shall have the same terms and conditions as the Term Loans. Nothing in this Agreement shall be construed to obligate the Administrative Agent, the Joint Lead Arrangers or any Agent or Lender to negotiate for (whether or not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under in good faith), solicit, provide or consent to any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist; (iv) Incremental Term Loans or any Revolving Credit Facility Increase. The Administrative Agent shall promptly notify each Lender of each proposed Incremental Term Loan and Revolving Loan Commitments may be denominated Credit Facility Increase and of the proposed terms and conditions therefor agreed between the Borrower and the Administrative Agent. Each such Lender (and each of their Affiliates and Approved Funds) may, in Dollars or an Alternate Currency (it being understood that any its sole discretion, commit to participate in such Incremental Term Loan or Incremental Loans and Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which are acceptable Credit Facility Increases by forwarding its commitment therefor to the Administrative Agent in form and substance satisfactory to the Lenders providing Administrative Agent. The Administrative Agent shall allocate, in its sole discretion but in amounts not to exceed for each such Lender the commitment received from such Lender, Affiliate or Approved Fund, the Incremental Term Loan commitments or Revolving Credit Facility Increase commitments to be made as part of such Incremental Term Loans or Revolving Credit Facility Increase, respectively, to the Lenders from which it has received such written commitments. If the Administrative Agent does not receive enough commitments from existing Lenders or their Affiliates or Approved Funds, it may, after consultation with the Borrower, allocate to Eligible Assignees any excess of the proposed amount of such Incremental Term Loans or Revolving Credit Facility Increase agreed with the Borrower over the aggregate amounts of the commitments received from existing Lenders or their Affiliates or Approved Funds. Each Incremental Term Loan Commitmentsand Revolving Credit Facility Increase shall become effective on a date agreed by the Borrower and the Administrative Agent (each, a “Commitment Increase Date”);, which shall be in any case on or after the date of satisfaction of the conditions precedent set forth in Section 4.

Incremental Credit Extensions. (a) The Parent Borrower may at any time or from time to time after the A&R Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request (ia) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount of the Revolving Loan Credit Commitments (any each such increase or new commitmentincrease, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no or Event of Default shall exist; . Each Revolving Commitment Increase shall be in an aggregate principal amount that is not less than an amount of $100,000,000 (iv) Incremental Term Loans or Incremental Revolving Loan Commitments provided that such amount may be denominated less than an amount of $100,000,000 if such amount represents all remaining availability under the limit set forth in Dollars or an Alternate Currency the next sentence). Notwithstanding anything to the contrary herein, the aggregate amount of the Revolving Commitment Increases shall not exceed $750,000,000 (such amount, the “Incremental Amount”). Each notice from the Parent Borrower pursuant to this Section shall set forth the requested amount and proposed terms of the relevant Revolving Commitment Increases. Revolving Commitment Increases may be provided by any existing Lender (it being understood that no existing Revolving Credit Lender will have an obligation to provide a portion of any Revolving Commitment Increase), in each case on terms permitted in this Section 2.14 and otherwise on terms reasonably acceptable to the Administrative Agent, or by any other lender (any such other lender being called an “Additional Lender”), provided that the Administrative Agent shall have consented (such consent not to be unreasonably withheld) to such Lender’s or Additional Lender’s providing such Revolving Commitment Increases if such consent would be required under Section 10.07(b) for an assignment of Loans or Revolving Credit Commitments, as applicable, to such Lender or Additional Lender. Commitments in respect of Revolving Commitment Increases shall become Commitments (or in the case of a Revolving Commitment Increase to be provided by an existing Revolving Credit Lender, an increase in such Lender’s applicable Revolving Credit Commitment) under this Agreement pursuant to an amendment (an “Incremental Term Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Parent Borrower, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. Any Revolving Commitment Increase shall be on the same terms (including, without limitation, with respect to pricing) and treated the same as the existing Facility (including, without limitation, with respect to maturity date thereof) and shall be considered to be part of the Facility, provided that the upfront fees applicable to any Revolving Commitment Increases shall be determined by the Parent Borrower and the lenders thereof. The Incremental Amendment may, without the consent of any other Lenders or Incremental Revolving Loan Commitment Parties, effect such amendments to this Agreement and the other Loan Documents as may be utilized in Available Currencies as and to the extent provided necessary or appropriate, in the applicable Incremental Amendment which are acceptable to reasonable opinion of the Administrative Agent and the Lenders providing Parent Borrower, to effect the provisions of this Section. The effectiveness of any Incremental Amendment shall be subject to the satisfaction on the date thereof of each of the conditions set forth in Section 4.03 (it being understood that all references to “the date of such Credit Extension” or similar language in such Section 4.03 shall be deemed to refer to the effective date of such Incremental Term Amendment) and such other conditions as the parties thereto shall agree. The Parent Borrower shall use the proceeds of the Revolving Commitment Increases for any purpose not prohibited by this Agreement; provided that to the extent the proceeds of Revolving Commitment Increases are being used to refinance Retained Existing Notes, such refinancing occurs no earlier than the final maturity date of such Retained Existing Notes. Upon each increase in (A) the Revolving Credit Commitments pursuant to this Section 2.14, (x) each Revolving Credit Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Revolving Commitment Increase (each a “Revolving Commitment Increase Lender”), and each such Revolving Commitment Increase Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Credit Lender’s participations hereunder in outstanding Letters of Credit and Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (i) participations hereunder in Letters of Credit and (ii) participations hereunder in Swing Line Loans held by each Revolving Credit Lender (including each such Revolving Commitment Increase Lender) will equal the percentage of the aggregate Revolving Credit Commitments of all Revolving Credit Lenders represented by such Revolving Credit Lender’s Revolving Credit Commitment and (y) if, on the date of such increase, there are any Revolving Credit Loans outstanding, such Revolving Credit Loans shall on or Incremental prior to the effectiveness of such Revolving Loan Commitment Increase be prepaid from the proceeds of additional Revolving Credit Loans made hereunder (reflecting such increase in Revolving Credit Commitments);, which prepayment shall be accompanied by accrued interest on the Revolving Credit Loans being prepaid and any costs incurred by any Lender in accordance with Section 3.05. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (b) This Section 2.14 shall supersede any provisions in Section 2.13 or 10.01 to the contrary.

Incremental Credit Extensions. (a) The Borrower may Borrowers may, at any time time, on one or from time more occasions deliver a written request to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy of such request to each of the Lenders), ) to (i) request add one or more additional new tranches of term facilities and/or increase the principal amount of the Term Loans or any Additional Term Loans by requesting new term loans commitments to be added to such Loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making any such loansnew tranche or increase, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount of the Revolving Loan Commitments (Facility” and any such increase or new commitmentloans made pursuant to an Incremental Term Facility, a “Revolving Loan Commitment IncreaseIncremental Term Loans”) and/or (Bii) the establishment of add one or more new Revolving Loan Commitments (tranches of incremental revolving facilities and/or increase the principal amount of any such new commitmenttranche of incremental revolving facilities (each, a an “New Incremental Revolving Loan CommitmentFacility” and, together with Revolving Loan Commitment Increasesany Incremental Term Facility, the “Incremental Revolving Loan Commitments” and, such Facilities”; and the loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitmenttogether with any Incremental Term Loans, “Incremental Loans”) in an aggregate principal amount not to exceed, as of any date of determination, (x) the greater of (I) €200,000,000 and (II) the Consolidated EBITDA for the most recently ended Test Period for which financial statements have been delivered in accordance with Section 6.01(b) or 6.01(c), as applicable (the “Incremental Amount”) (less the aggregate principal amount of all Incremental Equivalent Debt incurred or issued in reliance on the Incremental Amount) , plus (y) in the case of any Incremental Facility that effectively extends the Maturity Date or any other maturity date with respect to any Term Facility or any Revolving Facility, an amount equal to the prepayment to be made with respect to the Term Loans, Extended Term Loans and/or Replacement Term Loans and/or the permanent commitment reduction to be made with respect to any Revolving Facility or any Additional Revolving Facility, in each case to be replaced with such Incremental Facility, plus (z) an unlimited amount so long as, in the case of this clause (z), after giving effect to such Incremental Facility, the First Lien Leverage Ratio calculated on a Pro Forma Basis as of the last day of the most recently ended Test Period for which financial statements have been delivered pursuant to Section 6.01(b) or (c), as applicable, would not exceed 3.30:1.00 (it being understood that for purposes of clause (z) of this Section 2.14(a), (A) any Incremental Revolving Facilities shall be deemed to be fully drawn, (B) if the proceeds of the relevant Incremental Facility will be applied to finance an acquisition or other Investments permitted under this Agreement, compliance with the First Lien Leverage Ratio will be determined as of the date of the execution of the definitive agreement with respect thereto for the most recently ended Test Period for which financial statements have been delivered pursuant to Section 6.01(b) or (c), as applicable, and (C) the Cash proceeds of the relevant Incremental Facility or Incremental Equivalent Debt shall be excluded in calculating the Unrestricted Cash Amount used in determining the First Lien Leverage Ratio) (the amounts described in clauses (x) and (z) above, the “Incremental Revolving LenderCap”) (it being understood that (I) the Borrowers shall be deemed to have used amounts under clause (y) prior to utilization of amounts under clause (x) or (z), and the Borrowers shall be deemed to have used amounts under clause (z) (to the extent compliant therewith) prior to utilization of amounts under clause (x), and (II) Loans may be incurred under both clauses (x) and (z), and proceeds from any such incurrence may be utilized in a single transaction by first calculating the incurrence under clause (z) above and then calculation the incurrence under clause (x) above) specifying the amount so requested; provided that: (i) The aggregate each such request shall be in an amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount;less than €5,000,000, (ii) No Person except as separately agreed from time to time between the Borrowers and any Lender, no Lender shall be an obligor under obligated to provide all or any portion of any Incremental Facility that is not a Loan Party with respect Commitment and the determination to all Loans provide such commitment shall be within the sole and Commitmentsabsolute discretion of such Lender, (iii) BothSubject the creation or provision of any Incremental Facility or Incremental Loan shall not require the approval of any existing Lender other than any existing Lender providing all or part of any Incremental Commitment, (iv) the interest rate applicable to any Incremental Facility or Incremental Loans will be determined by the Borrower Representative and the lenders providing such Incremental Facility or Incremental Loans; provided that, in the case of Incremental Term Loans or Incremental Term Facilities that are incurred on or prior to the Certain Funds Provisiondate that is twelve months after the Closing Date pursuant to clause (z) above and are pari passu in right of payment and with respect to security with the Term Loans, both at such interest rate will not be more than 0.50% higher than the corresponding interest rate applicable to the Initial Term Loans unless the interest rate margin with respect to the Initial Term Loans is adjusted to be equal to the interest rate with respect to the relevant Incremental Term Loans or Incremental Term Facility, minus, 0.50%; provided, further, that in determining the applicable interest rate: (w) original issue discount or upfront fees paid by the Borrowers in connection with the Initial Term Loans or such Incremental Term Facility or Incremental Term Loans (based on a four-year average life to maturity or lesser remaining life to maturity), shall be included, (x) any amendments to the Applicable Rate that became effective subsequent to the Closing Date but prior to the time of the addition of such Incremental Term Facility or Incremental Term Loans shall be included, (y) arrangement, commitment, structuring and underwriting fees and any amendment fees paid or payable to the Arrangers (or their Affiliates) in their respective capacities as such request in connection with the Initial Term Loans or to one or more arrangers (or their Affiliates) in their capacities as such applicable to such Incremental Term Facility or Incremental Term Loans shall be excluded and upon (z) if such Incremental Term Facility or Incremental Term Loans include any interest rate floor greater than that applicable to the effectiveness Initial Term Loans, and such floor is applicable to the Term Loans on the date of determination, such excess amount shall be equated to interest margin for determining the increase, (v) the final maturity date with respect to any Incremental Term Loans shall be no earlier than the Original Term Maturity Date, (vi) (A) any Incremental Revolving Facility shall be subject to substantially the same terms and conditions (other than pricing, fees, maturity and other immaterial terms which shall be determined by the Borrowers and the lenders providing such Incremental Revolving Facility as the then-existing Revolving Facility) and (B) no Incremental Revolving Facility shall have a final maturity date earlier than (or require commitment reductions prior to) the Original Revolving Maturity Date, (vii) the Weighted Average Life to Maturity of any Incremental Amendment referred Term Facility shall be no shorter than the Weighted Average Life to belowMaturity of the then-existing Term Loans (without giving effect to any prepayments thereof), (viii) any Incremental Facility (A) will be subject to, and governed by, the Intercreditor Agreement and (B) may rank pari passu or junior in right of payment and pari passu or junior with respect to security with the Term Loans or may be unsecured, (ix) any prepayment (other than scheduled amortization payments) of Incremental Term Loans that are pari passu in right of payment and pari passu with respect to security with the Initial Term Loans shall be made on a pro rata basis with all then existing Term Loans (and all other then-existing Incremental Term Loans, Extended Term Loans and Replacement Term Loans requiring ratable prepayment), except that the Borrowers and the lenders in respect of such Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any prepayments on a less than pro rata basis (but not on a greater than pro rata basis), (x) (A) except as otherwise agreed by the lenders providing such Incremental Facilities in connection with a Permitted Acquisition, no Event of Default shall exist immediately prior to or after giving effect to the effectiveness of any Incremental Facility and (B) except as otherwise agreed by the lenders providing such Incremental Facilities in connection with a Permitted Acquisition, the representations and warranties in the Loan Documents shall be continuing at the time that true and correct in all material respects (and in all respects if any such Incremental Term Loan representation or warranty is made and (already qualified by materiality) immediately prior to, and after giving effect theretoto, the incurrence of such Incremental Facility and the use of proceeds thereof, except to the extent that such representations and warranties specifically refer to an earlier date, in which case they shall be true and correct in all material respects (and in all respects if any such representation or warranty is already qualified by materiality) no Event as of Default shall exist;such earlier date, (ivxi) on the date of the making of any Incremental Term Loans that will be added to any Class of Term Loans or Additional Term Loans, and notwithstanding anything to the contrary set forth in Section 2.08, such Incremental Term Loans shall be added to (and constitute a part of) each Borrowing of outstanding Term Loans or Additional Term Loans, as applicable, of the same type with the same Interest Period of the respective Class on a pro rata basis (based on the relative sizes of the various outstanding Borrowings), so that each Term Lender will participate proportionately in each then outstanding Borrowing of Term Loans or Additional Term Loans, as applicable, of the same type with the same Interest Period of the respective Class, (xii) the covenants and events of default of any Incremental Term Facility or Incremental Revolving Loan Commitments may Term Loans, if not consistent with the terms of then-existing Term Loans, shall not be denominated in Dollars or an Alternate Currency materially more restrictive to the Borrowers, when taken as a whole, than the terms of the then-existing Term Loans, unless (1) the Lenders under the then-existing Term Loans also receive the benefit of such more restrictive terms (it being understood that, to the extent that any covenant is added for the benefit of any Incremental Term Facility, no consent shall be required from the Administrative Agent or any Lender to the extent that such covenant is also added for the benefit of any then-existing Term Loans) or (2) any such provisions apply after the Original Term Maturity Date, and (xiii) except as otherwise required or permitted in clauses (i) through (xii) above, all other terms of such Incremental Term Facilities, if not consistent with the terms of the Term Loans, shall be as agreed by the Borrower Representative and the lenders providing such Incremental Term Facilities. (b) Incremental Commitments may be provided by any existing Lender, or by any other lender (any such other lender being called an “Additional Lender”); provided that each of the Administrative Agent and L/C Issuers shall have consented (such consent not to be unreasonably withheld) to such Additional Lender’s providing such Incremental Commitments if such consent would be required under Section 10.05(b) for an assignment of Loans to such Additional Lender; provided, further, that any such Incremental Term Loan or Incremental Revolving Loan Commitment may Additional Lender that is an Affiliated Lender shall be utilized in Available Currencies as and subject to the provisions of Section 10.05(g), mutatis mutandis, to the same extent provided in as if such Incremental Commitments and related Obligations had been obtained by such Lender by way of assignment. (c) Each Lender or Additional Lender providing a portion of the applicable Incremental Amendment which are acceptable Commitments shall execute and deliver to the Administrative Agent and the Borrower Representative all such documentation (including an amendment to this Agreement or any other Loan Document) as may be reasonably required by the Administrative Agent to evidence and effectuate such Incremental Commitments. On the effective date of such Incremental Commitments, each Additional Lender added as a new Lender pursuant to such Incremental Commitments shall become a Lender for all purposes in connection with this Agreement. (d) [reserved] (e) To the extent the Borrowers elect to implement any Incremental Revolving Facility, then notwithstanding any other provision of this Agreement to the contrary, (i) the Borrowers shall be permitted to modify the terms of this Agreement with the consent of only the Administrative Agent to appropriately incorporate revolving facility mechanics (including those related to payments, prepayments, purchases of participations and reallocation mechanisms and letter of credit and/or other subfacilities) and other provisions and commitment schedules relating to Revolving Tranches generally and (ii) to the extent any other Incremental Revolving Facility or any Extended Revolving Credit Commitments or Replacement Revolving Facility then exists, (1) the borrowing and repayment (except for (A) payments of interest and fees at different rates on any such Revolving Tranches (and related outstandings), (B) repayments required upon the maturity date of any such Revolving Tranches and (C) repayments made in connection with a permanent repayment and termination of commitments (subject to clause (3) below)) of Loans with respect to any such Revolving Tranches after the effective date of such Incremental Revolving Facility shall be made on a pro rata basis with all other Revolving Tranches, (2) all letters of credit under any such Revolving Tranches shall be participated on a pro rata basis by all lenders with commitments under such Revolving Tranches and (3) the permanent repayment of Loans with respect to, and termination of commitments under, any such Revolving Tranches after the effective date of such Incremental Revolving Facility shall be made on a pro rata basis with all other revolving facilities, except that the Borrowers shall be permitted to permanently repay and terminate commitments of any such revolving facility on a greater than pro rata basis as compared to any other revolving facilities with a later maturity date than such revolving facility. (f) Upon the implementation of any Incremental Revolving Facility pursuant to this Section 2.14, if such Incremental Revolving Facility is through an increase to the existing Revolving Credit Facility (rather than by implementing a new Incremental Revolving Commitment), (i) each revolving Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each relevant Incremental Revolving Facility Lender, and each relevant Incremental Revolving Facility Lender will automatically and without further act be deemed to have assumed a portion of such revolving Lender’s participations hereunder in outstanding letters of credit, if applicable, such that, after giving effect to each deemed assignment and assumption of participations, all of the revolving Lenders’ (including each Incremental Revolving Facility Lender) participations hereunder in letters of credit and (ii) the existing Revolving Lenders of the applicable Class shall assign Revolving Loans to certain other Revolving Lenders of such Class (including the revolving Lenders providing such Incremental Term Loans or the relevant Incremental Revolving Loan CommitmentsFacility);, and such other Revolving Lenders (including the Revolving Lenders providing the relevant Incremental Revolving Facility) shall purchase such Revolving Loans, in each case to the extent necessary so that all of the Revolving Lenders of such Class participate in each outstanding borrowing of Revolving Loans pro rata on the basis of their respective Revolving Credit Commitments of such Class (after giving effect to any increase in the Revolving Credit Commitment pursuant to this Section 2.14); it being understood and agreed that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (g) The Lenders hereby irrevocably authorize the Administrative Agent to enter into amen

Incremental Credit Extensions. (a) The Borrower may at (i) At any time or and from time to time after the Closing Date, subject to the terms and conditions set forth herein, the Parent Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy make available to each of the Lenders), request to effect (ix) request one or more additional tranches increases in the aggregate amount of term loans the Dollar Revolving Credit Commitments (the commitments thereofeach such increase, the a “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term LenderDollar Revolving Commitment Increase”) or (ii)(A) request one or more increases in the amount of the Multi-Currency Revolving Loan Credit Commitments (any each such increase or new commitmentincrease, a an “Multi-Currency Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with any Dollar Revolving Loan Commitment Increase, the “Revolving Commitment Increases”) or (y) one or more additional credit facility tranches of Dollar Revolving Credit Loans to the Parent Borrower (“Incremental Dollar Revolving Credit Loans”) or one or more additional credit facility tranches of Multi-Currency Revolving Credit Loans to the Parent Borrower (“Incremental Multi-Currency Revolving Credit Loans” and, together with the Incremental Dollar Revolving Credit Loans, the “Incremental Revolving Loans”; together with the Revolving Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Facilities”) from one or more Additional Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”)Lenders; provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any each such request and upon the effectiveness of any each Incremental Revolving Facility Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect theretoA) no Event of Default shall exist; have occurred and be continuing or shall result therefrom, (ivB) Incremental Term Loans the Parent Borrower shall be in compliance on a Pro Forma Basis with the covenant contained in Section 7.15 (whether or not such covenant is required to be complied with at such time) recomputed as of the last day of the most recently ended fiscal quarter of the Parent Borrower for which financial statements have been delivered pursuant to Section 6.01(a) or (b), (C) the Parent Borrower shall have delivered a certificate of a Responsible Officer to the effect set forth in clauses (A) and (B) above, together with reasonably detailed calculations demonstrating compliance with clause (B) above and clause (iii) below, (D) in the case of a Revolving Commitment Increase, the maturity date of such Revolving Commitment Increase shall be the Revolving Maturity Date, such Revolving Commitment Increase shall require no scheduled amortization or mandatory commitment reduction prior to the Revolving Maturity Date and such Revolving Commitment Increase shall be on the same terms governing the Revolving Commitments pursuant to this Agreement, (E) in the case of any Incremental Revolving Loan Commitments may Loans, the maturity date thereof shall be denominated no earlier than the Revolving Maturity Date and such Incremental Revolving Loans shall require no scheduled amortization or mandatory commitment reduction prior to the Revolving Maturity Date, (F) the interest rate margins applicable to any Incremental Revolving Facility shall be determined by the Parent Borrower and the lenders thereunder; provided that in Dollars the event that the interest rate margins for any Incremental Revolving Facility are higher than the interest rate margins for the Revolving Loans by more than 50 basis points, then the interest rate margins for the Revolving Loans shall be increased to the extent necessary so that such interest rate margins are equal to the interest rate margins for such Incremental Revolving Facility minus 50 basis points; provided, further, that, in determining the interest rate margins applicable to the Incremental Revolving Facility and the Revolving Credit Loans, (x) OID or upfront fees (which shall be deemed to constitute like amounts of OID for purposes of this determination) payable by the Parent Borrower to the Revolving Credit Lenders or any Additional Revolving Lenders in the initial primary syndication thereof shall be included (with OID being equated to interest based on assumed four-year life to maturity), (y) arrangement or commitment fees shall be excluded and (z) if the Incremental Revolving Facility includes an Alternate Currency interest rate floor greater than the interest rate floor applicable to the Revolving Credit Loans, such increased amount shall be equated to interest margin for purposes of determining whether an increase to the applicable interest margin for the Revolving Credit Loans shall be required, to the extent an increase in the interest rate floor in the Revolving Credit Loans would cause an increase in the interest rate then in effect, and in such case the interest rate floor (it being understood but not the interest rate margin) applicable to the Revolving Credit Loans shall be increased by such increased amount, and (G) any Incremental Revolving Facility Amendment shall be on the terms and pursuant to documentation to be determined by the Parent Borrower and the Additional Revolving Lenders with the applicable Incremental Revolving Facilities; provided that to the extent such terms and documentation are not consistent with this Agreement (except to the extent permitted by clause (F) above), they shall be reasonably satisfactory to the Administrative Agent; provided, further, that no L/C Issuer or Swing Line Lender shall be required to act as “issuing bank” or “swingline lender” under any such Incremental Term Loan or Revolving Facility without its written consent. Each Incremental Revolving Loan Commitment Facility made available to the Parent Borrower shall be in an aggregate principal amount that is not less than a Dollar Amount of $25,000,000 and integral multiples of $1,000,000 in excess thereof; provided that such amount may be utilized in Available Currencies as and to less than a Dollar Amount of $25,000,000 if such amount represents all the extent provided in remaining availability under the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Lenders providing such Incremental Term Loans or aggregate principal amount of Incremental Revolving Loan Commitments);Facilities set forth above.

Incremental Credit Extensions. (a) The Borrower may at At any time or and from time to time after time, subject to the Closing Dateterms and conditions set forth herein, the Loan Parties may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request to increase the amount of Term Loans of any Class or add one or more additional tranches of term loans (the commitments thereofany such Term Loans or additional tranche of term loans, the “Incremental Term Loan Commitment”, Facilities” and the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount of the Revolving Loan Commitments (any such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases). Notwithstanding anything to contrary herein, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: (i) The aggregate amount of all Incremental Term Loans and Incremental Revolving Loan Commitments incurred during Facilities (determined at the term time of this Agreement incurrence) shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person Cap. Each Incremental Facility shall be in an obligor integral multiple of $1,000,000 and be in an aggregate principal amount that is not less than $10,000,000, provided that such amount may be less than the applicable minimum amount if such amount represents all the remaining availability hereunder as set forth above. Each Incremental Facility shall have the same guarantees as, and shall be secured only by (and on an equal or junior priority basis with) the Collateral securing, all of the other Loan Obligations under this Agreement (provided that, in the case of any Incremental Facility that is funded into Escrow, such Incremental Facility may be secured by the applicable funds and related assets held in Escrow (and the proceeds thereof) until such Incremental Facility is released from Escrow) and shall be subject to an Acceptable Intercreditor Agreement. (b) Any Incremental Term Loans (i) for purposes of prepayments, shall be treated substantially the same as (and in any event no more favorably than) the Term Loans, (ii) shall have interest rate margins and (subject to clauses (iii) and (iv) amortization schedules as determined by the Borrower and the lenders thereunder, (iii) any Incremental Term Loan shall not have a final maturity date earlier than the Maturity Date applicable to the Term Loans, (iv) any Incremental Term Loan shall not have a Weighted Average Life to Maturity that is shorter than the Weighted Average Life to Maturity of the Term Loans and (v) shall be, taken as a whole, no more favorable to the lenders providing such Incremental Facility, in their capacity as such (as reasonably determined by the Borrower) (excluding (x) pricing, rate floors, original issue discounts or call protection, premiums and optional prepayment or redemption terms and (y) (I) covenants or other provisions applicable only to periods after the latest maturity date of the applicable Facility or (II) any more restrictive covenant, to the extent that if such more restrictive covenant is added for the benefit of any Incremental Facility such covenant (except to the extent only applicable after the maturity date of the Term Loans) is also added for the benefit of all of the Facilities; it being understood and agreed that no consent of any Agent and/or any Lender shall be required in connection with adding such covenant). (c) [Reserved]. (d) [Reserved]. (e) Each notice from the applicable Loan Party pursuant to this Section 2.14 shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans. Any additional bank, financial institution, existing Lender or other Person that elects to extend Incremental Term Loans shall be reasonably satisfactory to the Borrower and the Administrative Agent (any such bank, financial institution, existing Lender or other Person being called an “Additional Lender”) and, if not already a Lender, shall become a Lender under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Borrower and such Additional Lender. No Incremental Facility Amendment shall require the consent of any Lenders other than the Additional Lenders with respect to all such Incremental Facility Amendment. No Lender shall be obligated to provide any Incremental Term Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time unless it so agrees. Commitments in respect of any Incremental Term Loans may become Commitments under this Agreement. An Incremental Facility Amendment may, without the consent of any other Lenders, effect such request and upon amendments to any Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.14. The effectiveness of any Incremental Facility Amendment referred shall, unless otherwise agreed to belowby the Additional Lenders, be subject to the satisfaction on the date thereof (each, an “Incremental Facility Closing Date”) of each of the conditions set forth in Section 4.02 (it being understood that (i) all references to “the date of such Credit Extension” in Section 4.02 shall be deemed to refer to the Incremental Facility Closing Date and no Event of Default shall exist and be continuing at on the time that Incremental Facility Closing Date). The proceeds of any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist; (iv) Incremental Term Loans or Incremental Revolving Loan Commitments may will be denominated in Dollars or an Alternate Currency (it being understood that used for general corporate purposes and any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Lenders providing such Incremental Term Loans or Incremental Revolving Loan Commitments);other use not prohibited hereunder.

Incremental Credit Extensions. (a) The Borrower may may, at any time time, on one or from time more occasions pursuant to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), an Incremental Facility Amendment (i) request add one or more additional new tranches of term loans facilities or increase the principal amount of the Term Loans of any existing Class by requesting new commitments to provide such Term Loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making any such loansnew tranche or increase, an “Incremental Term LenderFacility” and any loans made pursuant to an Incremental Term Facility, “Incremental Term Loans”) or (ii)(Aii) request add one or more increases in new tranches of Incremental Revolving Commitments or increase the aggregate amount of the Revolving Loan Credit Commitments (of any such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments existing Class (any such new commitmenttranche or increase, a an “New Incremental Revolving Loan CommitmentFacility” and, together with Revolving Loan Commitment Increasesany Incremental Term Facility, the “Incremental Revolving Loan Commitments” and, such Facilities”; and the loans thereunder, the “Incremental Revolving Loans” andand any Incremental Revolving Loans, a Lender making such a commitmenttogether with any Incremental Term Loans, an “Incremental Revolving LenderLoans”)) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that: (i) The aggregate amount on the date that such Incremental Facility becomes effective, the representations and warranties of Incremental Term Loans and Incremental Revolving the Loan Commitments incurred during the term of Parties set forth in this Agreement and the other Loan Documents shall not exceed be true and correct in all material respects on and as of such date with the Maximum Incremental Facilities Amountsame effect as though such representations and warranties had been made on and as of such date; provided that to the extent that any representation and warranty specifically refers to an earlier date, it shall be true and correct in all material respects as of such earlier date; provided, further, that representations and warranties that are qualified by “material”, “material adverse effect” or a similar term shall be true and correct in all respects; (ii) No Person except as otherwise agreed by the Borrower and any Lender in the relevant Incremental Facility Amendment, no Lender shall be obligated to provide any Incremental Commitment, and the determination to provide any Incremental Commitment shall be within the sole and absolute discretion of such Lender; (iii) no Incremental Facility or Incremental Loan (nor the creation, provision or implementation thereof) shall require the approval of any existing Lender other than in its capacity, if any, as a lender providing all or part of any Incremental Commitment or Incremental Loan, (iv) (A) except as otherwise expressly provided in this Section 2.22, the terms of any Incremental Term Facility (other than any terms which are applicable only after the Maturity Date of any then-existing tranche of Term Loans) must be substantially consistent with those applicable to the Initial Term Loans or as agreed upon among the Borrower and the lender or lenders providing such Incremental Term Facility and reasonably acceptable to the Administrative Agent, (B) the terms of any Incremental Term Loans made as an obligor under increase to any Class of Term Loans shall be on the same terms to those applicable to the then-existing Term Loans of the applicable Class, (C) except as otherwise expressly provided in this Section 2.22, the terms of any Incremental Revolving Facility (other than any terms which are applicable only after the then-existing Latest Revolving Credit Maturity Date), must be substantially consistent with those applicable to the Initial Revolving Facility or as agreed upon among the Borrower and the lender or lenders providing such Incremental Revolving Facility and reasonably acceptable to the Administrative Agent, and (D) the terms of any Incremental Revolving Facility that is an increase to the Revolving Credit Commitments shall be on the same terms to those applicable to the then-existing Revolving Credit Commitments, (v) the Effective Yield (and the components thereof) applicable to any Incremental Facility may be determined by the Borrower and the lender or lenders providing such Incremental Facility; provided that, in the case of any Incremental Term Facility established on or prior to the first anniversary of the Closing Date that is pari passu with the Initial Term Loans, the Effective Yield applicable thereto (as determined on the date of initial incurrence thereof) may not be more than 0.50% higher than the Effective Yield applicable to the Initial Term Loans (as determined on such date) unless the Applicable Rate with respect to the Initial Term Loans is adjusted to be equal to such Effective Yield with respect to such Incremental Facility, minus, 0.50%, (vi) (A) the final maturity date with respect to any Incremental Term Loans shall be no earlier than the Latest Term Loan Maturity Date and (B) no Incremental Revolving Facility may have a final maturity date earlier than (or require scheduled amortization or mandatory commitment reductions prior to) the Latest Revolving Credit Maturity Date, (vii) the Weighted Average Life to Maturity of any Incremental Term Facility shall be no shorter than the remaining Weighted Average Life to Maturity of the then-existing tranche of Term Loans (without giving effect to any prepayments thereof), (viii) (A) any Incremental Facility must rank pari passu with or junior to the Term Facility in right of payment and may rank pari passu with or junior to the Term Facility with respect to security or may be unsecured (and to the extent the relevant Incremental Facility is subordinated to the Term Facility in right of payment or security and documented in a separate agreement (it being agreed that any Incremental Facility that is subordinated to the Term Facility in right of payment or security shall be documented in a separate agreement, unless such Incremental Facility is a pari passu “last out” facility), it shall be subject to an Acceptable Intercreditor Agreement), (B) to the extent that any portion of any Incremental Facility is incurred in reliance on any portion of the Growth Available Incremental Amount, such portion of such Incremental Facility shall not be secured on a greater priority basis than that by which the Indebtedness repaid and underlying such portion of the Growth Available Incremental Amount so utilized was secured (if at all) and (C) no Incremental Facility may be (x) guaranteed by any Person which is not a Loan Party or (y) secured by any assets other than the Collateral, (A) any prepayment (other than any scheduled amortization payment) of Incremental Term Loans that are pari passu in right of payment and security with any then-existing Term Loans that require ratable prepayment (including the Initial Term Loans) shall be made on a pro rata basis with such existing Term Loans, except, that the Borrower and the lender or lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis) (and, for the avoidance of doubt, any Incremental Term Loans that are not pari passu in right of payment and security shall not be entitled to share in any such prepayment) and (B) any prepayment or reduction of Revolving Credit Commitments with respect to all Loans Incremental Revolving Facilities that are pari passu in right of payment and security with any then-existing Revolving Facility that require ratable prepayment or commitment reduction, as applicable (including the Initial Revolving Credit Commitments), shall be made on a pro rata basis with such existing Revolving Facility, except, that the Borrower and the lender or lenders providing the relevant Incremental Revolving Facility shall be permitted, in their sole discretion, to elect to prepay, apply or receive, as applicable, any such prepayment or commitment reduction on a less than pro rata basis (but not on a greater than pro rata basis) (and, for the avoidance of doubt, any Incremental Revolving Facilities that are not pari passu in right of payment and security shall not be entitled to share in any such prepayment or commitment reduction), (iiix) BothSubject no Event of Default under Sections 7.01(a), 7.01(f) or 7.01(g) exists or would exist immediately after giving effect to such Incremental Facility and, except as otherwise agreed by the Certain Funds Provision, both at lender or lenders providing the time of any such request relevant Incremental Facility (and upon in the effectiveness case of any Incremental Amendment referred to belowRevolving Facility increasing the Revolving Credit Commitments, the Required Revolving Lenders) in connection with an acquisition or other Investment permitted under this Agreement, no other Event of Default shall exist or would exist immediately after giving effect to such Incremental Facility, (xi) the proceeds of any Incremental Facility may be used by the Borrower and the Restricted Subsidiaries for working capital and other general corporate purposes (including the financing of acquisitions and other Investments and Restricted Payments) and any other use not prohibited by this Agreement, and (xii) on the date of the Borrowing of any Incremental Term Loans that will be continuing at of the time that same Class as any then-existing Class of Term Loans, and notwithstanding anything to the contrary set forth in Sections 2.08 or 2.13, such Incremental Term Loan is made and Loans shall be added to (and after giving effect theretoconstitute a part of, be of the same Type as and, at the election of the Borrower, have the same Interest Period as) no Event each Borrowing of Default shall exist; outstanding Term Loans of such Class on a pro rata basis (iv) based on the relative sizes of such Borrowings), so that each Term Lender providing such Incremental Term Loans or will participate proportionately in each then-outstanding Borrowing of Term Loans of such Class; it being acknowledged that the application of this clause (a)(xii) may result in new Incremental Revolving Loan Term Loans having Interest Periods (the duration of which may be less than one month) that begin during an Interest Period then applicable to outstanding LIBO Rate Loans of the relevant Class and which end on the last day of such Interest Period. (b) Incremental Commitments may be denominated provided by any existing Lender, or by any other Eligible Assignee (other than any Disqualified Institution) (any such other lender being called an “Additional Lender”); provided that the Administrative Agent (and, in Dollars the case of any Incremental Revolving Facility, any Issuing Bank) shall have a right to consent (such consent not to be unreasonably withheld, conditioned or delayed) to the relevant Additional Lender’s provision of Incremental Commitments if such consent would be required under Section 9.05(b) for an Alternate Currency (it being understood assignment of Loans to such Additional Lender; provided, further, that any such Incremental Term Loan or Incremental Revolving Loan Commitment may Additional Lender that is an Affiliated Lender shall be utilized in Available Currencies as and subject to the provisions of Section 9.05(g), mutatis mutandis, to the same extent provided in the applicable as if Incremental Amendment which are acceptable Commitments and related Obligations had been obtained by such Lender by way of assignment. (c) Each Lender or Additional Lender providing a portion of any Incremental Commitment shall execute and deliver to the Administrative Agent and the Borrower all such documentation (including the relevant Incremental Facility Amendment) as may be reasonably required by the Administrative Agent to evidence and effectuate such Incremental Commitment. On the effective date of such Incremental Commitment, each Additional Lender shall become a Lender for all purposes in connection with this Agreement. (d) As conditions precedent to the effectiveness of any Incremental Facility or the making of any Incremental Loans, (i) upon its request, the Administrative Agent shall be entitled to receive customary written opinions of counsel, as well as such reaffirmation agreements, supplements or amendments as it shall reasonably require, (ii) the Administrative Agent shall be entitled to receive, from each Additional Lender, an administrative questionnaire, in the form provided to such Additional Lender by the Administrative Agent (the “Administrative Questionnaire”) and such other customary documents as it shall reasonably require from such Additional Lender, (iii) the Administrative Agent and Lenders shall be entitled to receive all fees (if any) required to be paid in respect of such Incremental Facility or Incremental Loans and (iv) the Administrative Agent shall be entitled to receive a certificate of the Borrower signed by a Responsible Officer thereof: (A) certifying and attaching a copy of the resolutions adopted by the governing body of each Loan Party approving or consenting to such Incremental Facility or Incremental Loans, and (B) to the extent applicable, certifying that the condition set forth in clause (a)(x) above has been satisfied. (e) Upon the implementation of any Incremental Revolving Facility pursuant to this Section 2.22: (i) if such Incremental Revolving Facility establishes Revolving Credit Commitments of the same Class as any then-existing Class of Revolving Credit Commitments, (i) each Revolving Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each relevant Incremental Revolving Facility Lender, and each relevant Incremental Revolving Facility Lender will automatically and without further act be deemed to have assumed a portion of such Revolving Lender’s participations hereunder in outstanding Letters of Credit such that, after giving effect to each deemed assignment and assumption of participations, all of the Revolving Lenders’ (including each Incremental Revolving Facility Lender) participations hereunder in Letters of Credit shall be held on a pro rata basis on the basis of their respective Revolving Credit Commitments (after giving effect to any increase in the Revolving Credit Commitment pursuant to Section 2.22) and (ii) the existing Revolving Lenders of the applicable Class shall assign Revolving Loans to certain other Revolving Lenders of such Class (including the Revolving Lenders providing the relevant Incremental Revolving Facility), and such other Revolving Lenders (including the Revolving Lenders providing the relevant Incremental Revolving Facility) shall purchase such Revolving Loans, in each case to the extent necessary so that all of the Revolving Lenders of such Class participate in each outstanding Borrowing of Revolving Loans pro rata on the basis of their respective Revolving Credit Commitments of such Class (after giving effect to any increase in the Revolving Credit Commitment pursuant to this Section 2.22); it being understood and agreed that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to this clause (i); and (ii) if such Incremental Term Revolving Facility establishes Revolving Credit Commitments of a new Class, then (A) the borrowing and repayment (except for (x) payments of interest and fees at different rates on the Revolving Facilities (and related outstandings), (y) repayments required on the Maturity Date of any Revolving Facility and (z) any repayment made in connection with a permanent repayment and termination of the Revolving Credit Commitments under any Revolving Facility (subject to clause (C) below)) of Revolving Loans or with respect to any Revolving Facility after the effective date of such Incremental Revolving Facility shall be made on a pro rata basis with all other Revolving Facilities, (B) all Letters of Credit shall be participated on a pro rata basis or less than pro rata basis by all Revolving Lenders and (C) any permanent repayment of Revolving Loans with respect to, and reduction and termination of Revolving Credit Commitments under, any Revolving Facility after the effective date of such Incremental Revolving Facility shall be made on a pro rata basis or less than pro rata basis with all other Revolving Facilities, except that the Borrower shall be permitted to permanently repay Revolving Loans and reduce or terminate Revolving Credit Commitments under any Revolving Facility on a greater than pro rata basis as compared to any other Revolving Facilities with a later Maturity Date than such Revolving Facility. (f) On the date of effectiveness of any Incremental Revolving Facility, the maximum amount of LC Exposure permitted hereunder shall increase by an amount, if any, agreed upon by Administrative Agent, the relevant Issuing Banks and the Borrower. (g) The Lenders hereby irrevocably authorize the Administrative Agent to enter into any Incremental Facility Amendment or any amendment to any other Loan Commitments);Document as may be necess

Incremental Credit Extensions. (a) The Borrower may at and any time or from time to time after the Closing DateAdditional Borrower may, by written notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders) from time to time after the Closing Date, request Incremental Term Loan Commitments and/or Incremental Revolving Commitments, as applicable, in the case of the Incremental Term Loan Commitments, denominated in Dollars, and in the case of the Incremental Revolving Commitments, denominated in Dollars or one of the Agreed Currencies, from one or more Incremental Term Lenders and/or Incremental Revolving Lenders (which, in each case, may include any existing Lender or any other bank or other financial institution (any such other bank or other financial institution, an “Additional Lender”), but shall be required to be Persons which would qualify as assignees of a Lender in accordance with Section 9.04) willing to provide such Incremental Term Loans and/or Incremental Revolving Commitments, as the case may be, in their own discretion. For the avoidance of doubt, with respect to any Incremental Loans incurred by an Additional Borrower that is organized in the Republic of Ireland, each Incremental Lender shall comply with the requirements of Section 2.14, including the provision of an Irish Qualifying Lender Confirmation substantially in the form of Exhibit H (pursuant to which such Incremental Lender shall acknowledge that if it is not an Irish Qualifying Lender it will not be grossed up for any Irish withholding Tax applicable under relevant law as of the date such Incremental Lender becomes a party with respect to the Incremental Loans). Each notice provided pursuant to this Section 2.17 shall set forth (i) the type and amount of the Incremental Term Loan Commitments and/or Incremental Revolving Commitments being requested (which shall be in minimum increments of $1,000,000 and a minimum amount of $10,000,000), (iii) request one or more additional tranches of term loans (the commitments thereof, the “date on which such Incremental Term Loan CommitmentCommitments and/or Incremental Revolving Commitments are requested to become effective and (iii) to the extent constituting Incremental Term Loan Commitments, whether such Incremental Term Loan Commitments are commitments to make term loans with the same interest rates, amortization, maturity and other terms as the Class of Term Loans with the Latest Maturity Date or commitments to make term loans with interest rates and/or amortization and/or maturity and/or other terms different from such Class of Term Loans (“Other Term Loans”, ). (b) The Borrower and the loans thereunder, Additional Borrowers and each Incremental Lender shall execute and deliver to the “Administrative Agent an Incremental Amendment and such other documentation as the Administrative Agent shall reasonably specify to evidence the Incremental Commitment of such Incremental Lender. Each Incremental Amendment providing for Incremental Term Loans shall specify the terms of the applicable Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount of the Revolving Loan Commitments (any such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: that (i) The aggregate amount the final maturity date of Incremental any Other Term Loans and Incremental Revolving Loan Commitments incurred during shall be no earlier than the term Latest Maturity Date of this Agreement shall not exceed the Maximum Incremental Facilities Amount; any Class of Term Loans, (ii) No Person such Class of Other Term Loans shall be an obligor under denominated in Dollars, (iii) the Weighted Average Life to Maturity of any Incremental Facility that is not a Loan Party Other Term Loans shall be no shorter than the remaining Weighted Average Life to Maturity of the Class of Term Loans with the Latest Maturity Date, and (iv) with respect to all any Other Term Loans and Commitments, (iii) BothSubject made on or after the Closing Date, the Effective Yield of any Other Term Loans may exceed the Effective Yield then applicable to the Certain Funds Provision2015 Term Loans, both the Incremental Term B-1 Loans, the Second Amendment Refinancing Term Loans or, the Third Amendment Refinancing Term Loans or the Fourth Amendment Refinancing Term Loans; provided that (vu) in the case of Other Term Loans made within the first 18 months after the Closing Date, the Effective Yield for the 2015 Term Loans is increased (to the extent necessary) such that the Effective Yield thereof is not less than the Effective Yield of such Other Term Loans minus 0.50%, (wv) in the case of Other Term Loans made after the Closing Date, the Effective Yield for the Incremental Term B-1 Loans is increased (to the extent necessary) such that the Effective Yield thereof is not less than the Effective Yield of such Other Term Loans minus 0.50%, (xw) in the case of Other Term Loans made within the first 18 months after the Amendment No. 2 Effective Date, the Effective Yield for the Second Amendment Refinancing Term Loans is increased (to the extent necessary) such that the Effective Yield thereof is not less than the Effective Yield of such Other Term Loans minus 0.50%, (yx) in the case of Other Term Loans made within the first 18 months after the Amendment No. 3 Effective Date, the Effective Yield for the Third Amendment Refinancing Term Loans is increased (to the extent necessary) such that the Effective Yield thereof is not less than the Effective Yield of such Other Term Loans minus 0.50%, (y) in the case of Other Term Loans made within the first 18 months after the Amendment No. 4 Effective Date, the Effective Yield for the Fourth Amendment Refinancing Term Loans is increased (to the extent necessary) such that the Effective Yield thereof is not less than the Effective Yield of such Other Term Loans minus 0.50% and (z) the Effective Yield for each other Class of Loans (unless specified otherwise in any Incremental Amendment, Refinancing Amendment or Extension Offer pursuant to which any such Class was created) is increased by a percentage per annum equal to that by which the Effective Yield of the ThirdFourth Amendment Refinancing Term Loans is (or would have been if then outstanding, if all ThirdFourth Amendment Refinancing Term Loans have been repaid in full at the time of such determination) increased pursuant to the preceding clause (x) and (v) the other terms of any Other Term Loans shall be reasonably acceptable to the Administrative Agent or shall not, when taken as a whole, be materially more favorable to the lenders or holders thereof than the relevant terms applicable to the Term Loans. The Incremental Term Loans shall rank pari passu or junior in right of payment and of security with the Term Loans and shall not be (x) secured by any property or assets of Irish Holdco or any Subsidiary other than the Collateral or (y) guaranteed by Irish Holdco or any of its Subsidiaries other than any Guarantor; provided that, if such request Incremental Term Loans rank junior in right of security with the Term Loans, such Incremental Term Loans will be established as a separate Tranche from the Term Loans. In the case of any second lien Incremental Term Loans, such Indebtedness shall be subject to the terms of a Second Lien Intercreditor Agreement. Each Incremental Amendment providing for Incremental Revolving Commitments shall specify the terms of the applicable Incremental Revolving Commitments and upon Incremental Revolving Loans, including, but not limited to, provisions governing pro rata payment, borrowing and commitment reductions and defaulting lender provisions; provided that (i) except as to pricing, commitment fees, amortization, mandatory prepayment and final maturity date and other usual and customary provisions applicable to the effectiveness revolving nature of the Incremental Revolving Loans (which shall, subject to clauses (ii) and (iii) of this proviso, be determined by the Borrower, the Additional Borrowers and the Incremental Revolving Lenders and be reasonably approved by the Administrative Agent), the material terms of Incremental Revolving Loans shall (x) be substantially identical to the ThirdFourth Amendment Refinancing Term Loans or (y) be reasonably satisfactory to the Administrative Agent; provided that (i) such Incremental Revolving Loans may have terms that are not substantially identical to the ThirdFourth Amendment Refinancing Term Loans after the Latest Maturity Date, (ii) the final maturity date of any Incremental Revolving Loans may be earlier than the Maturity Date of any Class of Term Loans and (iii) such Incremental Revolving Loans (A) may be denominated in Dollars and/or one of the Agreed Currencies, (B) may have mandatory commitment reduction terms that are not identical to the ThirdFourth Amendment referred Refinancing Term Loans, (C) may have scheduled amortization payments prior to belowthe Latest Maturity Date or (D) may benefit from one or more financial maintenance covenants (and related events of default) that are not applicable to any Term Loans. The Incremental Revolving Loans shall rank pari passu in right of payment and of security with the Term Loans and shall not be (x) secured by any property or assets of Irish Holdco or any Subsidiary other than the Collateral or (y) guaranteed by Irish Holdco or any of its Subsidiaries other than any Guarantor. (c) Subject to Section 2.16, each Lender may, at its option, make any Loan available to the Borrower or an Additional Borrower by causing any foreign or domestic branch or Affiliate of such Lender to make such Loan (in which case such branch or Affiliate shall be treated as the “Lender” with respect to such Loan for all purposes of this Agreement); provided that (x) any exercise of such option shall not affect the obligation of the Borrower or such Additional Borrower to repay such Loan in accordance with the terms of this Agreement, (y) if the respective branch or Affiliate is a Foreign Lender, the same shall comply with the requirements of Section 2.14, and (z) with respect to any Loans advanced to an Additional Borrower that is tax resident in the Republic of Ireland, the Affiliate, whether or not a Foreign Lender, shall comply with the requirements of Section 2.14. (d) Notwithstanding the foregoing, no Event of Default Incremental Commitment shall exist and be continuing become effective under this Section 2.17 unless (i) at the time that any such Incremental Term Loan is made and (and after giving effect thereto), (A) no Default or Event of Default shall exist; ; provided that, in the event that any tranche of Incremental Term Loans is used to finance a Permitted Acquisition and to the extent the Incremental Term Lenders participating in such tranche of Incremental Term Loans agree, the foregoing clause (ivA) shall be tested solely at the time of the execution of the acquisition agreement related to such Permitted Acquisition (provided that such Incremental Term Lenders shall not be permitted to waive any Default or Event of Default then existing or existing after giving effect to such tranche of Incremental Term Loans), and (B) the representations and warranties of the Applicable Borrower set forth in this Agreement shall be true and correct in all material respects (other than to the extent qualified by materiality or “Material Adverse Effect”, in which case, such representations and warranties shall be true and correct); provided that, in the event that the tranche of Incremental Term Loans is used to finance a Limited Condition Acquisition and to the extent the Incremental Term Lenders participating in such tranche of Incremental Term Loans agree, the foregoing clause (B) shall be limited to customary “specified representations” and those representations included in the acquisition agreement related to such Limited Condition Acquisition that are material to the interests of the Lenders and only to the extent that Borrower, Additional Borrower or their respective applicable Subsidiary has the right to terminate its obligations under such acquisition agreement as a result of a breach of such representations, (ii) such Incremental Term Loan Commitments and/or Incremental Revolving Commitments, as applicable, shall be in an aggregate principal amount not to exceed, as of any date of determination, the sum of (A) $120,000,000, plus (B) additional amounts so long as (I) the First Lien Net Leverage Ratio does not exceed 3.50:1.00 (but excluding, for purposes of such calculation, the proceeds of such Incremental Loans or any other Indebtedness incurred on such date in the calculation of the Unrestricted Cash) and (II) the Total Net Leverage Ratio does not exceed 5.75:1.00 (but excluding, for purposes of such calculation, the proceeds of such Incremental Loans or any other Indebtedness incurred on such date in the calculation of the Unrestricted Cash), in each case of clauses (B)(I) and (B)(II) (x) determined on a pro forma basis as of the date of incurrence of such Incremental Loan or Incremental Commitment and after giving effect thereto and the use of proceeds thereof (or to the extent the proceeds of any Incremental Term Loans or Incremental Revolving Loan Term Commitments may are intended to be denominated in Dollars or an Alternate Currency (it being understood that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and applied to the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent finance a Permitted Acquisition and the Lenders providing participating in such Incremental Term Loans or Incremental Term Commitments agree, determined at the time of the execution of the acquisition agreement related to such Permitted Acquisition) and (y) assuming that all Incremental Revolving Commitments are fully drawn; provided that in the case of the First Lien Net Leverage Ratio calculation, all Incremental Loans and all Alternative Incremental Facility Indebtedness (and Permitted Refinancing Indebtedness with respect to the foregoing), whether or not actually secured and, if secured, whether or not actually secured on a first-lien basis, shall be assumed to be secured on a first lien basis and (iii) the Administrative Agent shall have received documents and legal opinions consistent with those delivered on the Closing Date as to such matters as are reasonably requested by the Administrative Agent. The Administrative Agent shall promptly notify each Lender as to the effectiveness of each Incremental Amendment. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Amendment, this Agreement shall be amended to the extent (but only to the extent) necessary to reflect the existence and terms of the Incremental Commitments (including any mechanical or other amendments necessary to reflect the establishment of the Incremental Revolving Commitments) evidenced thereby. Any such deemed amendment may be memorialized in writing by the Administrative Agent with the Borrower’s and any Additional Borrower’s consent (not to be unreasonably withheld, delayed or conditioned) and furnished to the other parties hereto. (e) The Incremental Amendment may, without the consent of any Agents or Lenders, effect such amendments to this Agreement and the other Loan CommitmentsDocuments as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section 2.17 (including without limitation, (i) the addition of customary letter of credit, swingline and Defaulting Lender provisions with respect to any Incremental Revolving Lenders and (ii) the addition of a class vote of the Incremental Revolving Lenders for acceleration, waiver and amendment with respect to any particular Class of Incremental Revolving Loans);. The Applicable Borrower will use the proceeds of the Incremental Loans for general corporate purposes (including loans and other Investments in Irish Holdco and its Subsidiaries as permitted herein, Permitted Acquisitions and Investments). Incremental Loans may be made by any existing Lender (but no existing Lender will have any obligation to make or provide any portion of any Incremental Loan) or by any other bank or other financial institution. No Lender shall be obligated to provide any Incremental Loans unless it so agrees. (f) This Section 2.17 shall supersede any provisions in Section 2.15 or 9.02 to the contrary.

Incremental Credit Extensions. (ai) The Borrower may at any time or from time to time after the Closing Effective Date, by notice to with the consent of the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders)Agent, (i) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount of the Revolving Loan Credit Commitments (any such increase or new commitmenteach, a “"Revolving Loan Credit Commitment Increase”") and/or (B) the establishment of or one or more new Revolving Loan Commitments tranches of term loans (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “"Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Term Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”"); provided that: provided, however, that (iA) The the aggregate amount of all Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement Credit Commitment Increases shall not exceed the Maximum Incremental Facilities Amount; $100,000,000, (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect theretoB) no Event of Default shall exist; (iv) Incremental Term Loans or Revolving Credit Commitment Increases shall be requested later than one year prior to the Scheduled Termination Date and (C) each Incremental Term Loan and Revolving Credit Commitment Increase shall be in an amount not less than $25,000,000. Nothing in this Agreement shall be construed to obligate the Administrative Agent, any other Agent, any Arranger or any Lender to negotiate for, solicit, provide or commit to provide any Incremental Term Loans or any Revolving Credit Commitment Increase. The Administrative Agent shall promptly notify each Lender of each proposed Incremental Term Loan Commitments may be denominated and Revolving Credit Commitment Increase and of the proposed terms and conditions therefor agreed between the Borrower and the Administrative Agent. Each such Lender (and each of their Affiliates and Approved Funds) may, in Dollars or an Alternate Currency (it being understood that any its sole discretion, commit to participate in such Incremental Term Loan or Incremental Loans and Revolving Loan Credit Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which are acceptable Increases by forwarding its commitment therefor to the Administrative Agent in form and substance satisfactory to the Lenders providing Administrative Agent. The Administrative Agent shall allocate, in its sole discretion but in amounts not to exceed for each such Lender the commitment received from such Lender, Affiliate or Approved Fund, the Incremental Term Loan commitments or Revolving Credit Commitment Increase commitments to be made as part of such Incremental Term Loans or Revolving Credit Commitment Increase, respectively, to the Lenders from which it has received such written commitments. If the Administrative Agent does not receive enough commitments from existing Lenders or their Affiliates or Approved Funds, it may, after consultation with the Borrower, allocate to Eligible Assignees any excess of the proposed amount of such Incremental Term Loans or Revolving Credit Commitment Increase agreed with the Borrower over the aggregate amounts of the commitments received from existing Lenders or their Affiliates or Approved Funds. Each Incremental Term Loan and Revolving Credit Commitment Increase shall become effective on a date agreed by the Borrower and the Administrative Agent (each, an "Incremental Credit Extension Date"), which shall be in any case on or after the date of satisfaction of the conditions precedent set forth in Section 3.4. The Administrative Agent shall notify the Lenders and the Borrower, on or before 1:00 p.m., New York City time, on the Business Day following an Incremental Credit Extension Date of the effectiveness of an Incremental Term Loan or Revolving Credit Commitment Increase, as applicable, and shall record in the Register all applicable additional information in respect of such Incremental Term Loans or Revolving Credit Commitment Increase. (ii) The Incremental Term Loans (A) shall rank pari passu in right of payment with the Revolving Loans and all other Incremental Term Loans, (B) shall not have a final maturity earlier than the Scheduled Termination Date (but may have amortization up to 10% of the principal amount thereof each year prior to such date), (C) the applicable margin with respect to such Incremental Term Loans shall be at market rates for companies with credit ratings, financial profiles and capital structures comparable to that of the Borrower; provided, however, that (x) if the final maturity date for such Incremental Term Loans is on the Scheduled Termination Date and the pricing (including fees, interest and original issue discount) for such Incremental Term Loans exceeds the Applicable Margin for the Revolving Loans, then the Applicable Margin for such Revolving Loans will be increased to equal such pricing and (y) if the final maturity date for such Incremental Term Loans is after the Scheduled Termination Date and the pricing (including fees, interest and original issue discount) for such Incremental Term Loans exceeds the Applicable Margin for the Revolving Loans by more than 0.25%, then the Applicable Margin for such Revolving Loans will be increased to an amount equal such pricing minus 0.25%, (D) shall require mandatory prepayments from annual Excess Cash Flow of the Borrower and its Subsidiaries on terms, and subject to a Leverage Ratio-based grid, to be determined by the Administrative Agent and (E) except for any differences permitted hereby, the Incremental Term Loans shall have the same terms and conditions as the Revolving Loans. (iii) (A) The commitments under each Revolving Credit Commitment Increase shall be deemed for all purposes part of the Revolving Credit Commitments, (B) each Lender or Eligible Assignee participating in such Revolving Credit Commitment Increase shall become a Revolving Credit Lender with respect to the Revolving Credit Commitments and all matters relating thereto and (C) the commitments under each Revolving Credit Commitment Increase shall have the same terms and conditions as the Revolving Credit Commitments. On the Incremental Credit Extension Date for any Revolving Credit Commitment Increase, each Lender or Eligible Assignee participating in such Revolving Credit Commitment Increase shall purchase and assume from each existing Revolving Credit Lender having Revolving Loans and participations in Letters of Credit and Swing Loans outstanding on such Incremental Credit Extension Date, without recourse or warranty, an undivided interest and participation, to the extent of such Lender's Ratable Portion of the new Revolving Credit Commitments (after giving effect to such Revolving Credit Commitment Increase);, in the aggregate outstanding Revolving Loans and participations in Letters of Credit and Swing Loans, so as to ensure that, on the Incremental Credit Extension Date after giving effect to such Revolving Credit Commitment Increase, each Revolving Lender is owed only its Ratable Portion of the Revolving Loans and participations in Letters of Credit and Swing Loans outstanding on such Incremental Credit Extension Date.

Incremental Credit Extensions. (a) The Initial Borrower may at any time or from time to time after the Closing Restatement Date, by written notice delivered to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders)Agent, request (i) request one or more additional tranches Classes of term loans or additional Loans of the same Class of term loans as an existing Class of Term Loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(Aii) request one or more increases in the amount of the Revolving Loan Credit Commitments of any Class (any each such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitmentincrease, an “Incremental Revolving LenderCredit Commitment Increase” and together with the Incremental Term Loans, the “Incremental Facilities” and the commitments in respect thereof are referred to as the “Incremental Commitments”); provided that: , subject to the provisions set forth in the remainder of this Section 2.14, (i) The no Specified Event of Default shall have occurred and be continuing or would result therefrom (except in the case that the proceeds of any Incremental Facilities are being used to finance a Limited Condition Transaction, in which case the standard will be no Specified Event of Default shall have occurred and be continuing or would result therefrom on the LCA Test Date) and (ii) all representations and warranties shall be true and correct in all material respects (unless qualified by materiality or a Material Adverse Effect, in which case such representation or warranty shall be true and correct in all respects) (except in the case that the proceeds of any Incremental Facility are being used to finance a Limited Condition Transaction, in which case only (x) the representations referred to in the definition of Certain Funds Representations in so far as they relate to the Loan Parties at such time and (y) customary “SunGard” or “certain funds” representations with respect to the Limited Condition Transaction, shall be true and correct in all material respects (unless qualified by materiality or a Material Adverse Effect, in which case such representations shall be true and correct in all respects). (b) Each tranche of Incremental Term Loans and each Incremental Revolving Credit Commitment Increase shall be in an aggregate principal amount that is not less than $5,000,000 (provided that such amount may be less than $5,000,000 if such amount represents all remaining availability under the limit set forth below) (and in minimum increments of $1,000,000 in excess thereof), and, subject to calculation adjustments set forth in Section 1.09(f) with respect to any Incremental Facility being incurred in connection with a Limited Condition Transaction, the aggregate amount of (X) the Incremental Term Loans and Incremental Revolving Loan Commitments Credit Commitment Increases incurred during pursuant to this Section 2.14 plus (Y) the term aggregate principal amount of this Agreement Permitted Additional Debt incurred under Section 7.03(u)(ii) shall not exceed exceed, as of the Maximum date of Incurrence of such Indebtedness or commitments, the sum of (A) the Incremental Facilities Amount; Base Amount plus (iiB) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect aggregate additional amount of Indebtedness, such that, after giving pro forma effect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and Incurrence (and after giving effect theretoto any Specified Transaction to be consummated in connection therewith and assuming that all Incremental Revolving Credit Commitment Increases and all Incremental Commitments and any other Indebtedness in the form of delayed draw term loan commitments Incurred at such time and in connection therewith were fully drawn) GBT and its Restricted Subsidiaries would be in compliance with (I) if such Indebtedness to be Incurred thereunder is intended to be a First Lien Obligation, a First Lien Net Leverage Ratio that is no Event greater than 3.00:1.00 (or, to the extent such Incremental Facility is incurred in connection with any acquisition or similar Investment not prohibited by this Agreement, the greater of Default 3.00:1.00 and the First Lien Net Leverage Ratio at the end of the most recently ended Test Period), (II) if such Indebtedness to be Incurred thereunder is intended to be secured by a Lien on the Collateral that is junior to the Lien securing the First Lien Obligations, a Secured Net Leverage Ratio that is no greater than 3.50:1.00 (or, to the extent such Incremental Facility is incurred in connection with any acquisition or similar Investment not prohibited by this Agreement, the greater of 3.50:1.00 and the Secured Net Leverage Ratio at the end of the most recently ended Test Period) and (III) if such Indebtedness to be Incurred thereunder is intended to be unsecured, at the Initial Borrower’s option, either (x) a Total Net Leverage Ratio that is no greater than 4.00:1.00 (or, to the extent such Incremental Facility is incurred in connection with any acquisition or similar Investment not prohibited by this Agreement, the greater of 4.00:1.00 and the Total Net Leverage Ratio at the end of the most recently ended Test Period) or (y) an Interest Coverage Ratio that is not less than 2.00:1.00 for the most recently ended Test Period (or, to the extent such Permitted Additional Debt is incurred in connection with any acquisition or similar Investment not prohibited by this Agreement, the lesser of 2.00:1.00 and the Interest Coverage Ratio at the end of the most recently ended Test Period). (c) (A) The Incremental Term Loans (i) shall exist; (x) rank pari passu or junior in right of payment with the Restatement Date Term Loans and (y) if secured, be secured only by all or a portion of the Collateral securing the Obligations and shall be secured on a pari passu or junior lien basis with the Liens securing the Obligations, (ii) shall not be guaranteed by any Person that is not a Guarantor hereunder, (iii) other than any Inside Maturity Loans, shall not mature earlier than the Latest Maturity Date with respect to the Restatement Date Term Loans, (iv) other than any Inside Maturity Loans, shall not have a shorter Weighted Average Life to Maturity than the remaining Restatement Date Term Loans, (v) shall have a maturity date (subject to clause (iii)), an amortization schedule (subject to clause (iv)), and interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, funding discounts, original issue discounts and prepayment terms and premiums for the Incremental Term Loans or as determined by the Initial Borrower and the lenders of the Incremental Revolving Loan Commitments may be denominated Term Loans; provided that in Dollars or an Alternate Currency (it being understood the event that the Effective Yield for any such Incremental Facilities that are Qualifying Term Loan or Incremental Revolving Loan Commitment may Loans incurred in reliance on Section 2.14(b)(B) is greater than the Effective Yield for the Restatement Date Term Loans by more than 0.50% per annum, then the Applicable Rates for the Restatement Date Term Loans shall be utilized in Available Currencies as and increased to the extent provided necessary so that the Effective Yield for the Restatement Date Term Loans are equal to the Effective Yield for the Incremental Term Loans minus 0.50% per annum; provided, further, that, unless otherwise agreed by the Initial Borrower in its sole discretion, that any increase in the Effective Yield to any Restatement Date Term Loans due to the application or imposition of a Base Rate floor or Term SOFR floor on any such Indebtedness shall be effected solely through an increase in (or implementation of, as applicable) any Base Rate floor or Term SOFR floor applicable Incremental Amendment which are acceptable to such Restatement Date Term Loans (this proviso, the “MFN Provision”); and (vi) may otherwise have terms and conditions different from those of the Restatement Date Term Facility; provided that (x) except with respect to matters contemplated by clauses (iii), (iv) and (v) above, any differences shall be reasonably satisfactory to the Administrative Agent and Agent, (y) the Lenders providing such documentation governing any Incremental Term Loans may include any Previously Absent Financial Maintenance Covenant so long as the Administrative Agent shall have been given prompt written notice thereof and this Agreement is amended to include such Previously Absent Financial Maintenance Covenant for the benefit of each Facility; provided, further, however, that if the applicable Previously Absent Financial Maintenance Covenant is a “springing” financial maintenance covenant, the Previously Absent Financial Maintenance Covenant shall be automatically included in this agreement only for the benefit of each revolving credit facility hereunder (and not for the benefit of any term loan facility hereunder) and (z) the documentation governing any Incremental Term Loans may include covenants or Incremental Revolving Loan Commitments);other provisions applicable only to periods after the Latest Maturity Date at such time.

Incremental Credit Extensions. (a) The Borrower may at At any time or and from time to time after the Closing Date, subject to the terms and conditions set forth herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy make such notice available to each of the Lenders), pursuant to an Incremental Amendment (“Incremental Amendment”) request to effect (i) request one (1) or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) hereunder or (ii)(A) request one or more increases in the aggregate amount of the Revolving Loan Commitments Tranche A Term Loans and/or Tranche B Term Loans, as applicable (any each such increase or new commitmentincrease, a “Revolving Loan Term Commitment Increase”) and/or from one (B1) the establishment of one or more new Revolving Loan Commitments Additional Term Lenders or (any ii) up to two (2) additional revolving credit facilities (each such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitmentadditional facility, an “Incremental Revolving LenderCredit Facility”)) or increases in the aggregate amount of the Revolving Credit Commitments (each such increase, a “Revolving Credit Commitment Increase” and together with any Term Commitment Increase, any Incremental Term Loan and any Incremental Revolving Credit Facility, a “Commitment Increase”) from Additional Revolving Lenders; provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any each such request and upon the effectiveness of any each Incremental Amendment referred to belowAmendment, (A) no Default or Event of Default shall exist have occurred and be continuing at or would result therefrom, (B) each of the time that any representations and warranties set forth herein and in the other Loan Documents shall be true and correct in all material respects (or all respects to the extent otherwise qualified by a materiality threshold) as of such Incremental Term Loan is made and date, except to the extent the same expressly relate to an earlier date, (C) the Borrower shall be in compliance on a Pro Forma Basis with the covenants contained in Section 6.22 recomputed as of the last day of the most recently ended fiscal quarter of the Borrower for which financial statements are available (and assuming full utilization of the Revolving Credit Commitment), (D) each Incremental Tranche A Term Facility shall have a final maturity date no earlier than the Tranche A Termination Date and each Incremental Tranche B Term Facility shall have a final maturity date no earlier than the Tranche B Termination Date, (E) the Weighted Average Life to Maturity of the Incremental Tranche A Term Loans shall not be shorter than the Weighted Average Life to Maturity of the Tranche A Term Loans and the Weighted Average Life to Maturity of the Incremental Tranche B Term Loans shall not be shorter than the Weighted Average Life to Maturity of the Tranche B Term Loans, (F) until the date that is twenty-four (24) months after giving effect thereto) no Event the Closing Date, if the applicable yield in respect of Default shall exist; (iv) any Incremental Term Loans or Incremental Revolving Loan Commitments Loans that are pari passu in right of payment and secured equally and ratably with the Revolving Credit Facility in effect on the Closing Date and the Term Loans made on the Closing Date exceeds the applicable yield for the existing Tranche A Term Loans or Tranche B Term Loans or the existing Revolving Facility, as the case may be, by more than 0.50%, the Applicable Margin for the applicable existing Tranche A Term Loans, Tranche B Term Loans or Revolving Loans, as the case may be, shall be denominated increased so that the applicable yield in Dollars respect of such Incremental Term Loans or Incremental Revolving Loans, as the case may be, is no higher than the applicable yield for the existing Tranche A Term Loans, Tranche B Term Loans or Revolving Loans, as the case may be, plus 0.50%; provided that in determining the yield applicable to the existing Tranche A Term Facility, Tranche B Term Facility or existing Revolving Facility, as applicable, and the applicable Incremental Facility, (1) original issue discount (“OID”) or upfront fees or other payments or any duration, ticking or similar fee (which shall be deemed to constitute like amounts of OID) payable by the Borrower to the Tranche A Term Lenders, Tranche B Term Lenders or Revolving Lenders, as applicable, or the applicable Additional Lenders in the primary syndication thereof shall be included (with OID being equated to interest based on an Alternate Currency assumed four-year life to maturity or, if less, the remaining life to maturity of the applicable Incremental Facility), (it being understood that 2) customary arrangement or commitment fees payable to the Joint Lead Arrangers (or its affiliates in connection with the existing Tranche A Term Facility, Tranche B Term Facility or existing Revolving Facility, as applicable, or to one (1) or more arrangers (or their affiliates) of the applicable Incremental Facility shall be excluded and (3) if the Eurodollar rate in respect of such Incremental Facility includes a floor greater than any floor applicable to the analogous existing Facility under the definition of “Adjusted LIBOR,” such increased amount shall be equated to interest margin for purposes of determining any increase to the applicable yield under the analogous Facility, (G) the Incremental Revolving Loans will mature no earlier than, and will require no scheduled amortization or mandatory commitment reduction prior to, the Revolving Credit Termination Date and all other terms of any such Incremental Term Loan Facility (except as set forth in the foregoing clauses) shall be substantially identical to the Revolving Facility or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and otherwise reasonably acceptable to the Administrative Agent, (H) to the extent the terms of any Incremental Term Loans are different from the terms applicable to the Tranche A Term Facility or the Tranche B Term Facility (except to the extent permitted by the foregoing clauses), as applicable, such terms shall be reasonably satisfactory to the Administrative Agent, (I) all Incremental Facilities shall rank pari passu or junior in right of payment and right of security in respect of the Collateral with the Term Loans and the Revolving Loans or may be unsecured; provided that to the extent any such Incremental Facilities are subordinated in right of payment or right of security, they shall be subject to intercreditor arrangements reasonably satisfactory to the applicable Incremental Amendment Administrative Agent, (J) the Borrower shall have delivered to the Administrative Agent a certificate of a financial officer certifying to the effect set forth in subclauses (A), (C), and (E) above, together with reasonably detailed calculations demonstrating compliance with subclause (C) above (which are acceptable calculations shall, if made as of the last day of any fiscal quarter of the Borrower for which the Borrower has not delivered to the Administrative Agent the financial statements and Compliance Certificate required to be delivered by Section 6.1(e), be accompanied by a reasonably detailed calculation of Consolidated EBITDA and Interest Expense for the relevant period), and (K) all fees or other payments owing pursuant to Section 10.13 in respect of such Commitment Increase to the Administrative Agent and the Lenders providing shall have been paid. Notwithstanding anything to contrary herein, the aggregate principal amount of all Commitment Increases shall not exceed (i) $350.0 million, plus (ii) an unlimited amount so long as in the case of this clause (ii) after giving effect to such Commitment Increase, the First Lien Leverage Ratio does not exceed 2.85 to 1.00 (calculated on a Pro Forma Basis and assuming all of such Commitment Increase is secured on a first lien basis, whether or not so secured and, in the case of a Revolving Credit Commitment Increase or an Incremental Term Loans Revolving Credit Facility, a full drawing of such Revolving Credit Commitment Increase or Incremental Revolving Loan CommitmentsCredit Facility);, plus (iii) in the case of a Revolving Credit Commitment Increase or an Incremental Revolving Credit Facility that serves to effectively extend the maturity of the Revolving Facility, an amount equal to the reduction in the Revolving Facility to be replaced by a Revolving Credit Commitment Increase or Incremental Revolving Credit Facility (the total aggregate amount described under clauses (i) through (iii) hereof, the “Incremental Cap”). Each Commitment Increase shall be in a minimum principal amount of $50.0 million and integral multiples of $1.0 million in excess thereof; provided that such amount may be less than $50.0 million if such amount represents all the remaining availability under the aggregate principal amount of Commitment Increases set forth above. (b) Each notice from the Borrower pursuant to this Section shall set forth the requested amount of the relevant Commitment Increase.

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request one or more additional tranches of term loans loan commitments (the commitments thereof, the “Incremental Term Loan CommitmentCommitments”; and, the terms loans thereunder, funded pursuant to the Incremental Term Commitments are referred to herein as the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more and\or increases in the amount of the aggregate Revolving Loan Commitments (any such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); , provided thatthat any such request shall be conditioned upon the following: (i) The the aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during that may be requested by the term of this Agreement shall Borrower may not exceed the Maximum Incremental Facilities Amount$150,000,000; (ii) No Person shall the aggregate amount of Incremental Revolving Commitments that may be an obligor under any Incremental Facility that is requested by the Borrower may not a Loan Party with respect to all Loans and Commitments,exceed $25,000,000; (iii) BothSubject each notice delivered by the Borrower to the Certain Funds ProvisionAdministrative Agent shall specify (A) the date on which Borrower proposes that the Incremental Term Commitments and/or Incremental Revolving Commitments, both as the case may be, shall be effective, which shall be a date not less than 5 Business Days nor more than 40 Business Days after the date on which such notice is delivered to the Administrative Agent, (B) if applicable, the amount of the Incremental Term Commitments being requested and (C) if Table of Contents applicable, the amount of the Incremental Revolving Commitments being requested (which requests in respect of the Incremental Term Commitments and Incremental Revolving Commitments shall be in minimum increments of $25,000,000 and a minimum amount of $5,000,000); (iv) at the time of any such request and upon request, after giving effect to the effectiveness of any Incremental Amendment referred to belowbelow and after giving effect to the establishment of the Incremental Term Commitments, the incurrence of the Incremental Term Loans and the establishment of the Incremental Revolving Commitments, as the case may be, no Default or Event of Default shall exist have occurred and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist;or would result therefrom; and (iv) the Borrower shall be in pro forma compliance with the financial covenants set forth in Section 8.1 as at the end of the most recent four consecutive fiscal quarter period for which financial statements are required to be delivered pursuant to Section 7.1 prior to the date of the making of the Incremental Term Loans or the establishment of the Incremental Revolving Commitments, as the case may be (giving effect to the incurrence of the Incremental Term Loans and any Indebtedness incurred under the Incremental Revolving Commitments as if it had occurred on the first day of such four consecutive fiscal quarter period), and in any event calculated in a manner consistent with the financial statements described in Section 5.1 and Regulation S-X. The Incremental Term Loans (a) shall rank pari passu in right of payment and of security with the Revolving Loans and the existing Term Loans, (b) shall not mature earlier than the Term Loan Maturity Date and (c) shall be treated the same as the existing Term Loans (in each case, including with respect to scheduled amortization and mandatory and voluntary prepayments; it being understood that scheduled payments and prepayments shall be applied pro rata to the Incremental Term Loans based on the aggregate principal amount of existing Term Loans and Incremental Term Loans then outstanding and in accordance with the terms of Sections 4.8), provided that the interest rates applicable to the Incremental Term Loans (including any original issue discount, fees or other compensation paid in respect thereof) shall be determined by the Borrower and the lenders thereof. The Incremental Revolving Commitments shall be treated the same as the Revolving Commitments in all respects, shall rank pari passu in right of payment and of security with the Revolving Loans and the Term Loans and shall not mature earlier than the Revolving Termination Date, provided that any up front fees paid to induce the lenders providing the Incremental Revolving Commitments shall be determined by the Borrower and the lenders thereof. The foregoing notwithstanding, if the effective per annum yield of the Incremental Term Loans exceeds by more than 0.25% per annum the effective per annum yield of the Term Loans already outstanding (taking into consideration applicable interest rates, any original issue discount, fees and all other compensation paid to the lenders providing the Incremental Term Loans), the Borrower agrees, as a further condition precedent to the establishment of the Incremental Term Commitments and the incurrence of the Incremental Term Loans, to enter into an amendment to this Agreement, in form and substance satisfactory to the Administrative Agent, to increase the interest rate, fees or other compensation payable to the existing Term Lenders such that the existing Term Lenders receive the same compensation as is to be provided to the lenders providing the Incremental Term Commitments. Table of Contents (b) Incremental Term Commitments and\or Incremental Revolving Commitments may be denominated made by any existing Lender (although no Lender shall have any right or obligation to provide an Incremental Term Commitment and\or Incremental Revolving Commitment) or by any other bank or other lender (any such other bank or other lender being called an “Additional Lender”), provided that the Administrative Agent (and, in Dollars the case of an increase in the Revolving Commitments, the Issuing Lender and Swingline Lender) shall have consented to such Lender’s or Additional Lender’s establishing an Alternate Currency Incremental Term Commitment and\or Incremental Revolving Commitment if such consent would be required under Section 11.06 for an assignment of Loans or Commitments, as applicable, to such Lender or Additional Lender. The Incremental Term Commitments and\or Incremental Revolving Commitments shall become Commitments under this Agreement pursuant to an amendment (an “Incremental Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Borrower, each Lender agreeing to provide such Commitments, if any, each Additional Lender, if any, and the Administrative Agent (which amendment shall be in form and substance satisfactory to the Administrative Agent, each Lender agreeing to provide such Commitments and each Additional Lender, if any). Any Incremental Amendment 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 reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section. The effectiveness of any Incremental Amendment shall be subject to the satisfaction on the date thereof (each, an “Incremental Facility Closing Date”) of each of the conditions set forth in Sections 6.1 and 6.2 (it being understood that any all references to “the extension of credit on the Closing Date” or similar language in such Sections 6.1 and 6.2 shall be deemed to refer to the effective date of such Incremental Term Loan or Amendment) and such other conditions as the parties thereto shall agree. In addition to the foregoing, in connection with the establishment of any Incremental Revolving Loan Commitment may be utilized in Available Currencies as Commitments, the Administrative Agent shall notify all existing Revolving Lenders and all Persons proposed to become Revolving Lenders upon the extent provided in execution of the applicable Incremental Amendment which are acceptable of all amounts required to be paid by such Persons such that after giving effect to the applicable Incremental Amendment and all such payments the Revolving Loans held by each Revolving Lender corresponds to such Revolving Lender’s Revolving Percentage. All such payments shall be made by the applicable Persons to the Administrative Agent in Dollars in immediately available funds at or before 11:00 a.m., New York City Time, on the corresponding Incremental Facility Closing Date. Upon receipt of all such payments and the Lenders providing such effectiveness of the applicable Incremental Term Loans Amendment, the Administrative Agent shall wire transfer the corresponding amount to the applicable Revolving Lender. The Borrower shall pay all amounts required under Section 4.11 in order to give effect to the payments contemplated to be made under this Section. (c) This Section 4.16 shall supersede any provisions in Section 4.8 or Incremental Revolving Loan Commitments);11.1 to the contrary. Table of Contents

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time on one or more occasions after the Closing Effective Date, by written notice delivered to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request (i) request one or more additional tranches Classes of term loans (each a “Incremental Term Facility”) and/or (ii) one or more additional term loans of the commitments thereofsame Class of any existing Class of term loans (each a “Incremental Term Increase”, together with any Incremental Term Facility, the “Incremental Term Loan Commitment”, the loans thereunderFacilities” and any lenders under such Incremental Facilities, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount of the Revolving Loan Commitments (any such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving LenderLenders”); provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under that after giving effect to any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist below and be continuing at the time that any such Incremental Term Loan Facility is made and or effected, (and after giving effect theretox) no Event of Default (or, in the case of the incurrence or provision of any Incremental Facility in connection with a Limited Condition Transaction, no Specified Event of Default) shall exist;have occurred and be continuing and (y) the representations and warranties set forth in the Loan Documents (or, in the case of the incurrence or provision of any Incremental Facility in connection with a Limited Condition Transaction, customary specified representations and warranties and customary specified acquisition agreement representations and warranties) shall be true and correct in all material respects on and as of such date (provided that, in each case, to the extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respect as of such earlier date; provided further that, in each case, any representation and warranty that is qualified as to “materiality”, “Material Adverse Effect” or similar language shall be true and correct in all respect as of such date). Notwithstanding anything to the contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that such amount may be less than $5,000,000 if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (ivb) The Incremental Term Facilities (A) shall (1) rank equal or junior in right of payment with the Initial Term Loans and Delayed Draw Term Loans, (2) if secured, be secured only by the Collateral securing the Secured Obligations and (3) only be guaranteed by the Loan Parties, (B) shall not mature earlier than the Initial Maturity Date, (C) shall not have a shorter Weighted Average Life to Maturity than the remaining Initial Term Loans, (D) shall have a maturity date (subject to clause (B)), an amortization schedule (subject to clause (C)), interest rates (including through fixed interest rates), “most favored nation” provisions (if any), interest margins, rate floors, upfront fees, funding discounts, original issue discounts, financial covenants (if any) and prepayment terms and premiums and other terms and conditions as determined by the Borrower and the Additional Term Lenders thereunder, (E) shall not have the benefit of mandatory prepayment provisions that are more favorable to the applicable lenders or creditors than those of the Initial Term Loans or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency Delayed Draw Term Loans (it being understood that any such Indebtedness that is secured on a pari passu basis by the Collateral with the Secured Obligations may participate on a pro rata basis or a less than a pro rata basis (but not greater than a pro rata basis) in any mandatory repayments or prepayments in respect of the Initial Term Loans and Delayed Draw Term Loans), unless (1) the Lenders of the Initial Term Loans and Delayed Draw Term Loans also receive the benefit of such more favorable terms or (2) any such provisions apply only after the Initial Maturity Date and (F) may otherwise have terms and conditions as agreed between the Borrower and the Additional Term Lenders providing any such Incremental Term Loan Facility but without any financial covenants or Incremental Revolving Loan Commitment may be utilized in Available Currencies event of default provisions that are more restrictive, when taken as a whole, than the covenants and event of default provisions applicable to the extent Initial Term Loans and Delayed Draw Term Loans (as determined by Holdings in good faith). (i) The Incremental Term Increases shall be treated the same as the Class of Term Loans being increased (including with respect to the maturity date thereof), shall be considered to be part of the Class of Term Loans being increased and shall be on the same terms applicable to the Class of Term Loans being increased (excluding upfront fees and customary arranger fees); provided in that (i) if required to consummate the applicable Incremental Term Increase, the pricing, interest rate margins, “most favored nation” (if any) provisions and rate floors on the Class of Term Loans being increased may be increased and additional upfront or similar fees may be payable to the Additional Lenders providing the Incremental Term Increase (without any requirement to pay such fees to any existing Term Lenders) and (ii) [reserved]. (ii) [reserved]. (iii) [reserved]. (c) Each notice from the Borrower pursuant to this Section 2.20 shall set forth the requested amount of the relevant Commitment in respect of an Incremental Term Facility or Incremental Term Increase. (d) Incremental Facilities shall become Commitments and Loans, as applicable, under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Holdings, the Borrower, each Additional Lender and the Administrative Agent. An Incremental Facility may be provided, subject to the prior written consent of the Borrower (not to be unreasonably withheld), by any existing Lender (it being understood that no existing Lender shall have the right to participate in any Incremental Facility or, unless it agrees, shall be obligated to provide any Incremental Facilities). Any loan under an Incremental Facility shall be a “Loan” for all purposes of this Agreement and the other Loan Documents, and any commitment under any Incremental Facility shall be a “Commitment” for all purposes of this Agreement and the other Loan Documents. Any Incremental Facility Amendment which are acceptable may, subject to Section 2.20(b), without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary, in the reasonable opinion of the Administrative Agent and the Lenders providing Borrower, to effect the provisions of this Section 2.20. In addition, if so provided in the relevant Incremental Facility Amendment. The effectiveness of any Incremental Facility Amendment and the occurrence of any credit event (including the making (but not the conversion or continuation) of a Loan and the issuance or increase in the amount) pursuant to such Incremental Facility Amendment shall be subject to delivery of a Borrowing Request in accordance with Section 2.03 and the satisfaction of such conditions as the parties thereto shall agree and as required by this Section 2.20. The Borrower will use the proceeds of the Incremental Term Loans and Incremental Term Increases for any purpose not prohibited by this Agreement. (e) Notwithstanding anything to the contrary, this Section 2.20 shall supersede any provisions in Section 2.18 or Incremental Revolving Loan Commitments);Section 9.02 to the contrary.

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request (ia) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(Ab) request one or more increases in the amount of the Revolving Loan Credit Commitments (any each such increase or new commitmentincrease, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment), a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Default or Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Default or Event of Default shall exist; (iv) . Each tranche of Incremental Term Loans or Incremental and each Revolving Loan Commitments Commitment Increase shall be in an aggregate principal amount that is not less than $25,000,000 (provided that such amount may be denominated less than $25,000,000 if such amount represents all remaining availability under the limit set forth in Dollars or an Alternate Currency (it being understood that any such the next sentence). Notwithstanding anything to the contrary herein, the aggregate amount of the Incremental Term Loan or Loans and the Revolving Commitment Increases shall not exceed $1,000,000,000 (the “Incremental Availability”); provided that the Incremental Availability shall be reduced on a dollar-for-dollar basis by the aggregate amount of all Indebtedness incurred pursuant to Section 7.03(u). The Incremental Term Loans (a) shall rank pari passu in right of payment and of security with the Revolving Loan Commitment Credit Loans and the Term Loans, (b) shall not mature earlier than the Maturity Date with respect to the Term Loans and (c) shall be treated substantially the same as the Term Loans (in each case, including with respect to mandatory and voluntary prepayments), provided that (i) the terms and conditions applicable to Incremental Term Loans may be utilized in Available Currencies as and materially different from those of the Term Loans to the extent provided in the applicable Incremental Amendment which such differences are reasonably acceptable to the Administrative Agent and (ii) the Lenders providing interest rates and amortization schedule applicable to the Incremental Term Loans shall be determined by the Borrower and the lenders thereof. Each notice from the Borrower pursuant to this Section shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans or Revolving Commitment Increases. Incremental Term Loans may be made, and Revolving Commitment Increases may be provided, by any existing Lender (and each existing Term Lender will have the right, but not an obligation, to make a portion of any Incremental Term Loan, and each existing Revolving Credit Lender will have the right, but not an obligation, to provide a portion of any Revolving Commitment Increase, in each case on terms permitted in this Section 2.14 and otherwise on terms reasonably acceptable to the Administrative Agent) or by any other bank or other financial institution (any such other bank or other financial institution being called an “Additional Lender”), provided that the Administrative Agent shall have consented (such consent not to be unreasonably withheld) to such Lender’s or Additional Lender’s making such Incremental Term Loans or providing such Revolving Commitment Increases if such consent would be required under Section 10.07(b) for an assignment of Loans or Revolving Credit Commitments, as applicable, to such Lender or Additional Lender. Commitments in respect of Incremental Term Loans and Revolving Commitment Increases shall become Commitments (or in the case of a Revolving Commitment Increase to be provided by an existing Revolving Credit Lender, an increase in such Lender’s applicable Revolving Credit Commitment) under this Agreement pursuant to an amendment (an “Incremental Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Parent, Foreign Holdings, Holdings, the Borrower, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. The Incremental Amendment 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 reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section. The effectiveness of (and, in the case of any Incremental Amendment for an Incremental Term Loan, the borrowing under) any Incremental Amendment shall be subject to the satisfaction on the date thereof (each, an “Incremental Facility Closing Date”) of each of the conditions set forth in Section 4.02 (it being understood that all references to “the date of such Credit Extension” or similar language in such Section 4.02 shall be deemed to refer to the effective date of such Incremental Amendment) and such other conditions as the parties thereto shall agree. The Borrower will use the proceeds of the Incremental Term Loans and Revolving Commitment Increases for any purpose not prohibited by this Agreement. No Lender shall be obligated to provide any Incremental Term Loans or Revolving Commitment Increases, unless it so agrees. Upon each increase in the Revolving Credit Commitments pursuant to this Section, each Revolving Credit Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Revolving Commitment Increase (each a “Revolving Commitment Increase Lender”) in respect of such increase, and each such Revolving Commitment Increase Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Credit Lender’s participations hereunder in outstanding Letters of Credit and Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (i) participations hereunder in Letters of Credit and (ii) participations hereunder in Swing Line Loans held by each Revolving Credit Lender (including each such Revolving Commitment Increase Lender) will equal the percentage of the aggregate Revolving Credit Commitments of all Revolving Credit Lenders represented by such Revolving Credit Lender’s Revolving Credit Commitment and (b) if, on the date of such increase, there are any Revolving Credit Loans outstanding, such Revolving Credit Loans shall on or prior to the effectiveness of such Revolving Commitment Increase be prepaid from the proceeds of additional Revolving Credit Loans made hereunder (reflecting such increase in Revolving Credit Commitments);, which prepayment shall be accompanied by accrued interest on the Revolving Credit Loans being prepaid and any costs incurred by any Lender in accordance with Section 3.05. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (b) This Section 2.14 shall supersede any provisions in Section 2.13 or 10.01 to the contrary.

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time on one or more occasions after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), Effective Date request (i) request one or more additional tranches Classes of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loanseach, an “Incremental Term LenderFacility”), and/or (ii) or (ii)(A) request one or more increases in the amount additional term loans of the Revolving Loan Commitments same Class of any existing Class of term loans (any such increase or new commitmenteach, a an “Revolving Loan Commitment Incremental Term Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increasesany Incremental Term Facility, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving LenderFacilities”); provided that: that (ix) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under after giving effect to any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist below and be continuing at the time that any such Incremental Term Loan Facility is made and (and after giving effect thereto) or effected, no Event of Default (or, in the case of the incurrence or provision of any Incremental Facility in connection with a Limited Condition Transaction, no Specified Event of Default) shall exist;have occurred and be continuing and (y) in no event shall it be a condition to the effectiveness of, or borrowing under, any Incremental Facility that any representation or warranty of any Loan Party set forth herein be true and correct, except and solely to the extent required by the Additional Lenders providing such Incremental Facility. Notwithstanding anything to the contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that such amount may be less than $5,000,000 if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (ivi) The Incremental Term Facilities (a) shall (i) rank equal or junior in right of payment with the Term Loans, (ii) if secured, be secured only by the Collateral securing the Secured Obligations (except in the case of any Designated Alternative Security Debt) and (iii) only be guaranteed by the Loan Parties (except in the case of any Designated Alternative Security Debt), (b) shall not mature earlier than the Term Maturity Date (except in the case of customary bridge loans which, subject to customary conditions (including no payment or bankruptcy event of default), would either automatically be converted into or required to be exchanged for permanent refinancing that does not mature earlier than the Term Maturity Date), (c) shall not have a shorter Weighted Average Life to Maturity than the remaining Initial Term Loans (except in the case of customary bridge loans which, subject to customary conditions (including no payment or bankruptcy event of default), would either automatically be converted into or required to be exchanged for permanent refinancing Indebtedness which does not have a shorter Weighted Average Life to Maturity than such remaining Initial Term Loans), (d) shall have a maturity date (subject to clause (b)), an amortization schedule (subject to clause (c)), interest rates (including through fixed interest rates), “most favored nation” provisions (if any), interest margins, rate floors, upfront fees, funding discounts, original issue discounts, financial covenants (if any) and prepayment terms and premiums and other terms and conditions as determined by the applicable Borrower and the Additional Lenders thereunder; provided that, for any Incremental Term Facility that (1) is in the form of broadly syndicated term B loans denominated in United States dollars and (2) ranks equal in right of payment with the Initial Term Loans and is secured by the Collateral on a pari passu basis with the Secured Obligations, in the event that the Effective Yield for any such Incremental Term Facility is greater than the Effective Yield for the Initial Term Loans (including any amendments to the Applicable Rate that become effective subsequent to the Effective Date but prior to the time of the addition such Incremental Term Facility and, provided that, for purposes of calculating the Effective Yield on the Initial Term Loans, the applicable original issue discount shall be the original issue discount paid in connection with the initial syndication of such Initial Term Loans in connection with Amendment No. 1) by more than 0.50% per annum, then the Effective Yield for the Initial Term Loans shall be increased to the extent necessary so that the Effective Yield for the Initial Term Loans is equal to the Effective Yield for such Incremental Term Facility minus 0.50% per annum (provided that the “Term SOFR floor” applicable to the outstanding Initial Term Loans shall be increased to an amount not to exceed the “Term SOFR floor” applicable to such Incremental Term Facility prior to any increase in the Applicable Rate applicable to such Initial Term Loans then outstanding) (this proviso, “MFN Protection”), and (e) may otherwise have terms and conditions as agreed between the applicable Borrower and the Additional Lenders providing any such Incremental Term Facility. (ii) The Incremental Term Increases shall be treated the same as the Class of Term Loans being increased (including with respect to maturity date thereof), shall be considered to be part of the Class of Term Loans being increased and shall be on the same terms applicable to the Initial Term Loans (excluding upfront fees and customary arranger fees); provided that (i) the pricing, interest rate margins, “most favored nation” (if any) provisions and rate floors on the Class of Term Loans being increased may be increased and additional upfront or similar fees may be payable to the lenders providing the Incremental Term Increase (without any requirement to pay such fees to any existing Term Lenders) and (ii) if any such Incremental Term Increase (1) is in the form of broadly syndicated term B loans denominated in United States dollars and (2) ranks equal in right of payment with the Initial Term Loans and is secured by the Collateral on a pari passu basis with the Secured Obligations, then such Incremental Term Increase shall be subject to the MFN Protection set forth in the proviso to Section 2.19(b)(i) as if such Incremental Term Increase was an Incremental Term Facility incurred hereunder. (c) Incremental Term Loans Facilities shall become Commitments and Loans, as applicable, under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Borrower, each Lender agreeing to provide such Commitment or Loan, if any, each Additional Lender, if any, and the Administrative Agent. An Incremental Revolving Loan Commitments Facility may be denominated in Dollars or an Alternate Currency provided, subject to the prior written consent of the Borrower (not to be unreasonably withheld), by any existing Lender (it being understood that no existing Lender shall have the right to participate in any Incremental Facility or, unless it agrees, be obligated to provide any Incremental Facilities) or by any Additional Lender. Any loan under an Incremental Facility shall be a “Loan” for all purposes of this Agreement and the other Loan Documents. The Incremental Facility Amendment may, subject to Section 2.19(b), without the consent of any other Lenders, effect such Incremental Term amendments to this Agreement and the other Loan or Incremental Revolving Loan Commitment Documents as may be utilized in Available Currencies as and to the extent provided necessary, in the applicable Incremental Amendment which are acceptable to reasonable opinion of the Administrative Agent and the Lenders providing Borrower, to effect the provisions of this Section 2.19. The effectiveness of any Incremental Facility Amendment and the occurrence of any credit event (including the making (but not the conversion or continuation) of a Loan) pursuant to such Incremental Facility Amendment shall be subject to the satisfaction of such conditions as the parties thereto shall agree and as required by this Section 2.19. The Borrower will use the proceeds of the Incremental Term Loans for any purpose not prohibited by this Agreement. (d) Notwithstanding anything to the contrary, this Section 2.19 shall supersede any provisions in Section 2.17 or Incremental Revolving Loan Commitments);Section 9.02 to the contrary.

Incremental Credit Extensions. (a) The Borrower Finance may at any time or from time to time on one or more occasions after the Closing Effective Date, by written notice delivered to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request (i) request one or more additional tranches Classes of term loans (the commitments thereof, the each a “Incremental Term Loan CommitmentFacility”, ) and/or (ii) one or more additional term loans of the same Class of any existing Class of term loans thereunder, the (each a “Incremental Term Loans” Increase”), and a Lender making such loansthe Co-Borrowers may at any time or from time to time on one or more occasions after the Effective Date, an “Incremental Term Lender”by written notice delivered to the Administrative Agent request (i) or (ii)(A) request one or more increases in the amount of the Revolving Loan Commitments of any Class (any each such increase or new commitmentincrease, a an “Incremental Revolving Loan Commitment Increase”) and/or (Bii) the establishment of one or more new additional Classes of Revolving Loan Commitments (any such new commitment, a the “New Additional/Replacement Revolving Loan CommitmentCommitments,” and, together with any Incremental Term Facility, Incremental Term Increase and the Incremental Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving LenderFacilities”); provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under that after giving effect to any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist below and be continuing at the time that any such Incremental Term Loan Facility is made and or effected, (and after giving effect theretox) no Event of Default (or, in the case of the incurrence or provision of any Incremental Facility in connection with a Limited Condition Transaction, no Specified Event of Default) shall exist;have occurred and be continuing and (y) the representations and warranties set forth in the Loan Documents (or, in the case of the incurrence or provision of any Incremental Facility in connection with a Limited Condition Transaction, customary specified representations and warranties and customary specified acquisition agreement representations and warranties) shall be true and correct in all material respects on and as of such date (provided that, in each case, to the extent that such representations and warranties specifically refer to an earlier date, they shall be true and correct in all material respect as of such earlier date; provided further that, in each case, any representation and warranty that is qualified as to “materiality”, “Material Adverse Effect” or similar language shall be true and correct in all respect as of such date). Notwithstanding anything to the contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof (unless the Co-Borrowers and the Administrative Agent otherwise agree); provided that such amount may be less than $5,000,000 if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (ivi) The Incremental Term Facilities (A) shall (1) rank equal or junior in right of payment with the Initial Term Loans, (2) if secured, be secured only by the Collateral securing the Secured Obligations and (3) only be guaranteed by the Loan Parties, (B) shall not mature earlier than the Initial Term Maturity Date, (C) shall not have a shorter Weighted Average Life to Maturity than the remaining Initial Term Loans, (D) shall have a maturity date (subject to clause (B)), an amortization schedule (subject to clause (C)), interest rates (including through fixed interest rates), “most favored nation” provisions (if any), interest margins, rate floors, upfront fees, funding discounts, original issue discounts, financial covenants (if any) and prepayment terms and premiums and other terms and conditions as determined by Finance and the Additional Term Lenders thereunder; provided that, for any Incremental Term Facility that ranks equal in right of payment with the Initial Term Loans and is secured by the Collateral on a pari passu basis with the Secured Obligations, in the event that the Effective Yield for any such Incremental Term Facility is greater than the Effective Yield for the Initial Term Loans by more than 0.50% per annum, the Effective Yield for the Initial Term Loans shall be increased to the extent necessary so that the Effective Yield for the Initial Term Loans is equal to the Effective Yield for such Incremental Term Facility minus 0.50% per annum (provided that the “LIBOR floor” applicable to the outstanding Initial Term Loans shall be increased to an amount not to exceed the “LIBOR floor” applicable to such Incremental Term Facility prior to any increase in the Applicable Rate applicable to such Initial Term Loans then outstanding), (E) shall not have the benefit of mandatory prepayment provisions that are more favorable to the applicable lenders or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency creditors than those of the Initial Term Loans (it being understood that any such Indebtedness that is secured on a pari passu basis by the Collateral with the Secured Obligations may participate on a pro rata basis or a less than a pro rata basis (but not greater than a pro rata basis) in any mandatory repayments or prepayments in respect of the Initial Term Loans), unless (1) the Lenders of the Initial Term Loans also receive the benefit of such more favorable terms or (2) any such provisions apply only after the Initial Term Maturity Date and (F) may otherwise have terms and conditions as agreed between Finance and the Additional Term Lenders providing any such Incremental Term Loan Facility but without any financial covenants or Incremental Revolving Loan Commitment may be utilized in Available Currencies event of default provisions that are more restrictive, when taken as a whole, than the covenants and event of default provisions applicable to the extent Initial Term Loans (as determined by Holdings in good faith). (ii) The Incremental Term Increases shall be treated the same as the Class of Term Loans being increased (including with respect to the maturity date thereof), shall be considered to be part of the Class of Term Loans being increased and shall be on the same terms applicable to the Class of Term Loans being increased (excluding upfront fees and customary arranger fees); provided in that (i) if required to consummate the applicable Incremental Term Increase, the pricing, interest rate margins, “most favored nation” (if any) provisions and rate floors on the Class of Term Loans being increased may be increased and additional upfront or similar fees may be payable to the Additional Lenders providing the Incremental Term Increase (without any requirement to pay such fees to any existing Term Lenders) and (ii) if the effect of any such Incremental Term Increase is to increase the Effective Yield of the Class of Term Loans being increased (as contemplated by the immediately preceding clause (i)), then such Incremental Term Increase shall be subject to the “most favored nation” pricing adjustment provisions set forth in the proviso to Section 2.20(b)(i) as if such Incremental Term Increase was an Incremental Term Facility incurred hereunder. (iii) The Incremental Revolving Commitment Increases shall be treated the same as the Class of Revolving Commitments being increased (including with respect to the maturity date thereof), shall be considered to be part of the Class of Revolving Commitments being increased and shall be on the same terms applicable to the Class of Revolving Commitments being increased (excluding upfront fees and customary arranger fees); provided that if required to consummate the applicable Incremental Revolving Commitment Increase, the pricing, interest rate margins, “most favored nation” (if any) provisions, rate floors and undrawn commitment fees on the Class of Revolving Commitments being increased may be increased and additional upfront or similar fees may be payable to the Additional Lenders providing the Incremental Revolving Commitment Increase (without any requirement to pay such fees to any existing Revolving Lenders). (iv) The Additional/Replacement Revolving Commitments (and the Revolving Loans made thereunder) (A) shall (1) rank equal or junior in right of payment with the Initial Revolving Commitments, (2) if secured, be secured only by the Collateral securing the Secured Obligations and (3) only be guaranteed by the Loan Parties, (B) shall not mature earlier than the Initial Revolving Maturity Date and shall require no scheduled amortization or mandatory commitment reduction prior to the Initial Revolving Maturity Date, (C) shall have interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, undrawn commitment fees, funding discounts, original issue discounts, prepayment terms and premiums, financial covenants (if any) and commitment reduction and termination terms as determined by the Co-Borrowers and Additional Revolving Lenders providing such commitments and (D) may otherwise have terms and conditions as agreed between the Co-Borrowers and the Additional Revolving Lenders providing any such Additional/Replacement Revolving Commitments but without any financial covenants or event of default provisions that are more restrictive, when taken as a whole, than the covenants and event of default provisions applicable to the Initial Term Loans (as determined by Holdings in good faith). (c) Each notice from any Co-Borrower pursuant to this Section 2.20 shall set forth the requested amount of the relevant Commitment in respect of an Incremental Term Facility, Incremental Term Increase, Incremental Revolving Commitment Increase or Additional/Replacement Revolving Commitments. (d) Incremental Facilities shall become Commitments and Loans, as applicable, under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Holdings, each Co-Borrower, each Additional Lender and the Administrative Agent. Any Incremental Facility Amendment which are acceptable may provide for the issuance of additional letters of credit for the account of any Co-Borrower or the incurrence of additional swingline loans by any Co-Borrower pursuant to any Incremental Revolving Commitment Increase or Additional/Replacement Revolving Commitments established thereby, in each case on terms substantially equivalent to the terms applicable to Letters of Credit and Swingline Loans under the Initial Revolving Commitments; provided that no Issuing Bank shall be required to act as “issuing bank” and no Swingline Lender shall be required to act as “swingline lender” under any such Incremental Facility Amendment without its written consent. An Incremental Facility may be provided, subject to the prior written consent of each Co-Borrower (not to be unreasonably withheld), by any existing Lender (it being understood that no existing Lender shall have the right to participate in any Incremental Facility or, unless it agrees, shall be obligated to provide any Incremental Facilities). Any loan under an Incremental Facility shall be a “Loan” for all purposes of this Agreement and the other Loan Documents, and any commitment under any Incremental Facility shall be a “Commitment” for all purposes of this Agreement and the other Loan Documents. Any Incremental Facility Amendment may, subject to Section 2.20(b), without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary, in the reasonable opinion of the Administrative Agent and each Co-Borrower, to effect the provisions of this Section 2.20 (including, in connection with an Incremental Revolving Commitment Increase or Additional/Replacement Revolving Commitments, to reallocate Revolving Exposure on a pro rata basis among the relevant Revolving Lenders). In addition, if so provided in the relevant Incremental Facility Amendment and with the consent of each Issuing Bank, participations in Letters of Credit expiring on or after the Initial Revolving Maturity Date shall be reallocated from Lenders providing holding Initial Revolving Commitments to Lenders holding Additional/Replacement Revolving Commitments in accordance with the terms of such Incremental Facility Amendment; provided, however, that such participation interests shall, upon receipt thereof by the relevant Lenders holding Additional/Replacement Revolving Commitments, be deemed to be participation interests in respect of such Additional/Replacement Revolving Commitments and the terms of such participation interests (including, without limitation, the commission applicable thereto) shall be adjusted accordingly. The effectiveness of any Incremental Facility Amendment and the occurrence of any credit event (including the making (but not the conversion or continuation) of a Loan and the issuance, increase in the amount, or extension of a Letter of Credit thereunder) pursuant to such Incremental Facility Amendment shall be subject to delivery of a Borrowing Request in accordance with Section 2.03 and the satisfaction of such conditions as the parties thereto shall agree and as required by this Section 2.20. Each Co-Borrower will use the proceeds of the Incremental Term Loans or Loans, Incremental Term Increases, Incremental Revolving Loan Commitments);Commitment Increases and Additional/Replacement Revolving Commitments for any purpose not prohibited by this Agreement. (e) Notwithstanding anything to the contrary, this Section 2.20 shall supersede any provisions in Section 2.18 or Section 9.02 to the contrary.

Incremental Credit Extensions. (a) The Borrower may may, at any time time, on one or from time more occasions pursuant to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), an Incremental Facility Amendment (i) request add one or more additional tranches new Classes of term facilities and/or increase the principal amount of term loans of any existing Class by requesting new commitments to provide such term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making any such loansnew Class or increase, an “Incremental Term LenderFacility” and any loans made pursuant to an Incremental Term Facility, “Incremental Term Loans”) or and/or (ii)(Aii) request add one or more increases in new Classes of Revolving Credit Commitments and/or increase the aggregate amount of the Revolving Loan Credit Commitments (of any such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments existing Class (any such new commitmentClass or increase, a an “New Incremental Revolving Loan CommitmentFacility” and, together with Revolving Loan Commitment Increasesany Incremental Term Facility, the “Incremental Revolving Loan Commitments” and, such Facilities”; and the loans thereunder, the “Incremental Revolving Loans” andand any Incremental Revolving Loans, a Lender making such a commitmenttogether with any Incremental Term Loans, an “Incremental Revolving LenderLoans”)) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that: (i) The aggregate amount no Incremental Commitment in respect of any Incremental Term Loans and Incremental Revolving Loan Commitments incurred during Facility may be in an amount that is less than $5,000,000 (or such lesser amount to which the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount;Administrative Agent may reasonably agree), (ii) No Person except as the Borrower and any Lender may separately agree, no Lender shall be obligated to provide any Incremental Commitment, and the determination to provide any Incremental Commitment shall be within the sole and absolute discretion of such Lender (it being agreed that the Borrower shall not be obligated to offer the opportunity to any Lender to participate in any Incremental Facility), (iii) no Incremental Facility or Incremental Loan (nor the creation, provision or implementation thereof) shall require the approval of any existing Lender other than in its capacity, if any, as a lender providing all or part of any Incremental Commitment or Incremental Loan, (iv) except as otherwise permitted herein (including with respect to margin, pricing, maturity and fees), the terms of any Incremental Facility, if not substantially consistent with those applicable to the 2024 Refinancing Revolving Facility, must be reasonably acceptable to the Administrative Agent (it being agreed that any terms contained in such Incremental Facility (x) which are applicable only after the then-existing Latest Revolving Credit Maturity Date, (y) that are more favorable to the lenders or the agent of such Incremental Facility than those contained in the Loan Documents and are then conformed (or added) to the Loan Documents for the benefit of the Lenders or the Administrative Agent, as applicable, pursuant to the applicable Incremental Facility Amendment and/or (z) if such Incremental Facility is an obligor under Incremental Term Facility, notwithstanding anything herein to the contrary, relating to optional and mandatory prepayments that are customary and “market” for similarly situated borrowers at the time of incurrence, as determined by the Borrower in its reasonable discretion shall, in each case, be deemed satisfactory to the Administrative Agent), (v) the Effective Yield (and the components thereof) applicable to any Incremental Facility that shall be determined by the Borrower and the lender or lenders providing such Incremental Facility, (vi) no Incremental Facility may have a final maturity date earlier than (or require scheduled amortization or mandatory commitment reductions prior to) the Latest Revolving Credit Maturity Date, (vii) no Incremental Facility shall have a Weighted Average Life to Maturity shorter than the Weighted Average Life to Maturity of any then-existing Revolving Loans, (viii) subject to clauses (vi) and (vii) above, any Incremental Term Facility may otherwise have an amortization schedule as determined by the Borrower and the lenders providing such Incremental Term Facility, (ix) subject to clause (v) above, to the extent applicable, any fees payable in connection with any Incremental Facility shall be determined by the Borrower and the arrangers and/or lenders providing such Incremental Facility, (x) (A) any Incremental Term Facility or Incremental Revolving Facility may rank pari passu with or junior to any then-existing tranche of term loans or Revolving Loans, as applicable, in right of payment and/or security or may be unsecured (and to the extent the relevant Incremental Facility is secured, it shall be subject to an Acceptable Intercreditor Agreement) and (B) no Incremental Facility may be (x) guaranteed by any Person which is not a Loan Party with respect to all Loans and Commitmentsor (y) secured by any assets other than the Collateral, (iiixi) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, [reserved], (xii) (A) no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and immediately prior to or after giving effect theretoto the incurrence or implementation of such Incremental Facility; provided that notwithstanding the foregoing, in the case of any Incremental Facility incurred or implemented in connection with any acquisition, Investment or irrevocable payment or redemption of Indebtedness, the condition set forth in this clause (A) shall require only that no Event of Default under Section 7.01(a), (f) or (g) exist immediately prior to giving effect to such Incremental Facility and (B) the condition set forth in Section 4.02(b) hereof shall exist;be satisfied after giving effect to the incurrence or implementation of the relevant Incremental Facility; provided that notwithstanding the foregoing, in the case of any Incremental Facility incurred or implemented in connection with any acquisition or similar Investment, the condition set forth in this clause (B) shall require only the making and accuracy of the Specified Representations before giving effect to such acquisition or Investment; provided further that this clause (xii) shall be subject to Section 1.10(a) and (b) in all respects, and (ivxiii) the proceeds of any Incremental Facility may be used for working capital and/or purchase price adjustments and other general corporate purposes (including capital expenditures, acquisitions, Investments, Restricted Payments, Restricted Debt Payments and related fees and expenses) and any other use not prohibited by this Agreement. (b) Incremental Term Loans or Incremental Revolving Loan Commitments may be denominated in Dollars provided by any existing Lender, or an Alternate Currency by any other Eligible Assignee (it being understood that any such other lender being called an “Incremental Term Loan Lender”); provided that the Administrative Agent (and, in the case of any Incremental Revolving Facility, any Issuing Bank) shall have a right to consent (such consent not to be unreasonably withheld or delayed) to the relevant Incremental Lender’s provision of Incremental Commitments if such consent would be required under Section 9.05(b) for an assignment of Loans to such Incremental Lender. (c) Each Lender or Incremental Revolving Loan Lender providing a portion of any Incremental Commitment may be utilized in Available Currencies as shall execute and to the extent provided in the applicable Incremental Amendment which are acceptable deliver to the Administrative Agent and the Borrower all such documentation (including the relevant Incremental Facility Amendment) as may be reasonably required by the Administrative Agent to evidence and effectuate such Incremental Commitment. On the effective date of such Incremental Commitment, each Incremental Lender shall become a Lender for all purposes in connection with this Agreement. (d) As conditions precedent to the effectiveness of any Incremental Facility or the making of any Incremental Loans, (i) upon its request, the Administrative Agent shall be entitled to receive customary written opinions of counsel, as well as such reaffirmation agreements, supplements and/or amendments as it shall reasonably require, (ii) the Administrative Agent shall be entitled to receive, from each Incremental Lender, an Administrative Questionnaire and such other documents as it shall reasonably require from such Incremental Lender, (iii) the Administrative Agent shall have received, on behalf of the Incremental Lenders, the amount of any fees payable to the Incremental Lenders in respect of such Incremental Facility or Incremental Loans, (iv) subject to Section 2.22(h), the Administrative Agent shall have received a Borrowing Request as if the relevant Incremental Loans were subject to Section 2.03 or another written request, the form of which is reasonably acceptable to the Administrative Agent (it being understood and agreed that the requirement to deliver a Borrowing Request shall not result in the imposition of any additional condition precedent to the availability of the relevant Incremental Loans) and (v) the Administrative Agent shall be entitled to receive a certificate of the Borrower signed by a Responsible Officer thereof: (A) certifying and attaching a copy of the resolutions adopted by the governing body of the Borrower approving or consenting to such Incremental Facility or Incremental Loans, and (B) to the extent applicable, certifying that the conditions set forth in clause (a)(xii) above have been satisfied. (e) Upon the implementation of any Incremental Revolving Facility pursuant to this Section 2.22: (i) if such Incremental Revolving Facility establishes Revolving Credit Commitments of the same Class as any then-existing Class of Revolving Credit Commitments, (i) each Revolving Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each relevant Incremental Revolving Facility Lender, and each relevant Incremental Revolving Facility Lender will automatically and without further act be deemed to have assumed a portion of such Revolving Lender’s participations hereunder in outstanding Letters of Credit such that, after giving effect to each deemed assignment and assumption of participations, all of the Revolving Lenders’ (including each Incremental Revolving Facility Lender) participations hereunder in Letters of Credit shall be held on a pro rata basis on the basis of their respective Revolving Credit Commitments (after giving effect to any increase in the Revolving Credit Commitment pursuant to Section 2.22) and (ii) the existing Revolving Lenders of the applicable Class shall assign Revolving Loans to certain other Revolving Lenders of such Class (including the Revolving Lenders providing the relevant Incremental Revolving Facility), and such other Revolving Lenders (including the Revolving Lenders providing the relevant Incremental Revolving Facility) shall purchase such Revolving Loans, in each case to the extent necessary so that all of the Revolving Lenders of such Class participate in each outstanding Borrowing of Revolving Loans pro rata on the basis of their respective Revolving Credit Commitments of such Class (after giving effect to any increase in the Revolving Credit Commitment pursuant to this Section 2.22); it being understood and agreed that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to this clause (i); and (ii) if such Incremental Revolving Facility establishes Revolving Credit Commitments of a new Class, then (A) the borrowing and repayment (except for (x) payments of interest and fees at different rates on the Revolving Facilities (and related outstandings), (y) repayments required on the Maturity Date of any Revolving Facility and (z) repayments made in connection with a permanent repayment and termination of the Revolving Credit Commitments under any Revolving Facility (subject to clause (C) below)) of Revolving Loans with respect to any Revolving Facility after the effective date of such Incremental Revolving Facility shall be made on a pro rata basis or less than pro rata basis with all other Revolving Facilities, (B) all Letters of Credit shall be participated on a pro rata basis by all Revolving Lenders and (C) any permanent repayment of Revolving Loans with respect to, and reduction and termination of Revolving Credit Commitments under, any Revolving Facility after the effective date of such Incremental Revolving Facility shall be made with respect to such Incremental Revolving Facility on a pro rata basis or less than pro rata basis with all other Revolving Facilities, or, to the extent such Incremental Revolving Credit Commitments are terminated in full and refinanced or replaced with a Replacement Revolving Facility or Replacement Debt, a greater than pro rata basis; provided, that subclauses (A) and (C) of this clause (e)(ii) shall only apply to any Incremental Revolving Facility that is pari passu with the 2024 Refinancing Revolving Facility in right of payment and security. (f) On the date of effectiveness of any Incremental Revolving Facility, the Letter of Credit Sublimit shall increase by an amount, if any, agreed upon by the Borrower, the Administrative Agent and the relevant Issuing Banks, as applicable; it being understood and agreed that the Borrower and any Lender providing any Incremental Revolving Facility may agree that such Lender will provide a portion of the Letter of Credit Sublimit in excess of its Applicable Percentage thereof. (g) The Lenders hereby irrevocably authorize the Administrative Agent to enter into any Incremental Facility Amendment and/or any amendment to any other Loan Document as may be necessary in order to establish new Classes or sub-Classes in respect of Loans or commitments pursuant to this Section 2.22 and such technical amendments as may be necessary or appropriate in the reasonable opinion of the Administrative Agent and the Borrower in connection with the establishment of such new Classes or sub-Classes, in each case on terms consistent with this Section 2.22, including, solely with respect to any Incremental Term Facility, the ability to include provisions applicable solely to such Incremental Term Facility, so long as such provisions are not otherwise prohibited by, or amendments are effectuated pursuant to the terms of, this Agreement. (h) Notwithstanding anything to the contrary in this Section 2.22 or in any other provision of any Loan Document, but subject to Section 2.22(a)(xii), if the proceeds of any Incremental Facility are intended to be applied to finance an acquisition or other Investment and the lenders providing such Incremental Term Loans Facility so agree, the availability thereof shall be subject to customary “SunGard” or Incremental Revolving Loan Commitments“certain funds” conditionality (including the making and accuracy of the Specified Representations before giving effect to such acquisition or Investment);. (i) This Section 2.22 shall supersede any provision in Sections 2.18 or 9.02 to the contrary.

Incremental Credit Extensions. (a) The Borrower Borrowers may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount of the Revolving Loan Commitments (any such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount, and the proceeds of any Incremental Term Loans shall be used solely by the Borrowers and its Subsidiaries to finance Permitted Acquisitions otherwise permitted under this Agreement; (ii) No Person shall Each of the Borrowers will be an obligor under any co-obligors in respect of the Incremental Facility that is not a Loan Party with Term Loans hereunder and each of the other Credit Parties will be Obligors in respect to of all Incremental Term Loans and Commitments,hereunder on the same terms as all other Term A Loans hereunder; (iii) BothSubject to the Certain Funds Provision, both Both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Default or Event of Default shall exist and be continuing and, at the time that any such Incremental Term Loan is made and made, (and after giving effect thereto) no Default or Event of Default shall exist; (iv) The Incremental Term Loans (i) shall rank pari passu in right of payment and pari passu in right of security with the other Loans hereunder, and (ii) shall be, except as set forth in clauses (v) through (ix) below, be identical in all respects to the Term A Loans issued hereunder and be deemed Loans issued hereunder; (v) The Incremental Term Loans shall be mature and be subject to mandatory amortization as to principal on such terms as the Borrowers and the persons to who the Incremental Term Loans are issued may, as between themselves, and without the consent of any other parties hereto, determine at the time of the issuance of the Incremental Term Loans determine, provided that no such Incremental Term Loans (x) have a final maturity earlier than the Stated Maturity Date for the Term A Loans or (B) have a Weighted Average Life to Maturity shorter than the remaining Weighted Average Life to Maturity of Term A Loans at the time of the issuance of the Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency term Loans (it being understood that except by virtue of prepayment of the Loans prior to such date of determination); (vi) Subject to clause (v) above, final maturity and the amortization schedule applicable to any such Incremental Term Loan or Incremental Revolving Loan Commitment may Loans shall be utilized in Available Currencies as determined by the Borrowers and to the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Term Lenders providing such Incremental Term Loans; (vii) The All-In Yield applicable to any Incremental Term Loans or issued hereunder shall be determined at the time of the issuance of such Incremental Revolving Loan Commitments);Term Loans as between the Borrowers and the Incremental Term Lenders providing such

Incremental Credit Extensions. (a) The At any time and subject to the terms and conditions of this Section 2.24, the Borrower may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request (i) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or and/or (ii)(Aii) request one or more increases in the amount of the Revolving Loan Commitments Aggregate Commitment (any each such increase or new commitmentincrease, a “Revolving Loan Commitment Increase”) and/or with the consent of the Administrative Agent but without the consent of any Lender not providing such Incremental Term Loans or Commitment Increases, as the case may be; provided that the aggregate amount of all Incremental Term Loans and all Commitments (after giving effect to all Commitment Increases) shall not exceed $22500 ,000,000. Any tranche of Incremental Term Loans (A) shall be available to the Borrower in Dollars and (B) shall rank pari passu in right of payment and security with the establishment Revolving Loans, (C) shall not mature earlier than the Facility Termination Date (but may have amortization prior to such date, may be required to be mandatorily prepaid in full prior to prepayment of one the Revolving Loans, and may permit voluntary prepayments by the Borrower) and (D) except as set forth above, shall be treated substantially the same as (and in any event no more favorably than) the Revolving Loans; provided that (1) the terms and conditions applicable to any tranche of Incremental Term Loans maturing after the Facility Termination Date may provide for material additional or more new different financial or other covenants or prepayment requirements applicable only during periods after the Facility Termination Date and (2) the Incremental Term Loans may be priced differently than the Revolving Loans. (b) Each tranche of Incremental Term Loans and each Commitment Increase shall be in a minimum amount of $10,000,000 and integral multiples of $5,000,000. A commitment to make Incremental Term Loans shall become an “Incremental Term Loan Commitment” under this Agreement, and a commitment to participate in a Commitment Increase shall become a “Commitment” (or in the case of a Commitment Increase to be provided by an existing Lender, an increase in such Lender’s Commitment) under this Agreement, in any such case, pursuant to a “Commitment and Acceptance” substantially in the form of Exhibit C (a “Commitment and Acceptance”). Any request for a tranche of Incremental Term Loans or a Commitment Increase shall be made in a written notice (an “Increase Notice”) given to the Administrative Agent by the Borrower not less than ten Business Days (or such other period agreed to between the Administrative Agent and the Borrower) prior to the proposed effective date therefor, which Increase Notice shall specify the amount of the proposed tranche of Incremental Term Loans or the Commitment Increase, as the case may be, and the proposed effective date thereof. Incremental Term Loans may be made, and Commitment Increases may be provided, by any existing Lender or by any other bank or other financial institution (any such other bank or other financial institution, a “Proposed New Lender”) as determined by the Administrative Agent and the Borrower; provided that any Proposed New Lender in the case of a Commitment Increase shall be consented to by the LC Issuer and Swing Line Lender. The Administrative Agent shall notify the Borrower and the Lenders on or before the Business Day immediately prior to the proposed effective date of the tranche of Incremental Term Loan Commitments (any such new commitmentand the related Incremental Term Loans) or the Commitment Increase, a “of the amount of each Lender’s and Proposed New Revolving Loan Commitment” and, together with Revolving Lender’s Incremental Term Loan Commitment Increasesor new or increased Commitment, as applicable, and the resulting aggregate amount of the tranche of Incremental Term Loan Commitments (and the related Incremental Term Loans) or the amount of the Aggregate Commitment, as the case may be, which amount shall be effective on the following Business Day, subject to the satisfaction of the conditions described in clause (c) below. (c) Without limiting the applicability of any conditions to Advances set forth in this Agreement, the “effectiveness of any tranche of Incremental Revolving Term Loan Commitments” and, such loans thereunder, Commitments (and the “corresponding availability of the related Incremental Revolving Term Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that) and the effectiveness of each Commitment Increase shall be subject to the following conditions precedent: (i) The aggregate amount Both as of the date of the applicable Increase Notice and as of the proposed effective date of such Incremental Term Loans and Incremental Revolving Loan Commitments incurred during (and related Incremental Term Loans) or Commitment Increase, (x) all representations and warranties under Article V and the term other Loan Documents shall be true and correct in all material respects as though made on such date (except with respect to any representation or warranty expressly stated to have been made as of this Agreement a specific date which shall not exceed have been true and correct in all material respects as of such specified date), (y) no event shall have occurred and then be continuing which constitutes an Unmatured Default or a Default and (z) the Maximum Borrower shall have demonstrated to the Administrative Agent’s reasonable satisfaction that, as of the proposed effective date of the Commitment Increase or Incremental Facilities AmountTerm Loan Commitments, as the case may be, after giving effect thereto, the Borrower and its Subsidiaries are in compliance on a pro forma basis with the covenants contained in Section 6.17 recomputed as of the last day of the most recently ended fiscal quarter of the Borrower for which financial statements are available, as if such Commitment Increase or Incremental Term Loan Commitments, as applicable, had been effective as of the first day of each relevant period for testing such compliance; (ii) No Person the Borrower, the Administrative Agent and each Proposed New Lender or Lender that shall be an obligor under any have agreed to provide a commitment in support of such Incremental Facility that is not Term Loans or Commitment Increase shall have executed and delivered a Loan Party with respect to all Loans Commitment and Commitments,Acceptance; (iii) BothSubject counsel for the Loan Parties shall have provided to the Certain Funds Provision, both at Administrative Agent supplemental opinions in form and substance reasonably satisfactory to the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall existAdministrative Agent; (iv) the Borrower, the Guarantors and the Proposed New Lenders shall otherwise have executed and delivered such other instruments and documents as may be required under Article IV or that the Administrative Agent shall have reasonably requested in connection with such increase (including, in the case of a tranche of Incremental Term Loans, an amendment to, or amended and restatement of, this Agreement and, as appropriate, the other Loan Documents (an “Incremental Term Loan Amendment”), executed by the Borrower, each Lender agreeing to provide such Incremental Term Loans, if any, each Proposed New Lender, if any, and the Administrative Agent, which amendment or amendments 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 reasonable opinion of the Administrative Agent, to effect such Incremental Term Loans or Incremental Revolving in accordance with this Section 2.24), and each Loan Commitments may be denominated in Dollars or an Alternate Currency Party shall have reaffirmed its obligations, and the Liens granted, under the Loan Documents; and (it being understood that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided v) in the applicable Incremental Amendment which are acceptable case of a Commitment Increase, the Administrative Agent shall have administered the reallocation of the Outstanding Credit Exposures on the effective date of such increase ratably among the Lenders (including new Lenders) after giving effect to such increase; provided, that (1) the Borrower hereby agree to compensate the Lenders for all losses, expenses and liabilities incurred by any Lender in connection with the sale or assignment of any Term Benchmark Loan resulting from such reallocation on the terms and in the manner set forth in Section 3.3, and (2) the Administrative Agent and the Lenders providing such hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the reallocations effected pursuant to this clause (v). Upon satisfaction of the conditions precedent to any tranche of Incremental Term Loans or Commitment Increase, the Administrative Agent shall promptly advise the Borrower and each Lender of the effective date thereof (each such effective date, an “Increase Effective Date”). Upon any Increase Effective Date that is supported by a Proposed New Lender, such Proposed New Lender shall become a party to this Agreement as a Lender and shall have the rights and obligations of a Lender hereunder. Nothing contained herein shall constitute, or otherwise be deemed to be, a commitment or other requirement on the part of any Lender to make Incremental Revolving Loan Commitments);Term Loans or increase its Commitment at any time.

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time after the Closing Restatement Effective Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request (ia) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(Ab) request one or more increases in the amount of the Revolving Loan Commitments (any each such increase or new commitmentincrease, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment), a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Default or Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Default or Event of Default shall exist; . Each tranche of Incremental Term Loans shall be in an aggregate principal amount that is not less than $50,000,000 (provided that such amount may be less than $50,000,000 if such amount represents all remaining availability under the limit set forth in the next sentence) and each Revolving Commitment Increase shall be in an aggregate principal amount that is not less than $5,000,000. Notwithstanding anything to the contrary herein, the aggregate amount of the Incremental Term Loans and the Revolving Commitment Increases shall not exceed $260,000,000 (the “Incremental Availability”). The Incremental Term Loans (i) shall rank pari passu in right of payment and of security with the Revolving Loans and the Term Loans, (ii) shall not mature earlier than the Term Loan Maturity Date, (iii) shall have a weighted average life to maturity no shorter than the remaining weighted average life to maturity of the Term Loans on the date of effectiveness of the applicable Incremental Amendment and (iv) shall be treated substantially the same as the Term Loans (in each case, including with respect to mandatory and voluntary prepayments), provided that (x) the terms and condition applicable to Incremental Term Loans shall be reasonably satisfactory to the Administrative Agent and (y) the interest rates and, subject to clauses (ii) and (iii) above, amortization schedule and maturity applicable to such Incremental Term Loans shall be determined by the Borrower and the lenders thereof. Each notice from the Borrower pursuant to this Section shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans or Revolving Commitment Increases. Incremental Revolving Loan Commitments Term Loans may be denominated made, and Revolving Commitment Increases may be provided, by any existing Lender (and each existing Term Lender will have the right, but not an obligation, to make a portion of any Incremental Term Loan, and each existing Revolving Lender will have the right, but not the obligation, to provide a portion of any Revolving Commitment Increase, in Dollars each case on terms permitted in this Section 2.21 and otherwise on terms reasonably acceptable to the Administrative Agent) or by any other bank or other financial institution (any such other bank or other financial institution being called an Alternate Currency “Additional Lender”); provided that the Administrative Agent shall have consented (such consent not to be unreasonably withheld) to such Lender’s or Additional Lender’s making such Incremental Term Loans or providing such Revolving Commitment Increases. Commitments in respect of Incremental Term Loans and Revolving Commitment Increases shall become Commitments (or, in the case of a Revolving Commitment Increase to be provided by an existing Revolving Credit Lender, an increase in such Lender’s applicable Revolving Credit Commitment) under this Agreement pursuant to an amendment (an “Incremental Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Holdings, the Borrower, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. The Incremental Amendment 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 reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section. The effectiveness of (and, in the case of any Incremental Amendment for an Incremental Term Loan, the Borrowing under) any Incremental Amendment shall be subject to the satisfaction on the date thereof (each, an “Incremental Facility Closing Date”) of each of the conditions set forth in Section 4.02 (it being understood that any all references to “the date of such Borrowing” or similar language in such Section 4.02 shall be deemed to refer to the effective date of such Incremental Amendment) and such other conditions as the parties thereto shall agree. The Borrower may use the proceeds of the Incremental Term Loan Loans and Revolving Commitment Increases for any purpose not prohibited by this Agreement. No Lender shall be obligated to provide any Incremental Term Loans or Incremental Revolving Loan Commitment may Increases, unless it so agrees. Upon each increase in the Revolving Commitments pursuant to this Section, (i) each Revolving Lender immediately prior to such increase will automatically and without further act be utilized deemed to have assigned to each Lender providing a portion of the Revolving Commitment Increase (each a “Revolving Commitment Increase Lender”) in Available Currencies as respect of such increase, and each such Revolving Commitment Increase Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Lender’s participations hereunder in outstanding Letters of Credit and Swingline Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (x) participations hereunder in Letters of Credit and (y) participations hereunder in Swingline Loans held by each Revolving Lender (including each such Revolving Commitment Increase Lender) will equal the percentage of the aggregate Revolving Commitments of all Revolving Lenders represented by such Revolving Lender’s Revolving Commitment and (ii) if, on the date of such increase, there are any Revolving Loans outstanding, such Revolving Loans shall on or prior to the extent provided effectiveness of such Revolving Commitment Increase be prepaid from the proceeds of additional Revolving Loans made hereunder (reflecting such increase in Revolving Commitments), which prepayment shall be accompanied by accrued interest on the applicable Incremental Amendment which are acceptable to the Revolving Loans being prepaid and any costs incurred by any Lender in accordance with Section 2.16. The Administrative Agent and the Lenders providing such Incremental Term Loans or Incremental Revolving Loan Commitments);hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence.

Incremental Credit Extensions. (a) The Borrower may at At any time or and from time to time after time, subject to the Closing Dateterms and conditions set forth herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request to add one or more additional tranches of term loans Term A Loans (the commitments thereof, the “Incremental Term Loan CommitmentA Loans”) or Term B Loans (the “Incremental Term B Loans” and, together with the loans thereunderIncremental Term A Loans, the “Incremental Term Loans” and a Lender making such loans”), an one or more increases in any Class of Term Loans or Incremental Term Loans (the “Incremental Term LenderLoan Increases”), one or more additional revolving credit facility tranches (the “Incremental Revolving Facilities”) or (ii)(A) request one or more increases in the Revolving Credit Commitments (the “Incremental Revolving Commitments”; together with the Incremental Term Loans, the Incremental Term Loan Increases and the Incremental Revolving Facilities, the “Incremental Facilities”); provided that (x) the aggregate principal amount of Incremental Facilities (other than Refinancing Revolving Commitments and Refinancing Term Loans) on any date Indebtedness thereunder is first incurred will not exceed an amount equal to the Permitted Incremental Amount and (y) with respect to Refinancing Revolving Commitments and Refinancing Term Loans, the principal amount of such Refinancing Revolving Commitments or Refinancing Term Loans, as applicable, does not exceed the principal amount of the Revolving Loan Commitments Credit Facility or Term Loans so refinanced except by an amount equal to unpaid accrued interest and premium thereon plus other reasonable amounts paid, and fees and expenses reasonably incurred, in connection with such refinancing. (any such increase or new commitment, a “Revolving Loan Commitment Increase”b) and/or (B) The Incremental Facilities are subject to the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided thatfollowing terms and conditions: (i) The aggregate amount each Incremental Facility will not be Guaranteed by any Person other than the Guarantors hereunder and, to the extent secured, will not be secured by any assets other than the Collateral; (ii) no existing Lender will be required to participate in any such Incremental Facility without its consent; (iii) all representations and warranties set forth in Article V shall be true and correct in all material respects on and as of the date of the incurrence of the Incremental Facilities except any representations and warranties which expressly relate to a given date or period shall only be required to be true and correct in all material respects as of the respective date or for the respective period, as the case may be; provided that in connection with any Limited Condition Acquisition, (A) the Lenders providing such Incremental Facilities may elect to waive the requirement to make the representations and warranties set forth in Article V as required by the foregoing and (B) such representations and warranties will be subject to customary “SunGard” and “certain funds” conditionality; (iv) no Default would exist after giving effect thereto; provided that in the case of a Limited Condition Acquisition, at the Borrower’s option, such Default may be tested in accordance with Section 1.08; (v) (A) the maturity date of any Incremental Term A Loans (including any Refinancing Term Loans, but excluding an Asset Sale Bridge Facility) shall be no earlier than the Maturity Date of the Third Amendment Effective Date Term Loans that constitute Term A Loans and the Weighted Average Life to Maturity of such Incremental Term A Loans (excluding an Asset Sale Bridge Facility) shall be not shorter than the Weighted Average Life to Maturity of the Third Amendment Effective Date Term Loans that constitute Term A Loans and (B) the maturity date of any Incremental Term B Loans (including any Refinancing Term Loans) shall be no earlier than the Maturity Date of the Third Amendment Effective Date Term Loans that constitute Term B Loans and the Weighted Average Life to Maturity of such Incremental Term B Loans shall be not shorter than the Weighted Average Life to Maturity of the Third Amendment Effective Date Term Loans that constitute Term B Loans; (vi) in the case of Incremental Revolving Commitments, (A) the maturity date of such Incremental Revolving Commitments shall be the same as the Maturity Date of the Revolving Credit Facility, (B) such Incremental Revolving Commitments shall require no scheduled amortization or mandatory commitment reduction prior to the Maturity Date of the Revolving Credit Facility and, (C) the Incremental Revolving Commitments shall be on the exact same terms and pursuant to the exact same documentation applicable to the Revolving Credit Facility; and (D) the Incremental Revolving Commitments shall constitute an increase of commitments under the 2018 Revolving Credit Tranche and/or the 2020 Revolving Credit Tranche as designated by the Borrower in the applicable Incremental Amendment; (vii) in the case of an Incremental Revolving Facility, (A) the maturity date of such Incremental Revolving Facility shall be no earlier than the Maturity Date of the Revolving Credit Facility, (B) such Incremental Revolving Facility shall require no scheduled amortization or mandatory commitment reduction prior to the Maturity Date of the Revolving Credit Facility, (C) the Incremental Revolving Facility shall be on substantially the same terms and pursuant to substantially the same documentation applicable to the Revolving Credit Facility, and (D) borrowings and repayments under the Incremental Revolving Facility shall be made on a pro rata basis with the Revolving Credit Facility; (viii) the interest rate margins, prepayment premiums, call protection, the maturity date of any Incremental Term Loans (subject to clause (v) above) and (subject to clauses (v) and (vii) above, as appropriate) amortization schedule applicable to any Incremental Term Loans or Incremental Revolving Facilities shall be determined by the Borrower and the lenders thereunder; (i) any Incremental Term A Loans (other than an Asset Sale Bridge Facility), for purposes of mandatory prepayments, shall be treated no more favorably than the Third Amendment Effective Date Term Loans constituting Term A Loans and (ii) with respect to Incremental Term A Loans constituting an Asset Sale Bridge Facility, such Incremental Term A Loans shall not be subject to mandatory prepayments set forth in Section 2.05(b)(i) or (ii), except such Incremental Term A Loans may be mandatorily prepaid, on a dollar-for-dollar basis, with the cash proceeds received from the applicable Asset Sale Bridge Financed Divestitures prior to the application of such cash proceeds to prepay any other Term Loans; (x) any Incremental Term B Loans, for purposes of mandatory prepayments, shall be treated no more favorably than the Third Amendment Effective Date Term Loans constituting Term B Loans; (xi) any Incremental Term Loans or any Incremental Revolving Facility (other than Refinancing Term Loans and Refinancing Revolving Commitments) shall be on terms and pursuant to documentation to be determined and shall be subject to an Intercreditor Agreement (if applicable); provided that, to the extent such terms and documentation are not consistent with the Term Loans then in existence or the Revolving Credit Facility, as the case may be (except to the extent permitted by clauses (v), (vii), (viii), (ix) and (x) above or that apply only after the Maturity Date of the applicable Term Loans or the Revolving Credit Facility, as the case may be), they shall be reasonably satisfactory to the Administrative Agent (it being understood that any terms and conditions that are more restrictive than the terms applicable to the Term Loans or the Revolving Credit Facility shall be deemed reasonably satisfactory to the Administrative Agent so long as the Lenders under the applicable Term Loans or the Revolving Credit Facility receive the benefit of such terms or conditions through the addition to this Agreement (which shall not require the consent of any existing Lenders)); provided, further, that, in the case of any Refinancing Term Loans and Refinancing Revolving Commitments, (A) the terms and conditions of such Incremental Term Loans and Incremental Revolving Loan Commitments incurred during Facility (excluding pricing, call protection and optional prepayment or redemption terms) reflect market terms on the term date of this Agreement shall not exceed incurrence as reasonably determined by the Maximum Incremental Facilities Amount; Borrower, (iiB) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist; (iv) Incremental Term Loans or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency (it being understood that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Lenders providing such Incremental Term Loans or Incremental Revolving Facility shall be subject to an Intercreditor Agreement (if applicable) and (C) such Incremental Term Loans or Incremental Revolving Facility shall not contain covenants (including financial maintenance covenants), taken as a whole, that are materially tighter than (or in addition to) those contained in this Agreement (except for covenants applicable only to the period after the Maturity Date of the applicable Term Loans); and (xii) each Incremental Facility shall be in an integral multiple of $1,000,000 and be in an aggregate principal amount that is not less than (A) $25,000,000 in the case of any Incremental Term Loans or Incremental Term Loan Increases or (B) $10,000,000 in the case of any Incremental Revolving Facilities or Incremental Revolving Commitments; provided that such amount may be less than the applicable minimum amount if such amount represents all the remaining availability hereunder as set forth above. (c) Each notice from the Borrower pursuant to this Section shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans, Incremental Term Loan Increases, Incremental Revolving Facilities and/or Incremental Revolving Commitments. Any additional bank, financial institution, existing Lender or other Person that elects to provide the applicable Incremental Facility shall be an Eligible Assignee that is reasonably satisfactory to the Borrower and the Administrative Agent (any such bank, financial institution, existing Lender or other Person being called an “Additional Lender”) and, if not already a Lender, shall become a Lender under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Nexstar Media, the Borrower, such Additional Lender and the Administrative Agent. Each Incremental Facility Amendment shall include a supplement to the Facilities Schedule. No Incremental Facility Amendment shall require the consent of any Lenders other than the Additional Lenders with respect to such Incremental Facility Amendment. Commitments in respect of any Incremental Facilities shall become Commitments under this Agreement. An Incremental Facility Amendment may, without the consent of any other Lenders, effect such amendments to any Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.14. The proceeds of any Incremental Term Loans and Incremental Term Loan Increases will be used only for general corporate purposes (including Permitted Acquisitions);. Upon each increase in the Aggregate Commitments pursuant to this Section, each Revolving Credit Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Incremental Revolving Commitment (each, a “Incremental Revolving Lender”) in respect of such increase, and each such Incremental Revolving Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Credit Lender’s participations hereunder in outstanding Letters of Credit and Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (A) participations hereunder in Letters of Credit and (B) participations hereunder in Swing Line Loans held by each Revolving Credit Lender (including each such Incremental Revolving Lender) will equal the percentage of the aggregate Revolving Credit Commitments of all Revolving Credit Lenders represented by such Revolving Credit Lender’s Commitment. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence.

Incremental Credit Extensions. (a) The Borrower Borrowers may at any time or from time to time after the Closing Date, by notice by the Parent Borrower to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount of the Revolving Loan Credit Commitments (any each such increase or new commitmentincrease, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect theretounder Section 8.01(a) no or Event of Default shall exist; . Each Revolving Commitment Increase shall be in an aggregate principal amount that is not less than a Dollar Amount of $25,000,000 (iv) Incremental Term Loans or Incremental Revolving Loan Commitments provided that such amount may be denominated less than a Dollar Amount of $25,000,000 if such amount represents all remaining availability under the limit set forth in Dollars or an Alternate Currency the next sentence). Notwithstanding anything to the contrary herein, the aggregate amount of the Revolving Commitment Increases shall not exceed $100,000,000. Each notice from the Parent Borrower pursuant to this Section shall set forth the requested amount and proposed terms of the relevant Revolving Commitment Increases. Revolving Commitment Increases may be provided, by any existing Lender (it being understood that no existing Lender will have an obligation to provide a portion of any Revolving Commitment Increase), in each case on terms permitted in this Section 2.14 and otherwise on terms reasonably acceptable to the Administrative Agent, or by any other lender (any such other lender being called an “Additional Lender”), provided that the Administrative Agent shall have consented (such consent not to be unreasonably withheld) to such Lender’s or Additional Lender’s providing such Revolving Commitment Increases if such consent would be required under Section 10.07(b) for an assignment of Loans or Revolving Credit Commitments, as applicable, to such Lender or Additional Lender. Commitments in respect of Revolving Commitment Increases shall become Commitments (or in the case of a Revolving Commitment Increase to be provided by an existing Lender, an increase in such Lender’s Revolving Credit Commitment) under this Agreement pursuant to an amendment (an “Incremental Term Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Holdings, the Borrowers, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. The Incremental Amendment may, without the consent of any other Lenders or Incremental Revolving Loan Commitment Parties, effect such amendments to this Agreement and the other Loan Documents as may be utilized in Available Currencies as and to the extent provided necessary or appropriate, in the applicable Incremental Amendment which are acceptable to reasonable opinion of the Administrative Agent and the Lenders providing Parent Borrower, to effect the provisions of this Section. The effectiveness of any Incremental Amendment shall be subject to the satisfaction on the date thereof of each of the conditions set forth in Section 4.02 (it being understood that all references to “the date of such Credit Extension” or similar language in such Section 4.02 shall be deemed to refer to the effective date of such Incremental Term Amendment) and such other conditions as the parties thereto shall agree. The Borrowers shall use the proceeds of the Revolving Commitment Increases for any purpose not prohibited by this Agreement. Upon each increase in the Revolving Credit Commitments pursuant to this Section 2.14, (x) each Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Revolving Commitment Increase (each a “Revolving Commitment Increase Lender”), and each such Revolving Commitment Increase Lender will automatically and without further act be deemed to have assumed, a portion of such Lender’s participations hereunder in outstanding Letters of Credit and Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (i) participations hereunder in Letters of Credit and (ii) participations hereunder in Swing Line Loans held by each Lender (including each such Revolving Commitment Increase Lender) will equal the percentage of the aggregate Revolving Credit Commitments of all Lenders represented by such Lender’s Revolving Credit Commitment and (y) if, on the date of such increase, there are any Revolving Credit Loans denominated in Dollars outstanding, such Revolving Credit Loans shall on or Incremental prior to the effectiveness of such Revolving Loan Commitment Increase be prepaid from the proceeds of additional Revolving Credit Loans made hereunder (reflecting such increase in Revolving Credit Commitments);, which prepayment shall be accompanied by accrued interest on the Revolving Credit Loans being prepaid and any costs incurred by any Lender in accordance with Section 3.05. In addition, if there are any Revolving Credit Loans denominated in Euro outstanding on the date of any Revolving Commitment increase, then (i) each Revolving Credit Lender with Euro Funding Capacity immediately prior to such increase will automatically and without further act be deemed to have assigned to each Revolving Commitment Increase Lender with Euro Funding Capacity and each such Revolving Commitment Increase Lender will automatically and without further act be deemed to have assumed a portion of such Revolving Credit Lender’s Euro Loans such that after giving effect to all such assignments, each Revolving Credit Lender with Euro Funding Capacity (including each Revolving Commitment Increase Lender with Euro Funding Capacity) will have the percentage of Revolving Credit Loans denominated in Euro then outstanding equal to its pro rata (solely among Revolving Credit Lenders with Euro Funding Capacity) percentage of all Euro Loans then outstanding and (ii) after giving effect to the assignments described in clause (i) of this sentence, each Participating Euro Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Revolving Commitment Increase Lender that will be a Participating Euro Lender, and each such Revolving Commitment Increase Lender will automatically and without further act be deemed to have assumed a portion of such Participating Euro Lender’s Euro Participations such that, after giving effect all such assignments, each Participating Euro Lender (including each Revolving Commitment Increase Lender that is a Participating Euro Lender) will have the percentage of Euro Participations then outstanding equal to its pro rata (solely among Participating Euro Lenders) percentage of all Euro Participations then outstanding. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (b) This Section 2.14 shall supersede any provisions in Section 2.13 or 10.01 to the contrary.

Incremental Credit Extensions. (a) The Initial Borrower may at any time or from time to time after the Closing Restatement Date, by written notice delivered to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders)Agent, request (i) request one or more additional tranches Classes of term loans or additional Loans of the same Class of term loans as an existing Class of Term Loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(Aii) request one or more increases in the amount of the Revolving Loan Credit Commitments of any Class (any each such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitmentincrease, an “Incremental Revolving LenderCredit Commitment Increase” and together with the Incremental Term Loans, the “Incremental Facilities” and the commitments in respect thereof are referred to as the “Incremental Commitments”); provided that: , subject to the provisions set forth in the remainder of this Section 2.14, (i) The no Specified Event of Default shall have occurred and be continuing or would result therefrom (except in the case that the proceeds of any Incremental Facilities are being used to finance a Limited Condition Transaction, in which case the standard will be no Specified Event of Default shall have occurred and be continuing or would result therefrom on the LCA Test Date) and (ii) all representations and warranties shall be true and correct in all material respects (unless qualified by materiality or a Material Adverse Effect, in which case such representation or warranty shall be true and correct in all respects) (except in the case that the proceeds of any Incremental Facility are being used to finance a Limited Condition Transaction, in which case only (x) the representations referred to in the definition of Certain Funds Representations in so far as they relate to the Loan Parties at such time and (y) customary “SunGard” or “certain funds” representations with respect to the Limited Condition Transaction, shall be true and correct in all material respects (unless qualified by materiality or a Material Adverse Effect, in which case such representations shall be true and correct in all respects). (b) Each tranche of Incremental Term Loans and each Incremental Revolving Credit Commitment Increase shall be in an aggregate principal amount that is not less than $5,000,000 (provided that such amount may be less than $5,000,000 if such amount represents all remaining availability under the limit set forth below) (and in minimum increments of $1,000,000 in excess thereof), and, subject to calculation adjustments set forth in Section 1.09(f) with respect to any Incremental Facility being incurred in connection with a Limited Condition Transaction, the aggregate amount of (X) the Incremental Term Loans and Incremental Revolving Loan Commitments Credit Commitment Increases incurred during pursuant to this Section 2.14 plus (Y) the term aggregate principal amount of this Agreement Permitted Additional Debt incurred under Section 7.03(u)(ii) shall not exceed exceed, as of the Maximum date of Incurrence of such Indebtedness or commitments, the sum of (A) the Incremental Facilities Amount; Base Amount plus (iiB) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect aggregate additional amount of Indebtedness, such that, after giving pro forma effect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and Incurrence (and after giving effect theretoto any Specified Transaction to be consummated in connection therewith and assuming that all Incremental Revolving Credit Commitment Increases and all Incremental Commitments and any other Indebtedness in the form of delayed draw term loan commitments Incurred at such time and in connection therewith were fully drawn) GBT and its Restricted Subsidiaries would be in compliance with (I) if such Indebtedness to be Incurred thereunder is intended to be a First Lien Obligation, a First Lien Net Leverage Ratio that is no Event greater than 3.00:1.00 (or, to the extent such Incremental Facility is incurred in connection with any acquisition or similar Investment not prohibited by this Agreement, the greater of Default 3.00:1.00 and the First Lien Net Leverage Ratio at the end of the most recently ended Test Period), (II) if such Indebtedness to be Incurred thereunder is intended to be secured by a Lien on the Collateral that is junior to the Lien securing the First Lien Obligations, a Secured Net Leverage Ratio that is no greater than 3.50:1.00 (or, to the extent such Incremental Facility is incurred in connection with any acquisition or similar Investment not prohibited by this Agreement, the greater of 3.50:1.00 and the Secured Net Leverage Ratio at the end of the most recently ended Test Period) and (III) if such Indebtedness to be Incurred thereunder is intended to be unsecured, at the Initial Borrower’s option, either (x) a Total Net Leverage Ratio that is no greater than 4.00:1.00 (or, to the extent such Incremental Facility is incurred in connection with any acquisition or similar Investment not prohibited by this Agreement, the greater of 4.00:1.00 and the Total Net Leverage Ratio at the end of the most recently ended Test Period) or (y) an Interest Coverage Ratio that is not less than 2.00:1.00 for the most recently ended Test Period (or, to the extent such Permitted Additional Debt is incurred in connection with any acquisition or similar Investment not prohibited by this Agreement, the lesser of 2.00:1.00 and the Interest Coverage Ratio at the end of the most recently ended Test Period). (c) (A) The Incremental Term Loans (i) shall exist; (x) rank pari passu or junior in right of payment with the Restatement Date Term Loans and Term B-1 Loans and (y) if secured, be secured only by all or a portion of the Collateral securing the Obligations and shall be secured on a pari passu or junior lien basis with the Liens securing the Obligations, (ii) shall not be guaranteed by any Person that is not a Guarantor hereunder, (iii) other than any Inside Maturity Loans, shall not mature earlier than the Latest Maturity Date with respect to the Restatement Date Term Loans or the Term B-1 Loans, (iv) other than any Inside Maturity Loans, shall not have a shorter Weighted Average Life to Maturity than the remaining Restatement Date Term Loans or the remaining Term B-1 Loans, (v) shall have a maturity date (subject to clause (iii)), an amortization schedule (subject to clause (iv)), and interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, funding discounts, original issue discounts and prepayment terms and premiums for the Incremental Term Loans or as determined by the Initial Borrower and the lenders of the Incremental Revolving Loan Commitments may be denominated Term Loans; provided that in Dollars or an Alternate Currency (it being understood the event that the Effective Yield for any such Incremental Facilities that are Qualifying Term Loan or Incremental Revolving Loan Commitment may Loans incurred in reliance on Section 2.14(b)(B) is greater than the Effective Yield for the Restatement Date Term Loans by more than 0.50% per annum, then the Applicable Rates for the Restatement Date Term Loans shall be utilized in Available Currencies as and increased to the extent provided necessary so that the Effective Yield for the Restatement Date Term Loans are equal to the Effective Yield for the Incremental Term Loans minus 0.50% per annum; provided, further, that, unless otherwise agreed by the Initial Borrower in its sole discretion, that any increase in the Effective Yield to any Restatement Date Term Loans due to the application or imposition of a Base Rate floor or Term SOFR floor on any such Indebtedness shall be effected solely through an increase in (or implementation of, as applicable) any Base Rate floor or Term SOFR floor applicable Incremental Amendment which are acceptable to such Restatement Date Term Loans (this proviso, the “MFN Provision”); and (vi) may otherwise have terms and conditions different from those of the Restatement Date Term Facility; provided that (x) except with respect to matters contemplated by clauses (iii), (iv) and (v) above, any differences shall be reasonably satisfactory to the Administrative Agent and Agent, (y) the Lenders providing such documentation governing any Incremental Term Loans may include any Previously Absent Financial Maintenance Covenant so long as the Administrative Agent shall have been given prompt written notice thereof and this Agreement is amended to include such Previously Absent Financial Maintenance Covenant for the benefit of each Facility; provided, further, however, that if the applicable Previously Absent Financial Maintenance Covenant is a “springing” financial maintenance covenant, the Previously Absent Financial Maintenance Covenant shall be automatically included in this agreement only for the benefit of each revolving credit facility hereunder (and not for the benefit of any term loan facility hereunder) and (z) the documentation governing any Incremental Term Loans may include covenants or Incremental Revolving Loan Commitments);other provisions applicable only to periods after the Latest Maturity Date at such time.

Incremental Credit Extensions. (a) The Borrower Borrowers may at any time or from time to time on one or more occasions after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), Effective Date request (i) request one or more additional tranches Classes of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loanseach, an “Incremental Term LenderFacility”), (ii) one or more additional term loans of the same Class of any existing Class of term loans (ii)(Aeach, an “Incremental Term Increase”), (iii) request one or more increases in the amount of the Revolving Loan Commitments of any Class (any each such increase or new commitmentincrease, a an “Incremental Revolving Loan Commitment Increase”) and/or (Biv) the establishment of one or more new additional Classes of Revolving Loan Commitments (any such new commitment, a the “New Additional/Replacement Revolving Loan CommitmentCommitments,” and, together with any Incremental Term Facility, Incremental Term Increase and the Incremental Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving LenderFacilities”); provided that: that (ix) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under after giving effect to any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist below and be continuing at the time that any such Incremental Term Loan Facility is made and (and after giving effect thereto) or effected, no Event of Default (or, in the case of the incurrence or provision of any Incremental Facility in connection with a Limited Condition Transaction, no Specified Event of Default) shall exist; have occurred and be continuing and (ivy) in no event shall it be a condition to the effectiveness of, or borrowing under, any Incremental Term Loans or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency (it being understood Facility that any such Incremental Term representation or warranty of any Loan or Incremental Revolving Loan Commitment may Party set forth herein be utilized in Available Currencies as true and correct, except and solely to the extent provided in required by the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Additional Lenders providing such Incremental Facility. Notwithstanding anything to the contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof (unless the Borrowers and the Administrative Agent otherwise agree); provided that such amount may be less than $5,000,000 if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (i) The Incremental Term Loans Facilities (a) shall (i) rank equal or Incremental Revolving junior in right of payment with the Amendment No. 1 Refinancing Term LoansLoan Document Obligations, (ii) if secured, be secured only by the Collateral securing the Secured Obligations (except in the case of any Designated Alternative Security Debt) and (iii) only be guaranteed by the Loan CommitmentsParties (except in the case of any Designated Alternative Security Debt);, (b) except in the case of any Designated Earlier Maturing Debt,, (b) shall not mature earlier than the Term Maturity Date, (c) except in the case of any Designated Earlier Maturing Debt, with respect to the Amendment No. 4

Incremental Credit Extensions. (a) The Borrower may may, at any time time, on one or from time more occasions pursuant to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), an Incremental Facility Amendment (i) request add one or more additional new tranches of term loans facilities or increase the principal amount of the Term Loans of any existing Class by requesting new commitments to provide such Term Loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making any such loansnew tranche or increase, an “Incremental Term LenderFacility” and any loans made pursuant to an Incremental Term Facility, “Incremental Term Loans”) or (ii)(Aii) request add one or more increases in new tranches of Incremental Revolving Commitments or increase the aggregate amount of the Revolving Loan Credit Commitments (of any such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments existing Class (any such new commitmenttranche or increase, a an “New Incremental Revolving Loan CommitmentFacility” and, together with Revolving Loan Commitment Increasesany Incremental Term Facility, the “Incremental Revolving Loan Commitments” and, such Facilities”; and the loans thereunder, the “Incremental Revolving Loans” andand any Incremental Revolving Loans, a Lender making such a commitmenttogether with any Incremental Term Loans, an “Incremental Revolving LenderLoans”)) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that: (i) The aggregate amount subject to Section 2.22(i), on the date that such Incremental Facility becomes effective, the representations and warranties of Incremental Term Loans and Incremental Revolving the Loan Commitments incurred during the term of Parties set forth in this Agreement and the other Loan Documents shall not exceed be true and correct in all material respects on and as of such date with the Maximum Incremental Facilities Amountsame effect as though such representations and warranties had been made on and as of such date; provided that to the extent that any representation and warranty specifically refers to an earlier date, it shall be true and correct in all material respects as of such earlier date; provided, further, that representations and warranties that are qualified by “material”, “material adverse effect” or a similar term shall be true and correct in all respects; (ii) No Person except as otherwise agreed by the Borrower and any Lender in the relevant Incremental Facility Amendment, no Lender shall be obligated to provide any Incremental Commitment, and the determination to provide any Incremental Commitment shall be within the sole and absolute discretion of such Lender; (iii) no Incremental Facility or Incremental Loan (nor the creation, provision or implementation thereof) shall require the approval of any existing Lender other than in its capacity, if any, as a lender providing all or part of any Incremental Commitment or Incremental Loan, (A) except as otherwise expressly provided in this Section 2.22, the terms of any Incremental Term Facility (other than any terms which are applicable only after the Maturity Date of any then-existing tranche of Term Loans) must be substantially consistent with those applicable to the Tranche B-2 Term Loans and 2021 Incremental Term Loans or as agreed upon among the Borrower and the lender or lenders providing such Incremental Term Facility and reasonably acceptable to the Administrative Agent, (B) the terms of any Incremental Term Loans made as an obligor under increase to any Class of Term Loans shall be on the same terms to those applicable to the then-existing Term Loans of the applicable Class, (C) except as otherwise expressly provided in this Section 2.22, the terms of any Incremental Revolving Facility (other than any terms which are applicable only after the then-existing Latest Revolving Credit Maturity Date), must be substantially consistent with those applicable to the Initial Revolving Facility or as agreed upon among the Borrower and the lender or lenders providing such Incremental Revolving Facility and reasonably acceptable to the Administrative Agent, and (D) the terms of any Incremental Revolving Facility that is an increase to the Revolving Credit Commitments shall be on the same terms to those applicable to the then-existing Revolving Credit Commitments, (v) the Effective Yield (and the components thereof) applicable to any Incremental Facility may be determined by the Borrower and the lender or lenders providing such Incremental Facility; provided that, in the case of any Incremental Term Facility that is pari passu with the Tranche B-2 Term Loans or the 2021 Incremental Term Loans (other than any such Incremental Term Facility that constitutes MFN Adjustment Excluded Indebtedness), the Effective Yield applicable thereto (as determined on the date of initial incurrence thereof) may not be more than 0.50% higher than the Effective Yield applicable to the Tranche B-2 Term Loans or the 2021 Incremental Term Loans (as determined on such date), as applicable, unless the Applicable Rate with respect to the Tranche B-2 Term Loans or the 2021 Incremental Term Loans, as applicable, is adjusted to be equal to such Effective Yield with respect to such Incremental Facility, minus, 0.50%; provided that solely with respect to 2021 Incremental Term Loans, this clause (v) shall only apply through and including the date that is 12 months after the Third Amendment Effective Date, (vi) (A) the final maturity date with respect to any Incremental Term Loans shall be no earlier than the Latest Term Loan Maturity Date and (B) no Incremental Revolving Facility may have a final maturity date earlier than (or require scheduled amortization or mandatory commitment reductions prior to) the Latest Revolving Credit Maturity Date, (vii) the Weighted Average Life to Maturity of any Incremental Term Facility shall be no shorter than the remaining Weighted Average Life to Maturity of the then-existing tranche of Term Loans (without giving effect to any prepayments thereof), (A) any Incremental Facility must rank pari passu with or junior to the Term Facility in right of payment and may rank pari passu with or junior to the Term Facility with respect to security or may be unsecured (and to the extent the relevant Incremental Facility is subordinated to the Term Facility in right of payment or security and documented in a separate agreement (it being agreed that any Incremental Facility that is subordinated to the Term Facility in right of payment or security shall be documented in a separate agreement, unless such Incremental Facility is a pari passu “last out” facility), it shall be subject to an Acceptable Intercreditor Agreement), (B) to the extent that any portion of any Incremental Facility is incurred in reliance on any portion of the Growth Available Incremental Amount, such portion of such Incremental Facility shall not be secured on a greater priority basis than that by which the Indebtedness repaid and underlying such portion of the Growth Available Incremental Amount so utilized was secured (if at all) and (C) no Incremental Facility may be (x) guaranteed by any Person which is not a Loan Party or (y) secured by any assets other than the Collateral, (A) any prepayment (other than any scheduled amortization payment) of Incremental Term Loans that are pari passu in right of payment and security with any then-existing Term Loans that require ratable prepayment (including the Tranche B-2 Term Loans and the 2021 Incremental Term Loans) shall be made on a pro rata basis with such existing Term Loans, except, that the Borrower and the lender or lenders providing the relevant Incremental Term Loans shall be permitted, in their sole discretion, to elect to prepay or receive, as applicable, any such prepayment on a less than pro rata basis (but not on a greater than pro rata basis) (and, for the avoidance of doubt, any Incremental Term Loans that are not pari passu in right of payment and security shall not be entitled to share in any such prepayment) and (B) any prepayment or reduction of Revolving Credit Commitments with respect to all Loans Incremental Revolving Facilities that are pari passu in right of payment and security with any then-existing Revolving Facility that require ratable prepayment or commitment reduction, as applicable (including the Initial Revolving Credit Commitments), shall be made on a pro rata basis with such existing Revolving Facility, except, that the Borrower and the lender or lenders providing the relevant Incremental Revolving Facility shall be permitted, in their sole discretion, to elect to prepay, apply or receive, as applicable, any such prepayment or commitment reduction on a less than pro rata basis (but not on a greater than pro rata basis) (and, for the avoidance of doubt, any Incremental Revolving Facilities that are not pari passu in right of payment and security shall not be entitled to share in any such prepayment or commitment reduction), (iiix) BothSubject no Event of Default under Sections 7.01(a), 7.01(f) or 7.01(g) exists or would exist immediately after giving effect to such Incremental Facility and, except as otherwise agreed by the Certain Funds Provision, both at lender or lenders providing the time of any such request relevant Incremental Facility (and upon in the effectiveness case of any Incremental Amendment referred to belowRevolving Facility increasing the Revolving Credit Commitments, the Required Revolving Lenders) in connection with an acquisition or other Investment permitted under this Agreement, no other Event of Default shall exist or would exist immediately after giving effect to such Incremental Facility, (xi) the proceeds of any Incremental Facility may be used by the Borrower and the Restricted Subsidiaries for working capital and other general corporate purposes (including the financing of acquisitions and other Investments and Restricted Payments) and any other use not prohibited by this Agreement, and (xii) on the date of the Borrowing of any Incremental Term Loans that will be continuing at of the time that same Class as any then-existing Class of Term Loans, and notwithstanding anything to the contrary set forth in Sections 2.08 or 2.13, such Incremental Term Loan is made and Loans shall be added to (and after giving effect theretoconstitute a part of, be of the same Type as and, at the election of the Borrower, have the same Interest Period as) no Event each Borrowing of Default shall exist; outstanding Term Loans of such Class on a pro rata basis (iv) based on the relative sizes of such Borrowings), so that each Term Lender providing such Incremental Term Loans or will participate proportionately in each then-outstanding Borrowing of Term Loans of such Class; it being acknowledged that the application of this clause (a)(xii) may result in new Incremental Revolving Loan Term Loans having Interest Periods (the duration of which may be less than one month) that begin during an Interest Period then applicable to outstanding LIBO RateTerm SOFR Loans of the relevant Class and which end on the last day of such Interest Period. (b) Incremental Commitments may be denominated provided by any existing Lender, or by any other Eligible Assignee (other than any Disqualified Institution) (any such other lender being called an “Additional Lender”); provided that the Administrative Agent (and, in Dollars the case of any Incremental Revolving Facility, the Swingline Lender and each Issuing Bank) shall have a right to consent (such consent not to be unreasonably withheld, conditioned or delayed) to the relevant Additional Lender’s provision of Incremental Commitments if such consent would be required under Section 9.05(b) for an Alternate Currency (it being understood assignment of Loans to such Additional Lender; provided, further, that any such Incremental Term Loan or Incremental Revolving Loan Commitment may Additional Lender that is an Affiliated Lender shall be utilized in Available Currencies as and subject to the provisions of Section 9.05(g), mutatis mutandis, to the same extent provided in the applicable as if Incremental Amendment which are acceptable Commitments and related Obligations had been obtained by such Lender by way of assignment. (c) Each Lender or Additional Lender providing a portion of any Incremental Commitment shall execute and deliver to the Administrative Agent and the Borrower all such documentation (including the relevant Incremental Facility Amendment) as may be reasonably required by the Administrative Agent to evidence and effectuate such Incremental Commitment. On the effective date of such Incremental Commitment, each Additional Lender shall become a Lender for all purposes in connection with this Agreement. (d) As conditions precedent to the effectiveness of any Incremental Facility or the making of any Incremental Loans, (i) upon its request, the Administrative Agent shall be entitled to receive customary written opinions of counsel, as well as such reaffirmation agreements, supplements or amendments as it shall reasonably require, (ii) the Administrative Agent shall be entitled to receive, from each Additional Lender, an administrative questionnaire, in the form provided to such Additional Lender by the Administrative Agent (the “Administrative Questionnaire”) and such other customary documents as it shall reasonably require from such Additional Lender, (iii) the Administrative Agent and Lenders shall be entitled to receive all fees (if any) required to be paid in respect of such Incremental Facility or Incremental Loans and (iv) the Administrative Agent shall be entitled to receive a certificate of the Borrower signed by a Responsible Officer thereof: (A) certifying and attaching a copy of the resolutions adopted by the governing body of each Loan Party approving or consenting to such Incremental Facility or Incremental Loans, and (B) to the extent applicable, certifying that the condition set forth in clause (a)(x) above has been satisfied. (e) Upon the implementation of any Incremental Revolving Facility pursuant to this Section 2.22: (i) if such Incremental Revolving Facility establishes Revolving Credit Commitments of the same Class as any then-existing Class of Revolving Credit Commitments, (i) each Revolving Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each relevant Incremental Revolving Facility Lender, and each relevant Incremental Revolving Facility Lender will automatically and without further act be deemed to have assumed a portion of such Revolving Lender’s participations hereunder in outstanding Swingline Loans and Letters of Credit such that, after giving effect to each deemed assignment and assumption of participations, all of the Revolving Lenders’ (including each Incremental Revolving Facility Lender) participations hereunder in Swingline Loans and Letters of Credit shall be held on a pro rata basis on the basis of their respective Revolving Credit Commitments (after giving effect to any increase in the Revolving Credit Commitment pursuant to Section 2.22) and (ii) the existing Revolving Lenders of the applicable Class shall assign Revolving Loans to certain other Revolving Lenders of such Class (including the Revolving Lenders providing the relevant Incremental Revolving Facility), and such other Revolving Lenders (including the Revolving Lenders providing the relevant Incremental Revolving Facility) shall purchase such Revolving Loans, in each case to the extent necessary so that all of the Revolving Lenders of such Class participate in each outstanding Borrowing of Revolving Loans pro rata on the basis of their respective Revolving Credit Commitments of such Class (after giving effect to any increase in the Revolving Credit Commitment pursuant to this Section 2.22); it being understood and agreed that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to this clause (i); and (ii) if such Incremental Term Revolving Facility establishes Revolving Credit Commitments of a new Class, then (A) the borrowing and repayment (except for (x) payments of interest and fees at different rates on the Revolving Facilities (and related outstandings), (y) repayments required on the Maturity Date of any Revolving Facility and (z) any repayment made in connection with a permanent repayment and termination of the Revolving Credit Commitments under any Revolving Facility (subject to clause (C) below)) of Revolving Loans or with respect to any Revolving Facility after the effective date of such Incremental Revolving Loan Commitments);Facility shall be made on a pro rata basis with all other Revolving Facilities, (B) all Letters of Credit shall be participated on a pro rata basis or less than pro rata basis by all Revolving Lenders and (C) any permanent repayment of Revolving Loans with respect to, and reduction and termination of Revolving Credit Commitments under, any Revolving Facility after the effective date of such Incremental Revolving Facility shall be made on a pro rata basis or less than pro rata basis with all other Revolving Facilities, except that the Borrower shall be permitted to permanently repay Revolving Loans and reduce or terminate Revolving Credit Commitments under any Revolving Facility on a greater than pro

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time after the Closing Restatement Effective Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request (ia) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(Ab) request one or more increases in the amount of the Revolving Loan Credit Commitments (any each such increase or new commitmentincrease, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: that (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Default or Event of Default shall exist and be continuing (ii) at the time that any such Incremental Term Loan is made and (and after giving effect thereto) ), no Default or Event of Default shall exist; (iv) . Each tranche of Incremental Term Loans or Incremental and each Revolving Loan Commitments Commitment Increase shall be in an aggregate principal amount that is not less than $25,000,000 (provided that such amount may be denominated less than $25,000,000 if such amount represents all remaining availability under the limit set forth in Dollars or an Alternate Currency (it being understood that any such the next sentence). Notwithstanding anything to the contrary herein, the aggregate amount of the Incremental Term Loan or Incremental Loans and the Revolving Loan Commitment may be utilized in Available Currencies as and Increases after the Restatement Effective Date shall not exceed $100,000,000, except to the extent that on any Incremental Facility Closing Date on which such excess is incurred, such excess can be incurred by the Borrower and the Restricted Subsidiaries in compliance with the Senior Secured Leverage Ratio Incurrence Test. The Incremental Term Loans (a) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (b) shall not mature earlier than the Class B Term Loan Maturity Date and (c) shall be treated substantially the same as the Term Loans and the Class A Incremental Term Loans (in each case, including with respect to mandatory and voluntary prepayments), provided in that (i) the terms and conditions applicable to Incremental Amendment which Term Loans may be materially different from those of the Term Loans to the extent such differences (other than interest rates and amortization schedule) are reasonably acceptable to the Administrative Agent and (ii) the Lenders providing interest rates and amortization schedule applicable to the Incremental Term Loans shall be determined by the Borrower and the lenders thereof; provided that the Incremental Term Loans shall not have a Weighted Average Life to Maturity shorter than the Class B Term Loans. Each notice from the Borrower pursuant to this Section shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans or Revolving Commitment Increases. Incremental Term Loans may be made, and Revolving Commitment Increases may be provided, by any existing Lender (it being understood that no existing Term Lender will have an obligation to make a portion of any Incremental Term Loan and no existing Revolving Credit Lender will have an obligation to provide a portion of any Revolving Commitment Increase), in each case on terms permitted in this Section 2.14 and otherwise on terms reasonably acceptable to the Administrative Agent) or by any other bank or other financial institution (any such other bank or other financial institution being called an “Additional Lender”), provided that the Administrative Agent shall have consented (such consent not to be unreasonably withheld) to such Lender’s or Additional Lender’s making such Incremental Term Loans or providing such Revolving Commitment Increases if such consent would be required under Section 10.07(b) for an assignment of Loans or Revolving Credit Commitments, as applicable, to such Lender or Additional Lender. Commitments in respect of Incremental Term Loans and Revolving Commitment Increases shall become Commitments (or in the case of a Revolving Commitment Increase to be provided by an existing Revolving Credit Lender, an increase in such Lender’s applicable Revolving Credit Commitment) under this Agreement pursuant to an amendment (an “Incremental Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Holdings, the Borrower, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. The Incremental Amendment 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 reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section. The effectiveness of (and, in the case of any Incremental Amendment for an Incremental Term Loan, the borrowing under) any Incremental Amendment shall be subject to the satisfaction on the date thereof (each, an “Incremental Facility Closing Date”) of each of the conditions set forth in Section 4.02 (it being understood that all references to “the date of such Credit Extension” or similar language in such Section 4.02 shall be deemed to refer to the effective date of such Incremental Amendment) and such other conditions as the parties thereto shall agree. The Borrower will use the proceeds of the Incremental Term Loans and Revolving Commitment Increases for any purpose not prohibited by this Agreement. Upon each increase in the Revolving Credit Commitments pursuant to Section 2.14, (x) each Revolving Credit Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Revolving Commitment Increase (each a “Revolving Commitment Increase Lender”) in respect of such increase, and each such Revolving Commitment Increase Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Credit Lender’s participations hereunder in outstanding Letters of Credit and Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (i) participations hereunder in Letters of Credit and (ii) participations hereunder in Swing Line Loans held by each Revolving Credit Lender (including each such Revolving Commitment Increase Lender) will equal the percentage of the aggregate Revolving Credit Commitments of all Revolving Credit Lenders represented by such Revolving Credit Lender’s Revolving Credit Commitment and (y) if, on the date of such increase, there are any Revolving Credit Loans outstanding, such Revolving Credit Loans shall on or prior to the effectiveness of such Revolving Commitment Increase be prepaid from the proceeds of additional Revolving Credit Loans made hereunder (reflecting such increase in Revolving Credit Commitments);, which prepayment shall be accompanied by accrued interest on the Revolving Credit Loans being prepaid and any costs incurred by any Lender in accordance with Section 3.05. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (b) This Section 2.14 shall supersede any provisions in Section 2.13 or 10.01 to the contrary.

Incremental Credit Extensions. (a) The Borrower may may, at any time time, on one or from time more occasions pursuant to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), an Incremental Facility Amendment (i) request add one or more additional tranches new Classes of term facilities and/or increase the principal amount of term loans of any existing Class by requesting new commitments to provide such term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making any such loansnew Class or increase, an “Incremental Term LenderFacility” and any loans made pursuant to an Incremental Term Facility, “Incremental Term Loans”) or and/or (ii)(Aii) request add one or more increases in new Classes of Revolving Credit Commitments and/or increase the aggregate amount of the Revolving Loan Credit Commitments (of any such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments existing Class (any such new commitmentClass or increase, a an “New Incremental Revolving Loan CommitmentFacility” and, together with Revolving Loan Commitment Increasesany Incremental Term Facility, the “Incremental Revolving Loan Commitments” and, such Facilities”; and the loans thereunder, the “Incremental Revolving Loans” andand any Incremental Revolving Loans, a Lender making such a commitmenttogether with any Incremental Term Loans, an “Incremental Revolving LenderLoans”)) in an aggregate outstanding principal amount not to exceed the Incremental Cap; provided that: (i) The aggregate amount no Incremental Commitment in respect of any Incremental Term Loans and Incremental Revolving Loan Commitments incurred during Facility may be in an amount that is less than $5,000,000 (or such lesser amount to which the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount;Administrative Agent may reasonably agree), (ii) No Person except as the Borrower and any Lender may separately agree, no Lender shall be obligated to provide any Incremental Commitment, and the determination to provide any Incremental Commitment shall be within the sole and absolute discretion of such Lender (it being agreed that the Borrower shall not be obligated to offer the opportunity to any Lender to participate in any Incremental Facility), (iii) no Incremental Facility or Incremental Loan (nor the creation, provision or implementation thereof) shall require the approval of any existing Lender other than in its capacity, if any, as a lender providing all or part of any Incremental Commitment or Incremental Loan, (iv) except as otherwise permitted herein (including with respect to margin, pricing, maturity and fees), the terms of any Incremental Facility, if not substantially consistent with those applicable to the 2024 Refinancing Revolving Facility, must be reasonably acceptable to the Administrative Agent (it being agreed that any terms contained in such Incremental Facility (x) which are applicable only after the then-existing Latest Revolving Credit Maturity Date, (y) that are more favorable to the lenders or the agent of such Incremental Facility than those contained in the Loan Documents and are then conformed (or added) to the Loan Documents for the benefit of the Lenders or the Administrative Agent, as applicable, pursuant to the applicable Incremental Facility Amendment and/or (z) if such Incremental Facility is an obligor under Incremental Term Facility, notwithstanding anything herein to the contrary, relating to optional and mandatory prepayments that are customary and “market” for similarly situated borrowers at the time of incurrence, as determined by the Borrower in its reasonable discretion shall, in each case, be deemed satisfactory to the Administrative Agent), (v) the Effective Yield (and the components thereof) applicable to any Incremental Facility that shall be determined by the Borrower and the lender or lenders providing such Incremental Facility, (vi) no Incremental Facility may have a final maturity date earlier than (or require scheduled amortization or mandatory commitment reductions prior to) the Latest Revolving Credit Maturity Date, (vii) no Incremental Facility shall have a Weighted Average Life to Maturity shorter than the Weighted Average Life to Maturity of any then-existing Revolving Loans, (viii) subject to clauses (vi) and (vii) above, any Incremental Term Facility may otherwise have an amortization schedule as determined by the Borrower and the lenders providing such Incremental Term Facility, (ix) subject to clause (v) above, to the extent applicable, any fees payable in connection with any Incremental Facility shall be determined by the Borrower and the arrangers and/or lenders providing such Incremental Facility, (x) (A) any Incremental Term Facility or Incremental Revolving Facility may rank pari passu with or junior to any then-existing tranche of term loans or Revolving Loans, as applicable, in right of payment and/or security or may be unsecured (and to the extent the relevant Incremental Facility is secured, it shall be subject to an Acceptable Intercreditor Agreement) and (B) no Incremental Facility may be (x) guaranteed by any Person which is not a Loan Party with respect to all Loans and Commitmentsor (y) secured by any assets other than the Collateral, (iiixi) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, [reserved], (xii) (A) no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and immediately prior to or after giving effect theretoto the incurrence or implementation of such Incremental Facility; provided that notwithstanding the foregoing, in the case of any Incremental Facility incurred or implemented in connection with any acquisition, Investment or irrevocable payment or redemption of Indebtedness, the condition set forth in this clause (A) shall require only that no Event of Default under Section 7.01(a), (f) or (g) exist immediately prior to giving effect to such Incremental Facility and (B) the condition set forth in Section 4.02(b) hereof shall exist;be satisfied after giving effect to the incurrence or implementation of the relevant Incremental Facility; provided that notwithstanding the foregoing, in the case of any Incremental Facility incurred or implemented in connection with any acquisition or similar Investment, the condition set forth in this clause (B) shall require only the making and accuracy of the Specified Representations before giving effect to such acquisition or Investment; provided further that this clause (xii) shall be subject to Section 1.10(a) and (b) in all respects, and (ivxiii) the proceeds of any Incremental Facility may be used for working capital and/or purchase price adjustments and other general corporate purposes (including capital expenditures, acquisitions, Investments, Restricted Payments, Restricted Debt Payments and related fees and expenses) and any other use not prohibited by this Agreement. (b) Incremental Term Loans or Incremental Revolving Loan Commitments may be denominated in Dollars provided by any existing Lender, or an Alternate Currency by any other Eligible Assignee (it being understood that any such other lender being called an “Incremental Term Loan Lender”); provided that the Administrative Agent (and, in the case of any Incremental Revolving Facility, any Issuing Bank) shall have a right to consent (such consent not to be unreasonably withheld or delayed) to the relevant Incremental Lender’s provision of Incremental Commitments if such consent would be required under Section 9.05(b) for an assignment of Loans to such Incremental Lender. (c) Each Lender or Incremental Revolving Loan Lender providing a portion of any Incremental Commitment may be utilized in Available Currencies as shall execute and to the extent provided in the applicable Incremental Amendment which are acceptable deliver to the Administrative Agent and the Borrower all such documentation (including the relevant Incremental Facility Amendment) as may be reasonably required by the Administrative Agent to evidence and effectuate such Incremental Commitment. On the effective date of such Incremental Commitment, each Incremental Lender shall become a Lender for all purposes in connection with this Agreement. (d) As conditions precedent to the effectiveness of any Incremental Facility or the making of any Incremental Loans, (i) upon its request, the Administrative Agent shall be entitled to receive customary written opinions of counsel, as well as such reaffirmation agreements, supplements and/or amendments as it shall reasonably require, (ii) the Administrative Agent shall be entitled to receive, from each Incremental Lender, an Administrative Questionnaire and such other documents as it shall reasonably require from such Incremental Lender, (iii) the Administrative Agent shall have received, on behalf of the Incremental Lenders, the amount of any fees payable to the Incremental Lenders in respect of such Incremental Facility or Incremental Loans, (iv) subject to Section 2.22(h), the Administrative Agent shall have received a Borrowing Request as if the relevant Incremental Loans were subject to Section 2.03 or another written request, the form of which is reasonably acceptable to the Administrative Agent (it being understood and agreed that the requirement to deliver a Borrowing Request shall not result in the imposition of any additional condition precedent to the availability of the relevant Incremental Loans) and (v) the Administrative Agent shall be entitled to receive a certificate of the Borrower signed by a Responsible Officer thereof: (A) certifying and attaching a copy of the resolutions adopted by the governing body of the Borrower approving or consenting to such Incremental Facility or Incremental Loans, and (B) to the extent applicable, certifying that the conditions set forth in clause (a)(xii) above have been satisfied. (e) Upon the implementation of any Incremental Revolving Facility pursuant to this Section 2.22: (i) if such Incremental Revolving Facility establishes Revolving Credit Commitments of the same Class as any then-existing Class of Revolving Credit Commitments, (i) each Revolving Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each relevant Incremental Revolving Facility Lender, and each relevant Incremental Revolving Facility Lender will automatically and without further act be deemed to have assumed a portion of such Revolving ▇▇▇▇▇▇’s participations hereunder in outstanding Letters of Credit such that, after giving effect to each deemed assignment and assumption of participations, all of the Revolving Lenders’ (including each Incremental Revolving Facility Lender) participations hereunder in Letters of Credit shall be held on a pro rata basis on the basis of their respective Revolving Credit Commitments (after giving effect to any increase in the Revolving Credit Commitment pursuant to Section 2.22) and (ii) the existing Revolving Lenders of the applicable Class shall assign Revolving Loans to certain other Revolving Lenders of such Class (including the Revolving Lenders providing the relevant Incremental Revolving Facility), and such other Revolving Lenders (including the Revolving Lenders providing the relevant Incremental Revolving Facility) shall purchase such Revolving Loans, in each case to the extent necessary so that all of the Revolving Lenders of such Class participate in each outstanding Borrowing of Revolving Loans pro rata on the basis of their respective Revolving Credit Commitments of such Class (after giving effect to any increase in the Revolving Credit Commitment pursuant to this Section 2.22); it being understood and agreed that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to this clause (i); and (ii) if such Incremental Revolving Facility establishes Revolving Credit Commitments of a new Class, then (A) the borrowing and repayment (except for (x) payments of interest and fees at different rates on the Revolving Facilities (and related outstandings), (y) repayments required on the Maturity Date of any Revolving Facility and (z) repayments made in connection with a permanent repayment and termination of the Revolving Credit Commitments under any Revolving Facility (subject to clause (C) below)) of Revolving Loans with respect to any Revolving Facility after the effective date of such Incremental Revolving Facility shall be made on a pro rata basis or less than pro rata basis with all other Revolving Facilities, (B) all Letters of Credit shall be participated on a pro rata basis by all Revolving Lenders and (C) any permanent repayment of Revolving Loans with respect to, and reduction and termination of Revolving Credit Commitments under, any Revolving Facility after the effective date of such Incremental Revolving Facility shall be made with respect to such Incremental Revolving Facility on a pro rata basis or less than pro rata basis with all other Revolving Facilities, or, to the extent such Incremental Revolving Credit Commitments are terminated in full and refinanced or replaced with a Replacement Revolving Facility or Replacement Debt, a greater than pro rata basis; provided, that subclauses (A) and (C) of this clause (e)(ii) shall only apply to any Incremental Revolving Facility that is pari passu with the 2024 Refinancing Revolving Facility in right of payment and security. (f) On the date of effectiveness of any Incremental Revolving Facility, the Letter of Credit Sublimit shall increase by an amount, if any, agreed upon by the Borrower, the Administrative Agent and the relevant Issuing Banks, as applicable; it being understood and agreed that the Borrower and any Lender providing any Incremental Revolving Facility may agree that such Lender will provide a portion of the Letter of Credit Sublimit in excess of its Applicable Percentage thereof. (g) The Lenders hereby irrevocably authorize the Administrative Agent to enter into any Incremental Facility Amendment and/or any amendment to any other Loan Document as may be necessary in order to establish new Classes or sub-Classes in respect of Loans or commitments pursuant to this Section 2.22 and such technical amendments as may be necessary or appropriate in the reasonable opinion of the Administrative Agent and the Borrower in connection with the establishment of such new Classes or sub-Classes, in each case on terms consistent with this Section 2.22, including, solely with respect to any Incremental Term Facility, the ability to include provisions applicable solely to such Incremental Term Facility, so long as such provisions are not otherwise prohibited by, or amendments are effectuated pursuant to the terms of, this Agreement. (h) Notwithstanding anything to the contrary in this Section 2.22 or in any other provision of any Loan Document, but subject to Section 2.22(a)(xii), if the proceeds of any Incremental Facility are intended to be applied to finance an acquisition or other Investment and the lenders providing such Incremental Term Loans Facility so agree, the availability thereof shall be subject to customary “SunGard” or Incremental Revolving Loan Commitments“certain funds” conditionality (including the making and accuracy of the Specified Representations before giving effect to such acquisition or Investment);. (i) This Section 2.22 shall supersede any provision in Sections 2.18 or 9.02 to the contrary.

Incremental Credit Extensions. (a) The Lead Borrower may may, at any time time, on one or from time to time after the Closing Date, by notice more occasions deliver a written request to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy of such request to each of the Lenders)) pursuant to an Incremental Revolving Facility Amendment to increase the aggregate amount of Commitments of any existing Class of Commitments (any such increase, (i) request one or more additional tranches of term loans (the commitments thereof, the an “Incremental Term Loan Commitment”Revolving Facility” and, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount of the Revolving Loan Commitments (any such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, ”) in an “aggregate principal amount not to exceed the Incremental Revolving Lender”)Cap; provided that: (i) The aggregate amount of Incremental Term Loans and no Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities AmountCommitment may be less than $5.0 million; (ii) No Person except as separately agreed from time to time between the Lead Borrower and any Lender, no Lender shall be an obligor under obligated to provide any Incremental Facility that is not a Loan Party with respect Revolving Commitment, and the determination to all Loans provide such commitments shall be within the sole and Commitments,absolute discretion of such Lender; (iii) BothSubject to no Incremental Revolving Facility or Incremental Revolving Loan (or the Certain Funds Provisioncreation, both at provision or implementation thereof) shall require the time approval of any such request and upon the effectiveness existing Lender (other than in its capacity, if any, as a Lender providing all or part of any Incremental Amendment referred Revolving Commitment or Incremental Revolving Loan), the Administrative Agent (unless its rights and interests are adversely affected in any material respect) or any other agent or arranger; (iv) the terms of each Incremental Revolving Facility will be substantially identical to belowthose applicable to the Revolving Facility (other than with respect to any upfront fees, original issue discount or similar fees); (v) except as otherwise agreed by the lenders providing the relevant Incremental Revolving Facility in connection with any acquisition, investments and repayments, repurchases and redemptions of indebtedness not prohibited by the terms of this Agreement, (A) no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and immediately prior to or after giving effect theretoto such Incremental Revolving Facility and (B) no Event the representations and warranties of Default the Loan Parties set forth in this Agreement and the other Loan Documents shall existbe true and correct in all material respects on and as of the date of the initial Borrowing under such Incremental Revolving Facility with the same effect as though such representations and warranties had been made on and as of such date; provided that to the extent that any representation and warranty specifically refers to a given date or period, it shall be true and correct in all material respects as of such date or for such period; provided, further, that any representation or warranty that is qualified as to “materiality,” “Material Adverse Effect” or similar language shall be true and correct (after giving effect to any qualification therein) in all respects on such respective dates; (ivvi) the proceeds of any Incremental Revolving Facility may be used for working capital, general corporate purposes and any transaction or other purpose not prohibited by this Agreement; and (vii) at no time shall there be more than three (3) separate Maturity Dates in effect with respect to the Incremental Revolving Facilities and any other Additional Revolving Facility at any time. (b) Incremental Term Loans or Incremental Revolving Loan Commitments may be denominated in Dollars provided by any existing Lender, or an Alternate Currency by any other lender (it being understood that other than any Disqualified Institution) who would be permitted to become a Lender (including any required consents) under Section 9.05(b) (any such Incremental Term Loan other lender being called an “Additional Revolving Lender”); provided that the Administrative Agent and any Issuing Bank shall have consented (such consent not to be unreasonably withheld or delayed) to the relevant Additional Revolving Lender’s provision of Incremental Revolving Loan Commitments if such consent would be required under Section 9.05(b) for an assignment of Revolving Loans to such Additional Revolving Lender. (c) Each Lender or Additional Revolving Lender providing a portion of any Incremental Revolving Commitment may be utilized in Available Currencies as shall execute and to the extent provided in the applicable Incremental Amendment which are acceptable deliver to the Administrative Agent and the Lead Borrower all such documentation (including the relevant Incremental Revolving Facility Amendment or an amendment to any other Loan Document) as may be reasonably required by the Administrative Agent to evidence and effectuate such Incremental Revolving Commitment. On the effective date of such Incremental Revolving Commitment, each Additional Revolving Lender shall become a Lender for all purposes in connection with this Agreement. (d) As a condition precedent to the effectiveness of any Incremental Revolving Facility or the making of any Incremental Revolving Loans, (i) upon its reasonable request, the Administrative Agent shall have received customary written opinions of counsel, as well as such reaffirmation agreements, supplements and/or amendments as it shall reasonably require, (ii) the Administrative Agent shall have received, from each Additional Revolving Lender, an administrative questionnaire, in the form provided to such Additional Revolving Lender by the Administrative Agent (the “Administrative Questionnaire”) and such other documents as it shall reasonably and customarily require from such Additional Revolving Lender, (iii) the Lenders shall have received all fees required to be paid in respect of such Incremental Revolving Facility or Incremental Revolving Loans and (iv) the Administrative Agent shall have received a certificate of the applicable Borrower signed by a Responsible Officer thereof: (A) certifying and attaching a copy of the resolutions adopted by the governing body of the applicable Borrower approving or consenting to such Incremental Revolving Facility or Incremental Revolving Loans, and (B) to the extent applicable, certifying that the condition set forth in clause (a)(v) above has been satisfied. (i) Each Lender of the applicable Class immediately prior to such increase will automatically and without further act be deemed to have assigned to each relevant Incremental Revolving Lender, and each relevant Incremental Revolving Lender will automatically and without further act be deemed to have assumed a portion of such ▇▇▇▇▇▇’s participations hereunder in outstanding US Letters of Credit and/or Canadian Letters of Credit and Swingline Loans, as applicable, such that, after giving effect to each deemed assignment and assumption of participations, all of the Lenders’ (including each Incremental Revolving Lender) participations hereunder in US Letters of Credit and/or Canadian Letters of Credit and Swingline Loans, as applicable, shall be held on a pro rata basis on the basis of their respective Commitments of the applicable class (after giving effect to any increase in the Commitment pursuant to Section 2.22) and (ii) the existing Lenders of the applicable Class shall assign Revolving Loans to certain other Lenders of such Class (including the Lenders providing the relevant Incremental Revolving Facility), and such other Lenders (including the Lenders providing the relevant Incremental Revolving Facility) shall purchase such Revolving Loans, in each case to the extent necessary so that all of the Lenders of such Class participate in each outstanding borrowing of Revolving Loans pro rata on the basis of their respective Commitments of such Class (after giving effect to any increase in the Commitment pursuant to this Section 2.22); it being understood and agreed that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to this clause (e). (f) The Lenders hereby irrevocably authorize such amendments to this Agreement and the other Loan Documents as may be necessary in order to establish new tranches or sub-tranches or to maintain a single tranche in respect of Revolving Loans or commitments increased or extended pursuant to this Section 2.22 and authorize the Administrative Agent and the Lead Borrower to enter into such technical amendments as may be necessary or appropriate in the reasonable opinion of the Administrative Agent and the Lead Borrower in connection with the establishment of such new tranches or sub-tranches or the maintaining of a single tranche, in each case on terms consistent with this Section 2.22. (g) Notwithstanding anything to the contrary in this Section 2.22 or in any other provision of any Loan Document, if the proceeds on the date of effectiveness of any Incremental Revolving Facility are intended to be applied to finance an acquisition or similar Investment and the Lenders or Additional Revolving Lenders providing such Incremental Term Loans Revolving Facility so agree, the availability thereof shall be subject to customary “SunGard” or Incremental Revolving Loan Commitments);“certain funds” conditionality. (h) This Section 2.22 shall supersede any provision in Section 2.18 or 9.02 to the contrary and shall, to extent applicable, be subject in all respects to Section 1.10.

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount of the Revolving Loan Commitments (any such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both Both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist; (iv) Incremental Term Loans or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency (it being understood that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Lenders providing such Incremental Term Loans or Incremental Revolving Loan Commitments); (v) The Borrower shall be in compliance with the Financial Covenant determined on a Pro Forma Basis as of the end of the most recently completed Test Period for which the financial statements and certificates required by Section 8.1(a) or (b), as the case may be, have been delivered (or were required to be delivered), in each case, as if such Incremental Term Loans or Incremental Revolving Loan Commitments, as applicable, had been outstanding and fully borrowed throughout such period; provided that for purposes of determining compliance with the Financial Covenant under this clause (v), the Net Cash Proceeds actually received by any Loan Party in respect of such Incremental Facility shall not be included as cash or Cash Equivalents for purposes of clause (ii) of the definition of “Total Net Secured Leverage Ratio”; (vi) The Incremental Term Loans and Incremental Revolving Loans shall rank pari passu in right of payment and of security with the other Loans and Commitments hereunder; (vii) The Incremental Term Loans and the Incremental Revolving Loans shall not mature earlier than the Latest Maturity Date; (viii) The Incremental Term Loans shall have a Weighted Average Life to Maturity no shorter than the Weighted Average Life to Maturity of existing Term Loans (including Incremental Term Loans) having the Latest Maturity Date (except by virtue of amortization of or prepayment of the Term Loans prior to such date of determination);

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time after the Closing Third Restatement Effective Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request (i) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(Aii) request one or more increases in the amount of the Revolving Loan Credit Commitments (any each such increase or new commitmentincrease, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment), a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Default or Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Default or Event of Default shall exist; . Each tranche of Incremental Term Loans and each Revolving Commitment Increase shall be in an aggregate principal amount that is not less than $25,000,000 (ivprovided that such amount may be less than $25,000,000 if such amount represents all remaining availability under the limit set forth in the next sentence). Notwithstanding anything to the contrary herein, the aggregate amount of the Incremental Term Loans (other than Specified Incremental Term Loans) and the Revolving Commitment Increases shall not exceed the Incremental Availability. The Incremental Term Loans (A) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (B) shall not mature earlier than the Latest Maturity Date with respect to the Term Loans and (C) shall be treated substantially the same as the Term Loans made on the Third Restatement Effective Date (in each case, including with respect to mandatory and voluntary prepayments), provided that (x) the terms and conditions applicable to Incremental Term Loans may be materially different from those of the Term Loans to the extent such differences are reasonably acceptable to the Administrative Agent, (y) the interest rates and amortization schedule applicable to the Incremental Term Loans shall be determined by the Borrower and the lenders thereof and (z) if the Weighted Average Yield applicable to such Incremental Term Loans exceeds by more than 0.50% per annum the Weighted Average Yield applicable to any Class of Term Loans outstanding at the time of the incurrence of such Incremental Term Loans (the amount of such excess over 0.50% per annum, the “Yield Differential”), then the Applicable Rate with respect to such Class of Term Loans shall automatically be increased by the Yield Differential upon the making of such Incremental Term Loans. Each notice from the Borrower pursuant to this Section shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans or Revolving Commitment Increases. Incremental Revolving Loan Commitments Term Loans may be denominated made, and Revolving Commitment Increases may be provided, by any existing Lender (and each existing Term Lender will have the right, but not an obligation, to make a portion of any Incremental Term Loan, and each existing Revolving Credit Lender will have the right, but not an obligation, to provide a portion of any Revolving Commitment Increase, in Dollars each case on terms permitted in this Section 2.14 and otherwise on terms reasonably acceptable to the Administrative Agent) or by any other bank or other financial institution (any such other bank or other financial institution being called an Alternate Currency “Additional Lender”), provided that the Borrower and the Administrative Agent shall have consented (such consent not to be unreasonably withheld) to such Lender’s or Additional Lender’s making such Incremental Term Loans or providing such Revolving Commitment Increases if such consent would be required under Section 10.07(b) for an assignment of Loans or Revolving Credit Commitments, as applicable, to such Lender or Additional Lender. Commitments in respect of Incremental Term Loans and Revolving Commitment Increases shall become Commitments (or in the case of a Revolving Commitment Increase to be provided by an existing Revolving Credit Lender, an increase in such Lender’s applicable Revolving Credit Commitment) under this Agreement pursuant to an amendment (an “Incremental Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Parent, Foreign Holdings, Holdings, the Borrower, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. The Incremental Amendment 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 reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section. The effectiveness of (and, in the case of any Incremental Amendment for an Incremental Term Loan, the borrowing under) any Incremental Amendment shall be subject to the satisfaction on the date thereof (each, an “Incremental Facility Closing Date”) of each of the conditions set forth in Section 4.02(a) and (b) (it being understood that any all references to “the date of such Credit Extension” or similar language in such Section 4.02 shall be deemed to refer to the effective date of such Incremental Amendment) and such other conditions as the parties thereto shall agree. The Borrower will use the proceeds of the Incremental Term Loan Loans and Revolving Commitment Increases for any purpose not prohibited by this Agreement. No Lender shall be obligated to provide any Incremental Term Loans or Incremental Revolving Loan Commitment may Increases, unless it so agrees. Upon each increase in the Revolving Credit Commitments pursuant to this Section, each Revolving Credit Lender immediately prior to such increase will automatically and without further act be utilized deemed to have assigned to each Lender providing a portion of the Revolving Commitment Increase (each a “Revolving Commitment Increase Lender”) in Available Currencies as respect of such increase, and each such Revolving Commitment Increase Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Credit Lender’s participations hereunder in outstanding Letters of Credit and Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (1) participations hereunder in Letters of Credit and (2) participations hereunder in Swing Line Loans held by each Revolving Credit Lender (including each such Revolving Commitment Increase Lender) will equal the percentage of the aggregate Revolving Credit Commitments of all Revolving Credit Lenders represented by such Revolving Credit Lender’s Revolving Credit Commitment and if, on the date of such increase, there are any Revolving Credit Loans outstanding, such Revolving Credit Loans shall on or prior to the extent provided effectiveness of such Revolving Commitment Increase be prepaid from the proceeds of additional Revolving Credit Loans made hereunder (reflecting such increase in Revolving Credit Commitments), which prepayment shall be accompanied by accrued interest on the applicable Incremental Amendment which are acceptable to the Revolving Credit Loans being prepaid and any costs incurred by any Lender in accordance with Section 3.05. The Administrative Agent and the Lenders providing such Incremental Term Loans hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (b) This Section 2.14 shall supersede any provisions in Section 2.13 or Incremental Revolving Loan Commitments);10.01 to the contrary.

Incremental Credit Extensions. (a) (i) The Borrower may at At any time or and from time to time after the Closing Date, subject to the terms and conditions set forth herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy make such notice available to each of the Lenders), request to effect one or more additional tranches of revolving credit commitments (“Incremental Revolving Credit Commitments” and any related revolving credit loans thereunder, “Incremental Revolving Credit Loans”) or increases in the aggregate amount of the Revolving Credit Commitments under any existing Class (each such increase, a “Revolving Credit Commitment Increase”; together with the Incremental Revolving Credit Loans, “Incremental Revolving Credit Facilities”) from Additional Revolving Credit Lenders; provided that at the time of each such request and upon the effectiveness of each Incremental Revolving Credit Facility Amendment, (A) no Event of Default shall result therefrom, (B) the aggregate principal amount of all Incremental Revolving Credit Facilities, Incremental Term Facilities and Additional Notes that can be incurred at any time shall not, at such time, exceed the Incremental Cap, (C) the Borrower shall be in compliance on a Pro Forma Basis (treating any proposed Incremental Revolving Credit Facility as fully drawn, but not including the proceeds of any such deemed draw in the amount of cash to be netted in calculating such ratio) with the Financial Performance Covenant as of the end of the most recent Test Period (regardless of whether such Financial Performance Covenant is applicable at such time), (D) (i) in the case of any Incremental Revolving Credit Loans, the maturity date thereof shall be no earlier than the Revolving Credit Maturity Date, such Incremental Revolving Credit Loans shall require no scheduled amortization or mandatory commitment reduction prior to the Revolving Credit Maturity Date and (ii) any Revolving Credit Commitment Increase shall be on the same terms (and pursuant to the same documentation) governing the Revolving Credit Commitments pursuant to this Agreement (including upfront fees, but excluding customary arranger fees) and (E) the interest rate margins and, subject to clause (D), the amortization schedule applicable to any Incremental Revolving Credit Loans shall be determined by the Borrower and the Lenders thereunder and (F) any Incremental Revolving Credit Facility Amendment entered into after the Closing Date shall be on the terms and pursuant to documentation to be determined by the Borrower and the Additional Revolving Credit Lenders with the applicable Incremental Revolving Credit Facilities; provided that to the extent such terms and documentation are not consistent with this Agreement (except to the extent permitted by clauses (D) and (E) above), they shall be reasonably satisfactory to the Administrative Agent; provided further that no L/C Issuer or Swing Line Lender shall be required to act as “issuing bank” or “swingline lender” under any such Incremental Revolving Credit Facility without its written consent. Each Incremental Revolving Credit Facility shall be in a minimum principal amount of $5,000,000 and integral multiples of $1,000,000 in excess thereof unless such amount represents all the remaining availability under the aggregate principal amount of Incremental Revolving Credit Facilities set forth above. (ii) At any time and from time to time after the Closing Date, subject to the terms and conditions set forth herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly make a copy of such notice available to each of the Lenders), request to effect one or more additional tranches of term loans hereunder (“Incremental Term Loans”) or increases in the commitments thereofaggregate amount of the Term Commitments of any existing Class, which shall take the form of an additional tranche of term loans hereunder (each such increase, a “Term Commitment Increase”; together with the Incremental Term Loans, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term LenderFacilities”) or (ii)(A) request from one or more increases in the amount of the Revolving Loan Commitments (any such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”)Additional Term Lenders; provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any each such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such each Incremental Term Loan is made and Facility Amendment, (and after giving effect theretoA) no Event of Default shall exist; result therefrom, (ivB) the aggregate principal amount of all Incremental Revolving Credit Facilities, Incremental Term Facilities and Additional Notes that can be incurred at any time shall not, at such time, exceed the Incremental Cap at such time, (C) the Borrower shall be in compliance on a Pro Forma Basis with the Financial Performance Covenant as of the end of the most recent Test Period (regardless of 101 #99361848v2 whether such Financial Performance Covenant is applicable at such time), (D) other than with respect to the incurrence of Incremental Term A Loans and Incremental Term Loans in the form of Term A Loans, the maturity date of any such Incremental Term Facility shall not be earlier than the Term B Maturity Date, (E) other than with respect to the incurrence of Incremental Term A Loans and Incremental Term Loans in the form of Term A Loans, the Weighted Average Life to Maturity of any such Incremental Term Facility shall not be shorter than the remaining Weighted Average Life to Maturity of the Term B Loans, (F) the interest rate margins and, subject to clause (E), the amortization schedule for any Incremental Term Facility shall be determined by the Borrower and the Additional Term Lenders thereunder; provided that, for any Incremental Term Facility made on or prior to August 22, 2018, in the event that the Effective Yield for any Incremental Term Facility is higher than the Effective Yield for the Term B Loans by more than 50 basis points, then the Effective Yield for the Term B Loans shall be increased to the extent necessary so that such Effective Yield is equal to the Effective Yield for such Incremental Term Facility minus 50 basis points; provided, further, that, in determining the Effective Yield applicable to the Incremental Term Facility and the Term B Loans (x) OID or upfront fees (which shall be deemed to constitute like amounts of OID) payable by Borrower to the Term B Lenders or any Additional Term Lenders in the initial primary syndication thereof (with OID being equated to interest based on assumed four-year life to maturity) shall be included, (y) customary arrangement or commitment fees payable to the Joint Bookrunners (or their Affiliates) in connection with this Agreement or to one or more arrangers (or their Affiliates) of any Incremental Term Facility shall be excluded and (z) if the Incremental Term Facility includes an interest rate floor greater than the interest rate floor applicable to the Term B Loans, such increased amount shall be equated to interest margin for purposes of determining whether an increase to the applicable interest margin for the Term B Loans shall be required, to the extent an increase in the interest rate floor in the Term B Loans would cause an increase in the interest rate then in effect, and in such case the interest rate floor (but not the interest rate margin) applicable to the Term B Loans shall be increased by such increased amount and (G) any Incremental Term Facility Amendment entered into after the Closing Date shall be on the terms and pursuant to documentation to be determined by the Borrower and the Additional Term Lenders with the applicable Incremental Term Facilities; provided that to the extent such terms and documentation are not consistent with this Agreement (except to the extent permitted by clause (F) above), they shall be reasonably satisfactory to the Administrative Agent. Each Incremental Term Facility incurred after the Closing Date shall be in a minimum principal amount of $10,000,000 and, except with respect to the Term Commitment Increase, integral multiples of $1,000,000 in excess thereof unless such amount represents all the remaining availability under the aggregate principal amount of Incremental Term Facilities set forth above. (i) Each notice from the Borrower pursuant to this Section shall set forth the requested amount of the relevant Incremental Revolving Credit Loan, Revolving Credit Commitment Increase, Incremental Term Loan or Term Commitment Increase. (ii) Commitments in respect of any Incremental Revolving Credit Loan or Revolving Credit Commitment Increase incurred after the Closing Date shall become Commitments (or in the case of any Revolving Credit Commitment Increase to be provided after the Closing Date by an existing Revolving Credit Lender, an increase in such Revolving Credit Lender’s Revolving Credit Commitment) under this Agreement pursuant to an amendment (an “Incremental Revolving Credit Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Borrower, such Additional Revolving Credit Lenders and the Administrative Agent. Incremental Revolving Credit Loans and Revolving Credit Commitment Increases may be denominated in Dollars or an Alternate Currency provided, subject to the prior written consent of the Borrower (not to be unreasonably withheld), by any existing Lender (it being understood that no existing Lender shall have the right to participate in any such Incremental Term Revolving Credit Facility or, unless it agrees, be obligated to provide any Incremental Revolving Credit Loan or Revolving Credit Commitment Increase) or by any other Additional Revolving Credit Lender. An Incremental 102 #99361848v2 Revolving Credit Facility Amendment may, without the consent of any other Lenders, effect such amendments to any Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section. The effectiveness of any Incremental Revolving Loan Commitment may be utilized in Available Currencies as and Credit Facility Amendment shall, unless otherwise agreed to the extent provided in the applicable Incremental Amendment which are acceptable to by the Administrative Agent and the Lenders providing Additional Revolving Credit Lenders, be subject to the satisfaction on the date thereof (each, an “Incremental Revolving Credit Facility Closing Date”) of each of the conditions set forth in Section 4.02 (it being understood that all references to “the date of such Credit Extension” in Section 4.02 shall be deemed to refer to the Incremental Revolving Credit Facility Closing Date) and, to the extent reasonably requested by the Administrative Agent, receipt by the Administrative Agent of legal opinions, board resolutions, officers’ certificates and/or reaffirmation agreements consistent with those delivered on the Closing Date under Section 4.01 (other than changes to such legal opinions resulting from a change in law, change in fact or change to counsel’s form of opinion reasonably satisfactory to the Administrative Agent). (iii) Commitments in respect of any Incremental Term Facility shall become Commitments under this Agreement pursuant to an amendment (an “Incremental Term Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Borrower, such Additional Term Lenders and the Administrative Agent. Incremental Term Facilities may be provided, subject to the prior written consent of the Borrower (not to be unreasonably withheld), by any existing Lender (it being understood that no existing Lender shall have any right to participate in any Incremental Term Facility or, unless it agrees, be obligated to provide any Incremental Term Loan or Term Commitment Increase thereunder) or by any other Additional Term Lender. An Incremental Term Facility Amendment may, without the consent of any other Lenders, effect such amendments to any Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to effect the provisions of this Section. The effectiveness of any Incremental Term Facility Amendment shall, unless otherwise agreed to by the Administrative Agent and the Additional Term Lenders, be subject to the satisfaction on the date thereof (each, an “Incremental Term Facility Closing Date”) of each of the conditions set forth in Section 4.02 (it being understood that all references to “the date of such Borrowing” in Section 4.02 shall be deemed to refer to the Incremental Term Facility Closing Date) and, to the extent reasonably requested by the Administrative Agent, receipt by the Administrative Agent of legal opinions, board resolutions, officers’ certificates and/or reaffirmation agreements consistent with those delivered on the Closing Date under Section 4.01 (other than changes to such legal opinions resulting from a change in law, change in fact or change to counsel’s form of opinion reasonably satisfactory to the Administrative Agent). (i) Upon effectiveness of each Revolving Credit Commitment Increase pursuant to this Section, each Revolving Credit Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Additional Revolving Credit Lender providing a portion of such Revolving Credit Commitment Increase (each a “Revolving Credit Commitment Increase Lender”), and each such Revolving Credit Commitment Increase Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Credit Lender’s participations hereunder in outstanding Letters of Credit and Swing Line Loans such that, after giving effect to such Revolving Credit Commitment Increase and each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (A) participations hereunder in Letters of Credit and (B) participations hereunder in Swing Line Loans held by each Revolving Credit Lender (including each such Revolving Credit Commitment Increase Lender) will equal such Revolving Credit Lender’s Pro Rata Share. Any Revolving Credit Loans outstanding immediately prior to the date of such Revolving Credit Commitment Increase that are Eurocurrency Loans will (except to the extent otherwise repaid in accordance herewith) continue to be held by, and all interest thereon will continue to accrue for the accounts of, the Revolving Credit Lenders holding such Loans immediately prior to the date of such Revolving Credit Commitment Increase, in each case until the last day of the then-current Interest Period 2.01 in accordance with the Pro Rata Shares of the Revolving Credit Lenders after giving effect to the Revolving Credit Commitment Increase; provided, however, that upon the occurrence of any Event of Default, each Revolving Credit Commitment Increase Lender will promptly purchase (for cash at face value) assignments of portions of such outstanding Revolving Credit Loans of other Revolving Credit Lenders so that, after giving effect thereto, all Revolving Credit Loans that are Eurocurrency Loans are held by the Revolving Credit Lenders in accordance with their then-current Pro Rata Shares. Any such assignments shall be effected in accordance with the provisions of Section 11.07; provided that the parties hereto hereby consent to such assignments and the minimum assignment amounts and processing and recordation fee set forth in Section 11.07(b)(ii) shall not apply thereto. If there are any Base Rate Revolving Credit Loans outstanding on the date of such Revolving Credit Commitment Increase, such Loans shall either be prepaid by the Borrower on such date or Incremental refinanced on such date (subject to satisfaction of applicable borrowing conditions) with Revolving Loan Commitments);Credit Loans made on such date by the Revolving Credit Lenders (including the Revolving Credit Commitment Increase Lenders) in accordance with their Pro Rata Shares. In order to effect any such refinancing, (i) each Revolving Credit Commitment Increase Lender will make Base Rate Revolving Credit Loans to the Borrower by transferring funds to the Administrative Agent in an amount equal to the aggregate outstanding amount of such Loans of such Type times a percentage obtained by dividing the amount of such Revolving Credit Commitment Increase Lender’s Revolving Credit Commitment Increase by the aggregate amount of the Revolving Credit Commitments (after giving effect to the Revolving Credit Commitment Increase on such date) and (ii) such funds will be applied to the prepayment of outstanding Base Rate Revolving Credit Loans held by the Revolving Credit Lenders other than the Revolving Credit Commitment Increase Lenders, and transferred by the Administra

Incremental Credit Extensions. (ai) The Borrower Borrowers may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) Effective Date request one or more increases in the amount of the Revolving Loan Credit Commitments (any such increase or new commitmenteach, a “Revolving Loan Credit Commitment Increase”); provided, however, that (A) and/or the aggregate amount of all Revolving Credit Commitment Increases shall not exceed $300,000,000 and (B) each Revolving Credit Commitment Increase shall be in an amount not less than $20,000,000. Nothing in this Agreement shall be construed to obligate the establishment Administrative Agent, any other Agent, any Arranger or any Lender to negotiate for (whether or not in good faith), solicit, provide or commit to provide any Revolving Credit Commitment Increase. The Administrative Agent shall promptly notify each Lender of one each proposed Revolving Credit Commitment Increase. Each such Lender (and each of their Affiliates and Approved Funds) may, in its sole discretion, commit to participate in such Revolving Credit Commitment Increase by forwarding its commitment therefor to the Administrative Agent in form and substance satisfactory to the Administrative Agent. The Administrative Agent shall, after consultation with the Parent Borrower, allocate, but in amounts not to exceed for each such Lender the commitment received from such Lender, Affiliate or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment IncreasesApproved Fund, the “Incremental Revolving Loan Commitments” andCredit Commitment Increase commitments to be made as part of such Revolving Credit Commitment Increase to the Lenders from which it has received such written commitments. If the Administrative Agent does not receive enough commitments from existing Lenders or their Affiliates or Approved Funds, it may, after consultation with the Parent Borrower, allocate to Eligible Assignees any excess of the proposed amount of such loans thereunder, Revolving Credit Commitment Increase agreed with the “Incremental Parent Borrower over the aggregate amounts of the commitments received from existing Lenders or their Affiliates or Approved Funds. Each Revolving Loans” and, Credit Commitment Increase shall become effective on a Lender making such a commitmentdate agreed by the Parent Borrower and the Administrative Agent (each, an “Incremental Revolving LenderCredit Extension Date”); provided that: (i) , which shall be in any case on or after the date of satisfaction of the conditions precedent set forth in Section 4.4. The aggregate amount Administrative Agent shall notify the Lenders and the Parent Borrower, on or before 1:00 p.m., New York City time, on the Business Day following an Incremental Credit Extension Date of Incremental Term Loans the effectiveness of a Revolving Credit Commitment Increase and Incremental shall record in the Register all applicable additional information in respect of such Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount;Credit Commitment Increase. (ii) No Person (A) The commitments under each Revolving Credit Commitment Increase shall be an obligor under any Incremental Facility that is not deemed for all purposes part of the Revolving Credit Commitments, (B) each Lender or Eligible Assignee participating in such Revolving Credit Commitment Increase shall become a Loan Party Lender with respect to the Revolving Credit Commitments and all matters relating thereto and (C) the commitments under each Revolving Credit Commitment Increase shall have the same terms and conditions as the Revolving Credit Commitments. On the Incremental Credit Extension Date for any Revolving Credit Commitment Increase, each Lender or Eligible Assignee participating in such Revolving Credit Commitment Increase shall purchase and assume from each existing Lender having Revolving Loans outstanding on such Incremental Credit Extension Date, without recourse or warranty, an undivided interest and Commitments, (iii) BothSubject participation, to the Certain Funds Provision, both at extent of such Lender’s Ratable Portion of the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and new Revolving Credit Commitments (and after giving effect thereto) no Event to such Revolving Credit Commitment Increase), in the aggregate outstanding Revolving Loans, so as to ensure that, on the Incremental Credit Extension Date after giving effect to such Revolving Credit Commitment Increase, each Revolving Lender is owed only its Ratable Portion of Default shall exist; (iv) Incremental Term the Revolving Loans or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency (it being understood that any on such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Lenders providing such Incremental Term Loans or Incremental Revolving Loan Commitments);Credit Extension Date.

Incremental Credit Extensions. (a) The Borrower may at At any time or and from time to time after the Closing Effective Date, subject to the terms and conditions set forth herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy make available to each of the Lenders), ) request (i) request one or more additional tranches of term loans (the commitments thereof, the an “Incremental Term Loan CommitmentFacility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, the loans thereunderand together with any Incremental Term Facility, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(Aii) request one or more increases in the amount of the Revolving Loan Commitments of any tranche (any each such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitmentincrease, an “Incremental Revolving LenderCommitment Increase”, together with the Incremental Term Loans the “Incremental Facilities”); provided that: , (i) The aggregate amount conditions to entering into or the making of Incremental Term Loans and Loan or Incremental Revolving Loan Commitments incurred during Commitment Increase, including as to the term timing of this Agreement any such condition (as between being made upon execution of an Incremental Facility Amendment (as defined below) or upon the making of any loans thereunder) shall not exceed be as agreed to between the Maximum Incremental Facilities Amount; Borrower and the relevant Additional Lenders (including the scope of any representations and warranties to be made) and (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect after giving effect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Facility Amendment referred to below, no Event of Default shall exist below and be continuing at the time that any such Incremental Term Loan or Incremental Revolving Commitment Increase is made and (and after giving effect thereto) or effected, no Default or Event of Default shall exist;have occurred and be continuing (provided that, solely with respect to any Incremental Facilities incurred in connection with a Limited Condition Acquisition, no Default or Event of Default shall exist at the time of execution of the definitive documentation for such Limited Condition Acquisition). Notwithstanding anything to contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount of $5,000,000 and integral multiples of $100,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that such amount may be less than $5,000,000 if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (b) The Incremental Term Loans (i) shall rank equal or subordinate in right of payment with the Term Loans, shall be unsecured or, if secured, secured only by the Collateral securing the Secured Obligations on a pari passu or a junior basis and shall only be guaranteed by the Loan Parties (or a subset thereof); provided, that such Incremental Term Loans may be secured by assets other than the Collateral or guaranteed by a Subsidiary other than the Guarantors, so long as such assets are contemporaneously included as Collateral and such Subsidiary contemporaneously becomes a Guarantor or a Domestic Regulated Subsidiary, (ii) shall not mature earlier than the Latest Maturity Date or, in the case of any such Indebtedness that is unsecured or is secured on a junior lien basis to the Term Facility, at least 91 days following the Latest Maturity Date, (iii) shall not have a shorter Weighted Average Life to Maturity than the remaining Term Loans (without giving effect to any prepayments), (iv) shall have an amortization schedule (subject to clauses (ii) and (iii)), and interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, funding discounts, original issue discounts and prepayment terms and premiums for the Incremental Term Loans as determined by the Borrower and the lenders of the Incremental Term Loans; provided that in the event that the All-In Yield for any Incremental Term Loans incurred after the Effective Date that are pari passu in right of payment and with respect to security with the Term Loans incurred on the Effective Date is greater than the All-In Yield for the Term Loans by more than 0.50% per annum, then the All-In Yield for the Term Loans shall be increased to the extent necessary so that the All-In Yield for the Term Loans are equal to the All-In Yield for the Incremental Term Loans minus 0.50% per annum (provided that the “LIBOR floor” or the “ABR Floor” applicable to the outstanding Term Loans shall be increased to an amount not to exceed the “LIBOR floor” or “ABR Floor” applicable to such Incremental Term Loans prior to any increase in the Applicable Rate applicable to such Term Loans then outstanding) (“MFN Adjustment”), (v) to the extent applicable, the Administrative Agent, acting on behalf of the holders of such Indebtedness shall be or shall have become party to an intercreditor or subordination agreement reasonably satisfactory to the Administrative Agent, (vi) all terms and documentation with respect to any Incremental Facility shall be no more restrictive than the terms applicable to the existing Term Facility, as applicable unless such terms are (1) applicable after the Term Maturity Date of the then existing Term Facility or (2) offered to the existing Lenders for inclusion in the Loan Documents (but excluding any terms applicable after the Latest Maturity Date of the then existing Term Facility). In the case of an Incremental Term Loan that is pari passu in right of payment and right of security with the existing Term Loans, such Incremental Term Loans may provide for the ability to participate on a pro rata basis, or on less than pro rata basis (but not on a greater than pro rata basis) in any voluntary or mandatory prepayments of Term Loans hereunder, as specified in the applicable Incremental Facility Amendment. (c) The Incremental Revolving Commitment Increase shall be treated the same as the Class of Revolving Commitments being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of Revolving Loans being increased. The Incremental Term Increase shall be treated the same as the Class of Term Loans being increased (including with respect to maturity date thereof) and shall be considered to be part of the Class of Term Loans being increased. Any Incremental Revolving Commitment Increase and any Incremental Term Increase shall be on the same terms and subject to the same documentation as the Class of Revolving Loans or Class of Term Loans, as applicable, being increased. (d) Any Incremental Revolving Commitment Increase shall be documented solely as an increase to the Commitments with respect to the Revolving Credit Facility and shall have terms and conditions identical to those of the Revolving Credit Facility. (e) Each notice from the Borrower pursuant to this Section shall be given in writing and shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans or Incremental Revolving Commitment Increases. (f) Commitments in respect of Incremental Term Loans and Incremental Revolving Commitment Increases pursuant to this Agreement shall become Commitments (or in the case of an Incremental Revolving Commitment Increase to be provided by an existing Lender with a Revolving Commitment, an increase in such Lender’s applicable Revolving Commitment) under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Commitments Documents, executed by the Borrower, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. An Incremental Facility may be denominated in Dollars or an Alternate Currency provided, subject to the prior written consent of the Borrower (not to be unreasonably withheld), by any existing Lender (it being understood that no existing Lender shall have the right to participate in any such Incremental Facilities or, unless it agrees, be obligated to provide any Incremental Facilities) or by any Additional Lender. Incremental Term Loan or Loans and loans under Incremental Revolving Commitment Increases pursuant to this Agreement shall be a “Loan” for all purposes of this Agreement and the other Loan Commitment Documents. The Incremental Facility Amendment may, subject to Section 2.14(c), without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be utilized in Available Currencies as and to the extent provided necessary, in the applicable Incremental Amendment which are acceptable to reasonable opinion of the Administrative Agent and the Lenders providing Borrower, to effect the provisions of this Section 2.20 (including, in connection with an Incremental Revolving Commitment Increase, to reallocate Revolving Exposure on a pro rata basis among the relevant Revolving Lenders), including, without limitation, any amendments and/or supplements to the documents delivered to satisfy the Collateral and Guarantee Requirement (including, without limitation, amendments to the Mortgages). The effectiveness of any Incremental Facility Amendment and the occurrence of any credit event (including the making (but not the conversion or continuation) of a Loan and the issuance, increase in the amount, or extension of a Letter of Credit thereunder) pursuant to such Incremental Facility Amendment shall be subject to the satisfaction of such conditions as the parties thereto shall agree. The Borrower will use the proceeds of the Incremental Term Loans or and Incremental Revolving Loan Commitments);Commitment Increases for any purpose not prohibited by this Agreement. (g) This Section 2.20 shall supersede any provisions in Section 2.18 or Section 9.02 to the contrary.

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time after the Closing Datemay, by written notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders)) from time to time after the Restatement Effective Date, request Incremental Term A Loan Commitments, Incremental Term B Loan Commitments and/or Incremental Revolving Commitments, as applicable, in an aggregate amount not to exceed the Incremental Amount from one or more Incremental Term A Lenders, Incremental Term B Lenders and/or Incremental Revolving Lenders (which, in each case, may include any existing Lender) willing to provide such Incremental Term A Loans, Incremental Term B Loans and/or Incremental Revolving Commitments, as the case may be, in their own discretion. Each notice provided pursuant to this Section 2.20 shall set forth (i) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount of the Revolving Incremental Term A Loan Commitments, Incremental Term B Loan Commitments and/or Incremental Revolving Commitments being requested (any which shall be in minimum increments of $10,000,000 and a minimum amount of $25,000,000 or equal to the remaining Incremental Amount), (ii) the date on which such increase Incremental Term A Loan Commitments, Incremental Term B Loan Commitments and/or Incremental Revolving Commitments are requested to become effective (the “Increased Amount Date”), (iii) in the case of Incremental Revolving Commitments, whether such Incremental Revolving Commitments are to be such Class of Dollar Tranche Commitments or new commitmentMulticurrency Tranche Commitments, a in each case with the Latest Maturity, (iv) in the case of Incremental Term A Loan Commitments, whether such Incremental Term A Loan Commitments are commitments to make term loans with the same interest rates, amortization, maturity and other terms as such Class of Term A Loans with the Latest Maturity or commitments to make term loans with interest rates and/or amortization and/or maturity and/or other terms different from such Class of Term A Loans with the Latest Maturity (“Revolving Other Term A Loans”), and (v) in the case of Incremental Term B Loan Commitments, whether such Incremental Term B Loan Commitments are commitments to make term loans with the same interest rates, amortization, maturity and other terms as the Term B Loans or commitments to make term loans with interest rates and/or amortization and/or maturity and/or other terms different from the Term B Loans (“Other Term B Loans”). (b) The Borrower and each Incremental Term A Lender shall execute and deliver to the Administrative Agent an Incremental Amendment and such other documentation as the Administrative Agent shall reasonably specify to evidence the Incremental Term A Loan Commitment Increase”of such Incremental Term A Lender. Each Incremental Amendment providing for Incremental Term A Loans shall specify the terms of the applicable Incremental Term A Loans; provided that (i) and/or except as to pricing, amortization, mandatory prepayments and final maturity date (Bwhich shall, subject to clause (ii), (iii) and (iv) of this proviso, be determined by the Borrower and the Incremental Term Lenders in their sole discretion), the Other Term A Loans shall have (x) the establishment same terms as such Class of one Term A Loans with the Latest Maturity Date or (y) such other terms as shall be reasonably satisfactory to the Administrative Agent, (ii) the final maturity date of any Other Term A Loans shall be no earlier than the Latest Maturity Date of any Class Term A Loans, (iii) the Weighted Average Life to Maturity of any Other Term A Loans shall be no shorter than the remaining Weighted Average Life to Maturity of such Class of Term A Loans with the Latest Maturity Date and (iv) the prepayment provisions of any Other Term A Loans shall not be more new Revolving Loan Commitments favorable than the prepayment provisions applicable to such Class of Term A Loans with the Latest Maturity Date. The Incremental Term A Loans shall rank pari passu or junior in right of payment and of security with the Term A Loans; provided that, if such Incremental Term A Loans rank junior in right of security with the Term A Loans, such Incremental Term Loans will be established as a separate Tranche from the Term A Loans. In the case of any second lien Incremental Term A Loans, such Indebtedness shall be subject to the terms of a customary intercreditor agreement satisfactory in form and substance to the Administrative Agent. (any c) The Borrower and each Incremental Term B Lender shall execute and deliver to the Administrative Agent an Incremental Amendment and such new commitment, a “New Revolving Loan Commitment” and, together with Revolving other documentation as the Administrative Agent shall reasonably specify to evidence the Incremental Term B Loan Commitment Increasesof such Incremental Term B Lender. Each Incremental Amendment providing for Incremental Term B Loans shall specify the terms of the applicable Incremental Term B Loans; provided that (i) except as to pricing, amortization, mandatory prepayments and final maturity date (which shall, subject to clause (ii), (iii) and (iv) of this proviso, be determined by the Borrower and the Incremental Term Lenders in their sole discretion), the “Other Term B Loans shall have (x) the same terms as the Term B Loans or (y) such other terms as shall be reasonably satisfactory to the Administrative Agent, (ii) the final maturity date of any Other Term B Loans shall be no earlier than the Latest Maturity Date of the Term B Loans, (iii) the Weighted Average Life to Maturity of any Other Term B Loans shall be no shorter than the remaining Weighted Average Life to Maturity of the Term B Loans and (iv) the prepayment provisions of any Other Term B Loans shall not be more favorable than the prepayment provisions applicable to the Term B Loans. The Incremental Term B Loans shall rank pari passu or junior in right of payment and of security with the Term B Loans; provided that, if such Incremental Term B Loans rank junior in right of security with the Term B Loans, such Incremental Term Loans will be established as a separate Tranche from the Term B Loans. In the case of any second lien Incremental Term B Loans, such Indebtedness shall be subject to the terms of a customary intercreditor agreement. (d) The Borrower and each Incremental Revolving Loan Commitments” and, Lender shall execute and deliver to the Administrative Agent an Incremental Amendment and such loans thereunder, other documentation as the “Administrative Agent shall reasonably specify to evidence the Incremental Revolving Loans” and, a Lender making Commitment of such a commitment, an “Incremental Revolving Lender”); provided that:. Any Incremental Revolving Commitment established hereunder shall have terms identical to such Class of Revolving Commitments with the Latest Maturity Date existing on the Restatement Effective Date, it being understood that the Borrower and the Administrative Agent may make (without the consent of or notice to any other party) any amendment to reflect such increase in the Revolving Commitments. (e) Notwithstanding the foregoing, no Incremental Term Loan Commitment or Incremental Revolving Commitment shall become effective under this Section 2.20 unless (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan or Incremental Revolving Commitment is made and (and after giving effect thereto), (A) no Default or Event of Default shall exist;, provided that, in the event that any tranche of Incremental Term Loans is used to finance a Permitted Acquisition and to the extent the Incremental Term Lenders participating in such tranche of Incremental Term Loans agree, the foregoing clause (A) shall be tested at the time of the execution of the acquisition agreement related to such Permitted Acquisition (provided that such Incremental Term Lenders shall not be permitted to waive any Default or Event of Default then existing or existing after giving effect to such tranche of Incremental Term Loans), and (B) the representations and warranties of the Borrower set forth in this Agreement shall be true and correct in all material respects (other than to the extent qualified by materiality or “Material Adverse Effect”, in which case, such representations and warranties shall be true and correct), provided that, in the event that the tranche of Incremental Term Loans is used to finance a Permitted Acquisition and to the extent the Incremental Term Lenders participating in such tranche of Incremental Term Loans agree, the foregoing clause (B) shall be limited to customary “specified representations” and those representations included in the acquisition agreement related to such Permitted Acquisition that are material to the interests of the Lenders and only to the extent that the Borrower has the right to terminate its obligations under such acquisition agreement as a result of a breach of such representations; (ii) on a pro forma basis as of the last day of the most recently ended fiscal quarter for which financial statements have been delivered to the Administrative Agent pursuant to clauses (a) or (b) of Section 5.01 as if (x) in the case of any Incremental Term Loans, such Incremental Term Loans had been outstanding on the last day of such fiscal quarter of the Borrower for testing compliance therewith or (y) in the case any Incremental Revolving Commitments, all Revolving Loans available to the Borrower, including any such Incremental Revolving Commitment, had been outstanding on the last day of such fiscal quarter of the Borrower for testing compliance therewith, the Borrower shall be in compliance with the covenants set forth in Section 6.12; and (iii) the Administrative Agent shall have received documents and legal opinions consistent with those delivered on the Restatement Effective Date as to such matters as are reasonably requested by the Administrative Agent. The Administrative Agent shall promptly notify each Lender as to the effectiveness of each Incremental Amendment. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Amendment, this Agreement shall be amended to the extent (but only to the extent) necessary to reflect the existence and terms of the Incremental Term Loan Commitments and/or Incremental Revolving Commitments evidenced thereby. Any such deemed amendment may be memorialized in writing by the Administrative Agent with the Borrower’s consent and furnished to the other parties hereto. (ivf) The Incremental Amendment may, without the consent of any Agents or Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section 2.20. The Borrower will use the proceeds of the Incremental Term Loans and Incremental Revolving Loans for general corporate purposes of the Borrower and its Subsidiaries. Incremental Term Loans and Incremental Revolving Commitments may be made by any existing Lender (but each existing Lender will not have an obligation to make a portion of any Incremental Term Loan or Incremental Revolving Commitments) or by any other bank or other financial institution; provided that any bank or financial institution other than the existing Lenders providing Incremental Revolving Commitments shall be reasonably satisfactory to the Administrative Agent and the Borrower. No Lender shall be obligated to provide any Incremental Term Loans or Incremental Revolving Loan Commitments may be denominated Commitments, unless it so agrees. (g) This Section 2.20 shall supersede any provisions in Dollars Section 2.18 or an Alternate Currency (it being understood that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and 9.02 to the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Lenders providing such Incremental Term Loans or Incremental Revolving Loan Commitments);contrary.

Incremental Credit Extensions. (a) The Borrower may at At any time or and from time to time after the Closing Effective Date, subject to the terms and conditions set forth herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy make available to each of the Lenders), ) request (i) request one or more additional tranches of term loans (the commitments thereof, the an “Incremental Term Loan CommitmentFacility”) and/or increase the principal amount of the Term Loans by requesting new term loan commitments to be added to such Loans (an “Incremental Term Increase”, the loans thereunderand together with any Incremental Term Facility, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(Aii) request one or more increases in the amount of the Revolving Loan Commitments of any tranche (any each such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitmentincrease, an “Incremental Revolving LenderCommitment Increase”, together with the Incremental Term Loans the “Incremental Facilities”); provided that: , (i) The aggregate amount conditions to entering into or the making of Incremental Term Loans and Loan or Incremental Revolving Loan Commitments incurred during Commitment Increase, including as to the term timing of this Agreement any such condition (as between being made upon execution of an Incremental Facility Amendment (as defined below) or upon the making of any loans thereunder) shall not exceed be as agreed to between the Maximum Incremental Facilities Amount; Borrower and the relevant Additional Lenders (including the scope of any representations and warranties to be made) and (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect after giving effect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Facility Amendment referred to below, no Event of Default shall exist below and be continuing at the time that any such Incremental Term Loan or Incremental Revolving Commitment Increase is made and (and after giving effect thereto) or effected, no Default or Event of Default shall exist;have occurred and be continuing (provided that, solely with respect to any Incremental Facilities incurred in connection with a Limited Condition Acquisition, no Default or Event of Default shall exist at the time of execution of the definitive documentation for such Limited Condition Acquisition). Notwithstanding anything to contrary herein, the aggregate principal amount of the Incremental Facilities that can be incurred at any time shall not exceed the Incremental Cap at such time. Each Incremental Facility shall be in a minimum principal amount of $5,000,000 and integral multiples of $100,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); provided that such amount may be less than $5,000,000 if such amount represents all the remaining availability under the aggregate principal amount of Incremental Facilities set forth above. (ivb) The Incremental Term Loans (i) shall rank equal or Incremental Revolving subordinate in right of payment with the Term Loans, shall be unsecured or, if secured, secured only by the Collateral securing the Secured Obligations on a pari passu or a junior basis and shall only be guaranteed by the Loan Commitments may be denominated in Dollars Parties (or an Alternate Currency (it being understood a subset thereof); provided, that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Lenders providing such Incremental Term Loans may be secured by assets other than the Collateral or guaranteed by a Subsidiary other than the Guarantors, so long as such assets are contemporaneously included as Collateral and such Subsidiary contemporaneously becomes a Guarantor or a Domestic Regulated Subsidiary, (ii) shall not mature earlier than the Latest Maturity Date or, in the case of any such Indebtedness that is unsecured or is secured on a junior lien basis to the Term Facility, at least 91 days following the Latest Maturity Date, (iii) shall not have a shorter Weighted Average Life to Maturity than the remaining Term Loans (without giving effect to any prepayments), (iv) shall have an amortization schedule (subject to clauses (ii) and (iii)), and interest rates (including through fixed interest rates), interest margins, rate floors, upfront fees, funding discounts, original issue discounts and prepayment terms and premiums for the Incremental Revolving Loan CommitmentsTerm Loans as determined by the Borrower and the lenders of the Incremental Term Loans; provided that in the event that the All-In Yield for any Incremental Term Loans incurred after the Effective Date that are pari passu in right of payment and with respect to security with the Term Loans incurred on the Effective Date is greater than the All-In Yield for the Term Loans by more than 0.50% per annum, then the All-In Yield for the Term Loans shall be increased to the extent necessary so that the All-In Yield for the Term Loans are equal to the All-In Yield for the Incremental Term Loans minus 0.50% per annum (provided that the “LIBOR floorFloor” or the “ABR Floor” applicable to the outstanding Term Loans shall be increased to an amount not to exceed the “LIBOR floorFloor” or “ABR Floor” applicable to such Incremental Term Loans prior to any increase in the Applicable Rate applicable to such Term Loans then outstanding) (“MFN Adjustment”);,

Incremental Credit Extensions. (a) The Borrower may at At any time or and from time to time after time, subject to the Closing Dateterms and conditions set forth herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request to add one or more additional tranches of term loans Term A Loans (the commitments thereof, the “Incremental Term Loan CommitmentA Loans”) or Term B Loans (the “Incremental Term B Loans” and, together with the loans thereunderIncremental Term A Loans, the “Incremental Term Loans” and a Lender making such loans”), an one or more increases in any Class of Term Loans or Incremental Term Loans (the “Incremental Term LenderLoan Increases”), one or more additional revolving credit facility tranches (the “Incremental Revolving Facilities”) or (ii)(A) request one or more increases in the Revolving Credit Commitments (the “Incremental Revolving Commitments”; together with the Incremental Term Loans, the Incremental Term Loan Increases and the Incremental Revolving Facilities, the “Incremental Facilities”); provided that (x) the aggregate principal amount of Incremental Facilities (other than Refinancing Revolving Commitments and Refinancing Term Loans) on any date Indebtedness thereunder is first incurred will not exceed an amount equal to the Permitted Incremental Amount and (y) with respect to Refinancing Revolving Commitments and Refinancing Term Loans, the principal amount of such Refinancing Revolving Commitments or Refinancing Term Loans, as applicable, does not exceed the principal amount of the Revolving Loan Commitments Credit Facility or Term Loans so refinanced except by an amount equal to unpaid accrued interest and premium thereon plus other reasonable amounts paid, and fees and expenses reasonably incurred, in connection with such refinancing. (any such increase or new commitment, a “Revolving Loan Commitment Increase”b) and/or (B) The Incremental Facilities are subject to the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided thatfollowing terms and conditions: (i) The aggregate each Incremental Facility will not be Guaranteed by any Person other than the Guarantors hereunder and, to the extent secured, will not be secured by any assets other than the Collateral; (ii) no existing Lender will be required to participate in any such Incremental Facility without its consent; (iii) all representations and warranties set forth in Article V shall be true and correct in all material respects on and as of the date of the incurrence of the Incremental Facilities except any representations and warranties which expressly relate to a given date or period shall only be required to be true and correct in all material respects as of the respective date or for the respective period, as the case may be; provided that in connection with any Limited Condition Acquisition, (A) the Lenders providing such Incremental Facilities may elect to waive the requirement to make the representations and warranties set forth in Article V as required by the foregoing and (B) such representations and warranties will be subject to customary “SunGard” and “certain funds” conditionality; (iv) no Default would exist after giving effect thereto; provided that in the case of a Limited Condition Acquisition, at the Borrower’s option, such Default may be tested in accordance with Section 1.08; (v) (A) the maturity date of any Incremental Term A Loans (including any Refinancing Term Loans, but excluding an Asset Sale Bridge Facility) shall be no earlier than the Maturity Date of the Term A-7 Loans and the Weighted Average Life to Maturity of such Incremental Term A Loans (excluding an Asset Sale Bridge Facility) shall be not shorter than the Weighted Average Life to Maturity of the Term A-7 Loans and (B) the maturity date of any Incremental Term B Loans (including any Refinancing Term Loans) shall be no earlier than the Maturity Date of the Term B-5 Loans or Term B-6-7 Loans and the Weighted Average Life to Maturity of such Incremental Term B Loans shall be not shorter than the Weighted Average Life to Maturity of the Term B-5 Loans or Term B-6-7 Loans; (vi) in the case of Incremental Revolving Commitments, (A) the maturity date of such Incremental Revolving Commitments shall be the same as the Maturity Date of the Revolving Credit Facility, (B) such Incremental Revolving Commitments shall require no scheduled amortization or mandatory commitment reduction prior to the Maturity Date of the Revolving Credit Facility and (C) the Incremental Revolving Commitments shall be on the exact same terms and pursuant to the exact same documentation applicable to the Revolving Credit Facility; (vii) in the case of an Incremental Revolving Facility, (A) the maturity date of such Incremental Revolving Facility shall be no earlier than the Maturity Date of the Revolving Credit Facility, (B) such Incremental Revolving Facility shall require no scheduled amortization or mandatory commitment reduction prior to the Maturity Date of the Revolving Credit Facility, (C) the Incremental Revolving Facility shall be on substantially the same terms and pursuant to substantially the same documentation applicable to the Revolving Credit Facility, and (D) borrowings and repayments under the Incremental Revolving Facility shall be made on a pro rata basis with the Revolving Credit Facility; (viii) the interest rate margins, prepayment premiums, call protection, the maturity date of any Incremental Term Loans (subject to clause (v) above) and (subject to clauses (v) and (vii) above, as appropriate) amortization schedule applicable to any Incremental Term Loans or Incremental Revolving Facilities shall be determined by the Borrower and the lenders thereunder; provided that in the event that the total all in interest rate margins for any Incremental Term B Loans (other than Refinancing Term Loans) that are (A) secured by a Lien on the Collateral on a pari passu basis with the Lien securing the Term B-6-7 Loans, (B) in the form of broadly syndicated term “B” loans denominated in Dollars, (C) in a principal amount in excess of the MFN Trigger Amount, (D) scheduled to mature on or prior to the date that is one (1) year after the Maturity Date of the Term B-6-7 Loans and (E) incurred on or prior to the date that is 6 months after the Eighth Amendment Effective Date are higher than the interest rate margins for the Term B-6-7 Loans by more than 50 basis points, then the interest rate margin for the Term B-6-7 Loans shall be increased to the extent necessary so that such interest rate margin is equal to the interest rate margin for such Incremental Term B Loans minus 50 basis points; provided, further, that, in determining the interest rate margins applicable to the Incremental Term B Loans and Term B-6-7 Loans, (A)(1) customary arrangement, commitment, underwriting, structuring and/or amendment fees (regardless of whether any such fees are paid to or shared in whole or in part with any lender) shall be excluded and (2) any other fee that is not payable to all relevant lenders generally shall be excluded, (B) original issue discount (“OID”) and upfront fees paid to the lenders thereunder shall be included (with OID being equated to interest based on assumed four-year life to maturity or, if shorter, the actual weighted average life to maturity) and (C) if the Incremental Term B Loans include an interest rate floor greater than the applicable interest rate floor under the Term B-6-7 Loans, such differential between interest rate floors shall be equated to the applicable interest rate margin for purposes of determining whether an increase to the interest rate margin under the Term B-6-7 Loans shall be required, but only to the extent an increase in the interest rate floor in the Term B-6-7 Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the interest rate margin) applicable to the Term B-6-7 Loans shall be increased to the extent of such differential between interest rate floors; (ix) (i) any Incremental Term A Loans (other than an Asset Sale Bridge Facility), for purposes of mandatory prepayments, shall be treated no more favorably than the Term A-7 Loans and (ii) with respect to Incremental Term A Loans constituting an Asset Sale Bridge Facility (including, as of the Eighth Amendment Effective Date, the Term A-8 Loans), such Incremental Term A Loans shall not be subject to mandatory prepayments set forth in Section 2.05(b)(i) or (ii) (other than Section 2.05(b)(ii)(C)), except such Incremental Term A Loans may be mandatorily prepaid, on a dollar-for-dollar basis, with the cash proceeds received from the applicable Asset Sale Bridge Financed Divestitures prior to the application of such cash proceeds to prepay any other Term Loans; (x) any Incremental Term B Loans, for purposes of mandatory prepayments, shall be treated no more favorably than the Term B-5 Loans or Term B-6-7 Loans; (xi) any Incremental Term Loans or any Incremental Revolving Facility (other than Refinancing Term Loans and Refinancing Revolving Commitments) shall be on terms and pursuant to documentation to be determined and shall be subject to an Intercreditor Agreement (if applicable); provided that, to the extent such terms and documentation are not consistent with the Term Loans then in existence or the Revolving Credit Facility, as the case may be (except to the extent permitted by clauses (v), (vii), (viii), (ix) and (x) above or that apply only after the Maturity Date of the applicable Term Loans or the Revolving Credit Facility, as the case may be), they shall be reasonably satisfactory to the Administrative Agent (it being understood that any terms and conditions that are more restrictive than the terms applicable to the Term Loans or the Revolving Credit Facility shall be deemed reasonably satisfactory to the Administrative Agent so long as the Lenders under the applicable Term Loans or the Revolving Credit Facility receive the benefit of such terms or conditions through the addition to this Agreement (which shall not require the consent of any existing Lenders)); provided, further, that, in the case of any Refinancing Term Loans and Refinancing Revolving Commitments, (A) the terms and conditions of such Incremental Term Loans and Incremental Revolving Loan Commitments incurred during Facility (excluding pricing, call protection and optional prepayment or redemption terms) reflect market terms on the term date of this Agreement shall not exceed incurrence as reasonably determined by the Maximum Incremental Facilities Amount; Borrower, (iiB) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Event of Default shall exist; (iv) Incremental Term Loans or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency (it being understood that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Lenders providing such Incremental Term Loans or Incremental Revolving Facility shall be subject to an Intercreditor Agreement (if applicable) and (C) such Incremental Term Loans or Incremental Revolving Facility shall not contain covenants (including financial maintenance covenants), taken as a whole, that are materially tighter than (or in addition to) those contained in this Agreement (except for covenants applicable only to the period after the Maturity Date of the applicable Term Loans); and (xii) each Incremental Facility shall be in an integral multiple of $1,000,000 and be in an aggregate principal amount that is not less than (A) $25,000,000 in the case of any Incremental Term Loans or Incremental Term Loan Increases or (B) $10,000,000 in the case of any Incremental Revolving Facilities or Incremental Revolving Commitments; provided that such amount may be less than the applicable minimum amount if such amount represents all the remaining availability hereunder as set forth above. (c) Each notice from the Borrower pursuant to this Section shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans, Incremental Term Loan Increases, Incremental Revolving Facilities and/or Incremental Revolving Commitments. Any additional bank, financial institution, existing Lender or other Person that elects to provide the applicable Incremental Facility shall be an Eligible Assignee that is reasonably satisfactory to the Borrower and the Administrative Agent (any such bank, financial institution, existing Lender or other Person being called an “Additional Lender”) and, if not already a Lender, shall become a Lender under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Nexstar Media, the Borrower, such Additional Lender and the Administrative Agent. Each Incremental Facility Amendment shall include a supplement to the Facilities Schedule. No Incremental Facility Amendment shall require the consent of any Lenders other than the Additional Lenders with respect to such Incremental Facility Amendment. Commitments in respect of any Incremental Facilities shall become Commitments under this Agreement. An Incremental Facility Amendment may, without the consent of any other Lenders, effect such amendments to any Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.14. The proceeds of any Incremental Term Loans and Incremental Term Loan Increases will be used only for general corporate purposes (including Permitted Acquisitions);. Upon each increase in the Aggregate Commitments pursuant to this Section, each Revolving Credit Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Incremental Revolving Commitment (each, a “Incremental Revolving Lender”) in respect of such increase, and each such Incremental Revolving Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Credit ▇▇▇▇▇▇’s participations hereunder in outstanding Letters of Credit and Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (A) participations hereunder in Letters of Credit and (B) participations hereunder in Swing Line Loans held by each Revolving Credit Lender (including each such Incremental Revolving Lender) will equal the percentage of the aggregate Revolving Credit Commitments of all Revolving Credit Lenders represented by such Revolving Credit ▇▇▇▇▇▇’s Commitment. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (d) Notwithstanding anything set forth herein to the contrary or in the other Loan Documents, if at any time all or substantially all of the assets of the Mission Borrower and its Subsidiaries are directly or indirectly acquired by the Nexstar Borrower and its Restricted Subsidiaries, the Borrower may incur new Incremental Term Loans to refinance any outstanding Group Term Loans under the Mission Credit Agreement (and/or cause the then-outstanding Group Term Loans under the Mission Credit Agreement to roll on a cashless basis into Incremental Term Loans hereunder) on a dollar for dollar basis, in compliance with the other provisions set forth in this Section 2.14, but without regard to availability of any capacity under the Permitted Incremental Amount.

Incremental Credit Extensions. (a) The Borrower may at At any time or and from time to time after time, subject to the Closing Dateterms and conditions set forth herein, the Borrower Representative may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request to increase the amount of Term B Loans of any Class or add one or more additional tranches of term loans (the commitments thereof, the “Incremental any such Term Loan Commitment”, the loans thereunderB Loans or additional tranche of term loans, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request and/or one or more increases in the amount of the Revolving Loan Credit Commitments under any Revolving Credit Facility (any such increase or new commitment, a “Revolving Loan Credit Commitment Increase”) and/or (B) the establishment of one or more new revolving credit commitments (an “Additional Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Credit Commitment” and, together with any Revolving Loan Credit Commitment Increases, the “Incremental Revolving Loan Credit Commitments” and, such loans thereunder”; together with the Incremental Term Loans, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving LenderFacilities”); provided that: . Notwithstanding anything to contrary herein, the aggregate Dollar Equivalent amount of all Incremental Facilities (iother than Refinancing Term Loans and Refinancing Revolving Credit Commitments) The (determined at the time of incurrence), together with the aggregate principal amount of all Incremental Equivalent Debt, shall not exceed the Incremental Cap. Each Incremental Facility shall be in an integral multiple of $1,000,000 and be in an aggregate principal amount that is not less than $10,000,000 in case of Incremental Term Loans and or $5,000,000 in case of Incremental Revolving Credit Commitments, provided that such amount may be less than the applicable minimum amount if such amount represents all the remaining availability hereunder as set forth above. Each Incremental Facility shall have the same guarantees as, and to the extent secured, shall be secured by only the same Collateral subject to clause (h) of the “Collateral and Guarantee Requirement” securing, all of the other Loan Commitments incurred during the term of Obligations under this Agreement shall not exceed (provided that, in the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under case of any Incremental Facility that is funded into Escrow, such Incremental Facility may be secured by the applicable funds and related assets held in Escrow (and the proceeds thereof) until such Incremental Facility is released from Escrow). (b) Any Incremental Term Loans (i) for purposes of prepayments, shall be treated substantially the same as (and in any event no more favorably than) the Term B Loans, (ii) shall have interest rate margins and (subject to clauses (iii) and (iv)) amortization schedules as determined by the Borrower Representative and the lenders thereunder (provided that, except in the case of Refinancing Term Loans, if such Incremental Term Loans are Qualifying Term Loans incurred in reliance on clause (c) of the Incremental Cap, the All-In-Rate applicable thereto will not a Loan Party be more than 0.50% per annum higher than the All-In-Rate in respect of the Term B Loans unless the Applicable Rate (and/or, as provided in the proviso below, the Base Rate floor or Eurocurrency Rate floor) with respect to all the Term B Loans and Commitments, is adjusted to be equal to the All-In-Rate applicable to such Indebtedness, minus 0.50% per annum, provided that, unless otherwise agreed by the Borrower Representative in its sole discretion, that any increase in All-In-Rate to any Term B Loan due to the application or imposition of a Base Rate floor or Eurocurrency Rate floor on any such Indebtedness shall be effected solely through an increase in (or implementation of, as applicable) any Base Rate floor or Eurocurrency Rate floor applicable to such Term B Loan (this proviso to this clause (b)(ii), the “MFN Provision”)), (iii) BothSubject any Incremental Term Loan (other than Inside Maturity Loans) shall not have a final maturity date earlier than the Maturity Date applicable to the Certain Funds ProvisionTerm B Loans), both (iv) any Incremental Term Loan (other than Inside Maturity Loans) shall not have a Weighted Average Life to Maturity that is shorter than the Weighted Average Life to Maturity of the Term B Loans) and (v) shall be either, taken as a whole, no more favorable to the lenders providing such Incremental Facility, in their capacity as such or be on market terms at the time of the establishment of such Incremental Facilities (in each case, as reasonably determined by the Borrower Representative) (except for covenants or other provisions applicable only to periods after the latest maturity date of the applicable Facility); provided that to the extent any financial maintenance covenant that is more restrictive than the Financial Covenant is added for the benefit of (A) any Incremental Facility consisting of term loans other than Customary Term A Loans, such financial maintenance covenant (except to the extent only applicable after the maturity date of the Term B Loans) is also added for the benefit of all of the Facilities or (B) any Incremental Facility consisting of Customary Term A Loans, such financial maintenance covenant (except to the extent only applicable after the maturity date of the Revolving Credit Facility) is also added for the benefit of the Revolving Credit Facility; it being understood and agreed that in each such case, no consent of the any Agent and/or any Lender shall be required in connection with adding such financial maintenance covenant). (c) Any Revolving Credit Commitment Increase shall (i) have the same maturity date as the Revolving Credit Commitments under such Revolving Credit Facility that is being increased, (ii) require no scheduled amortization or mandatory commitment reduction prior to the final maturity of the Revolving Credit Commitments and (iii) be on the same terms and pursuant to the same documentation applicable to the Revolving Credit Commitments under such Revolving Credit Facility that is being increased (it being understood that, if required to consummate a Revolving Credit Commitment Increase, the pricing, interest margin, rate floors and commitment fees may be increased so long as such increases apply to the entire Revolving Credit Facility (provided additional upfront or similar fees may be payable to the Lenders participating in the Revolving Credit Commitment Increase without any requirement to pay such amounts to Lenders holding existing Revolving Credit Commitments). Any Additional Revolving Credit Commitments (i) shall have interest rate margins and, subject to clause (ii), have amortization schedules as determined by the Borrower Representative and the lenders thereunder but shall not require scheduled amortization or mandatory commitment reductions prior to the Maturity Date of the Revolving Credit Facility, (ii) other than Inside Maturity Loans, mature no earlier than, and will require no mandatory commitment reduction prior to, the Maturity Date applicable to the Revolving Credit Commitments, (iii) which are Refinancing Revolving Credit Commitments shall not have a final maturity date earlier than the Maturity Date applicable to the Revolving Credit Commitments being refinanced thereby and (iv) shall have the same terms as the Revolving Credit Commitments or such terms as are reasonably satisfactory to the Administrative Agent, it being understood that no consent shall be required from the Administrative Agent for terms and conditions that are more restrictive than the existing Revolving Credit Commitments to the extent that they apply to periods after the Maturity Date applicable to the Revolving Credit Commitments or are otherwise added for the benefit of the Revolving Credit Lenders hereunder (which shall not require the consent of any Revolving Credit Lender or any Agent); provided that to the extent any financial maintenance covenant that is more restrictive than the Financial Covenant is added for the benefit of any Additional Revolving Commitments, such financial maintenance covenant (except to the extent only applicable after the maturity date of each Revolving Credit Facility) is also added for the benefit of each Revolving Credit Facility; it being understood and agreed that in each such case, no consent of the any Agent and/or any Lender shall be required in connection with adding such financial maintenance covenant); provided that notwithstanding anything to the contrary in this Section 2.14(c), (1) the borrowing and repayment (except for (A) payments of interest and fees at different rates on Additional Revolving Credit Commitments (and related outstandings), (B) repayments required upon the maturity date of the applicable Revolving Credit Commitments and (C) repayment made in connection with a permanent repayment and termination of commitments (subject to clause (3) below)) of Revolving Credit Loans with respect to Additional Revolving Credit Commitments shall be made on a no less than pro rata basis (with respect to borrowings) and a no greater than pro rata basis (with respect to repayments) with all other Revolving Credit Commitments, (2) all Letters of Credit may be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the Revolving Credit Commitments, (3) the permanent repayment of commitments with respect to, and termination of, Additional Revolving Credit Commitments prior to the Maturity Date applicable to the Revolving Credit Commitments at the time of incurrence of such Additional Revolving Credit Commitments shall be made on a pro rata basis with all other Revolving Credit Commitments, except that the Borrowers shall be permitted to permanently repay and terminate commitments of any Class of Revolving Credit Commitments on a better than a pro rata basis as compared to any other Class with a later maturity date than such Class and (4) assignments and participations of Additional Revolving Credit Commitments (and Revolving Credit Loans made thereunder) shall be governed by the same or equivalent assignment and participation provisions applicable to the Revolving Credit Commitments and Revolving Credit Loans. (d) [Reserved]. (e) Each notice from the Borrower Representative pursuant to this Section 2.14 shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans and/or Incremental Revolving Credit Commitments. Any additional bank, financial institution, existing Lender or other Person that elects to extend Incremental Term Loans or Incremental Revolving Credit Commitments shall be reasonably satisfactory to the Borrower Representative and the Administrative Agent (any such request bank, financial institution, existing Lender or other Person being called an “Additional Lender”) and, if not already a Lender, shall become a Lender under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Holdings, the Borrowers and upon such Additional Lender, and, in the case of any Incremental Revolving Credit Commitments, each L/C Issuer . For the avoidance of doubt, no L/C Issuer is required to act as such for any Additional Revolving Credit Commitments unless they so consent. No Incremental Facility Amendment shall require the consent of any Lenders other than the Additional Lenders with respect to such Incremental Facility Amendment. No Lender shall be obligated to provide any Incremental Term Loans or Incremental Revolving Credit Commitments, unless it so agrees. Commitments in respect of any Incremental Term Loans or Incremental Revolving Credit Commitments may become Commitments under this Agreement. An Incremental Facility Amendment may, without the consent of any other Lenders, effect such amendments to any Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.14. The effectiveness of any Incremental Facility Amendment referred shall, unless otherwise agreed to belowby the Additional Lenders, be subject to the satisfaction on the date thereof (each, an “Incremental Facility Closing Date”) of each of the conditions set forth in Section 4.02 (notwithstanding clause (y) of the parenthetical in the introductory paragraph thereof) (it being understood that (x) all references to “the date of such Credit Extension” in Section 4.02 shall be deemed to refer to the Incremental Facility Closing Date and (y) if the proceeds of such Incremental Facility are to be used, in whole or in part, to (x) finance a Permitted Acquisition or other Investment, (1) such incurrence shall be subject to the LCT Provisions and (2) no Specified Event of Default shall exist on the Incremental Facility Closing Date) or (y) for any other purpose, no Event of Default shall exist on the Incremental Facility Closing Date. The proceeds of any Incremental Term Loans will be used for general corporate purposes and any other use not prohibited hereunder. Upon each increase in the Revolving Credit Commitments under any Revolving Credit Facility pursuant to this Section 2.14 that is in the form of a Revolving Credit Commitment Increase, each Revolving Credit Lender immediately prior to such increase will automatically and without further act be continuing deemed to have assigned to each Lender providing a portion of the Incremental Revolving Credit Commitment (each, an “Incremental Revolving Increase Lender”) in respect of such Revolving Credit Commitment Increase, and each such Incremental Revolving Increase Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Credit Lender’s participations hereunder in outstanding Letters of Credit such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding participations hereunder in Letters of Credit held by each Revolving Credit Lender (including each such Incremental Revolving Increase Lender) will equal the percentage of the aggregate Revolving Credit Commitments of all Revolving Credit Lenders represented by such Revolving Credit Lender’s Revolving Credit Commitment after giving effect to such Revolving Credit Commitment Increase. Additionally, if any Revolving Credit Loans are outstanding under a Revolving Credit Facility at the time any Revolving Credit Commitment Increase is implemented under such Revolving Credit Facility, the Revolving Credit Lenders immediately after effectiveness of such Revolving Credit Commitment Increase shall purchase and assign at par such amounts of the Revolving Credit Loans outstanding under such Revolving Credit Facility at such time as the Administrative Agent may require such that any each Revolving Credit Lender holds its Applicable Percentage of all Revolving Credit Loans outstanding under such Incremental Term Loan is made and (and Revolving Credit Facility immediately after giving effect thereto) no Event of Default shall exist; (iv) Incremental Term Loans or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency (it being understood that any to all such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided in the applicable Incremental Amendment which are acceptable to the assignments. The Administrative Agent and the Lenders providing such Incremental Term Loans or Incremental Revolving Loan Commitments);hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to this Section 2.14.

Incremental Credit Extensions. (a) The Borrower may at At any time or and from time to time after the Closing Date, subject to the terms and conditions set forth herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy make such notice available to each of the Lenders), pursuant to an Incremental Amendment (“Incremental Amendment”) request to effect (i) request one or more additional tranches of term loans hereunder or increases in the aggregate amount of the Term B-1 Loans and/or Term B-2 Loans, as applicable, (the commitments thereofeach such increase, the a “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term LenderCommitment Increase”) or (ii)(A) request from one or more Additional Term Lenders or (ii) increases in the aggregate amount of the Revolving Loan Credit Commitments (any each such increase or new commitmentincrease, a “Revolving Loan Credit Commitment Increase” and together with the Term Commitment Increase, a “Commitment Increase”) and/or (B) the establishment of one or more new from Additional Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”)Lenders; provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any each such request and upon the effectiveness of any each Incremental Amendment referred to belowAmendment, (A) no Default or Event of Default shall exist have occurred and be continuing at or shall result therefrom, (B) the time maturity date of any term loans or revolving loans incurred pursuant to such Term Commitment Increase or Revolving Credit Commitment Increase, as applicable, shall not be earlier than the Term B-1 Termination Date or the Revolving Credit Termination Date, as applicable, (C) the Weighted Average Life to Maturity of any term loans pursuant to such Term Commitment Increase shall not be less than the remaining Weighted Average Life to Maturity of the Term B-1 Loans; (D) the Borrower shall be in compliance on a Pro Forma Basis with the covenants contained in Section 6.22 recomputed as of the last day of the most recently ended fiscal quarter of the Borrower (and assuming full utilization of the Revolving Credit Commitment), (E) the Borrower shall have delivered to the Administrative Agent a certificate of a financial officer certifying to the effect set forth in subclauses (A), (C) and (D) above, together with reasonably detailed calculations demonstrating compliance with subclause (C) above (which calculations shall, if made as of the last day of any fiscal quarter of the Borrower for which the Borrower has not delivered to the Administrative Agent the financial statements and Compliance Certificate required to be delivered by Section 6.1(e), be accompanied by a reasonably detailed calculation of Consolidated EBITDA and Interest Expense for the relevant period), (F) the applicable yield relating to any term loans or revolving loans incurred pursuant to such Term Commitment Increase or Revolving Credit Commitment Increase (each facility thereunder, the “Incremental Facility”), as applicable, shall not be greater than that with respect to the existing Term B-1 Facility, Term B-2 Facility or existing Revolving Facility, as applicable, plus 0.50% per annum unless the yield applicable to the existing Term B-1 Facility, Term B-2 Facility or existing Revolving Facility, as applicable, is increased so that the yield applicable to the applicable Incremental Facility does not exceed the yield applicable to the existing Term B-1 Facility, Term B-2 Facility or existing Revolving Facility, as applicable, by more than 0.50% per annum; provided that in determining the yield applicable to the existing Term B-1 Facility, Term B-2 Facility or existing Revolving Facility, as applicable, and the applicable Incremental Facility, (x) original issue discount (“OID”) or upfront fees or other payments or any duration, ticking or similar fee (which shall be deemed to constitute like amounts of OID) payable by the Borrower to the Term B-1 Lenders, Term B-2 Lenders or Revolving Lenders, as applicable, or the applicable Incremental Facility in the primary syndication thereof shall be included (with OID being equated to interest based on an assumed four-year life to maturity or, if less, the remaining life to maturity of the applicable Incremental Facility), (y) customary arrangement or commitment fees payable to the Joint Lead Arrangers (or its affiliates in connection with the existing Term B-1 Facility, Term B-2 Facility or existing Revolving Facility, as applicable, or to one or more arrangers (or their affiliates) of the applicable Incremental Facility shall be excluded and (z) if the eurodollar rate in respect of such Incremental Facility includes a floor greater than any floor applicable to the analogous existing Facility under the definition of “Adjusted LIBOR,” such increased amount shall be equated to interest margin for purposes of determining any increase to the applicable yield under the analogous Facility, (G) the revolving loans incurred pursuant to such Revolving Credit Commitment Increase will mature no earlier than, and will require no scheduled amortization or mandatory commitment reduction prior to, the Revolving Credit Termination Date and all other terms of any such Incremental Term Loan is made and Facility (and after giving effect theretoexcept as set forth in the foregoing clauses) no Event of Default shall exist; be substantially identical to the Revolving Facility or otherwise reasonably acceptable to the Administrative Agent, (ivH) Incremental Term Loans or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency (it being understood that any such Incremental Term Loan or Incremental Revolving Loan Commitment may be utilized in Available Currencies as and to the extent provided the terms of any term loans incurred pursuant to a Term Commitment Increase are different from the terms applicable to the Term B-1 Facility or the Term B-2 Facility (except to the extent permitted by the foregoing clauses), such terms shall be reasonably satisfactory to the Administrative Agent, (I) all fees or other payments owing pursuant to Section 10.13 in the applicable Incremental Amendment which are acceptable respect of such increase to the Administrative Agent and the Lenders providing shall have been paid, and (J) each of the representations and warranties set forth herein and in the other Loan Documents shall be true and correct in all material respects (or all respects to the extent otherwise qualified by a materiality threshold) as of such Incremental date, except to the extent the same expressly relate to an earlier date. Notwithstanding anything to contrary herein, the sum of (i) the aggregate principal amount of all Commitment Increases and (ii) the aggregate principal amount of all Commitment Increases (as defined under the Second Lien Loan Agreement) under the Second Lien Loan Agreement shall not exceed $350,000,000 (plus, in the case of a Revolving Credit Commitment Increase that serves to effectively extend the maturity of the Revolving Facility, an amount equal to the reduction in the Revolving Facility to be replaced by a Revolving Credit Commitment Increase). Each Term Loans Commitment Increase shall be in a minimum principal amount of $50,000,000 and integral multiples of $1,000,000 in excess thereof; provided that such amount may be less than $50,000,000 if such amount represents all the remaining availability under the aggregate principal amount of Commitment Increases set forth above. (b) Each notice from the Borrower pursuant to this Section shall set forth the requested amount of the relevant Revolving Credit Commitment Increase or Incremental Revolving Loan Commitments);Term Commitment Increase.

Incremental Credit Extensions. (a) The Borrower may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request (ia) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(Ab) request one or more increases in the amount of the Revolving Loan Credit Commitments (any each such increase or new commitmentincrease, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment), a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Default or Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Default or Event of Default shall exist; (iv) . Each tranche of Incremental Term Loans or Incremental and each Revolving Loan Commitments Commitment Increase shall be in an aggregate principal amount that is not less than $25,000,000 (provided that such amount may be denominated less than $25,000,000 if such amount represents all remaining availability under the limit set forth in Dollars the next sentence). Notwithstanding anything to the contrary herein, the aggregate amount of the Incremental Term Loans and the Revolving Commitment Increases shall not exceed $200,000,000 (the “Incremental Availability”); provided, that the Borrower may incur additional Incremental Term Loans hereunder and effect additional Revolving Commitment Increases hereunder (the “Incremental Acquisition Loans”), so long as, after giving effect to the incurrence of such Incremental Term Loan or an Alternate Currency borrowing under such Revolving Commitment Increase, the Senior Secured Incurrence Test (on a Pro Forma Basis) would be satisfied (it being understood that Incremental Acquisition Loans may be effected by the Borrower whether or not there is any such unused Incremental Availability (subject to satisfaction of the Senior Secured Incurrence Test (on a Pro Forma Basis)); provided, further, that the Incremental Availability shall be reduced on a dollar-for-dollar basis by the aggregate amount of all Indebtedness incurred pursuant to Section 7.03(v). The Incremental Term Loan or Loans (a) shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans, (b) shall not mature earlier than the Maturity Date with respect to the Term Loans, (c) shall be “Loans” hereunder and (d) shall be treated substantially the same as the Term Loans (in each case, including with respect to mandatory and voluntary prepayments), provided that (i) the terms and conditions applicable to Incremental Revolving Loan Commitment Term Loans may be utilized in Available Currencies as and materially different from those of the Term Loans to the extent provided in the applicable Incremental Amendment which such differences are reasonably acceptable to the Administrative Agent and (ii) the Lenders providing interest rates and amortization schedule applicable to the Incremental Term Loans shall be determined by the Borrower and the lenders thereof. Each notice from the Borrower pursuant to this Section shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans or Revolving Commitment Increases. Incremental Term Loans may be made, and Revolving Commitment Increases may be provided, by any existing Lender or by any other bank or other financial institution (any such other bank or other financial institution being called an “Additional Lender”), provided that the Administrative Agent shall have consented (such consent not to be unreasonably withheld) to such Lender’s or Additional Lender’s making such Incremental Term Loans or providing such Revolving Commitment Increases if, in the case of an existing Lender, such consent would be required under Section 10.07(b) for an assignment of Loans or Revolving Credit Commitments, as applicable, to such Lender. Commitments in respect of Incremental Term Loans and Revolving Commitment Increases shall become Commitments (or in the case of a Revolving Commitment Increase to be provided by an existing Revolving Credit Lender, an increase in such Lender’s applicable Revolving Credit Commitment) under this Agreement pursuant to an amendment (an “Incremental Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Holdings, the Borrower, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. The Incremental Amendment 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 reasonable opinion of the Administrative Agent and the Borrower, to effect the provisions of this Section. The effectiveness of (and, in the case of any Incremental Amendment for an Incremental Term Loan, the borrowing under) any Incremental Amendment shall be subject to the satisfaction on the date thereof (each, an “Incremental Facility Closing Date”) of each of the conditions set forth in Section 4.02 (it being understood that all references to “the date of such Credit Extension” or similar language in such Section 4.02 shall be deemed to refer to the effective date of such Incremental Amendment) and such other conditions as the parties thereto shall agree. The Borrower will use the proceeds of the Incremental Term Loans and Revolving Commitment Increases for any purpose not prohibited by this Agreement. No Lender shall be obligated to provide any Incremental Term Loans or Revolving Commitment Increases, unless it so agrees. Upon each increase in the Revolving Credit Commitments pursuant to this Section, each Revolving Credit Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Revolving Commitment Increase (each a “Revolving Commitment Increase Lender”) in respect of such increase, and each such Revolving Commitment Increase Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Credit Lender’s participations hereunder in outstanding Letters of Credit and Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (i) participations hereunder in Letters of Credit and (ii) participations hereunder in Swing Line Loans held by each Revolving Credit Lender (including each such Revolving Commitment Increase Lender) will equal the percentage of the aggregate Revolving Credit Commitments of all Revolving Credit Lenders represented by such Revolving Credit Lender’s Revolving Credit Commitment and (b) if, on the date of such increase, there are any Revolving Credit Loans outstanding, such Revolving Credit Loans shall on or prior to the effectiveness of such Revolving Commitment Increase be prepaid from the proceeds of additional Revolving Credit Loans made hereunder (reflecting such increase in Revolving Credit Commitments);, which prepayment shall be accompanied by accrued interest on the Revolving Credit Loans being prepaid and any costs incurred by any Lender in accordance with Section 3.05. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (b) This Section 2.14 shall supersede any provisions in Section 2.13 or 10.01 to the contrary.

Incremental Credit Extensions. (ai) The Borrower Borrowers may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), (i) request one or more additional tranches of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) Effective Date request one or more increases in the amount of the Revolving Loan Credit Commitments (any such increase or new commitmenteach, a “Revolving Loan Credit Commitment Increase”); provided, however, that (A) and/or the aggregate amount of all Revolving Credit Commitment Increases shall not exceed $500,000,000, (B) the establishment aggregate amount of one Revolving Credit Commitments shall not exceed $1,500,000,000 at any time and (C) each Revolving Credit Commitment Increase shall be in an amount not less than $20,000,000. Nothing in this Agreement shall be construed to obligate the Administrative Agent, any other Agent, any Arranger or more new any Lender to negotiate for (whether or not in good faith), solicit, provide or commit to provide any Revolving Loan Commitments Credit Commitment Increase. The Administrative Agent shall promptly notify each Lender of each proposed Revolving Credit Commitment Increase. Each such Lender (any and each of their Affiliates and Approved Funds) may, in its sole discretion, commit to participate in such new commitmentRevolving Credit Commitment Increase by forwarding its commitment therefor to the Administrative Agent in form and substance satisfactory to the Administrative Agent. The Administrative Agent shall, a “New Revolving Loan Commitment” andafter consultation with the Parent Borrower, together with Revolving Loan Commitment Increasesallocate, but in amounts not to exceed for each such Lender the commitment received from such Lender, Affiliate or Approved Fund, the “Incremental Revolving Loan Commitments” andCredit Commitment Increase commitments to be made as part of such Revolving Credit Commitment Increase to the Lenders from which it has received such written commitments. If the Administrative Agent does not receive enough commitments from existing Lenders or their Affiliates or Approved Funds, it may, after consultation with the Parent Borrower, allocate to Eligible Assignees any excess of the proposed amount of such loans thereunder, Revolving Credit Commitment Increase agreed with the “Incremental Parent Borrower over the aggregate amounts of the commitments received from existing Lenders or their Affiliates or Approved Funds. Each Revolving Loans” and, Credit Commitment Increase shall become effective on a Lender making such a commitmentdate agreed by the Parent Borrower and the Administrative Agent (each, an “Incremental Revolving LenderCredit Extension Date”); provided that: (i) , which shall be in any case on the date of satisfaction of the conditions precedent set forth in Section 4.4. The aggregate amount Administrative Agent shall notify the Lenders and the Parent Borrower, on or before 1:00 p.m., New York City time, on the Business Day following an Incremental Credit Extension Date of Incremental Term Loans the effectiveness of a Revolving Credit Commitment Increase and Incremental shall record in the Register all applicable additional information in respect of such Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; Credit Commitment Increase. (ii) No Person (A) The commitments under each Revolving Credit Commitment Increase shall be an obligor under any Incremental Facility that is not deemed for all purposes part of the Revolving Credit Commitments, (B) each Lender or Eligible Assignee participating in such Revolving Credit Commitment Increase shall become a Loan Party Lender with respect to the Revolving Credit Commitments and all matters relating thereto and (C) the commitments under each Revolving Credit Commitment Increase shall have the same terms and conditions as the Revolving Credit Commitments. On the Incremental Credit Extension Date for any Revolving Credit Commitment Increase, each Lender or Eligible Assignee participating in such Revolving Credit Commitment Increase shall purchase and assume from each existing Lender having Revolving Loans outstanding on such Incremental Credit Extension Date, without recourse or warranty and Commitments, (iii) BothSubject pursuant to an Assignment and Acceptance, an undivided interest and participation, to the Certain Funds Provision, both at extent of such Lender’s Ratable Portion of the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and new Revolving Credit Commitments (and after giving effect thereto) no Event to such Revolving Credit Commitment Increase), in the aggregate outstanding Revolving Loans, so as to ensure that, on the Incremental Credit Extension Date after giving effect to such Revolving Credit Commitment Increase, each Lender is owed only its Ratable Portion of Default shall exist; (iv) Incremental Term the Revolving Loans or Incremental Revolving Loan Commitments may be denominated in Dollars or an Alternate Currency (it being understood that any on such Incremental Term Loan or Credit Extension Date. On each Incremental Revolving Loan Commitment may Credit Extension Date, Schedule I hereof shall be utilized in Available Currencies as amended and to the extent provided in the applicable Incremental Amendment which are acceptable to restated by the Administrative Agent and the Parent Borrower (notwithstanding anything in Section 10.1 to the contrary) to set forth all Lenders providing and their respective Revolving Credit Commitments and Scheduled Maturity Dates after giving effect to such Incremental Term Loans or Incremental Revolving Loan Commitments);Credit Commitment Increase.

Incremental Credit Extensions. (a) The Borrower Company may at any time or from time to time after the Closing Date, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request (ia) request one or more additional tranches classes of term loans (the commitments thereof, the “Incremental Term Loan Commitment”, the loans thereunder, the “Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(Ab) request one or more increases in the amount of the Revolving Loan Credit Commitments (any each such increase or new commitmentincrease, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: that (i) The aggregate amount of Incremental Term Loans and Incremental Revolving Loan Commitments incurred during the term of this Agreement shall not exceed the Maximum Incremental Facilities Amount; (ii) No Person shall be an obligor under any Incremental Facility that is not a Loan Party with respect to all Loans and Commitments, (iii) BothSubject to the Certain Funds Provision, both at the time of any such request and upon the effectiveness of any Incremental Amendment referred to below, no Default or Event of Default shall exist and be continuing at the time that any such Incremental Term Loan is made and (and after giving effect thereto) no Default or Event of Default shall exist; exist and (ivii) the Company shall be in compliance with the covenant set forth in Section 7.11 determined on a Pro Forma Basis as of the last day of the most recent Test Period ended prior to the applicable Incremental Facility Closing Date, in each case, as if such Incremental Term Loans or Revolving Commitment Increase, as applicable, had been outstanding on the last day of such Test Period. Each tranche of Incremental Term Loans and each Revolving Loan Commitments Commitment Increase shall be in an aggregate principal amount that is not less than $20,000,000 (provided that such amount may be denominated less than $20,000,000 if such amount represents all remaining availability under the limit set forth in Dollars or an Alternate Currency (it being understood that the next sentence). Notwithstanding anything to the contrary herein, the aggregate amount of the Incremental Term Loans and the Revolving Commitment Increases shall not exceed, at the time of the incurrence of any such Incremental Term Loan Loans or Revolving Commitment Increases, the Incremental Amount at such time. Each tranche of Incremental Term Loans (a) shall rank pari passu in right of payment and of security with the Revolving Loan Commitment Credit Loans and the Term Loans, (b) shall not mature earlier than the Latest Maturity Date, (c) shall have a Weighted Average Life to Maturity of no less than the Weighted Average Life to Maturity then in effect for any Term Loans outstanding at the time of the incurrence of such Incremental Term Loans and (d) except as set forth above, shall be treated substantially the same as the Term Loans (in each case, including with respect to mandatory and voluntary prepayments); provided that (i) the terms and conditions applicable to Incremental Term Loans may be utilized in Available Currencies as and materially different from those of the Term Loans to the extent provided in the applicable Incremental Amendment which such differences are reasonably acceptable to the Administrative Agent and (ii) the Lenders providing interest rates, margins, rate floors, upfront fees, funding discounts, original issue discounts and prepayment premiums and amortization schedule applicable to the Incremental Term Loans shall be determined by the Company and the lenders thereof. Each notice from the Company pursuant to this Section shall set forth the requested amount and proposed terms of the relevant Incremental Term Loans or Revolving Commitment Increases. Incremental Term Loans may be made, and Revolving Commitment Increases may be provided, by any existing Lender (and each existing Term Lender will have the right, but not an obligation, to make a portion of any Incremental Term Loan, and each existing Revolving Credit Lender will have the right, but no obligation, to provide a portion of any Revolving Commitment Increase, in each case on terms permitted in this Section 2.14 and otherwise on terms reasonably acceptable to the Administrative Agent) or by any other bank or other financial institution (any such other bank or other financial institution being called an “Additional Lender”); provided that the Administrative Agent and each L/C Issuer (in the case of a Revolving Commitment Increase) shall have consented (not to be unreasonably withheld) to such Lender’s or Additional Lender’s making such Incremental Term Loans or providing such Revolving Commitment Increases if such consent would be required under Section 10.07(b) for an assignment of Loans or Revolving Credit Commitments, as applicable, to such Lender or Additional Lender. Commitments in respect of Incremental Term Loans and Revolving Commitment Increases shall become Commitments (or in the case of a Revolving Commitment Increase to be provided by an existing Revolving Credit Lender, an increase in such Lender’s applicable Revolving Credit Commitment) under this Agreement pursuant to an amendment (an “Incremental Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by Holdings, the Company, each Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. The Incremental Amendment 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 reasonable opinion of the Administrative Agent and the Company, to effect the provisions of this Section (including, if applicable, any amendment necessary to treat any Incremental Term Loans as a new “Class” of Loans hereunder). The effectiveness of (and, in the case of any Incremental Amendment for an Incremental Term Loan, the borrowing under) any Incremental Amendment shall be subject to the satisfaction on the date thereof (each, an “Incremental Facility Closing Date”) of each of the conditions set forth in Section 4.02 (it being understood that all references to “the date of such Credit Extension” or similar language in such Section 4.02 shall be deemed to refer to the effective date of such Incremental Amendment) and such other conditions as the parties thereto shall agree. The Company will use the proceeds of the Incremental Term Loans and Revolving Commitment Increases for any purpose not prohibited by this Agreement. No Lender shall be obligated to provide any Incremental Term Loans or Revolving Commitment Increases, unless it so agrees. Upon each increase in the Revolving Credit Commitments pursuant to this Section, each Revolving Credit Lender immediately prior to such increase will automatically and without further act be deemed to have assigned to each Lender providing a portion of the Revolving Commitment Increase (each a “Revolving Commitment Increase Lender”) in respect of such increase, and each such Revolving Commitment Increase Lender will automatically and without further act be deemed to have assumed, a portion of such Revolving Credit Lender’s participations hereunder in outstanding Letters of Credit and Swing Line Loans such that, after giving effect to each such deemed assignment and assumption of participations, the percentage of the aggregate outstanding (i) participations hereunder in Letters of Credit and (ii) participations hereunder in Swing Line Loans held by each Revolving Credit Lender (including each such Revolving Commitment Increase Lender) will equal the percentage of the aggregate Revolving Credit Commitments of all Revolving Credit Lenders represented by such Revolving Credit Lender’s Revolving Credit Commitment and (b) if, on the date of such increase, there are any Revolving Credit Loans outstanding, such Revolving Credit Loans shall on or prior to the effectiveness of such Revolving Commitment Increase be prepaid from the proceeds of additional Revolving Credit Loans made hereunder (reflecting such increase in Revolving Credit Commitments);, which prepayment shall be accompanied by accrued interest on the Revolving Credit Loans being prepaid and any costs incurred by any Lender in accordance with Section 3.05. The Administrative Agent and the Lenders hereby agree that the minimum borrowing, pro rata borrowing and pro rata payment requirements contained elsewhere in this Agreement shall not apply to the transactions effected pursuant to the immediately preceding sentence. (b) This Section 2.14 shall supersede any provisions in Section 2.13 or 10.01 to the contrary.

Incremental Credit Extensions. (a) The Borrower may at and any time or from time to time after the Closing DateAdditional Borrower may, by written notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders) from time to time after the Closing Date, request Incremental Term Loan Commitments and/or Incremental Revolving Commitments, as applicable, in the case of the Incremental Term Loan Commitments, denominated in Dollars, and in the case of the Incremental Revolving Commitments, denominated in Dollars or one of the Agreed Currencies, from one or more Incremental Term Lenders and/or Incremental Revolving Lenders (which, in each case, may include any existing Lender or any other bank or other financial institution (any such other bank or other financial institution, an “Additional Lender”), but shall be required to be Persons which would qualify as assignees of a Lender in accordance with Section 9.04) willing to provide such Incremental Term Loans and/or Incremental Revolving Commitments, as the case may be, in their own discretion. For the avoidance of doubt, with respect to any Incremental Loans incurred by an Additional Borrower that is organized in the Republic of Ireland, each Incremental Lender shall comply with the requirements of Section 2.17, including the provision of an Irish Qualifying Lender Confirmation substantially in the form of Exhibit H (pursuant to which such Incremental Lender shall acknowledge that if it is not an Irish Qualifying Lender it will not be grossed up for any Irish withholding Tax applicable under relevant law as of the date such Incremental Lender becomes a party with respect to the Incremental Loans). Each notice provided pursuant to this Section 2.20 shall set forth (i) the type and amount of the Incremental Term Loan Commitments and/or Incremental Revolving Commitments being requested (which shall be in minimum increments of $1,000,000 and a minimum amount of $10,000,000), (iii) request one or more additional tranches of term loans (the commitments thereof, the “date on which such Incremental Term Loan CommitmentCommitments and/or Incremental Revolving Commitments are requested to become effective and (iii) to the extent constituting Incremental Term Loan Commitments, whether such Incremental Term Loan Commitments are commitments to make term loans with the same interest rates, amortization, maturity and other terms as the Class of Term Loans with the Latest Maturity Date or commitments to make term loans with interest rates and/or amortization and/or maturity and/or other terms different from such Class of Term Loans (“Other Term Loans”, ). (b) The Borrower and the loans thereunder, Additional Borrowers (if any) and each Incremental Lender shall execute and deliver to the “Administrative Agent an Incremental Amendment and such other documentation as the Administrative Agent shall reasonably specify to evidence the Incremental Commitment of such Incremental Lender. Each Incremental Amendment providing for Incremental Term Loans shall specify the terms of the applicable Incremental Term Loans” and a Lender making such loans, an “Incremental Term Lender”) or (ii)(A) request one or more increases in the amount of the Revolving Loan Commitments (any such increase or new commitment, a “Revolving Loan Commitment Increase”) and/or (B) the establishment of one or more new Revolving Loan Commitments (any such new commitment, a “New Revolving Loan Commitment” and, together with Revolving Loan Commitment Increases, the “Incremental Revolving Loan Commitments” and, such loans thereunder, the “Incremental Revolving Loans” and, a Lender making such a commitment, an “Incremental Revolving Lender”); provided that: that (i) The aggregate amount the final maturity date of Incremental any Other Term Loans and Incremental Revolving Loan Commitments incurred during shall be no earlier than the term Latest Maturity Date of this Agreement shall not exceed the Maximum Incremental Facilities Amount; any Class of Term Loans, (ii) No Person such Class of Other Term Loans shall be an obligor under denominated in Dollars, (iii) the Weighted Average Life to Maturity of any Incremental Facility that is not a Loan Party Other Term Loans shall be no shorter than the remaining Weighted Average Life to Maturity of the Class of Term Loans with the Latest Maturity Date, and (iv) with respect to all any Other Term Loans and Commitments, (iii) BothSubject made on or after the Closing Date, the Effective Yield of any Other Term Loans may exceed the Effective Yield then applicable to the Certain Funds Provision2015 Term Loans, both the Incremental Term B-1 Loans, the Second Amendment Refinancing Term Loans, the Third Amendment Refinancing Term Loans, the Fourth Amendment Refinancing Term Loans, the Sixth Amendment Refinancing Term Loans, the Seventh Amendment Refinancing Term Loans or the Incremental Term B-2 Loans; provided that (s) in the case of Other Term Loans made within the first 18 months after the Closing Date, the Effective Yield for the 2015 Term Loans is increased (to the extent necessary) such that the Effective Yield thereof is not less than the Effective Yield of such Other Term Loans minus 0.50%, (t) in the case of Other Term Loans made after the Closing Date, the Effective Yield for the Incremental Term B-1 Loans is increased (to the extent necessary) such that the Effective Yield thereof is not less than the Effective Yield of such Other Term Loans minus 0.50%, (u) in the case of Other Term Loans made within the first 18 months after the Amendment No. 2 Effective Date, the Effective Yield for the Second Amendment Refinancing Term Loans is increased (to the extent necessary) such that the Effective Yield thereof is not less than the Effective Yield of such Other Term Loans minus 0.50%, (v) in the case of Other Term Loans made within the first 18 months after the Amendment No. 3 Effective Date, the Effective Yield for the Third Amendment Refinancing Term Loans is increased (to the extent necessary) such that the Effective Yield thereof is not less than the Effective Yield of such Other Term Loans minus 0.50%, (w) in the case of Other Term Loans made within the first 18 months after the Amendment No. 4 Effective Date, the Effective Yield for the Fourth Amendment Refinancing Term Loans is increased (to the extent necessary) such that the Effective Yield thereof is not less than the Effective Yield of such Other Term Loans minus 0.50%, (x) in the case of Other Term Loans made within the first 18 months after the Amendment No. 6 Effective Date, the Effective Yield for the Sixth Amendment Refinancing Term Loans or the Seventh Amendment Refinancing Term Loans, as applicable, is increased (to the extent necessary) such that the Effective Yield thereof is not less than the Effective Yield of such Other Term Loans minus 0.50%, (y) in the case of Other Term Loans made within the first 18 months after the Amendment No. 9 Effective Date, the Effective Yield for the Incremental Term B-2 Loans is increased (to the extent necessary) such that the Effective Yield thereof is not less than the Effective Yield of such Other Term Loans minus 0.50% and (z) the Effective Yield for each other Class of Loans (unless specified otherwise in any Incremental Amendment, Refinancing Amendment or Extension Offer pursuant to which any such Class was created) is increased by a percentage per annum equal to that by which the Effective Yield of the Seventh Amendment Refinancing Term Loans is (or would have been if then outstanding, if all Seventh Amendment Refinancing Term Loans have been repaid in full at the time of such determination) increased pursuant to the preceding clause (y), and (v) the other terms of any Other Term Loans shall be reasonably acceptable to the Administrative Agent or shall not, when taken as a whole, be materially more favorable to the lenders or holders thereof than the relevant terms applicable to the Term Loans. The Incremental Term Loans shall rank pari passu or junior in right of payment and of security with the Term Loans and shall not be (x) secured by any property or assets of Irish Holdco or any Subsidiary other than the Collateral or (y) guaranteed by Irish Holdco or any of its Subsidiaries other than any Guarantor; provided that, if such request Incremental Term Loans rank junior in right of security with the Term Loans, such Incremental Term Loans will be established as a separate Tranche from the Term Loans. In the case of any second lien Incremental Term Loans, such Indebtedness shall be subject to the terms of a Second Lien Intercreditor Agreement. Each Incremental Amendment providing for Incremental Revolving Commitments shall specify the terms of the applicable Incremental Revolving Commitments and upon Incremental Revolving Loans, including, but not limited to, provisions governing pro rata payment, borrowing and commitment reductions and defaulting lender provisions; provided that (i) except as to pricing, commitment fees, amortization, mandatory prepayment and final maturity date and other usual and customary provisions applicable to the effectiveness revolving nature of the Incremental Revolving Loans (which shall, subject to clauses (ii) and (iii) of this proviso, be determined by the Borrower, the Additional Borrowers (if any), the Issuing Banks and the Incremental Revolving Lenders and be reasonably approved by the Administrative Agent), the material terms of Incremental Revolving Loans shall (x) be substantially identical to the Seventh Amendment Refinancing Term Loans or (y) be reasonably satisfactory to the Administrative Agent; provided that (i) such Incremental Revolving Loans may have terms that are not substantially identical to the Seventh Amendment Refinancing Term Loans after the Latest Maturity Date, (ii) the final maturity date of any Incremental Amendment referred to below, no Event Revolving Loans may be earlier than the Maturity Date of Default shall exist any Class of Term Loans and be continuing at the time that any (iii) such Incremental Term Loan is made and Revolving Loans (and after giving effect theretoA) no Event of Default shall exist; (iv) Incremental Term Loans or Incremental Revolving Loan Commitments may be denominated in Dollars and/or one of the Agreed Currencies, (B) may have mandatory commitment reduction terms that are not identical to the Seventh Amendment Refinancing Term Loans, (C) may have scheduled amortization payments prior to the Latest Maturity Date or an Alternate Currency (it being understood D) may benefit from one or more financial maintenance covenants (and related events of default) that are not applicable to any such Incremental Term Loan or Loans. Notwithstanding anything to the contrary set forth herein, any Incremental Revolving Loan Commitment may be utilized in Available Currencies as Commitments established hereunder after the Amendment No. 7 Effective Date shall have terms identical to (and to the extent provided in the applicable Incremental Amendment which are acceptable to the Administrative Agent and the Lenders providing such Incremental Term Loans or Incremental Revolving Loan Commitments);shall