Common use of Incremental Facilities Clause in Contracts

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the The Borrower shall have the right, at any time and may from time to time prior elect to increase the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or make additional Revolving Commitments (ii) one or more commitments (eachsuch increased and/or additional Revolving Commitments, an “Incremental Facility Revolving Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Revolving Loans” and, together with the Incremental Revolving Commitments, an “Incremental Revolving Facility”) or enter into one or more tranches of Term Loans or increase outstanding Term Loans (each an “Incremental Term Loan” and together with the Incremental Revolving Facility hereinafter collectively referred to as “Incremental Facilities,” as applicable), in each case in minimum increments of $10,000,000 so long as, after giving effect thereto, the aggregate amount of all such Incremental Facilities incurred pursuant to this Section 2.20 does not exceed the sum of (I) the sum of (x) $450,000,000 plus (y) all voluntary prepayments of any outstanding Term Loans prior to the incurrence of such Incremental Facility, to the extent such prepayments are not funded with the proceeds of long-term Indebtedness minus (z) the aggregate principal amount of Indebtedness outstanding pursuant to Section 6.03(i) hereof at such time (this clause (I), the “Fixed Incremental Incurrence Basket”) and (II) any additional amounts so long as immediately after giving pro forma effect to the establishment of such Incremental Facility (and assuming any such Incremental Revolving Commitments are fully drawn) and the use of proceeds thereunder, the First Lien Net Leverage Ratio is not, on a pro forma basis, greater than 3.50:1.00 provided that any Indebtedness under such Incremental Facility that ranks junior to the liens securing the Initial Term A Loans or that are unsecured shall be treated as Consolidated First Lien Debt for purposes of calculating the First Lien Net Leverage Ratio to determine whether such Incremental Facility may be incurred pursuant to this Section 2.20 and for all other First Lien Net Leverage Ratio and Secured Net Leverage Ratio (other than, in the case of such unsecured indebtedness, the Secured Net Leverage Ratio set forth in Section 6.13(a)) calculations in this Agreement from and after the date of effectiveness of such Incremental Facility (this clause (II), the “Ratio Based Incremental Incurrence Basket”). For the avoidance of doubt, any amounts incurred under the Fixed Incremental Incurrence Basket concurrently with any amounts incurred under the Ratio Based Incremental Incurrence Basket will not count as Indebtedness for purposes of calculating the Ratio Based Incremental Incurrence Basket at such time. The Borrower may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to participate in any Incremental Facility, an “Increasing Lender”), up or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution or Disqualified Lender may be an Augmenting Lender and no existing Lender shall be required to be an Increasing Lender), which agree to participate in such Incremental Facility; provided that each Augmenting Lender, shall be subject to the approval of the Borrower and the Administrative Agent and if the Augmenting Lender is providing all or a maximum aggregate amount portion of an Incremental Commitments not Revolving Facility, each Issuing Bank and Swingline Lender. Any Incremental Facility shall be established pursuant to exceed $400,000,000an amendment (or joinder documentation) to this Agreement (an “Incremental Amendment”), and as appropriate, the other Loan Documents, executed by the Borrower, each other Loan Party, each Lender agreeing to provide all or a portion of the Incremental Facility (including Augmenting Lenders and Increasing Lenders) and the Administrative Agent (and subject to such Incremental Amendment being reasonably satisfactory to the Administrative Agent) and no consent of any Lender (other than the Lenders participating in the Incremental Facility) shall be required for the establishment of any Incremental Facility pursuant to this Section 2.20 or for amending this Agreement and any other Loan Document in connection therewith. The Incremental Facility created pursuant to this Section 2.20 (and any amendments to this Agreement and the Loan Documents in connection therewith) shall become effective on the date agreed by the Borrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no Incremental Facility shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such Incremental Facility, the conditions set forth in paragraphs (a) and (b) of Section 4.02 shall be satisfied both before and after giving effect to such Incremental Facility or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Borrower; provided that, if the Collateral Event has occurredproceeds of such Incremental Facility are used to consummate a Permitted Acquisition, the aggregate amount of all Incremental Commitments shall not exceed at the time any representations and warranties required to be made in connection with such Incremental Commitments are entered into Facility shall be limited to the greater of (x) $400,000,000 Specified Representations and (yii) an amount such that, the Administrative Agent shall have received (i) documents consistent with those delivered on a Pro Forma Basis the Closing Date and the Restatement Effective Date as to the corporate power and authority of the Borrower to borrow hereunder after giving effect to such Incremental Commitments Facility and such other documentation or opinions reasonably requested by the Administrative Agent and the Lenders of such Incremental Facility and (ii) Flood Documentation reasonably requested by the Administrative Agent (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, in form and applied for substance reasonably acceptable to the purpose intendedAdministrative Agent) the Consolidated Net Leverage Ratio does not exceed 3.00 with respect to 1.00any Mortgaged Properties.

Incremental Facilities. (a) Subject The Parent Borrower may, by written notice to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, Administrative Agent at any time and from time time, on one or more occasions, request to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) add one or more increases new Classes of term facilities and/or increase the principal amount of any Class of Term Loans, any Incremental Term Loans or any Specified Refinancing Term Loans by requesting new term loan commitments to the Revolving Committed Amount be added to such Loans (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments any such new Class or (ii) one or more commitments (eachincrease, an “Incremental Facility CommitmentTerm Facility” and any loans made pursuant to an Incremental Term Facility, “Incremental Term Loans”, and together with ) and/or (ii) increase the Increased Revolver principal amount of any Class of Revolving Commitments, the “any Incremental Commitments”) for term loan Revolving Commitments or any Specified Refinancing Revolving Commitments and/or add one or more new Classes of incremental revolving facilities which shall constitute a (any such new Facility as provided in 2.22(d) below (Class or increase, an “Incremental Revolving Facility,” and, together with any Incremental Term Facility, “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and, together with any Incremental Term Loans, “Incremental Loans”), up to a maximum ) in an aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, Incremental Amount. Such notice shall set forth (i) the aggregate amount of all the Incremental Term Loans and/or Incremental Revolving Commitments being requested (which shall not exceed at the time any such Incremental Commitments are entered into the greater of be (x) in an aggregate principal amount of not less than $400,000,000 10,000,000, and $5,000,000 increments in excess thereof or (y) an amount such thatequal to the remaining Incremental Amount), (ii) the applicable Borrower and (iii) the date, which shall be a Business Day, on a Pro Forma Basis after giving effect to which such Incremental Commitments (and assuming such Term Loans are requested to be made and/or Incremental Revolving Commitments are fully drawn and/or funded, as applicable, and applied requested to become effective (the “Increased Amount Date”) pursuant to an Incremental Facility Activation Notice. Any Incremental Revolving Facility may provide for the purpose intendedability to permanently repay and terminate incremental revolving commitments on a pro rata basis or less than a pro rata basis (but not greater than pro rata basis) with the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00Revolving Facility.

Incremental Facilities. (a) Subject The Opco Borrower may at any time or from time to time on and after the Security Date, by notice to the terms Administrative Agent, request one or more additional tranches of term loans (which may take the form of an increase in the principal amount of any existing tranche of Term Loans) (the “Incremental Term Loans”) or increases in the aggregate amount of Revolving Commitments (each such increase a “Incremental Revolving Commitment”; Incremental Term Loans and Incremental Revolving Commitments are collectively referred to herein as the “Incremental Facilities”) so long as, upon giving effect thereto, the aggregate amount of all such Incremental Facilities does not exceed (I) other than during an Investment Grade Period, the sum of (x) the greater of $250,000,000 and 100% of EBITDA plus (y) an unlimited additional amount so long as immediately after giving effect (including pro forma effect) to such Incremental Facilities (assuming that any such Incremental Facilities are drawn in full (but excluding the proceeds of any such Incremental Facilities for purposes of calculating clause (b) of the definition of Consolidated Total Net Debt in the calculation of the Secured Net Leverage Ratio)), the Secured Net Leverage Ratio would not exceed 3:00 to 1.00 (other than to the extent such Incremental Facilities are incurred pursuant to this clause (y) concurrently with the incurrence of Incremental Facilities in reliance on clause (x) of this sentence, in which case the Secured Net Leverage Ratio shall be permitted to exceed 3.00 to 1.00 to the extent of such Incremental Facilities incurred in reliance on such clause (x)) or (II) during an Investment Grade Period, an unlimited amount so long as immediately after giving effect (including pro forma effect) to such Incremental Facilities (assuming that any such Incremental Facilities are drawn in full (but excluding the proceeds of any such Incremental Facilities for purposes of calculating clause (b) of the definition of Consolidated Total Net Debt in the calculation of the Total Net Leverage Ratio)), the Parent Borrower shall be in compliance with the covenants contained in Section 6.11 (provided that, for the avoidance of doubt, with respect to this clause (II), all such Incremental Facilities shall be unsecured); provided that, in each case of clauses (I) and (II), no Incremental Term Loans may be made and no Incremental Revolving Commitments may become effective unless, (i) on the proposed date of the making of such Incremental Term Loans or the effectiveness of such Incremental Revolving Commitments, as applicable, (A) the conditions set forth herein in clauses (a) and so long (b) of Section 4.03 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate on behalf of the Parent Borrower to that effect dated such date and executed by a Financial Officer of the Parent Borrower and (B) the Parent Borrower shall be in compliance (on a pro forma basis, assuming full drawing under the applicable Incremental Facility) with the covenants contained in Section 6.11; provided that, in the case of any Incremental Facilities the proceeds of which are to be used to finance a Limited Condition Transaction permitted hereunder, to the extent agreed by the Lenders providing such Incremental Facilities, (I) the representations and warranties the accuracy of which are a condition to the funding of such Incremental Facilities may be limited to (1) customary specified representations (or such other formulation thereof as may be agreed by the lenders providing such Incremental Facilities), and (2) those representations of the acquired company in the applicable acquisition agreement that are material to the interests of the lenders under the Incremental Facilities and if breached would give the Opco Borrower the right to terminate or refuse to close under the applicable acquisition agreement and (II) (x) at the time of the execution and delivery of the purchase agreement or other definitive documentation related to such Limited Condition Transaction, no Default or Event of Default has shall have occurred and is continuing, the Borrower be continuing or shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility occur as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 result thereof and (y) an amount such that, on a Pro Forma Basis after giving effect to the date of the effectiveness and the making of any such Incremental Facilities, no Specified Default shall have occurred and be continuing or shall occur as a result thereof, and (ii) the Administrative Agent shall have received such legal opinions, board resolutions, secretary’s certificates, directors or officer’s certificates (as applicable) and other documents as shall reasonably be requested by the Administrative Agent in connection with any such transaction. 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 (unless otherwise agreed by the Administrative Agent in its reasonable discretion); 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 such notice shall specify (A) the date on which the Opco Borrower proposes that the Incremental Revolving Commitments (and assuming such or the Incremental Commitments are fully drawn and/or fundedTerm Loans, as applicable, shall be effective, which shall be a date not less than ten (10) Business Days (or such shorter period as may be agreed to by the Administrative Agent) after the date on which such notice is delivered to the Administrative Agent and applied for the purpose intended(B) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00amount of the Incremental Revolving Commitments or Incremental Term Loans, as applicable, being requested.

Incremental Facilities. (a) Subject The Borrower may by written notice to the Administrative Agent elect to request (A) prior to the Revolving Commitment Termination Date, an increase to the existing Revolving Commitments (any such increase, the “Incremental Revolving Commitments”) and/or (B) prior to the Tranche BRestatement Effective Date Term Loan Maturity Date, the establishment of one or more new term loan commitments (the “Incremental Term Loan Commitments”; together with the Incremental Revolving Commitments, the “Incremental Facilities”), by an amount not in excess of, at any time on and after the Restatement Effective Date, the sum of (i) $100,000,000 in the aggregate minus the aggregate amount of Indebtedness incurred pursuant to Section 2.24(a)(B)(i) (or any similar incremental “free and clear” basket) of the Second Lien Credit Agreement and (ii) an unlimited amount so long as such amount at such time could be incurred without causing the pro forma First Lien Leverage Ratio to exceed 3.50:1.00 (assuming that (x) the Incremental Revolving Commitments are fully drawn and (y) the cash proceeds of any Incremental Revolving Loans and Incremental Term Loans are not netted from Indebtedness for purposes of calculating such First Lien Leverage Ratio); provided that no such Incremental Revolving Commitments or Incremental Term Loan Commitments shall be in an aggregate amount less than $25,000,000 (except as shall be approved by the Administrative Agent or such lesser amount that shall constitute the difference between $100,000,000 and all such Incremental Revolving Commitments and Incremental Term Loan Commitments obtained prior to such date pursuant to clause (i) above), and integral multiples of $5,000,000 in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which the Borrower proposes that the Incremental Revolving Commitments or Incremental Term Loan Commitments, as applicable, shall be effective, which shall be a date not less than 10 Business Days after the date on which such notice is delivered to the Administrative Agent and (B) the identity of each Lender or other Person that is an Eligible Assignee (each, an “Incremental Revolving Loan Lender” or “Incremental Term Loan Lender”, as applicable) to whom the Borrower proposes any portion of such Incremental Revolving Commitments or Incremental Term Loan Commitments, as applicable, be allocated and the amounts of such allocations; provided that Barclays may elect or decline to arrange such Incremental Revolving Commitments or Incremental Term Loan Commitments in its sole discretion and any Lender approached to provide all or a portion of the Incremental Revolving Commitments or Incremental Term Loan Commitments may elect or decline, in its sole discretion, to provide an Incremental Revolving Commitment or an Incremental Term Loan Commitment. Such Incremental Revolving Commitments or Incremental Term Loan Commitments shall become effective as of such Increased Amount Date; provided that (1) subject to the terms and conditions set forth herein and so long as in Section 1.04 with respect to Limited Condition Acquisitions, no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one exist on such Increased Amount Date before or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental Revolving Commitments or Incremental Term Loan Commitments, as applicable; (2) Facilities; (2) subject to the terms and assuming conditions set forth in Section 1.04 with respect to Limited Condition Acquisitions, both before and after giving effect to the making of any Series of Incremental Term Loans, each of the conditions set forth in Section 3.02 shall be satisfied; (3) subject to the terms and conditions set forth in Section 1.04 with respect to Limited Condition Acquisitions, Holdings shall be in pro forma compliance (calculated in accordance with the definition of Consolidated Adjusted EBITDA) with each of the covenants set forth in Section 6.07 as of the last day of the most recently ended Fiscal Quarter, after giving effect to such Incremental Revolving Commitments are fully drawn and/or fundedor Incremental Term Loan Commitments, including any acquisitions consummated with the proceeds thereof or dispositions after the beginning of the relevant determination period but prior to or simultaneous with the borrowing of such Incremental Revolving Commitments or Incremental Term Loan Commitments, as applicable; (4) the Incremental Revolving Commitments or Incremental Term Loan Commitments, as applicable, shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the Incremental Revolving Loan Lender or Incremental Term Loan Lender, as applicable, and applied for the purpose intendedAdministrative Agent, and each of which shall be recorded in the Register and each Incremental Revolving Loan Lender and Incremental Term Loan Lender shall be subject to the requirements set forth in Section 2.20(c); (5) the Consolidated Net Leverage Ratio does not exceed 3.00 Borrower shall make any payments required pursuant to 1.00Section 2.18(c) in connection with the Incremental Revolving Commitments or Incremental Term Loan Commitments, as applicable; (6) all other fees and expenses owing in respect of such increase to the Administrative Agent, the Collateral Agent and the Lenders will have been paid; (7) such Incremental Revolving Commitments or Incremental Term Loan Commitments, as applicable, shall share pari passu in the Guarantees and Collateral; and (8) the Borrower shall deliver or cause to be delivered any legal opinions or other documents (including modifications of Mortgages and title insurance endorsements or policies) reasonably requested by the Administrative Agent in connection with any such transaction. Any Incremental Term Loans made on an Increased Amount Date shall be designated a separate series (a “Series”) of Incremental Term Loans for all purposes of this Agreement.

Incremental Facilities. (a) Subject to the terms The Borrower and conditions set forth herein and so long as no Default any one or Event of Default has occurred and is continuing, the Borrower shall have the right, at any time and more Lenders (including New Lenders) may from time to time prior to agree that such Lenders shall make, obtain or increase the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form amount of their Incremental Term Loans (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility CommitmentTerm Facility”, and ) or Revolving Commitments (“Increased Revolving Commitments”; together with the Increased Revolver Commitmentsany Incremental Term Facility, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental LoansFacilities”), up as applicable, by executing and delivering to a maximum aggregate the Administrative Agent an Increased Facility Activation Notice specifying (i) the amount of such increase, (ii) the applicable Increased Facility Closing Date, (iii) in the case of Incremental Commitments not to exceed $400,000,000; provided thatTerm Loans, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and the applicable Incremental Term Maturity Date, (y) an amount the amortization schedule for such thatIncremental Term Loans, on a Pro Forma Basis and (z) the Applicable Margin for such Incremental Term Loans; provided, that (i) no Event of Default exists or would exist after giving effect to such Incremental Commitments Facility, (and assuming ii) on a pro forma basis after giving effect to the incurrence of any such Incremental Facility (assuming, if such Incremental Facility consists of Increased Revolving Commitments, such Increased Revolving Commitments are fully drawn and/or fundedas of such date) and after giving effect to other permitted pro forma adjustment events and any repayments of Indebtedness after the beginning of the relevant period but prior to or simultaneous with the incurrence of such Incremental Facility, (x) the Borrower shall be in compliance with the financial covenants set forth in Section 7.1 recomputed as applicableof the last day of the fiscal quarter of the Borrower then most recently ended for which financial statements described in Section 6.1(a) or (b) have been delivered, and applied for the purpose intended(y) the Consolidated Net First Lien Leverage Ratio does of the Borrower and its Restricted Subsidiaries as of the end of such fiscal quarter shall be no greater than 3.00:1.00 and (z) the Consolidated Leverage Ratio of the Borrower and its Restricted Subsidiaries as of the end of such fiscal quarter shall be no greater than 4.00:1.00, (iii) the representations and warranties set forth in Article IV shall be true and correct in all material respects (except that such materiality qualifier shall not be applicable to the extent any such representations and warranties are already qualified or modified by materiality, it being understood and agreed that any representation or warranty which by its terms is made as of a specified date shall be required to be true and correct in all material respects only as of such specified date) immediately prior to, and after giving effect to, the incurrence of such Incremental Facility, (iv) the maturity date and Weighted Average Life to Maturity of any such Incremental Term Facility shall be no earlier than (or the same as) the maturity date and Weighted Average Life to Maturity, respectively, of the Term Loans, (v) the interest rates and amortization schedule applicable to any Incremental Term Facility shall be determined by the Borrower and the lenders thereunder and (vi) any Increased Revolving Commitments shall be on terms and pursuant to documentation applicable to the Revolving Facility (including the maturity date in respect thereof) and any Incremental Term Loan Facility shall be on terms and pursuant to documentation, to the extent such terms and documentation are not consistent with, in the case of an Incremental Term Facility, the Term Facility (except to the extent permitted by clause (iv) and (v) above), reasonably satisfactory to the Administrative Agent (including as to the identity of the New Lenders); provided, that if the total yield (calculated for both the Incremental Term Loans and the Term Loans, including the upfront fees, any interest rate floors and any OID (as defined below)) shared with all providers of such Incremental Term Loans, but excluding the effect of any arrangement, structuring, syndication or other fees payable in connection therewith that are not shared with all providers of such financing, and without taking into account any fluctuations in the Eurodollar Rate or ABR in respect of any Incremental Term Loans exceeds the total yield for the existing Loans (it being understood that any such increase may take the form of original issue discount (“OID”), with OID being equated to the interest rates in a manner determined by the Administrative Agent based on an assumed four-year life to maturity), the Applicable Margin for the Loans shall be increased so that the total yield in respect of such Incremental Term Loans is no higher 0.50% greater than the total yield for the existing Term Loans. Notwithstanding the foregoing, (i) without the consent of the Required Lenders, the aggregate amount of Increased Revolving Commitments obtained after the Closing Date pursuant to this paragraph, together with the aggregate amount of Incremental Term Loans obtained pursuant to this paragraph and the amount of any Second Lien Incremental Loans, shall not exceed 3.00 $25,000,000 and (ii) without the consent of the Administrative Agent, each increase effected pursuant to 1.00this paragraph shall be in a minimum amount of at least $5,000,000. No Lender shall have any obligation to participate in any increase described in this paragraph unless it agrees to do so in its sole discretion.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default The Borrower or Event of Default has occurred and is continuing, the Borrower shall have the right, any other Guarantor may at any time and or from time to time prior after the Closing Date, by written notice delivered to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of Administrative Agent request (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) additional Classes of term loans, which shall constitute one and may be provided in Dollars, or in any Alternative Currency, as applicable, or additional term loans of the same Facility Class of any existing Class of term loans, which may be provided in the same currency as the existing Revolving Commitments or Class of term loans (the “Incremental Term Loans”), (ii) one or more commitments increases in the amount of the Revolving Credit Commitments of any Class (eacheach such increase, an “Incremental Facility CommitmentRevolving Credit Commitment Increase”) or (iii) one or more additional Classes of revolving credit commitments, which commitments may be in Dollars, in any Alternative Currency or any combination thereof (the “Additional/Replacement Revolving Credit Commitments”, and and, together with the Increased Revolver CommitmentsIncremental Term Loans and the Incremental Revolving Credit Commitment Increases, the “Incremental Facilities” and the commitments in respect thereof are referred to as the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurredsubject to Section 1.11, the aggregate amount of all Incremental Commitments shall not exceed at the time that any such Incremental Commitments are entered into Term Loan, Incremental Revolving Credit Commitment Increase or Additional/Replacement Revolving Credit Commitment is made or effected (and after giving pro forma effect thereto), except as set forth in the greater proviso to clause (b) below, no Event of Default (x) $400,000,000 or, in the case of the Incurrence or provision of any Incremental Facility in connection with an Acquisition, other Investment or similar transactions or any repayment, prepayment, redemption, repurchase, defeasance, satisfaction and (y) an amount such discharge or other Refinancing or similar payment in respect of Indebtedness or Capital Stock and that, on a Pro Forma Basis after giving effect to such Incremental Commitments (in the case of Capital Stock, requires irrevocable notice in advance thereof, no Event of Default under Section 11.1 or Section 11.5) shall have occurred and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00be continuing.

Incremental Facilities. (a) Subject to At any time on or after the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuingFunding Date, the Borrower Representative shall have the right, at any time and from time right to time prior to request increases in the Maturity Dateamount of the aggregate Tranche A-1 Commitments (“Incremental Tranche A-1 Increase”), to incur additional Indebtedness under this Credit Agreement request increases in the form amount of the aggregate Tranche A-2 Commitments (i“Incremental Tranche A-2 Increase”) or to add one or more increases to the Revolving Committed Amount new pari passu term loan tranches (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility CommitmentTL Tranches”, and together with the Increased Revolver Commitmentseach Incremental Tranche A-1 Increase and Incremental Tranche A-2 Increase, the “Incremental CommitmentsFacilities”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d(or any combination of the foregoing) below (an “by providing written notice to the Administrative Agent; provided, however, that any such Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments Facilities shall not exceed at $400,000,000 in the time any aggregate. Each such Incremental Commitments are entered into Facility must be an aggregate minimum amount of $25,000,000 and integral multiples of $1,000,000 in excess thereof and, with respect to any Incremental Tranche A-1 Increase or Incremental Tranche A-2 Increase, shall identify the greater applicable Tranche(s) to be increased. The Lead Arranger, in consultation with the Borrower Representative, shall manage all aspects of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to the syndication of such Incremental Commitments (Facilities, including decisions as to the selection of the existing Lenders and/or other banks, financial institutions and assuming other institutional lenders to be approached with respect to Incremental Facilities among such existing Lenders and/or other banks, financial institutions and other institutional lenders. Notwithstanding the foregoing, participation in all or any portion of such Incremental Facility may be offered by the Lead Arranger to any existing Lender in the applicable Tranche selected by the Borrower Representative or to any other bank, financial institution or other institutional lender selected by the Borrower Representative, subject to the approval of the Administrative Agent, in each case to the extent set forth in clause (v) of subsection (f) below. No Lender shall be obligated in any way whatsoever to increase any of its Commitments are fully drawn and/or fundedor to provide any other Incremental Facility, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 any new Lender becoming a party to 1.00this Agreement in connection with any such requested increase must be an Eligible Assignee, and any such Eligible Assignee shall become a Lender.

Incremental Facilities. (a) Subject At any time and from time to time, subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuingherein, the Borrower shall have the rightmay, at any time and from time to time prior by notice to the Maturity DateAdministrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request to incur add additional Indebtedness under this Credit Agreement in the form of (i) Term Loans or add one or more increases to additional tranches of term loans (the Revolving Committed Amount (“Incremental Term Loans”; each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments such increase or (ii) one or more commitments (eachtranche, an “Incremental Facility Commitment”, and together with Facility). Notwithstanding anything to the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurredcontrary herein, the aggregate amount of all the Incremental Commitments Facilities which may be incurred after the Second Amendment Effective Date shall not exceed at an amount equal to $75.0 million (such amount, the time “Non-Ratio-Based Incremental Facility Cap”); provided that the Borrower may incur additional Incremental Facilities without regard to the Non-Ratio-Based Incremental Facility Cap (each such Incremental Facility, a “Ratio-Based Incremental Facility”) so long as (A) with respect to any such Incremental Commitments are entered into Facility secured on a pari passu basis with the greater of (x) $400,000,000 and (y) an amount such thatObligations, the Senior Secured First Lien Net Leverage Ratio, determined on a Pro Forma Basis after giving effect Basis, is equal to or less than the Closing Date Senior Secured First Lien Net Leverage Ratio, (B) with respect to any such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or fundedFacility secured on a junior basis to the Obligations, as applicablethe Senior Secured Net Leverage Ratio, and applied for determined on a Pro Forma Basis, is equal to or less than the purpose intended) the Consolidated Closing Date Senior Secured Net Leverage Ratio does or (C) with respect to any such unsecured Incremental Facility, the Total Net Leverage Ratio, determined on a Pro Forma Basis, is equal to or less than the Closing Date Total Net Leverage Ratio. Each tranche of Incremental Term Loans shall be in an integral multiple of $1.0 million and in an aggregate principal amount that is not exceed 3.00 to 1.00less than $15.0 million (or such lesser minimum amount approved by the Administrative Agent in its reasonable discretion); provided that such amount may be less than the applicable minimum amount or integral multiple amount if such amount represents all the remaining availability under the Non-Ratio-Based Incremental Facility Cap or in respect of Ratio-Based Incremental Facilities.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so So long as no Default or Event of Default has occurred and is continuingunder subsection 8(a) or (f) exists or would arise therefrom, the Borrower shall have the right, at any time and from time to time prior to after the Maturity Closing Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) to request new term loan commitments under one or more increases new term loan credit facilities to be included in this Agreement (the Revolving Committed Amount (each an “Increased Revolver CommitmentIncremental Term Loan Commitments”) which shall constitute one and the same Facility as the existing Revolving Commitments or ), (ii) to increase the loans in any Tranche by requesting new term loan commitments to be added to an existing Tranche of Loans (the “Supplemental Term Loan Commitments”), (iii) to request new commitments under one or more commitments new revolving facilities to be included in this Agreement (each, an the “Incremental Facility CommitmentRevolving Commitments”), and (iv) to request new letter of credit facility commitments under one or more new letter of credit facilities to be included in this Agreement (together with the Increased Revolver Incremental Term Loan Commitments, Supplemental Term Loan Commitments and the Incremental Revolving Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum provided that, after the Fourth Amendment Effective Date, (i) the aggregate principal amount of Incremental Commitments permitted pursuant to this subsection 2.5 is limited, at the time the respective Incremental Commitment becomes effective, to (A) the aggregate principal amount (not less than zero) of Indebtedness that is permitted to exceed be Incurred under subsection 7.1(b)(xiv)(i) by the Borrower or its Restricted Subsidiaries at such time plus (B) $400,000,000; provided that, 250 million and (ii) if the Collateral Event has occurredany portion of an Incremental Commitment is to be incurred in reliance on subsection 7.1(b)(xiv)(i), the Borrower shall have delivered a certificate to the Administrative Agent, certifying compliance with the financial test set forth in such clause (together with calculations demonstrating compliance with such ratio). Any loans made in respect of any such Incremental Commitment (other than Supplemental Term Loan Commitments) shall be made by creating a new Tranche. Each Incremental Commitment under any Term Loan Facility made available pursuant to this subsection 2.5 shall be in a minimum aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater least $15,000,000 and in integral multiples of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.001,000,000 in excess thereof.

Incremental Facilities. (a) Subject The Parent Borrower may on one or more occasions, by written notice to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuingAdministrative Agent, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of request (i) one or more increases to during the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and Availability Period, the same Facility as the existing establishment of Incremental Revolving Commitments or and/or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount establishment of Incremental Commitments not to exceed $400,000,000Term Commitments; provided that, if at the Collateral Event has occurredtime of (and after giving effect to) the establishment of any Incremental Revolving Commitments or Incremental Term Commitments, the aggregate amount of all Incremental Revolving Commitments and Incremental Term Commitments established pursuant to this Section 2.21, together with the aggregate amount of all Incremental Equivalent Debt previously (or substantially simultaneously) incurred pursuant to Section 6.01(a)(xx), shall not exceed at the time any such Incremental Commitments are entered into the greater of (xA) $400,000,000 300,000,000 and (yB) an amount such that, on a Pro Forma Basis after giving effect to the making of such Incremental Revolving Commitments (and assuming any such Incremental Revolving Commitments are fully drawn and/or fundeddrawn) and Incremental Term Loans and the making of any other Indebtedness incurred substantially simultaneously therewith, the Senior Secured Net Leverage Ratio, calculated on a pro forma basis, is no greater than 2.50 to 1.00. Each such notice shall specify (A) the date on which the Parent Borrower proposes that the Incremental Revolving Commitments or the Incremental Term Commitments, as applicable, shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as may be agreed to by the Administrative Agent) after the date on which such notice is delivered to the Administrative Agent, and applied for the purpose intended(B) the Consolidated Net Leverage Ratio does amount of the Incremental Revolving Commitments or Incremental Term Commitments, as applicable, being requested (it being agreed that (x) any Lender approached to provide any Incremental Revolving Commitment or Incremental Term Commitment may elect or decline, in its sole discretion, to provide such Incremental Revolving Commitment or Incremental Term Commitment and (y) any Person that the Parent Borrower proposes to become an Incremental Lender, if such Person is not exceed 3.00 then a Lender, must be reasonably acceptable to 1.00the Administrative Agent and, in the case of any proposed Incremental Revolving Lender, the Issuing Bank and the Swingline Lender).

Incremental Facilities. (a) Subject The Parent Borrower may, by written notice to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, Administrative Agent at any time and from time time, on one or more occasions, request to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) add one or more increases new Classes of term facilities and/or increase the principal amount of any Class of Term Loans, any Incremental Term Loans or any Specified Refinancing Term Loans by requesting new term loan commitments to the Revolving Committed Amount be added to such Loans (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments any such new Class or (ii) one or more commitments (eachincrease, an “Incremental Facility CommitmentTerm Facility” and any loans made pursuant to an Incremental Term Facility, “Incremental Term Loans”, and together with ) and/or (ii) increase the Increased Revolver principal amount of any Class of Revolving Commitments, the “any Incremental Commitments”) for term loan Revolving Commitments or any Specified Refinancing Revolving Commitments and/or add one or more new Classes of incremental revolving facilities which shall constitute a (any such new Facility as provided in 2.22(d) below (Class or increase, an “Incremental Revolving Facility,” and, together with any Incremental Term Facility, “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and, together with any Incremental Term Loans, “Incremental Loans”), up to a maximum ) in an aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, Incremental Amount. Such notice shall set forth (i) the aggregate amount of all the Incremental Term Loans and/or Incremental Revolving Commitments being requested (which shall not exceed at the time any such Incremental Commitments are entered into the greater of be (x) with respect to Incremental Facilities denominated in Dollars, in an aggregate principal amount of not less than $400,000,000 10,000,000, and $5,000,000 increments in excess thereof, (y) with respect to Incremental Facilities denominated in an Alternative Currency, in an aggregate principal amount of not less than an amount in such thatAlternative Currency equal to the Dollar Equivalent of $10,000,000, and $5,000,000 increments in excess thereof or (z) equal to the remaining Incremental Amount) and (ii) the date, which shall be a Business Day, on a Pro Forma Basis after giving effect to which such Incremental Commitments (and assuming such Term Loans are requested to be made and/or Incremental Revolving Commitments are fully drawn and/or funded, as applicable, and applied requested to become effective (the “Increased Amount Date”) pursuant to an Incremental Facility Activation Notice. Any Incremental Revolving Facility may provide for the purpose intendedability to permanently repay and terminate incremental revolving commitments on a pro rata basis or less than a pro rata basis (but not greater than pro rata basis) with the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00Revolving Facility.

Incremental Facilities. (a) Subject Any Borrower may by written notice to the terms Administrative Agent elect to request (i) the establishment of one or more new term loan commitments (the “New Term Loan Commitments”) denominated in Dollars or any Alternative Currency, (ii) prior to the Multicurrency Revolving Credit Commitment Termination Date, an increase to the existing Multicurrency Revolving Credit Commitments (any such increase, the “New Multicurrency Revolving Credit Commitments”) and/or (iii) prior to the USD Revolving Credit Commitment Termination Date, an increase to the existing USD Revolving Credit Commitments (any such increase, the “New USD Revolving Credit Commitments”); provided the aggregate amount of all such increased commitments and conditions set forth herein new loans, together with any Permitted Incremental Equivalent Debt incurred from and so long after the Restatement Date and at or prior to such time, does not exceed the sum of (1) $750,000,000 and (2) the maximum amount that would not cause the Net Senior Secured Leverage Ratio to exceed 3.50:1.00 (calculated on a pro forma basis as of the last day of the then-most recently ended Fiscal Quarter as if all such incremental or increased Commitments had been fully drawn on such date but without netting the proceeds thereof) (the “Incremental Cap”; for the avoidance of doubt, clause (1) of this basket shall be reset and shall otherwise be fully available as of the Restatement Date after giving effect to the making of the 2017 Incremental Term Loans); provided further that any Obligations incurred by any Foreign Subsidiary in respect of New Term Loan Commitments or New Revolving Credit Commitments (such Obligations of such Foreign Subsidiaries, the “Priority Incremental Obligations”) shall not exceed, together with any Indebtedness incurred pursuant to Sections 7.01(f) to the extent incurred by non-Loan Parties, 7.01(m)(ii), 7.01(n)(i) and 7.01(q), the Priority Debt Cap. For the avoidance of doubt, (i) such increased commitments and new loans maybe incurred under clause (2) of the immediately preceding sentence in Borrower’s sole discretion prior to being allocated by the Borrower to the amount allowed under clause (1) from the immediately preceding sentence and (ii) the 2017 Incremental Term Loans shall not reduce clause (1) of the Incremental Cap. Any such increased commitment or new loan shall be in an amount not less than $25,000,000 individually and integral multiples of $10,000,000 in excess of that amount. Each such notice from the applicable Borrower shall specify (a) the date (each, an “Increased Amount Date”) on which the applicable Borrower proposes that the New Multicurrency Revolving Credit Commitments, New USD Revolving Credit Commitments or New Term Loan Commitments, as applicable, shall be effective, which shall be a date not less than five (5) Business Days after the date on which such notice is delivered to the Administrative Agent, (b) in the case of New Term Loan Commitments or New Multicurrency Revolving Credit Commitments, the currency in which such Incremental Facility shall be denominated and (c) the identity of each Lender or other Person that is an Eligible Assignee (each, a “New Multicurrency Revolving Credit Lender”, “New USD Revolving Credit Lender” or “New Term Loan Lender,” as applicable) to whom the applicable Borrower proposes any portion of such New Revolving Credit Commitments or New Term Loan Commitments, as applicable, be allocated and the amounts of such allocations; provided that the Administrative Agent may elect or decline to arrange such New Revolving Credit Commitments or New Term Loan Commitments in its sole discretion and any Lender approached to provide all or a portion of the New Revolving Credit Commitments or New Term Loan Commitments may elect or decline, in its sole discretion, to provide a New Revolving Credit Commitment or a New Term Loan Commitment. Such New Revolving Credit Commitments or New Term Loan Commitments shall become effective as of such Increased Amount Date; provided that (i) no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one exist on such Increased Amount Date before or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental New Revolving Credit Commitments or New Term Loan Commitments, as applicable; (ii) both before and assuming after giving effect to the making of any Series of New Term Loans, each of the conditions set forth in Section 4.02 shall be satisfied; (iii) the Company and its Subsidiaries shall be in pro forma compliance with each of the covenants set forth in Section 7.07 (calculated on a pro forma basis as of the last day of the then-most recently ended Fiscal Quarter as if all such Incremental incremental or increased Commitments are had been fully drawn and/or fundedon such date but without netting the proceeds thereof) (provided that, to the extent the proceeds of Loans made pursuant to any New Term Loan Commitment will be used to consummate a Limited Condition Acquisition, the requirements specified in clauses (i), (ii) and (iii) above shall only be required to be satisfied on the date on which definitive purchase or merger agreements with respect to such Limited Condition Acquisition are entered into); (iv) the New Revolving Credit Commitments or New Term Loan Commitments, as applicable, shall be effected pursuant to one or more Joinder Agreements executed and delivered by the applicable Borrower, each New Revolving Credit Lender or New Term Loan Lender, as applicable, and applied for the purpose intendedAdministrative Agent, each of which shall be recorded in the Register, and each New Revolving Credit Lender or New Term Loan Lender shall be subject to the requirements set forth in Section 3.01(e); (v) the Consolidated Net Leverage Ratio does not exceed 3.00 applicable Borrower(s) shall make any payments required pursuant to 1.00Section 3.05 in connection with the New Revolving Credit Commitments or New Term Loan Commitments, as applicable; and (vi) the Company shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent in connection with any such transaction. Any New Term Loans made on an Increased Amount Date shall be designated a separate series (a “Series”) of New Term Loans for all purposes of this Agreement.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the The Borrower shall have the right, at any time and may from time to time prior elect to increase the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or make additional Revolving Commitments (ii) one or more commitments (eachsuch increased and/or additional Revolving Commitments, an “Incremental Facility Revolving Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Revolving Loans” and, together with the Incremental Revolving Commitments, an “Incremental Revolving Facility”) or enter into one or more tranches of Term A Loans or increase outstanding Term A Loans (each an “Incremental Term A Loan”) or enter into one or more tranches of Term B Loans or increase outstanding Term B Loans (each an “Incremental Term B Loan” and together with any Incremental Term A Loan, the “Incremental Term Loans,” and together with the Incremental Revolving Facility hereinafter collectively referred to as “Incremental Facilities,” as applicable), in each case in minimum increments of $10,000,000 so long as, after giving effect thereto, the aggregate amount of all such Incremental Facilities incurred pursuant to this Section 2.20 does not exceed the sum of (I) the sum of (x) $450,000,000 plus (y) all voluntary prepayments of any outstanding Term Loans prior to the incurrence of such Incremental Facility, to the extent such prepayments are not funded with the proceeds of long-term Indebtedness minus (z) the aggregate principal amount of Indebtedness outstanding pursuant to Section 6.03(i) hereof at such time (this clause (I), the “Fixed Incremental Incurrence Basket”) and (II) any additional amounts so long as immediately after giving pro forma effect to the establishment of such Incremental Facility (and assuming any such Incremental Revolving Commitments are fully drawn) and the use of proceeds thereunder, the First Lien Net Leverage Ratio is not, on a pro forma basis, greater than 3.50:1.00 provided that any Indebtedness under such Incremental Facility that ranks junior to the liens securing the Initial Term Loans or that are unsecured shall be treated as Consolidated First Lien Debt for purposes of calculating the First Lien Net Leverage Ratio to determine whether such Incremental Facility may be incurred pursuant to this Section 2.20 and for all other First Lien Net Leverage Ratio and Secured Net Leverage Ratio (other than, in the case of such unsecured indebtedness, the Secured Net Leverage Ratio set forth in Section 6.13(a)) calculations in this Agreement from and after the date of effectiveness of such Incremental Facility (this clause (II), the “Ratio Based Incremental Incurrence Basket”). For the avoidance of doubt, any amounts incurred under the Fixed Incremental Incurrence Basket concurrently with any amounts incurred under the Ratio Based Incremental Incurrence Basket will not count as Indebtedness for purposes of calculating the Ratio Based Incremental Incurrence Basket at such time. The Borrower may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to participate in any Incremental Facility, an “Increasing Lender”), up or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution or Disqualified Lender may be an Augmenting Lender and no existing Lender shall be required to be an Increasing Lender), which agree to participate in such Incremental Facility; provided that each Augmenting Lender, shall be subject to the approval of the Borrower and each Administrative Agent and if the Augmenting Lender is providing all or a maximum aggregate amount portion of an Incremental Commitments not Revolving Facility, each Issuing Bank and Swingline Lender. Any Incremental Facility shall be established pursuant to exceed $400,000,000an amendment (or joinder documentation) to this Agreement (an “Incremental Amendment”), and as appropriate, the other Loan Documents, executed by the Borrower, each other Loan Party, each Lender agreeing to provide all or a portion of the Incremental Facility (including Augmenting Lenders and Increasing Lenders) and the Administrative Agents (and subject to such Incremental Amendment being reasonably satisfactory to the Administrative Agent) and no consent of any Lender (other than the Lenders participating in the Incremental Facility) shall be required for the establishment of any Incremental Facility pursuant to this Section 2.20 or for amending this Agreement and any other Loan Document in connection therewith. The Incremental Facility created pursuant to this Section 2.20 (and any amendments to this Agreement and the Loan Documents in connection therewith) shall become effective on the date agreed by the Borrower, each Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders, and each Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no Incremental Facility shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such Incremental Facility, the conditions set forth in paragraphs (a) and (b) of Section 4.02 shall be satisfied both before and after giving effect to such Incremental Facility or waived by the Required Lenders and each Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Borrower; provided that, if the Collateral Event has occurredproceeds of such Incremental Facility are used to consummate a Permitted Acquisition, the aggregate amount of all Incremental Commitments shall not exceed at the time any representations and warranties required to be made in connection with such Incremental Commitments are entered into Facility shall be limited to the greater of (x) $400,000,000 Specified Representations and (yii) an amount such that, each Administrative Agent shall have received documents consistent with those delivered on a Pro Forma Basis the Closing Date as to the corporate power and authority of the Borrower to borrow hereunder after giving effect to such Incremental Commitments (Facility and assuming such other documentation or opinions reasonably requested by the Administrative Agent and the Lenders of such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00Facility.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, at any time and The Borrowers may from time to time prior on or after the Spin-Off Date elect to increase the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of Revolving Commitments or any Extended Revolving Commitments (i“Increased Commitments”) or obtain one or more increases to the Revolving Committed Amount tranches of (each an “Increased Revolver Commitment”or increase any existing tranche of) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments term loans denominated in Dollars (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental LoansTerm Loan”), up to a maximum in each case in an aggregate principal amount of not less than (x) $10,000,000, in the case of Increased Commitments, and (y) $20,000,000 (or such lesser amount as the Administrative Agent may reasonably agree), in the case of Incremental Commitments not to exceed $400,000,000; provided thatTerm Loans, if the Collateral Event has occurredso long as, after giving effect thereto, the aggregate amount of all such Increased Commitments and Incremental Commitments shall Term Loans (other than Refinancing Term Loans and Refinancing Revolving Commitments) does not exceed at the time any such Incremental Commitments are entered into the greater of (xi) $400,000,000 and 300,000,000 plus (yii) an additional amount such that, that would not cause the Senior Secured Net Leverage Ratio on a Pro Forma Basis (for the avoidance of doubt, after giving effect to such Increased Commitments or Incremental Commitments Term Loans (and assuming the immediately following provisos)) as of the last day of the most recently ended fiscal quarter at the end of which Financials were required to have been delivered pursuant to Section 5.01(a) or (b) to exceed 2.25 to 1.00; provided that, (x) with respect to any Increased Commitments, the maximum amount of Revolving Loans available to be drawn under such Increased Commitments shall be assumed to have been borrowed and (y) in each case, without giving effect to any incurrence under clause (i) above that is incurred substantially simultaneously with amounts under this clause (ii) less (iii) the aggregate principal amount of Incremental Equivalent Indebtedness previously incurred by the Borrowers and their Restricted Subsidiaries. The Borrowers may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to an increase in its Revolving Commitment or Extended Revolving Commitment, or to participate in such Incremental Term Loan, an “Increasing Lender”), or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, a “New Lender”), to increase their existing Revolving Commitment or Extended Revolving Commitment, or to participate in such Incremental Term Loan, or extend Revolving Commitments are fully drawn and/or fundedor Extended Revolving Commitments, as the case may be; provided that each New Lender (and, in the case of an Increased Commitment, each Increasing Lender) shall be subject to the approval of the U.S. Borrower and, to the extent such consent would be required under Section 9.04 for an assignment to such New Lender, the Administrative Agent and, in the case of an Increased Commitment, each Issuing Bank and Swingline Lender (such consents not to be unreasonably withheld or delayed). Without the consent of any Lenders other than the relevant Increasing Lenders or New Lenders, this Agreement and the other Loan Documents may be amended pursuant to an Additional Credit Extension Amendment as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent and the applicable Borrower(s), to effect the provisions of this Section 2.19. Increases of Revolving Commitments and Extended Revolving Commitment and new Incremental Term Loans created pursuant to this Section 2.19 shall become effective on the date agreed by the applicable Borrower(s), the Administrative Agent and the relevant Increasing Lenders or New Lenders and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no increase in the Revolving Commitments or Extended Revolving Commitments or Incremental Term Loans shall be permitted under this paragraph unless (i) on the proposed date of the effectiveness of such increase in the Revolving Commitments or Extended Revolving Commitments or borrowing of such Incremental Term Loan, the conditions set forth in paragraphs (a) and (b) of Section 4.04 shall be satisfied or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the applicable Borrower(s); provided, that to the extent agreed to by the Lenders providing such Increased Commitments or Incremental Term Loans, as applicable, and applied the proceeds of such Increased Commitments or Incremental Term Loans, as the case may be, are used to finance a Permitted Acquisition or similar Investment, with respect to the condition set forth in Section 4.04(a), only the Specified Representations shall be required to be true and correct, and the condition set forth in Section 4.04(b) shall be limited to an Event of Default under clauses (a), (b), (h) or (i) of Article VII and (ii) other than in the case of Refinancing Term Loans or Refinancing Revolving Commitments, the U.S. Borrower shall be in compliance, calculated on a Pro Forma Basis (assuming for this purpose that all Increased Commitments were fully drawn), with the covenant contained in Section 6.09 as of the last day of the most recent fiscal quarter of the U.S. Borrower for which Financials have been delivered prior to such time. On the effective date of any increase in the Revolving Commitments or Extended Revolving Commitments, (i) each relevant Increasing Lender and New Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the purpose intendedbenefit of the other Lenders, as being required in order to cause, after giving effect to such increase and the use of such amounts to make payments to such other Lenders, each Lender’s portion of the outstanding Loans of the applicable Lenders of such class to equal its Applicable Percentage of such outstanding Loans, and (ii) if, on the date of such increase, there are any Revolving Loans of the applicable Class outstanding, such Revolving Loans shall on or prior to the effectiveness of such Increased Commitments be prepaid to the extent necessary from the proceeds of additional Revolving Loans made hereunder by the Increasing Lenders and New Lenders, so that, after giving effect to such prepayments and any borrowings on such date of all or any portion of such Increased Commitments, the principal balance of all outstanding Revolving Loans of such Class owing to each Lender with a Revolving Commitment of such Class is equal to such Lender’s pro rata share (after giving effect to any nonratable Increased Commitment pursuant to this Section 2.19) of all then outstanding Revolving Loans of such Class. The Administrative Agent and the Lenders hereby agree that the borrowing notice, 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. The deemed payments made pursuant to clause (ii) of the second preceding sentence shall be accompanied by payment of all accrued interest on the amount prepaid and, in respect of each Eurocurrency Loan, shall be subject to indemnification by the applicable Borrower pursuant to the provisions of Section 2.15 if the deemed payment occurs other than on the last day of the related Interest Periods. The terms of any Incremental Term Loans shall be as set forth in the Additional Credit Extension Amendment providing for such Incremental Term Loans; provided that (i) the Consolidated Net Leverage Ratio does Weighted Average Life to Maturity of any Incremental Term Loans shall not exceed 3.00 be shorter than the then remaining Weighted Average Life to 1.00Maturity of the Term B Loans (without giving effect to any prepayments), (ii) the final maturity date of any Incremental Term Loans shall be no earlier than the Term B Loan Maturity Date, (iii) Incremental Term Loans shall not participate on a greater than pro rata basis with the applicable Term Loans in any mandatory prepayment hereunder (except in the case of incurrence of Refinancing Indebtedness in respect thereof), (iv) the provisions with respect to payment of interest, original issue discount and upfront fees shall be as set forth in the amendment providing for such Incremental Term Loans; provided that, in the case of Incremental Term Loans that are secured pari passu in right of payment and with respect to security with any then existing Term B Loans, the “yield” will not be more than 0.50% higher than the corresponding “yield” applicable to any existing Term B Loans unless the “yield” with respect to the applicable Term B Loans is adjusted to be equal to the “yield” with respect to the relevant Incremental Term Loans, minus 0.50%; provided, further, that in determining the applicable “yield” under this clause (iv): (w) the interest rate margin and any original issue discount (“OID”) or upfront fees paid by the applicable Borrowers in connection with the Term B Loans or Incremental Term Loans (based on a four-year average life to maturity), shall be included, (x) any amendments to or changes in the Applicable Rate with respect to the Term B Loans that became effective subsequent to the Delayed Draw Funding Date but prior to the time of (or concurrently with) the addition of such Incremental Term Loans shall be included, (y) prepayment premiums, customary arrangement, customary commitment, ticking, structuring and customary 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 Term B Loans or to one or more arrangers (or their Affiliates) in their capacities as such applicable to such Incremental Term Loans and any similar fees not paid generally to all Lenders shall be excluded and (z) if such Incremental Term Loans include any interest rate floor greater than that which is applicable to the 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 “yield” applicable to the Term B Loans shall be required, but only to the extent an increase in the interest rate floor applicable to the 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 Term B Loans shall be increased to the extent of such differential between interest rate floors, and (v) all other terms applicable to such Incremental Term Loans (other than provisions specified in clauses (i) through (v) above) to the extent not identical to the terms of the then outstanding Term A Loans or Term B Loans, as the case may be, shall be reasonably satisfactory to the Administrative Agent. The terms of any Increased Commitments shall be the same as those of the Revolving Commitments or Extended Revolving Commitments, as applicable; provided that Refinancing Revolving Commitments may have a later maturity date than, and pricing and fees different from, those applicable to the Revolving Commitments and Extended Revolving Commitments. For the avoidance of doubt, no Lender shall have any obligation to provide any Increased Commitment or Incremental Term Loan.

Incremental Facilities. The Borrowers and any one or more Lenders (aincluding New Lenders as defined below) Subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, at any time and may from time to time prior agree that such Lenders shall make, obtain or increase the amount of their Incremental Term Loans or Incremental Revolving Commitments, as applicable, by executing and delivering to the Administrative Agent an Increased Facility Activation Notice specifying (i) the amount of such increase and the Facility or Facilities involved, (ii) the applicable Increased Facility Closing Date and (iii) in the case of Incremental Term Loans, (x) the applicable Incremental Term Maturity Date, to incur additional Indebtedness under this Credit Agreement (y) the amortization schedule for such Incremental Term Loans, and (z) the Applicable Margin for such Incremental Term Loans which, in the form cases of each of the foregoing clauses (x), (y) and (z) shall comply with Section 2.15(d) below. Notwithstanding the foregoing, (i) one or more increases to without the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and consent of the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurredRequired Lenders, the aggregate amount of all borrowings of Incremental Term Loans and Incremental Revolving Commitments obtained after the Second Restatement Date pursuant to this paragraph shall not exceed at $30,000,000 and the time any such aggregate Incremental Commitments are entered into Revolving Commitment shall not exceed $7,500,000 and (ii) without the greater consent of the Administrative Agent, (x) each increase effected pursuant to this paragraph shall be in a minimum amount of at least $400,000,000 10,000,000 and (y) an amount such that, on a Pro Forma Basis no more than three Increased Facility Closing Dates may be selected by the Borrowers after giving effect the Second Restatement Date. No Lender shall have any obligation to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 participate in any increase described in this Section 2.15 unless it agrees to 1.00do so in its sole discretion.

Incremental Facilities. (a) Subject At any time and from time to time prior to the Latest Maturity Date, subject to the terms and express conditions set forth herein herein, the Borrower may by no less than three (3) Business Days’ prior notice to the Administrative Agent (or such lesser number of days reasonably acceptable to the Administrative Agent), request to add one or more new credit facilities (each, an “Incremental Facility”) and so long as consisting of one or more additional tranches of term loans (each, an “Incremental Term Facility”) or an increase in an existing class of Revolving Credit Commitments (each, an “Incremental Revolving Credit Facility”), or a combination thereof, provided that (i) immediately before and after giving effect to each Incremental Facility Amendment and the applicable Incremental Facility, no Default or Event of Default has occurred and is continuingcontinuing or would result therefrom (or, in the Borrower case that the proceeds of such Incremental Facility are being used to finance a Limited Condition Acquisition, no Event of Default under Sections 8.01(a) and 8.01(f) shall have occurred and be continuing on the rightLCA Test Date), at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “subject to calculation adjustments set forth in Section 1.11 with respect to any Incremental Facility Commitment”being incurred in connection with a Limited Condition Acquisition, the aggregate principal amount of all Incremental Facilities at the time of issuance or incurrence shall not exceed the Maximum Additional Debt Amount at such time, and together (iii) with respect to any secured Incremental Term Facility (other than any Incremental Term Facility ranking junior in right of payment or with respect to security with the Increased Revolver CommitmentsObligations (including as a result of being “last out” in any waterfall)) or any Additional Debt consisting of term loans that are secured on a pari passu basis with the Term Loans, in the event that the Yield for any such Incremental Term Facility or Additional Debt, as applicable, is higher than the Yield for the outstanding Term Loans by more than 50 basis points, then the Applicable Rate for the outstanding Term Loans shall be increased to the extent necessary so that the Yield for such outstanding Term Loans is equal to the Yield for such Incremental Term Facility or Additional Debt, as applicable, minus 50 basis points (any such adjustment, the “MFN Adjustment”); provided that, in addition to the foregoing, for purposes of calculating the Yield for any Incremental Commitments”Facility or Additional Debt that constitutes fixed-rate Indebtedness, the fixed rate coupon of such Indebtedness shall be swapped to a floating rate on a customary matched-maturity basis, and the Yield of such fixed-rate Indebtedness on a floating rate basis shall be reasonably determined in a customary manner by the Administrative Agent based on customary financial methodology in consultation with the Borrower (or, if the Administrative Agent declines (or is unable) to determine such Yield or the appropriate floating rate swap on a matched maturity basis, as reasonably determined in a customary manner based on customary financial methodology by a financial institution reasonably acceptable to the Administrative Agent and the Borrower). (b) Each Incremental Term Facility shall have such terms as determined by the Borrower and the lenders providing such Incremental Term Facility; provided that (A) such Incremental Term Facility shall rank 96 US-DOCS\136335661.3 pari passu or junior in right of payment and in respect of the Collateral with the Term Loans, provided that, if such Incremental Term Facility is secured, all security therefor shall be granted pursuant to documentation that is consistent in all material respects with the Collateral Documents and (I) if secured on a pari passu basis with the Obligations, the representative for term loan facilities such Incremental Term Facility shall enter into a pari passu intercreditor agreement with the Administrative Agent that is reasonably satisfactory to the Administrative Agent or (II) if secured on a junior basis to the Obligations, a representative acting on behalf of the holders of such Incremental Term Facility shall have become party to a second Lien intercreditor agreement or subordination agreement that is reasonably satisfactory to the Administrative Agent, (B) no Restricted Subsidiary is a borrower or a guarantor with respect to such Incremental Term Facility unless such Restricted Subsidiary is a Loan Party which shall constitute a new Facility have previously or substantially concurrently guaranteed or borrowed, as provided applicable, the Obligations, and, if secured, shall only be secured by Collateral, (C) except in 2.22(dthe case of one-year bridge loans that are, on customary conditions convertible or exchangeable into, or are intended to be refinanced with, other instruments meeting the requirements set forth in this clause (C) and clause (D) below (an “Incremental Facility,” and the loans thereunder, “Incremental Extendable Bridge Loans”), up no Incremental Term Facility shall have a final maturity date earlier than the then existing Latest Maturity Date with respect to Term Loans, and with respect to an Incremental Term Facility ranking junior in respect of the Collateral with the Term Loans, no such Incremental Term Facility shall mature on or prior to the date that is 91 days after the then existing Latest Maturity Date with respect to Term Loans, (D) except in the case of Extendable Bridge Loans with respect to their stated maturity date, no Incremental Term Facility shall have a maximum aggregate amount Weighted Average Life to Maturity that is shorter than the Weighted Average Life to Maturity of the then-remaining Term Loans (without giving effect to nominal amortization for periods where amortization has been eliminated as a result of a prepayment of the applicable Term Loans) except as may be required to achieve tax fungibility with any existing Term Loan to the extent intended to be fungible, and with respect to an Incremental Commitments Term Facility that ranks junior in respect of the Collateral with the Term Loans, no such Incremental Term Facility shall have a Weighted Average Life to Maturity that is shorter than the Weighted Average Life to Maturity of the then-remaining Term Loans, plus 91 days, (E) for purposes of mandatory prepayments, such Incremental Term Facility shall be treated no more favorably than the Term Loans of the Borrower except those that only apply after the then existing Latest Maturity Date with respect to Term Loans, (F) the affirmative and negative covenants (but not the financial maintenance covenants) and events of default (other than maturity, fees, discounts, interest rate, redemption terms and redemption premiums) of such Incremental Term Loans, if not consistent with the terms of the Term Loans, shall not be materially more restrictive to exceed $400,000,000the Loan Parties when taken as a whole (as reasonably determined by the Borrower) than the terms of the Term Loans, (G) the Incremental Term Facility shall not have the benefit of any financial maintenance covenant more restrictive than the covenant set forth in Section 7.11 (unless, in the case of the foregoing clauses (F) or (G), (x) the Term Loans have the benefit of such more restrictive affirmative or negative covenants or events of default, or such financial maintenance covenant, on the same terms, (y) the Term Loans have in the future been provided with the benefit of such more restrictive affirmative or negative covenants or events of default, or such a financial maintenance covenant, in which case such Incremental Term Facility incurred after such future date may be provided with the benefit of the same more restrictive affirmative or negative covenants or events of default, or the same financial maintenance covenant, on the same or looser terms, or (z) such more restrictive affirmative or negative covenants or events of default, or such financial maintenance covenant only apply after the Latest Maturity Date with respect to the Term Loans in effect as of the time such Incremental Term Facility is incurred), (H) if an Incremental Facility ranks junior in right of security or payment priority to the other Term Loans or is unsecured, the Incremental Facility will be established as a separate facility from the then existing Term Loans, and/or the Borrower may issue, in lieu thereof (and subject to corresponding restrictions except as set forth below), first Lien secured or junior Lien secured or senior or subordinated or unsecured loans or notes or any Extendable Bridge Loans in respect thereof, and, in each case, the provisions of Section 2.17(a)(iii) and clause (A) to the first proviso of Section 2.17(b) shall not apply; provided that, for any Indebtedness constituting term loans incurred pursuant to this sub-clause (H) that is secured on a pari passu basis with the Obligations and does not rank junior in right of payment (including as a result of being “last out” in any waterfall) to the Obligations, if the Collateral Event has occurredYield for such Indebtedness is higher than the Yield for the outstanding Term Loans by more than 50 basis points, then the Applicable Rate for the outstanding Term Loans shall be subject to the MFN Adjustment (the foregoing requirements set forth in clauses (A) to (H), the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of “Required Debt Terms”), (xI) $400,000,000 subject to clauses (C) and (yD) an amount such thatabove, on a Pro Forma Basis after giving effect the amortization schedules applicable to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00.97 US-DOCS\136335661.3

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the Parent Borrower shall have the right, at any time and from time to time prior but not the obligation, after the Closing Date, upon notice to the Maturity DateAdministrative Agent (an “Incremental Borrowing Notice”), to incur additional Indebtedness under this Credit Agreement in the form of (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments additional term loan facilities (each, an “Incremental Facility Commitment”, Term Loan Facility,” and together with the Increased Revolver CommitmentsInitial Term Loan Facility, the “Term Loan Facilities” the loans under each Incremental Term Loan Facility, “Incremental Term Loans”) or revolving facilities (each, an “Incremental Revolving Facility,” the loans under each Incremental Revolving Facility, “Incremental Revolving Loans”), or one or more increases in the aggregate commitments under the Initial Revolving Facility (which may, with respect to any Incremental Revolving Facility or any increase to the Initial Revolving Facility, at the election of Parent Borrower and with the consent of the LC Issuer, include a proportionate increase to the LC Commitment Amount and, with the consent of the Swing Line Lender (such consent not to be unreasonably withheld or delayed), the Swing Line Commitment) (each, an “Incremental Initial Revolving Facility,” the loans thereunder, the “Incremental CommitmentsInitial Revolving Loans”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (and each of the foregoing, an “Incremental Facility,” and collectively, the loans thereunder, “Incremental LoansFacilities”), up to in each case sharing in the Collateral (as defined below) on a maximum pari passu or junior basis, in an aggregate amount of Incremental Commitments not up to exceed (w) $400,000,000; provided that, if the Collateral Event has occurred, 65.0 million minus the aggregate amount of all Indebtedness incurred in reliance on clause (a)(x) of the definition of “Permitted Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such thatIndebtedness”, so long as on a Pro Forma Basis after giving effect to the incurrence of any such Incremental Facility, the Total Leverage Ratio is less than the Total Leverage Ratio covenant level then in effect under Section 7.06 minus 0.25 (even if Holdings would not otherwise exceed the Table of Contents Maintenance Covenant Level) plus (x) additional amounts so long as after giving effect to the incurrence of the Loans in respect of such Incremental Term Loan Commitments and/or Incremental Revolving Credit Commitments (assuming the full amount thereof is drawn) and/or Permitted Incremental Indebtedness incurred under Section 7.03(w) and assuming after giving effect to any Acquisition that may be consummated in connection therewith, the Total Leverage Ratio (calculated on a Pro Forma Basis and provided that (A) all Permitted Incremental Indebtedness incurred under Section 7.03(w) shall also be included in such calculation for this purpose, whether or not it would otherwise be included and (B) the proceeds of the Incremental Facility being incurred shall not be netted against indebtedness for purposes of the calculation relating to such incurrence) shall not be greater than 2.75 to 1.00; provided that (a) no commitment of any Lender may be increased without the consent of such Lender, (b) no Event of Default exists after giving effect thereto (provided, however, that if the proceeds of such Incremental Facilities are used to finance a Permitted Acquisition, Permitted Change of Control or other Investment permitted by this Agreement (and costs reasonably related thereto), it shall only be required that no Specified Event of Default shall be continuing at the time of incurrence), (c) any Incremental Facility that is an increase in the aggregate amount of the Initial Revolving Commitment shall be on the same terms and pursuant to the same documentation as the Initial Revolving Commitment, (d) the yield applicable to any Incremental Initial Revolving Facility shall be equal to the corresponding yield on the Initial Revolving Facility (calculated for such Incremental Initial Revolving Facility and Initial Revolving Facility inclusive of any original issue discount and/or upfront fee percentage paid to all Lenders, but exclusive of any arrangement, underwriting or similar fees); provided, that Parent Borrower may increase the pricing of the Initial Revolving Facility, without the consent of the Administrative Agent or any Lender, such that the foregoing is true, including increasing the Applicable Margin, the Commitment Fee, adding or increasing an existing “LIBOR Floor” (if applicable), and paying additional original issue discount and/or upfront fees, (e) in the case of any Incremental Revolving Facility, (i) such Incremental Revolving Facility shall have a final maturity no earlier than the Initial Revolving Facility Termination Date and (ii) such Incremental Revolving Facility shall provide that (A) the borrowing and repayment (except for (1) payments of interest and fees at different rates on the Incremental Revolving Credit Facility (and related outstandings), (2) repayments required upon the maturity date of the Incremental Revolving Credit Facility and (3) repayment made in connection with a permanent repayment and termination of commitments (subject to clause (C) below)) of Loans with respect to Incremental Revolving Credit Commitments are fully drawn after the effectiveness of such Incremental Revolving Facility shall be made on a pro rata basis with all other Revolving Credit Commitments on the date of effectiveness of such Incremental Revolving Facility, (B) subject to the provisions of Sections 2.04(e) and 2.05(h) to the extent dealing with Swing Loans and Letters of Credit which mature or expire after a maturity date when there exists Incremental Revolving Facilities with a longer maturity date, all Swing Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the Revolving Credit Commitments on the effective date of such Incremental Revolving Facility (and except as provided in Section 2.04(e) and Section 2.05(h), without giving effect to changes thereto on an earlier maturity date with respect to Swing Loans and Letters of Credit theretofore incurred or issued), (C) Incremental Revolving Facilities may include provisions relating to swing line loans and/or fundedletters of credit, as applicable, and applied issued thereunder, which issuances shall be on terms substantially similar (except for the purpose intendedoverall size of such subfacilities, the fees payable in connection therewith and the identity of the swing line lender and letter of credit issuer, as applicable, which shall be determined by the Parent Borrower, the lenders of such commitments and the applicable letter of credit issuers and swing line lenders and borrowing, repayment and termination of commitment procedures with respect thereto, in each case which shall be specified in the applicable Incremental Revolving Credit Assumption Agreement) to the terms relating to Swing Loans and Letters of Credit with respect to Table of Contents the Revolving Commitments or otherwise reasonably acceptable to the Administrative Agent and (D) assignments and participations of Incremental Revolving Commitments and Loans shall be governed by the same assignment and participation provision, (f) the Consolidated Net Leverage Ratio does yield applicable to any Incremental Term Loan Facility or Incremental Revolving Facility, shall not exceed 3.00 be more than 0.50% higher than the yield on the corresponding Initial Facility (calculated for both such Incremental Facility and the corresponding Initial Facility inclusive of any “LIBOR Floor” (if, applicable), original issue discount and/or upfront fees paid to 1.00.all Lenders under such Initial Facility, but exclusive of any arrangement, underwriting or similar fee paid), unless the yield with respect to the applicable Initial Facility is increased by an amount equal to or greater than the difference between the yield with respect to the Incremental Facility and the corresponding yield on such Initial Facility minus 0.50% (for purposes of determining the difference in “yield” as to such Incremental Facility and the corresponding Initial Facility, yield shall be calculated by adding the difference with respect to such Incremental Facility and such corresponding Initial Facility of each of the following: (i) Applicable Revolving Loan Margin or Applicable Term Loan Margin, as applicable, (ii) “LIBOR floor”, which shall be equated to yield by taking the difference of (A) the “LIBOR floor” of such facility and (B) the 3-month Adjusted Eurodollar Rate as of a date ten (10) Business Days prior to the closing of such Incremental Facility and (iii) original issue discount and/or upfront fees, which shall be equated to yield by dividing such original issue discount and/or upfront fee percentage (as of the date such facility was funded, in each case), by four (4) (provided, that for purposes of calculating the yield related to the original issue discount and/or upfront fee percentage of the Incremental Facilities, if the Weighted Average Life to Maturity of the Incremental Facility is shorter than 4 years, the actual Weighted Average Life to Maturity), (g) the maturity of any Incremental Term Loan Facility shall not be earlier than the Latest Maturity Date of the Initial Term Loans, (h) the Weighted Average Life to Maturity of any Incremental Term Loan Facility shall not be shorter than that of the Initial Term Loan Facility, (i) the Incremental Term Loan Facility shall provide that such facility shall be prepaid with the proceeds of mandatory prepayment events on a pro rata basis (but not greater than pro rata basis) with other then outstanding Initial Term Loans, (j) the covenants, events of default and guarantees of such Incremental Term Loan Facility or Incremental Revolving Facility, if not consistent with the terms of the corresponding Initial Facility (A) shall be as mutually agreed upon between Parent Borrower and lenders providing such Incremental Facility and (B) shall not be more restrictive to Parent Borrower, when taken as a whole, than the terms of the corresponding Initial Facility unless (1) Lenders under the corresponding Initial Facility also receive the benefit of such more restrictive terms (without any consent being required) or (2) any such provisions apply after the Latest Maturity Date of the corresponding Initial Facility and (k) (x) Incremental Term Loan Facilities shall be requested in minimum amounts of $2,500,000 or a higher multiple of $1,000,000 and (y) Incremental Revolving Facilities shall be requested in minimum amounts of $1,000,000 or a higher multiple of $1,000,000. The proceeds of each Incremental Facility may be used to finance working capital needs, for general corporate purposes and to finance any transactions permitted by this Agreement . The commitments in respect of any Incremental Facilities may be denominated in U.S. Dollars and/or other currencies as agreed among Parent Borrower, the Administrative Agent and the lenders providing such Incremental Facilities. Each Incremental Borrowing Notice shall set forth (i) the amount of the Incremental Term Loan Commitments or Incremental Revolving Credit Commitments being requested, (ii) the date on which such Incremental Term Loan Commitments or Incremental Revolving Credit Commitments are requested to become effective (which shall not be less than five (5) Business Days nor more than sixty (60) days after the date of Incremental Borrowing Notice, unless otherwise agreed to by the Administrative Agent) and (iii) whether such Incremental Term Loan Commitments, if any, are to be Termss Commitments or commitments to make term loans with terms different from the Term Loans (“Other Term Loans”). Table of Contents

Incremental Facilities. (a) Subject The Parent Borrower may, by written notice to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, Administrative Agent at any time and from time time, on one or more occasions, request to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) add one or more increases new Classes of term facilities and/or increase the principal amount of any Class of Term Loans, any Incremental Term Loans or any Specified Refinancing Term Loans by requesting new term loan commitments to the Revolving Committed Amount be added to such Loans (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments any such new Class or (ii) one or more commitments (eachincrease, an “Incremental Facility CommitmentTerm Facility” and any loans made pursuant to an Incremental Term Facility, “Incremental Term Loans”, and together with ) and/or (ii) increase the Increased Revolver principal amount of any Class of Revolving Commitments, the “any Incremental Commitments”) for term loan Revolving Commitments or any Specified Refinancing Revolving Commitments and/or add one or more new Classes of incremental revolving facilities which shall constitute a (any such new Facility as provided in 2.22(d) below (Class or increase, an “Incremental Revolving Facility,” and, together with any Incremental Term Facility, “Incremental Facilities”; and the loans 105 thereunder, “Incremental Revolving Loans” and, together with any Incremental Term Loans, “Incremental Loans”), up to a maximum ) in an aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, Incremental Amount;. Such notice shall set forth (i) the aggregate amount of all the Incremental Term Loans and/or Incremental Revolving Commitments being requested (which shall not exceed at the time any such Incremental Commitments are entered into the greater of be (x) with respect to Incremental Facilities denominated in Dollars, in an aggregate principal amount of not less than $400,000,000 10,000,000, and $5,000,000 increments in excess thereof, (y) with respect to Incremental Facilities denominated in an Alternative Currency, in an aggregate principal amount of not less than an amount in such thatAlternative Currency equal to the Dollar Equivalent of $10,000,000, and $5,000,000 increments in excess thereof or (z) equal to the remaining Incremental Amount) and (ii) the date, which shall be a Business Day, on a Pro Forma Basis after giving effect to which such Incremental Commitments (and assuming such Term Loans are requested to be made and/or Incremental Revolving Commitments are fully drawn and/or funded, as applicable, and applied requested to become effective (the “Increased Amount Date”) pursuant to an Incremental Facility Activation Notice. Any Incremental Revolving Facility may provide for the purpose intendedability to permanently repay and terminate incremental revolving commitments on a pro rata basis or less than a pro rata basis (but not greater than pro rata basis) with the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00Revolving Facility.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuingherein, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one or more increases to the Aggregate Revolving Committed Amount or one or more tranches of term loans (each an “Increased Revolver CommitmentIncremental Facility”) which in an amount not to exceed $40,000,000 in the aggregate. The following terms and conditions shall apply to the Incremental Facility: (a) the loans made under the Incremental Facility (each an “Additional Loan”) shall constitute one Credit Party Obligations and will be secured and guaranteed with the other Credit Party Obligations on a pari passu basis, (b) the Incremental Facility shall have an interest rate margin no lower than the Applicable Percentage for the existing Revolving Loans, (c) the Incremental Facility shall have a maturity date no sooner than the Maturity Date, (d) the Incremental Facility shall be entitled to the same Facility voting rights as the existing Revolving Commitments Loans and shall be entitled to receive proceeds of prepayments (i) on the same basis as the existing Revolving Loans to the extent such Incremental Facility is an increase to the Aggregate Revolving Committed Amount or (ii) one or more commitments (each, an “prior to the payment of the existing Revolving Loans to the extent such Incremental Facility Commitment”is a term loan, and together with the Increased Revolver Commitments, the “Incremental Commitments”(e) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into Facility shall be in a minimum principal amount of $10,000,000 and integral multiples of $1,000,000 in excess thereof, (f) the greater Incremental Facility shall be obtained from existing Lenders or from other banks, financial institutions or investment funds, in each case in accordance with the terms set forth below, (g) the proceeds of the Additional Loans will be used for the purposes set forth in Section 3.11, (xh) $400,000,000 the Borrower shall execute a Note in favor of any new Lender that requests a Note, (i) the conditions to Extensions of Credit in Section 4.2 shall have been satisfied, (j) the Administrative Agent shall have received from the Borrower updated financial projections and (y) an amount such officer’s certificate, in each case in form and substance reasonably satisfactory to the Administrative Agent, demonstrating that, as of the date of such Incremental Facility and, after giving effect to any new Additional Loans thereunder on a Pro Forma Basis after giving effect Basis, the Credit Parties will be in compliance with the financial covenants set forth in Section 5.9 and no Default or Event of Default shall exist, and (k) the Administrative Agent shall receive an opinion of counsel to the Credit Parties and such other documentation as it deems reasonable necessary to effectuate the Incremental Facility, all in form and substance satisfactory to the Administrative Agent. Participation in the Incremental Facility shall be offered first to each of the existing Lenders and each such Lender shall have at least ten (10) Business Days to respond to such offer, but each such Lender shall have no obligation to provide all or any portion of the Incremental Commitments (Facility. If the amount of the Incremental Facility shall exceed the commitments which the existing Lenders are willing to provide with respect to the Incremental Facility, then the Borrower may invite other banks, financial institutions and assuming such Incremental Commitments are fully drawn and/or funded, investment funds reasonably acceptable to the Administrative Agent to join this Credit Agreement as applicable, and applied Lenders hereunder for the purpose intended) portion of the Consolidated Net Leverage Ratio does Incremental Facility not exceed 3.00 taken by existing Lenders, provided that such other banks, financial institutions and investment funds shall enter into such joinder agreements to 1.00give effect thereto as the Administrative Agent may reasonably request. The Administrative Agent is authorized to enter into, on behalf of the Lenders, any amendment to this Credit Agreement or any other Credit Document as may be necessary to incorporate the terms of the Incremental Facility therein.

Incremental Facilities. (a) Subject The Parent Borrower may on one or more occasions, by written notice to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuingAdministrative Agent, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of request (i) one or more increases to during the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and Availability Period, the same Facility as the existing establishment of Incremental Revolving Commitments or and/or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount establishment of Incremental Commitments not to exceed $400,000,000Term Commitments; provided that, if at the Collateral Event has occurredtime of (and after giving effect to) the establishment of any Incremental Revolving Commitments or Incremental Term Commitments, the aggregate amount of all Incremental Revolving Commitments and Incremental Term Commitments established pursuant to this Section 2.21, together with the aggregate amount of all Incremental Equivalent Debt previously (or substantially simultaneously) incurred pursuant to Section 6.01(a)(xxi), shall not exceed at the time any such Incremental Commitments are entered into the greater of (xA) $400,000,000 300,000,000 and (yB) an amount such that, on a Pro Forma Basis after giving effect to the making of such Incremental Revolving Commitments (and assuming any such Incremental Revolving Commitments are fully drawn and/or fundeddrawn) and Incremental Term Loans and the making of any other Indebtedness 509265-1724-13879091 incurred substantially simultaneously therewith, the Senior Secured Net Leverage Ratio, calculated on a pro forma basis, is no greater than 2.50 to 1.00. Each such notice shall specify (A) the date on which the Parent Borrower proposes that the Incremental Revolving Commitments or the Incremental Term Commitments, as applicable, and applied for shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as may be agreed to by the purpose intendedAdministrative Agent) after the date on which such notice is delivered to the Administrative Agent, (B) the Consolidated Net Leverage Ratio does amount of the Incremental Revolving Commitments or Incremental Term Commitments, as applicable, being requested (it being agreed that (x) any Lender approached to provide any Incremental Revolving Commitment or Incremental Term Commitment may elect or decline, in its sole discretion, to provide such Incremental Revolving Commitment or Incremental Term Commitment and (y) any Person that the Parent Borrower proposes to become an Incremental Lender, if such Person is not exceed 3.00 then a Lender, must be reasonably acceptable to 1.00the Administrative Agent and, in the case of any proposed Incremental Revolving Lender, the Issuing Bank and the Swingline Lender) and (C) in the case of any Incremental Term Commitments, whether the loans in respect thereof shall be Incremental Term A Loans or Incremental Term B Loans.

Incremental Facilities. (a) Subject At any time and from time to time, subject to the terms and conditions set forth herein herein, the Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request to add additional Tranche B Term Loans or add one or more additional tranches of term loans (the “Incremental Term Loans”) or one or more increases in the Revolving Credit Commitments (the “Incremental Revolving Commitments”; each such increase or tranche, an “Incremental Facility”); provided that at the time of each such request and so long as upon the effectiveness of each Incremental Facility Amendment (A) no Default or Event of Default has occurred and is continuing, continuing or shall result therefrom and (B) the Borrower shall have full amount of the right, at respective Incremental Facility (assuming the full utilization of the commitments thereunder) may be drawn without violating the terms of any time and from time to time prior Material Debt. Notwithstanding anything to the Maturity Datecontrary herein, to incur additional Indebtedness under this Credit Agreement in without the form consent of (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurredRequired Lenders, the aggregate amount of all the Incremental Commitments Facilities shall not exceed at $135,000,000 (the time any “Non-Ratio-Based Incremental Facility Cap”); provided that the Borrower may incur up to $275,000,000 of additional Incremental Facilities without regard to the Non-Ratio-Based Incremental Facility Cap (each such Incremental Commitments are entered into Facility, a “Ratio-Based Incremental Facility”) so long as the greater of (x) $400,000,000 and (y) an amount such thatConsolidated Senior Secured Leverage Ratio, determined on a Pro Forma Basis after giving effect as of the last day of the Relevant Reference Period (or, if no Relevant Reference Period has passed, as of the most recent four consecutive fiscal quarter period then ended), in each case, as if such Ratio-Based Incremental Facility (and Revolving Credit Loans in an amount equal to the full amount of any such Incremental Revolving Commitments) had been outstanding on the last day of such Relevant Reference Period, shall not exceed 3.50 to 1.00. Each tranche of Incremental Term Loans and Incremental Revolving Commitments shall be in an integral multiple of $1,000,000 and be in an aggregate principal amount that is not less than $50,000,000 in case of Incremental Term Loans or $10,000,000 in case of Incremental Revolving Commitments (and assuming or in each case such lesser minimum amount reasonably approved by the Administrative Agent), provided that such amount may be less than the applicable minimum amount if such amount represents all the remaining availability under the Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00Amount set forth above.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii, (ii) one or more increases to the Term Loan Committed Amount which shall constitute one and the same Facility as the existing Term Loan Commitments (each an “Increased Term Loan Commitment”) or (iii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver CommitmentsCommitments and the Increased Term Loan Commitment, the “Incremental Commitments”) for additional term loan facilities which shall constitute a new Facility as provided in Section 2.22(d) below (an “Incremental Facility,” ”, and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000in an aggregate principal amount such that, on a Pro Forma Basis after giving effect to such Incremental Commitments (and treating any Incremental Commitments being so incurred as fully drawn for the purposes of such calculation), the Borrower is in compliance with the financial covenants set forth in Section 5.09; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the sum of (x) the greater of (x) $400,000,000 andi) $290,000,000 and (ii) 100% of Consolidated EBITDA, plus (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Secured Net Leverage Ratio does not exceed 3.00 to 1.00; provided, further, that no Incremental Commitments shall be permitted from the Amendment No. 3 Effective Date through September 30, 2021.1.00.

Incremental Facilities. (a) Subject The Borrower and any one or more Lenders (including New Lenders) may from time to time agree that such Lenders shall make, obtain or increase the amount of their Incremental Term Loans or Revolving Commitments, as applicable, by executing and delivering to the terms Administrative Agents an Increased Facility Activation Notice specifying (i) the amount of such increase and conditions set forth herein the Facility or Facilities involved, (ii) the applicable Increased Facility Closing Date, (iii) in the case of Incremental Term Loans, (x) the applicable Incremental Term Maturity Date, (y) the amortization schedule for such Incremental Term Loans, which shall comply with Section 2.3(b) and (z) the Applicable Margin for such Incremental Term Loans; provided, that (i) (I) the interest rate margins with respect to any Incremental Tranche A Facility shall not be greater than the interest rate with respect to any then outstanding Tranche A Term Loans plus 0.75% per annum unless the interest rate applicable to the applicable Tranche A Term Loans is increased so long as no Default that the interest rate applicable to the Incremental Tranche A Facility does not exceed the interest rate applicable to the applicable Tranche A Term Loans by more than 0.75% per annum and (II) the interest rate margins with respect to any Incremental Tranche B Facility shall not be greater than the interest rate with respect to any then outstanding Tranche B Term Loans (if any) plus 0.75% per annum unless the interest rate applicable to the applicable Tranche B Term Loans is increased so that the interest rate applicable to the Incremental Tranche B Facility does not exceed the interest rate applicable to the applicable Tranche B Term Loans by more than 0.75% per annum; provided that in determining the applicable interest rates applicable to loans and/or commitments incurred pursuant to each of the Incremental Term Loans, the Tranche A Term Loans and any Tranche B Term Loans, (x) original issue discount (“OID”) or Event upfront fees (which shall be deemed to constitute like amounts of Default has occurred OID) payable by Borrower to the Lenders of the Tranche A Term Loans, any Tranche B Term Loans or the Incremental Term Facility, in the initial primary syndication thereof shall be included (with OID being equated to interest based on assumed four-year life to maturity), but in each case, exclusive of any arrangement, structuring or other fees payable in connection with such Incremental Term Loans and is continuing(y) if the Incremental Term Facility includes an interest rate floor different than any interest rate floor applicable to the Tranche A Term Loans or any Tranche B Term Loans, such difference shall be equated to interest margin for purposes of determining whether an increase to the applicable interest margin under the Tranche A Term Loans or any Tranche B Term Loans, shall be required, (ii) after giving pro forma effect to the incurrence of Indebtedness on such Increased Facility Activation Date (assuming any increase in commitments under the Revolving Facility were fully drawn), the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement be in the form of (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together compliance with the Increased Revolver Commitmentscovenants set forth in Section 7.1 recomputed as of the last day of the most recently ended four quarters period, the “Incremental Commitments”(iii) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 the weighted average life to maturity of any Incremental Term Facility (other than any Tranche B Term Loans) shall be not shorter than the then remaining weighted average life to maturity of the then-existing Tranche A Term Loans and (y) an amount such thatthe weighted average life to maturity of any Incremental Term Facility that consists of any Tranche B Term Loans shall be not shorter than the then remaining weighted average life to maturity of the then-existing Tranche B Term Loans, on a Pro Forma Basis after giving effect (iv) any Incremental Tranche B Facility may have customary call-protection, including “soft-call” protection in connection with any repricing transaction, (v) any Incremental Tranche B Facility may also, to such Incremental Commitments the extent so provided in the applicable Increased Facility Activation Notice, specify whether (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intendedv) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00.applicable

Incremental Facilities. (a) Subject At any time and from time to time, subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuingherein, the Borrower shall have the rightmay, at any time and from time to time prior by written notice to the Maturity DateAdministrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to the Lenders), to incur additional Indebtedness under this Credit Agreement in the form of request (i) additional Term Loans or one or more additional tranches of term loans hereunder (collectively, the “Incremental Term Loans”), (ii) increases to in the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and amount of the same Facility as the existing Revolving Commitments or (ii) one or more commitments additional tranches of revolving loans hereunder (eachcollectively, an the “Incremental Facility CommitmentRevolving Loans”), or (iii) in lieu of the Term Loans or additional tranches of term loans described in clause (i) above, junior lien secured or unsecured term loans that would be issued pursuant to separate loan documentation and not pursuant to this Agreement (collectively, the “Incremental Other Term Loans”; and together with the Increased Revolver CommitmentsIncremental Term Loans and the Incremental Revolving Loans, collectively, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental LoansFacilities”), up . Notwithstanding anything to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurredcontrary herein, the aggregate amount of all the Incremental Commitments Facilities incurred after the Closing Date shall not exceed at the time any such Incremental Commitments are entered into an amount equal to the greater of (x) $400,000,000 U.S.$130,000,000 and (y) an amount Consolidated EBITDA for the four most recently completed fiscal quarters for which financial statements have been delivered (and after giving effect to the Transactions occurring on the Closing Date) (the “Non-Ratio-Based Incremental Facility Cap”); provided that the Borrower may incur additional Incremental Facilities without regard to the Non-Ratio-Based Incremental Facility Cap (each such thatIncremental Facility, a “Ratio-Based Incremental Facility”) so long as the Senior Secured Net Leverage Ratio, determined on a Pro Forma Basis (after giving effect to any Permitted Acquisition, Investment or repayment of Indebtedness or other use of the proceeds of such Incremental Commitments Facility, in each case if permitted hereunder), is equal to or less than 4.20:1.00 (and assuming such after giving effect to the Transactions occurring on the Closing Date) (calculated, in the case of any Incremental Commitments are fully drawn and/or fundedRevolving Loans, as applicableif such Indebtedness then being incurred or established were fully drawn, and, in the case of all Incremental Facilities, excluding from Unrestricted Cash and applied for Cash Equivalents the purpose intended) aggregate amount of cash proceeds thereof; provided that if the Consolidated Senior Secured Net Leverage Ratio does set forth above is satisfied on such date after giving effect to a proposed incurrence of an Incremental Facility, the entire amount of such Incremental Facility may, in the sole discretion of the Borrower, be incurred under the Ratio-Based Incremental Facility without regard to the incurrence of indebtedness under the Non- Ratio-Based Incremental Facility Cap; provided, further, that (i) if the Borrower incurs indebtedness under an Incremental Facility under the Non-Ratio-Based Incremental Facility Cap on the same date that it incurs indebtedness under the Ratio-Based Incremental Facility, then the Senior Secured Net Leverage Ratio will be calculated with respect to such incurrence under the Ratio-Based Incremental Facility without regard to the incurrence of indebtedness under the Non-Ratio-Based Incremental Facility Cap and (ii) any Indebtedness incurred under the Non-Ratio-Based Incremental Facility Cap may be reclassified, as the Borrower may elect from time to time, as having been incurred as a Ratio-Based Incremental Facility if the Borrower meets the Senior Secured Net Leverage Ratio set forth above at such time on a pro forma basis). Each tranche of Incremental Term Loans shall be in an integral multiple of U.S.$1,000,000 and in an aggregate principal amount that is not exceed 3.00 to 1.00less than U.S.$10,000,000 (or such lesser minimum amount approved by the Administrative Agent in its reasonable discretion) and each tranche of Incremental Revolving Loans shall be in an integral multiple of U.S.$1,000,000 and in an aggregate principal amount that is not less than U.S.$10,000,000 (or such lesser minimum amount approved by the Administrative Agent in its reasonable discretion); provided that such amount may be less than such applicable minimum amount or integral multiple amount if such amount represents all the remaining availability under the Non-Ratio-Based Incremental Facility Cap or in respect of Ratio-Based Incremental Facilities.

Incremental Facilities. (a) Subject Any Borrower may by written notice to the terms Administrative Agent elect to request (i) the establishment of one or more new term loan commitments (the “New Term Loan Commitments”) denominated in Dollars or any Alternative Currency, (ii) prior to the Multicurrency Revolving Credit Commitment Termination Date, an increase to the existing Multicurrency Revolving Credit Commitments (any such increase, the “New Multicurrency Revolving Credit Commitments”) and/or (iii) prior to the USD Revolving Credit Commitment Termination Date, an increase to the existing USD Revolving Credit Commitments (any such increase, the “New USD Revolving Credit Commitments”); provided the aggregate amount of all such increased commitments and conditions set forth herein new loans, together with any Permitted Incremental Equivalent Debt incurred from and so long after the RestatementSecond Amendment Effective Date and at or prior to such time, does not exceed the sum of (1) $750,000,0001,000,000,000 and (2) the maximum amount that would not cause the Net Senior Secured Leverage Ratio to exceed 3.504.00 :1.00 (calculated on a pro forma basis as of the last day of the then-most recently ended Fiscal Quarter as if all such incremental or increased Commitments had been fully drawn on such date but without netting the proceeds thereof) (the “Incremental Cap”; for the avoidance of doubt, clause (1) of this basket shall be reset and shall otherwise be fully available as of the Restatement Date after giving effect to the making of the 2017 Incremental Term Loans);Second Amendment Effective Date); provided further that any Obligations incurred by any Foreign Subsidiary in respect of New Term Loan Commitments or New Revolving Credit Commitments (such Obligations of such Foreign Subsidiaries, the “Priority Incremental Obligations”) shall not exceed, together with any Indebtedness incurred pursuant to Sections 7.01(f) to the extent incurred by non-Loan Parties, 7.01(m)(ii), 7.01(n)(i) and 7.01(q), the Priority Debt Cap. For the avoidance of doubt, (i) such increased commitments and new loans maybe incurred under clause (2) of the immediately preceding sentence in Borrower’s sole discretion prior to being allocated by the Borrower to the amount allowed under clause (1) from the immediately preceding sentence and (ii) the 2017 Incremental Term Loans shall not reduce clause (1) of the Incremental Cap. Any such increased commitment or new loan shall be in an amount not less than $25,000,000 individually and integral multiples of $10,000,000 in excess of that amount. Each such notice from the applicable Borrower shall specify (a) the date (each, an “Increased Amount Date”) on which the applicable Borrower proposes that the New Multicurrency Revolving Credit Commitments, New USD Revolving Credit Commitments or New Term Loan Commitments, as applicable, shall be effective, which shall be a date not less than five (5) Business Days after the date on which such notice is delivered to the Administrative Agent, (b) in the case of New Term Loan Commitments or New Multicurrency Revolving Credit Commitments, the currency in which such Incremental Facility shall be denominated and (c) the identity of each Lender or other Person that is an Eligible Assignee (each, a “New Multicurrency Revolving Credit Lender”, “New USD Revolving Credit Lender” or “New Term Loan Lender,” as applicable) to whom the applicable Borrower proposes any portion of such New Revolving Credit Commitments or New Term Loan Commitments, as applicable, be allocated and the amounts of such allocations; provided that the Administrative Agent may elect or decline to arrange such New Revolving Credit Commitments or New Term Loan Commitments in its sole discretion and any Lender approached to provide all or a portion of the New Revolving Credit Commitments or New Term Loan Commitments may elect or decline, in its sole discretion, to provide a New Revolving Credit Commitment or a New Term Loan Commitment. Such New Revolving Credit Commitments or New Term Loan Commitments shall become effective as of such Increased Amount Date; provided that (i) no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one exist on such Increased Amount Date before or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental New Revolving Credit Commitments or New Term Loan Commitments, as applicable; (ii) both before and assuming after giving effect to the making of any Series of New Term Loans, each of the conditions set forth in Section 4.02 shall be satisfied; (iii) the Company and its Subsidiaries shall be in pro forma compliance with each of the covenants set forth in Section 7.07 (calculated on a pro forma basis as of the last day of the then-most recently ended Fiscal Quarter as if all such Incremental incremental or increased Commitments are had been fully drawn and/or fundedon such date but without netting the proceeds thereof) (provided that, to the extent the proceeds of Loans made pursuant to any New Term Loan Commitment will be used to consummate a Limited Condition Acquisition, the requirements specified in clauses (i), (ii) and (iii) above shall only be required to be satisfied on the date on which definitive purchase or merger agreements with respect to such Limited Condition Acquisition are entered into); (iv) the New Revolving Credit Commitments or New Term Loan Commitments, as applicable, shall be effected pursuant to one or more Joinder Agreements executed and delivered by the applicable Borrower, each New Revolving Credit Lender or New Term Loan Lender, as applicable, and applied for the purpose intendedAdministrative Agent, each of which shall be recorded in the Register, and each New Revolving Credit Lender or New Term Loan Lender shall be subject to the requirements set forth in Section 3.01(e); (v) the Consolidated Net Leverage Ratio does not exceed 3.00 applicable Borrower(s) shall make any payments required pursuant to 1.00Section 3.05 in connection with the New Revolving Credit Commitments or New Term Loan Commitments, as applicable; and (vi) the Company shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent in connection with any such transaction. Any New Term Loans made on an Increased Amount Date shall be designated a separate series (a “Series”) of New Term Loans for all purposes of this Agreement.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default The Borrower or Event of Default has occurred and is continuingany Guarantor may, the Borrower shall have the right, at any time and from time to time prior after the Closing Date, upon notice by the Borrower to the Maturity Date, Person appointed by the Borrower to incur additional Indebtedness under this Credit Agreement in the form of arrange an incremental Facility (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitmentssuch Person, the “Incremental Arranger”) specifying the proposed amount thereof and the proposed currency denomination thereof, request (i) an increase in any Term Loan Tranche then outstanding (each, a “Term Commitment Increase”), (ii) the addition of one or more new term loan facilities, in each case, in such currency or currencies as the Borrower identifies in such notice (each, a “New Term Facility”; and any advance made by a Lender thereunder, a “New Term Loan”; and the commitments thereof, the “New Term Commitment”) and/or (iii) an increase in the amount of the Revolving Credit Commitments (a “Revolving Commitment Increase”; and, together with the Term Commitment Increase and the New Term Commitments the “New Loan Commitments”) for term loan facilities which shall constitute by (or in) a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate principal amount of Incremental Commitments not to exceed $400,000,000; provided thatthe sum of (such sum, if the Collateral Event has occurredat any such time, the aggregate “Available Incremental Amount”): (x) the sum of (the amount of all available under this clause (x), the “Cash-Capped Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into Facility”) (I) the greater of (xA) $400,000,000 325,000,000 and (yB) an amount such that, 100% of Consolidated EBITDA of the Group Parties (and after giving effect to any acquisition consummated concurrently therewith on a Pro Forma Basis after giving effect and all other appropriate pro forma adjustment events consistent with the definition of “Consolidated EBITDA” and Section 1.10), minus (II) Incremental Equivalent Cash Component Debt, plus (y) an unlimited amount (the “Ratio-Based Incremental Facility”) so long as the Maximum Leverage Requirement is satisfied and (z) an amount equal to such Incremental Commitments (1) all voluntary prepayments, redemptions and assuming such Incremental Commitments are fully drawn and/or fundedrepurchases and payments (including prepayments at a discount to par and open market purchases, as applicable, and applied with credit given for the purpose intended) actual amount of the Consolidated Net Leverage Ratio does not exceed 3.00 cash payment, giving credit to 1.00.the principal amount of the Indebtedness repurchased and all prepayments and permanent commitment reductions (including pursuant to Section 3.08 or any substantially similar provisions in the documentation governing

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so So long as no Default or Event of Default has occurred and is continuingunder Subsection 9.1 (a) or (f) exists or would arise therefrom, the Borrower Representative shall have the right, at any time and from time to time prior to after the Maturity Closing Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) to request new term loan commitments under one or more increases new term loan credit facilities to be included in this Agreement (the Revolving Committed Amount (each an “Increased Revolver CommitmentIncremental Term Loan Commitments”) which shall constitute one and the same Facility as the existing Revolving Commitments or ), (ii) to increase the Existing Term Loans by requesting new term loan commitments to be added to an Existing Tranche of Term Loans (the “Supplemental Term Loan Commitments”), (iii) to increase the Existing Revolving Commitments by requesting new Revolving Loan Commitments be added to an Existing Tranche of Existing Revolving Commitments (the “Supplemental Revolving Commitments”), (iv) to request new commitments under one or more commitments new revolving facilities to be included in this Agreement (each, an the “Incremental Facility CommitmentRevolving Commitments”), and (v) to request new letter of credit facility commitments under one or more new letter of credit facilities to be included in this Agreement (the “Incremental Letter of Credit Commitments” and, together with the Increased Revolver Incremental Term Loan Commitments, Supplemental Term Loan Commitments, Supplemental Revolving Commitments and the Incremental Revolving Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum provided that, (i) the aggregate amount of Incremental Commitments not permitted pursuant to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments this Subsection 2.8 shall not exceed exceed, at the time any such the respective Incremental Commitments are entered into the greater of Commitment becomes effective (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to the Incurrence of Indebtedness in connection therewith and the application of proceeds of any such Indebtedness to refinancing other Indebtedness), an amount that could then be Incurred under this Agreement in compliance with Subsection 8.1(b)(i), (ii) if any portion of an Incremental Commitment is to be incurred in reliance on clause (ii) of the definition of “Maximum Incremental Facilities Amount,” the Borrower Representative shall have delivered a certificate to the Administrative Agent, certifying compliance with the financial test set forth in such clause (together with calculations demonstrating compliance with such test) and (iii) if any portion of an Incremental Commitment is to be incurred in reliance on clause (i) of the definition of “Maximum Incremental Facilities Amount,” the Borrower Representative shall have delivered a certificate to the Administrative Agent, certifying the amount of the available basket in such clause to be used for the incurrence of such Incremental Commitments (and assuming Commitment. Any loans made in respect of any such Incremental Commitment (other than Supplemental Term Loan Commitments are fully drawn and/or fundedand Supplemental Revolving Commitments) shall be made by creating a new Tranche. Each Incremental Commitment made available pursuant to this Subsection 2.8 shall be made in Dollars, Euro, Sterling and such other currencies as applicablemutually agreed by the Parent Borrower and the lenders thereunder and shall be in a minimum aggregate amount of at least $10,000,000 and in integral multiples of $5,000,000 in excess thereof (in the case of Incremental Commitments denominated in Dollars) or in a minimum aggregate amount of at least €10,000,000 and in integral multiples of €5,000,000 in excess thereof (in the case of Incremental Commitments denominated in Euro) (or, and applied for in each case, in such lower minimum amounts or multiples as agreed to by the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00Administrative Agent in its reasonable discretion).

Incremental Facilities. (a) Subject The Borrowers’ Agent and any one or more Lenders (including New Lenders) may from time to time agree that such Lenders shall make, obtain or increase the amount of their Term Loans (any such Terms Loans, “Incremental Term Loans”)) or Revolving Commitments, as applicable, by executing and delivering to the terms Administrative Agent an Increased Facility Activation Notice specifying (i) the amount of such increase and conditions set forth herein the Facility or Facilities involved, (ii) the applicable Increased Facility Closing Date and so long as (iii) in the case of Incremental Term Loans, (A) the applicable Incremental Term Maturity Date, (B) the amortization schedule for such Incremental Term Loans, and (C) the Applicable Margin for such Incremental Term Loans; provided, that (1) upon the effectiveness of each Incremental Term Loan or increase in Revolving Commitments no Default or Event of Default has occurred and is continuing, the Borrower continuing or shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of result therefrom; (i2) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to the incurrence of any Incremental Term Loans or increased Revolving Commitments, (assuming in the case of an increase in the Revolving Commitments the full drawing of such increased Revolving Commitments and, without duplication, after giving effect to (x) the borrowing of any Revolving Loans on such day under such increased Revolving Commitments, (y) other permitted pro forma adjustment events and (z) any permanent repayment of Indebtedness after the beginning of the relevant determination period but prior to or simultaneous with borrowing), the MLP is in compliance with the financial covenants in Section 7.1; (3) in the case of an incurrence of an Incremental Term Loan, the Weighted Average Life to Maturity of such Incremental Commitments Term Loans shall not be shorter than the Weighted Average Life to Maturity of any then-outstanding Term Loans, (4) upon the effectiveness of each incurrence of any Incremental Term Loans or increase in Revolving Commitments, each of the representations and assuming warranties made by any Loan Party in or pursuant to the Loan Documents shall be true and correct in all material respects (except to the extent (i) any such Incremental Commitments representations and warranties relate, by their terms, to a specific date, in which case such representations and warranties shall be true and correct in all material respects on and as of such specific date and (ii) any such representations and warranties are fully drawn and/or fundedqualified by materiality, as applicable, in which case such representations and applied for the purpose intendedwarranties shall be true and correct in all respects) and (5) the Consolidated Net Leverage Ratio does Administrative Agent shall have received all flood hazard determination certifications, acknowledgements and evidence of flood insurance and other flood-related documentation with respect to real property Collateral as required by applicable law and as reasonably required by the Administrative Agent to comply with applicable Law or the requirements of its regulators. Notwithstanding the foregoing, (i) the aggregate amount of borrowings of Incremental Term Loans and incremental Revolving Commitments obtained after the Closing Date pursuant to this paragraph shall not exceed 3.00 $200,000,000 and (ii) without the consent of the Administrative Agent, each increase effected pursuant to 1.00this paragraph shall be in a minimum amount of at least $20,000,000. No Lender shall have any obligation to participate in any increase described in this paragraph unless it agrees to do so in its sole discretion.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the (a) Parent Borrower shall have the right, at any time and from time to time prior but not the obligation, after the Closing Date, upon notice to the Maturity DateAdministrative Agent (an “Incremental Borrowing Notice”), to incur additional Indebtedness under this Credit Agreement in the form of (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments additional term loan facilities (each, an “Incremental Term Loan Facility”) or additional revolving facilities (each, an “Incremental Revolving Facility”), or one or more increases in the aggregate commitments under the Initial Revolving Facility Commitment(each, an “Incremental Revolving Increase”) (which may, with respect to any Incremental Revolving Facility or any Incremental Revolving Increase, at the election of Parent Borrower and together with the Increased Revolver Commitmentsconsent of the LC Issuer, include a proportionate increase to the LC Commitment Amount and, with the consent of the Swing Line Lender (such consent not to be unreasonably withheld or delayed), the Swing Line Commitment) (each, an “Incremental Initial Revolving Facility,” the loans thereunder, the “Incremental CommitmentsInitial Revolving Loans”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (and each of the foregoing, an “Incremental Facility,” and collectively, the loans thereunder, “Incremental LoansFacilities”), up to in each case sharing in the Collateral (as defined below) on a maximum pari passu or junior basis, in an aggregate amount of Incremental Commitments not up to exceed (x) $400,000,000; provided that, if the Collateral Event has occurred, 30.0 million minus the aggregate amount of all Indebtedness incurred in reliance on clause (a)(x) of the definition of “Permitted Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and Indebtedness,” plus (y) an unlimited additional amounts so long as after giving effect to the incurrence of the Loans in respect of such Incremental Term Loan Commitments and/or Incremental Revolving Credit Commitments (assuming the full amount such thatthereof is drawn) and/or Permitted Incremental Indebtedness incurred under Section 7.03(w) and after giving effect to any Specified Transaction that may be consummated in connection therewith, the Leverage Ratio (calculated on a Pro Forma Basis and provided that (A) all Permitted Incremental Indebtedness incurred under Section 7.03(w) shall also be included in such calculation for this purpose, whether or not it would otherwise be included and (B) the proceeds of the Incremental Facility being incurred shall not be netted against indebtedness for purposes of the calculation relating to such incurrence) shall not be greater than 3.00 to 1.00; provided that (a) no commitment of any Lender may be increased without the consent of such Lender, (b) no Event of Default exists after giving effect to thereto (provided, however, that if the proceeds of such Incremental Commitments Facilities are used to finance a Permitted Acquisition or other Investment permitted by this Agreement (and assuming costs reasonably related thereto), it shall only be required that no Specified Event of Default shall be continuing at the time of incurrence), (c) except in the case of an Incremental Facility the proceeds of which are used to finance a Permitted Acquisition or other permitted Investment, the Parent Borrower shall be in compliance with the covenant under Section 7.06(a), (d) any Incremental Facility that is an increase in the aggregate amount of the Initial Revolving Commitment shall be on the same terms and pursuant to the same documentation as the Initial Revolving Commitment, (e) the yield applicable to any Incremental Initial Revolving Facility shall be equal to the corresponding yield on the Initial Revolving Facility (calculated for such Incremental Initial Revolving Facility and Initial Revolving Facility inclusive of any original issue discount and/or upfront fee percentage paid to all Lenders, but exclusive of any arrangement, underwriting or similar fees); provided, that Parent Borrower may increase the pricing of the Initial Revolving Facility, without the consent of the Administrative Agent or any Lender, such that the foregoing is true, including increasing the Applicable Margin, the Commitment Fee, adding or increasing an existing “LIBOR Floor” (if applicable), and paying additional original issue discount and/or upfront fees, (f) in the case of any Incremental Revolving Facility, (i) such Incremental Revolving Facility shall have a final maturity no earlier than the Revolving Facility Termination Date then applicable to the Initial Revolving Facility and (ii) such Incremental Revolving Facility shall provide that (A) the borrowing and repayment (except for (1) payments of interest and fees at different rates on the Incremental Revolving Facility (and related outstandings), (2) repayments required upon the maturity date of the Incremental Revolving Facility and (3) repayment made in connection with a permanent repayment and termination of commitments (subject to clause (C) below)) of Loans with respect to Incremental Revolving Credit Commitments are fully drawn after the effectiveness of such Incremental Revolving Facility shall be made on a pro rata basis with all other Revolving Credit Commitments on the date of effectiveness of such Incremental Revolving Facility, (B) subject to the provisions of Sections 2.04(e) and 2.05(h) to the extent dealing with Swing Loans and Letters of Credit which mature or expire after a maturity date when there exists Incremental Revolving Facilities with a longer maturity date, all Swing Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the Revolving Credit Commitments on the effective date of such Incremental Revolving Facility (and except as provided in Section 2.04(e) and Section 2.05(h), without giving effect to changes thereto on an earlier maturity date with respect to Swing Loans and Letters of Credit theretofore incurred or issued), (C) Incremental Revolving Facilities may include provisions relating to swing line loans and/or fundedletters of credit, as applicable, and applied issued thereunder, which issuances shall be on terms substantially similar (except for the purpose intendedoverall size of such subfacilities, the fees payable in connection therewith and the identity of the swing line lender and letter of credit issuer, as applicable, which shall be determined by the Parent Borrower, the lenders of such commitments and the applicable letter of credit issuers and swing line lenders and borrowing, repayment and termination of commitment procedures with respect thereto, in each case which shall be specified in the applicable Incremental Revolving Credit Assumption Agreement) to the terms relating to Swing Loans and Letters of Credit with respect to the Revolving Commitments or otherwise reasonably acceptable to the Administrative Agent and (D) assignments and participations of Incremental Revolving Commitments and Loans shall be governed by the same assignment and participation provisions, (g) the Consolidated Net Leverage Ratio does yield applicable to any Incremental Term Loan Facility or Incremental Revolving Facility shall not exceed 3.00 be more than 0.50% higher than the yield on the corresponding Initial Facility (calculated for both such Incremental Facility and the corresponding Initial Facility inclusive of any “LIBOR Floor” (if, applicable), original issue discount and/or upfront fees paid to 1.00all Lenders under such Initial Facility, but exclusive of any arrangement, underwriting or similar fee paid), unless the yield with respect to the applicable Initial Facility is increased by an amount equal to or greater than the difference between the yield with respect to the Incremental Facility and the corresponding yield on such Initial Facility minus 0.50% (for purposes of determining the difference in “yield” as to such Incremental Facility and the corresponding Initial Facility, yield shall be calculated by adding the difference with respect to such Incremental Facility and such corresponding Initial Facility of each of the following: (i) Applicable Revolving Loan Margin or Applicable Term Loan Margin, as applicable, (ii) “LIBOR floor”, which shall be equated to yield by taking the difference of (A) the “LIBOR floor” of such facility and (B) the 3-month Adjusted Eurodollar Rate as of a date ten (10) Business Days prior to the closing of such Incremental Facility and (iii) original issue discount and/or upfront fees, which shall be equated to yield by dividing such original issue discount and/or upfront fee percentage (as of the date such facility was funded, in each case), by four (4) (provided, that for purposes of calculating the yield related to the original issue discount and/or upfront fee percentage of the Incremental Facilities, if the Weighted Average Life to Maturity of the Incremental Facility is shorter than 4 years, the actual Weighted Average Life to Maturity), (h) the maturity of any Incremental Term Loan Facility shall not be earlier than the Latest Maturity Date of the Initial Term Loans, (i) the Weighted Average Life to Maturity of any Incremental Term Loan Facility shall not be shorter than that of the Initial Term Loan Facility, (j) the Incremental Term Loan Facility shall provide that such facility shall be prepaid with the proceeds of mandatory prepayment events on a pro rata basis or less than a pro rata basis (but not greater than a pro rata basis) with other then outstanding Initial Term Loans, (k) the covenants, events of default and guarantees of such Incremental Term Loan Facility or Incremental Revolving Facility, if not consistent with the terms of the corresponding Initial Facility (A) shall be as mutually agreed upon between Parent Borrower and lenders providing such Incremental Facility and (B) shall not be more restrictive to Parent Borrower, when taken as a whole, than the terms of the corresponding Initial Facility unless (1) Lenders under the corresponding Initial Facility also receive the benefit of such more restrictive terms (without any consent being required) or (2) any such provisions apply after the Latest Maturity Date of the corresponding Initial Facility and (l) (x) Incremental Term Loan Facilities shall be requested in minimum amounts of $2.5 million or a higher multiple of $1.0 million and (y) Incremental Revolving Facilities shall be requested in minimum amounts of $1.0 million or a higher multiple of $1.0 million. The proceeds of each Incremental Facility may be used to finance working capital needs, for general corporate purposes and to finance any transactions permitted by this Agreement. The commitments in respect of any Incremental Facilities may be denominated in U.S. Dollars and/or other currencies as agreed among Parent Borrower, the Administrative Agent and the lenders providing such Incremental Facilities. Each Incremental Borrowing Notice shall set forth (i) the amount of the Incremental Term Loan Commitments or Incremental Revolving Credit Commitments being requested, (ii) the date on which such Incremental Term Loan Commitments or Incremental Revolving Credit Commitments are requested to become effective (which shall not be less than five (5) Business Days nor more than sixty (60) days after the date of Incremental Borrowing Notice, unless otherwise agreed to by the Administrative Agent) and (iii) whether such Incremental Term Loan Commitments, if any, are to be Term Commitments or commitments to make term loans with terms different from the Term Loans (“Other Term Loans”).

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so So long as no Default or Event of Default has occurred and is continuingunder Subsection 9.1 (a) or (f) exists or would arise therefrom, the Borrower shall have the right, at any time and from time to time prior to after the Maturity Closing Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) to request new term loan commitments under one or more increases new term loan credit facilities to be included in this Agreement (the Revolving Committed Amount (each an “Increased Revolver CommitmentIncremental Term Loan Commitments”) which shall constitute one and the same Facility as the existing Revolving Commitments or ), (ii) to increase the Existing Term Loans by requesting new term loan commitments to be added to an Existing Tranche of Term Loans (the “Supplemental Term Loan Commitments”), (iii) to increase the Existing Revolving Commitments by requesting new Revolving Loan Commitments be added to an Existing Tranche of Existing Revolving Commitments (the “Supplemental Revolving Commitments”), (iv) to request new commitments under one or more commitments new revolving facilities to be included in this Agreement (each, an the “Incremental Facility CommitmentRevolving Commitments”), and (v) to request new letter of credit facility commitments under one or more new letter of credit facilities to be included in this Agreement (the “Incremental Letter of Credit Commitments” and, together with the Increased Revolver Incremental Term Loan Commitments, Supplemental Term Loan Commitments, Supplemental Revolving Commitments and the Incremental Revolving Commitments, the “Incremental Commitments”); provided that, (i) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not permitted pursuant to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments this Subsection 2.8 shall not exceed exceed, at the time any such the respective Incremental Commitments are entered into the greater of Commitment becomes effective (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to the Incurrence of Indebtedness in connection therewith and the application of proceeds of any such Indebtedness to refinancing such other Indebtedness), an amount that could then be Incurred under this Agreement in compliance with Subsection 8.1(b)(i), (ii) if any portion of an Incremental Commitment is to be incurred in reliance on clause (ii) of the definition of “Maximum Incremental Facilities Amount”, the Borrower shall have delivered a certificate to the Administrative Agent, certifying compliance with the financial test set forth in such clause (together with calculations demonstrating compliance with such test) and (iii) if any portion of an Incremental Commitment is to be incurred in reliance on clause (i) of the definition of “Maximum Incremental Facilities Amount”, the Borrower shall have delivered a certificate to the Administrative Agent, certifying the amount of the available basket in such clause to be used for the incurrence of such Incremental Commitments (and assuming Commitment. Any loans made in respect of any such Incremental Commitment (other than Supplemental Term Loan Commitments are fully drawn and/or funded, and Supplemental Revolving Commitments) shall be made by creating a new Tranche. Each Incremental Commitment made available pursuant to this Subsection 2.8 shall be in a minimum aggregate amount of at least $10,000,000 and in integral multiples of $5,000,000 in excess thereof (or in such lower minimum amounts or multiples as applicable, and applied for agreed to by the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00Administrative Agent in its reasonable discretion).

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so So long as no Default or Event of Default has occurred and is continuingexists or would arise therefrom (or, in the case of an incurrence of Incremental Loans in connection with a Limited Condition Acquisition, no Event of Default exists as of the date the definitive acquisition agreements for such Limited Condition Acquisition are entered into), the Borrower shall have the right, at any time and from time to time prior to after the Maturity Closing Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) to request new term loan commitments under one or more increases new term loan credit facilities to be included in this Agreement (the commitments thereunder, the “Incremental Term Loan Commitments” and each a “New Term Facility”), (ii) to increase the existing Term Loans by requesting new term loan commitments to be added to an existing Tranche of Term Loans (the “Supplemental Term Loan Commitments”), (iii) to request new commitments under one or more new revolving facilities to be included in this Agreement (the “Incremental Revolving Committed Amount (Commitments” and each an a “Increased Revolver CommitmentNew Revolving Facility”) which shall constitute one and the same Facility as (iv) to increase the existing Revolving Commitments or Credit Facility by requesting new revolving credit commitments to be added to an existing Tranche of Revolving Credit Loans (ii) one or more commitments (eachthe “Supplemental Revolving Commitments” and, an “Incremental Facility Commitment”, and together with the Increased Revolver Incremental Term Loan Commitments, Supplemental Term Loan Commitments and the Incremental Revolving Commitments, the “Incremental Commitments”) for term loan facilities which by an amount not to exceed the Incremental Amount (at the time of incurrence or establishment of such Incremental 135 Commitment). Any loans made in respect of any such Incremental Commitment (other than Supplemental Term Loan Commitments and Supplemental Revolving Commitments) shall constitute be made by creating a new Facility as provided Tranche. Each Incremental Commitment made available pursuant to this Section 2.14 shall be in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum minimum aggregate amount of Incremental Commitments not to exceed at least $400,000,000; provided that, if 5,000,000 and in integral multiples of $1,000,000 in excess thereof (or such lesser amounts as the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00Administrative Agent may agree).

Incremental Facilities. (a) Subject to the terms The Parent Borrower and conditions set forth herein and so long as no Default any one or Event of Default has occurred and is continuing, the Borrower shall have the right, at any time and more Lenders (including New Lenders) may from time to time prior to the Maturity Dateagree that such Lenders shall make, to incur additional Indebtedness under this Credit Agreement in the form of (i) obtain one or more increases to additional tranches of term loans or increase the Revolving Committed Amount amount of their Term Loans (each an “Increased Revolver Commitment”which may be effected by increasing the amount of any then existing Facility of Term Loans) which shall constitute one and the same Facility as the existing Revolving Commitments (any such Term Loans or (ii) one or more commitments (additional tranche of term loans each, an “Incremental Facility CommitmentTerm Facility”) or increase the aggregate amount of the Revolving Commitments (any such increase, an “Incremental Revolving Facility”, and together with the Increased Revolver Commitmentsany Incremental Term Facilities, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental LoansFacilities”), up as applicable, by executing and delivering to a maximum aggregate the Administrative Agent an Incremental Facility Activation Notice specifying (i) the amount of such increase and the Facility or Facilitates involved, (ii) the applicable Incremental Commitments Facility Closing Date (which shall be a date not less than ten (10) Business Days after the date on which such notice is delivered to exceed $400,000,000the Administrative Agent (or such earlier date as shall be agreed by the Administrative Agent)) and (iii) in the case of Incremental Term Loans, (x) the applicable Incremental Term Loan Maturity Date, (y) the amortization schedule for such Incremental Term Loans and (z) the Applicable Margin for such Incremental Term Loans; provided thatprovided, if the Collateral Event has occurred, that (i) the aggregate amount of all Incremental Commitments Facilities established on any date shall not exceed at the time any such Incremental Commitments are entered into the greater sum of (x) $400,000,000 and an amount equal to the Base Incremental Amount on such date, plus (y) an additional amount equal to the Voluntary Prepayment Amount on such date plus (z) an additional amount equal to the Maximum Incremental Ratio Amount as of such date (the sum of the amounts in clauses (x), (y) and (z), the “Incremental Availability Amount”) (it being understood that (A) the applicable Borrower shall be deemed to have utilized amounts under clauses (y) and/or (z) above prior to utilization of amounts under clause (x) above, and if the applicable Borrower does not make an election, the applicable Borrower shall be deemed to have elected clause (z), (B) the proceeds from any incurrence under such clauses may be utilized in a single transaction by first calculating the incurrence under clauses (y) and/or (z) above and then calculating the incurrence under clause (x) above (it being understood that any amounts incurred under clauses (x) and/or (y) above concurrently with amounts incurred under clause (z) above will not count as Indebtedness for the purposes of calculating the applicable ratio in clause (z) thereof at the time of such concurrent incurrence) and (C) the Parent Borrower may reclassify utilizations among clauses (x), (y) and (z) above if, at the time of such reclassification, the Parent Borrower would be permitted to incur the aggregate principal amount of Indebtedness being so reclassified), (ii) each Incremental Facility shall be in a minimum aggregate principal amount of $10,000,000, (iii) the Loans in respect of any Incremental Facility and all obligations in respect thereof shall be Obligations under this Agreement and the other Loan Documents that are (A) guaranteed on a pari passu basis with all of the other Obligations under this Agreement and the other Loan Documents and (B) secured by the Collateral (and no other property) and the Liens on the Collateral securing such Incremental Facility and all other obligations in respect thereof shall be pari passu with the Liens on the Collateral securing all of the other Obligations under this Agreement and the other Loan Documents, (iv) the Incremental Term Loans in respect of any Incremental Term Facility will be entitled to prepayments on the same basis as the Term B Loans unless the applicable Incremental Facility Activation Notice specifies a lesser treatment, (v) except in the case of a bridge loan the terms of which provide for an automatic extension of the maturity date thereof to a date that would satisfy the following requirement in this clause (v), such Incremental Term Loans shall have a final maturity no earlier than the Latest Maturity Date of the Term B Facility (determined immediately prior to incurrence of such Incremental Term Loans), (vi) except in the case of a bridge loan the terms of which provide for an automatic extension of the maturity date thereof to a date that would satisfy the following requirement in this clause (vi), the weighted average life to maturity of such Incremental Term Facility shall be no shorter than that of any existing Term B Loans (except if required in order to make such Incremental Term Loans fungible with any outstanding Term B Loans), (vii) the interest rates, currency, discounts, premiums, rate floors, fees and (subject to clauses (v) and (vi) above) amortization schedule applicable to such Incremental Term Facility shall be determined by the applicable Borrower and the Lenders providing such Incremental Term Facility, provided that, in the event that the all-in-yield (whether in the form of interest rate margins, original issue discount, upfront fees or other fees paid to all lenders or interest rate floors) for any Incremental Term Facility denominated in Dollars incurred on a Pro Forma Basis or prior to the date that is six months after the Closing Date (other than in respect of (A) any Incremental Term Facility originally incurred pursuant to the Base Incremental Amount or the Voluntary Prepayment Amount, (B) any Incremental Term Facility that has an outside maturity date more than one year after the maturity date of the Term B Facility and (C) up to $84,000,000 of other Incremental Term Facilities) shall be more than 50 basis points higher than the corresponding all-in-yield (giving effect to interest rate margins, original issue discount, upfront fees or other fees paid to all lenders and interest rate floors) for any then existing Term B Loans as determined by the Administrative Agent in accordance with standard market practices, then the all-in-yield with respect to the outstanding Term B Loans shall be increased to the amount necessary so that the difference between the all-in-yield with respect to the Incremental Term Facility and the all-in-yield on the outstanding Term B Loans is equal to 00 xxxxx xxxxxx, (xxxx) any Incremental Term Facility shall be on terms and pursuant to documentation to be determined by the applicable Borrower and the Lenders providing such Incremental Commitments Term Facility; provided that to the extent that (subject to clauses (iv) through (vii) above) the terms and assuming documentation of any Incremental Term Facility are not consistent with the terms and documentation of the Term B Facility, they shall be reasonably satisfactory to the Administrative Agent and (ix) any Incremental Revolving Facility shall be on terms and pursuant to documentation applicable to the Revolving Facility (including the maturity date in respect thereof) (it being understood that, if required to consummate an Incremental Revolving Facility, the applicable Borrower may increase the pricing, interest rate margins, rate floors and undrawn fees on the Revolving Facility for all Revolving Lenders under the Revolving Facility, but additional upfront or similar fees may be payable to the lenders participating in such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does Revolving Facility without any requirement to pay such amounts to any existing Revolving Lenders that do not exceed 3.00 participate in such Incremental Revolving Facility). No Lender shall have any obligation to 1.00participate in any Incremental Facility unless it agrees to do so in its sole discretion.

Incremental Facilities. (a) Subject Upon notice to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuingAdministrative Agent (which shall promptly notify the Lenders), the Borrower shall have the right, at any time and may from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) add one or more increases to the Revolving Committed Amount new tranches of term loan facilities (each an “Increased Revolver CommitmentIncremental Term Loan”) or request an increase in the Aggregate Commitments (which shall constitute one increase may take the form of an increase to the Revolving Credit Facility or to the Term Facility) (each an “Incremental Increase”; together with the Incremental Term Loans, and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility CommitmentFacility”, and together with the Increased Revolver Commitments, ) by an amount (the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental LoansAmount”), up together with amounts utilized to a maximum aggregate amount incur any Incremental Notes, not exceeding the sum of Incremental Commitments not to exceed (A) $400,000,000; provided that, if the Collateral Event has occurred, plus the aggregate amount of all Incremental voluntary prepayments of Term Loans and permanent reductions of Revolving Credit Commitments shall not exceed at made prior to the time date of any such Incremental Commitments are entered into applicable incurrence (other than, in each case, prepayments made with the greater proceeds of long term indebtedness), plus (B) an unlimited amount so long as, in the case of this clause (B), (x) $400,000,000 in the case of Indebtedness secured on a pari passu basis with the Term Loans, the Consolidated Senior Secured Net Leverage Ratio of the Borrower and its Subsidiaries as of the last day of the applicable Reference Period, on a pro forma basis, does not exceed the Consolidated Senior Secured Net Leverage Incurrence Ratio, and (y) an amount such thatin the case of Indebtedness secured on a junior lien or unsecured basis, the Consolidated Total Leverage Ratio of the Borrower and its Subsidiaries as of the last day of the applicable Reference Period, on a Pro Forma Basis after pro forma basis does not exceed the Consolidated Total Leverage Incurrence Ratio; provided, that Incremental Facilities may be incurred under both the preceding clauses (A) and (B) in a single transaction by first calculating the portion of the Indebtedness being incurred under clause (B) (without giving effect to the Indebtedness being incurred under clause (A)) and second calculating the portion of the Indebtedness being incurred under clause (A); provided, further, that (i) any such request for an Incremental Facility shall be in a minimum amount of $25,000,000, (ii) the Borrower may make a maximum of five such requests, (iii) no Incremental Term Loan shall mature earlier than the Maturity Date or have a shorter weighted average life to maturity than the remaining weighted average life to maturity of the Term Facility, (iv) each Incremental Term Loan shall rank pari passu or junior in right of payment, prepayment and/or voting with the Term Loans, including sharing in mandatory prepayments under Section 2.05(b) pro rata with the Term Loans (unless agreed to be paid after the Term Loans by the Lenders providing such Incremental Commitments Term Loans), (v) any Incremental Term Loan secured on a junior lien basis to the Term Facility shall be subject to customary second lien, prepayment, standstill and assuming other provisions reasonably acceptable to the Administrative Agent and the Borrower), (vi) no Incremental Facility shall be guaranteed by entities other than Subsidiary Guarantors and no Incremental Facility that is secured shall be secured by any assets other than Collateral, (vii) other than as expressly provided in this Section 2.16, any Incremental Term Loan shall be on terms and conditions substantially identical to, or (taken as a whole) not materially more favorable (as reasonably determined by the Borrower) to the lenders providing such Incremental Commitments are fully drawn and/or fundedTerm Loan than those applicable to the Term Facility (except for covenants or other provisions applicable only to periods after the Maturity Date, closing date conditions, fees, interest rate and other economic terms) and (viii) any Incremental Increase of the Revolving Credit Facility or the Term Facility shall be on terms identical to and pursuant to the documentation applicable to the Revolving Credit Facility or the Term Facility, as applicableapplicable (other than with respect to closing date conditions, fees for such Incremental Increase and applied other terms meant to implement such Incremental Increase). Incremental Facilities may be (but shall not be required to be) provided by any existing Lender, in each case on terms permitted in this Section 2.16 and otherwise on terms reasonably acceptable to the Borrower and the Administrative Agent; provided that the Borrower shall not be required to offer or accept commitments from existing Lenders for any Incremental Facility. At the purpose intendedtime of sending the notice referred to in the foregoing sentence, the Borrower (in consultation with the Administrative Agent) shall specify the Consolidated Net Leverage Ratio does not exceed 3.00 time period within which any Appropriate Lender is requested to 1.00.respond (which shall in no event be less than ten Business Days from the date of delivery of such notice to the Appropriate Lenders),

Incremental Facilities. (a) Subject The Borrower Representative may by written notice to the terms Administrative Agent at any time after the Restatement Date elect to request (A) prior to the Revolving Commitment Termination Date, an increase to the existing Revolving Commitments (any such increase, the “Incremental Revolving Commitments”) and/or (B) the establishment of one or more new term loan commitments (the “Incremental Term Loan Commitments”), by an aggregate amount not to exceed (1) the sum of (x) $1,350,000,000 plus (y) the aggregate amount of all voluntary prepayments of Term Loans and conditions set forth herein and Revolving Loans pursuant to Section 2.13(a) (to the extent, in the case of voluntary prepayments of Revolving Loans, there is an equivalent permanent reduction of the Revolving Commitments pursuant to Section 2.13(b)), plus (z) the aggregate amount of Revolving Commitments of any Lender that was a Defaulting Lender that have been terminated, plus (2) an additional unlimited amount so long as, after giving pro forma effect to the incurrence of such Incremental Revolving Commitments and/or Incremental Term Loan Commitments and the consummation of any Investment or acquisition, repayment of any Indebtedness or payment or making of any Restricted Payment with the Net Cash Proceeds thereof (assuming a borrowing of the maximum amount of Loans available thereunder, but otherwise excluding the Net Cash Proceeds of any such Incremental Term Loan Commitments or Incremental Revolving Commitments), the Senior Secured Net Leverage Ratio would not exceed 3.00:1.00, and, in each case, not less than $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent or such lesser amount that shall constitute the maximum amount then permitted to be incurred pursuant to clauses (1) and (2) above on such date of determination), and integral multiples of $10,000,000 in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which the Borrower Representative proposes that the Incremental Revolving Commitments or Incremental Term Loan Commitments, as applicable, shall be effective, which shall be a date not less than 10 Business Days after the date on which such notice is delivered to the Administrative Agent and (B) the identity of each Lender or other Person that is an Eligible Assignee (each, an “Incremental Revolving Loan Lender” or “Incremental Term Loan Lender”, as applicable) to whom the Borrower Representative proposes any portion of such Incremental Revolving Commitments or Incremental Term Loan Commitments, as applicable, be allocated and the amounts of such allocations; provided that the Administrative Agent may elect or decline to arrange such Incremental Revolving Commitments or Incremental Term Loan Commitments in its sole discretion and any Lender approached to provide all or a portion of the Incremental Revolving Commitments or Incremental Term Loan Commitments may elect or decline, in its sole discretion, to provide an Incremental Revolving Commitment or an Incremental Term Loan Commitment. Such Incremental Revolving Commitments or Incremental Term Loan Commitments shall become effective as of such Increased Amount Date; provided that: (1) no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one exist on such Increased Amount Date before or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental Revolving Commitments or Incremental Term Loan Commitments, as applicable; (2) both before and assuming after giving effect to the incurrence of such Incremental Revolving 106 NY\6180200.13 Commitments are fully drawn and/or fundedIncremental Term Loan Commitments, each of the conditions set forth in Section 3.02 shall be satisfied; (3) the U.S. Borrower shall be in pro forma compliance with each of the covenants set forth in Section 6.07 as of the last day of the most recently ended Fiscal Quarter after giving effect to such Incremental Revolving Commitments or Incremental Term Loan Commitments, as applicable, and applied for the purpose intendedconsummation of any Investment or acquisition, repayment of any Indebtedness or payment or making of any Restricted Payment with the Net Cash Proceeds thereof (assuming a borrowing of the maximum amount of Loans available thereunder, but otherwise excluding the Net Cash Proceeds of any such Incremental Term Loan Commitments or Incremental Revolving Commitments); (4) the Consolidated Net Leverage Ratio does Incremental Revolving Commitments or Incremental Term Loan Commitments, as applicable, shall be effected pursuant to one or more Joinder Agreements executed and delivered by the applicable Borrower, the Incremental Revolving Loan Lender or Incremental Term Loan Lender, as applicable, and the Administrative Agent, and each of which shall be recorded in the Register and each Incremental Revolving Loan Lender and Incremental Term Loan Lender shall be subject to the requirements set forth in Section 2.20(c); (5) the applicable Borrower shall make any payments required pursuant to Section 2.18(c) in connection with the Incremental Revolving Commitments; (6) the applicable Borrower shall deliver or cause to be delivered any legal opinions or other documents (including modifications of Mortgages and title insurance endorsements or policies) as reasonably requested by the Administrative Agent in connection with any such transaction; and (7) the applicable Borrower shall have paid all fees and expenses owing to the Agents and the Lenders in respect of such Incremental Revolving Commitments or Incremental Term Loan Commitments; provided that, to the extent the proceeds of any Incremental Term Loans are being used to finance a Permitted Acquisition or other Investment permitted hereunder, with the consent of the Borrower Representative and the applicable Incremental Term Loan Lender(s), clauses (1) and (2) above shall not exceed 3.00 apply so long as on the date of the incurrence of such Incremental Term Loans, the Specified Representations shall be true and correct in all material respects as of the date of such incurrence except to 1.00.the extent such representations and warranties specifically 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; (it being understood that to the extent any such representation and warranty is already qualified by materiality or material adverse effect, such representation and warranty will be true and correct in all respects). Any Incremental Term Loans made on an Increased Amount Date shall be designated a separate series (a “Series”) of Incremental Term Loans for all purposes of this Agreement. On any Increased Amount Date on which Incremental Revolving Commitments are effected, subject to the satisfaction of the foregoing terms and conditions, (a) each of the Lenders with Revolving Commitments of the same Class shall assign to each of the Incremental Revolving Loan Lenders, and each of the Incremental Revolving Loan Lenders shall purchase from each of such Lenders, at the principal amount thereof (together with accrued interest), such interests in the applicable Revolving Loans outstanding on such Increased Amount 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 Lenders with Revolving Commitments of the same Class and Incremental Revolving Loan Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such Incremental Revolving Commitments to the Revolving Commitments of the applicable Class, (b) each Incremental Revolving Commitment shall be deemed for all purposes a Revolving Commitment of the applicable Class and each Loan made thereunder (an 107 NY\6180200.13

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the The Borrower shall have the rightmay, at any time and from time to time time, upon prior written notice by the Borrower to the Maturity DateAdministrative Agent, to incur additional Indebtedness under this Credit Agreement in the form of (i) increase the aggregate Revolving Credit Commitments (but not the Letter of Credit Facility or Swing Line Facility) and/or add one or more increases to the new tranches of revolving credit commitments (each such increase, an “Incremental Revolving Committed Amount Increase”) and/or (ii) add one or more tranches of term loans (each an “Increased Revolver CommitmentIncremental Term Facility”; each Incremental Term Facility and each Incremental Revolving Increase are collectively referred to as “Incremental Facilities”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to by a maximum aggregate amount of Incremental Commitments not up to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and 200,000,000 plus (y) an such additional amount such that, that would not cause the Consolidated Senior Secured Leverage Ratio to exceed 2.75 to 1.00 on a Pro Forma Basis pro forma basis after giving given effect to such Incremental Commitments Facilities (and assuming treating any such Incremental Commitments are Revolving Increase as fully drawn and/or funded, as applicablefor such purpose) for all such Incremental Facilities established after the Effective Date (which amount under this clause (y) shall be deemed incurred, and applied for the purpose intendedConsolidated Senior Secured Leverage Ratio calculated as aforesaid, prior to giving effect to any substantially concurrent incurrence of Incremental Facilities under the preceding clause (x)), with such Incremental Facilities provided by any existing Lender or any other Person selected by the Borrower and acceptable to the Administrative Agent and (in the case of any Incremental Revolving Increase) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00.Issuing Bank; provided that:

Incremental Facilities. (a1) Subject to the terms Sections 2.15(3) and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing2.15(4), the Borrower shall have may by written notice to the right, at any time and Administrative Agent from time to time prior (each such notice an “Incremental Commitment Request”) elect to request the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form establishment of (i) one or more (x) additional first lien Term Facilities or increases to in the aggregate maximum permitted Principal Outstanding under any then exisiting Term Facility (the “Incremental Term Commitments”) or (y) additional first lien revolving facilities or increases in the aggregate maximum permitted Principal Outstanding under the Revolving Committed Amount Facility (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Revolving Facility Commitment”, Commitments” and together collectively with the Increased Revolver Incremental Term Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum in an aggregate principal amount of for all Incremental Commitments taken together not to exceed $400,000,000; provided thatthe greater of the following (the “Incremental Facility Limit”) (a) the Unrestricted Incremental Amount at such time plus (b) the amount of any voluntary prepayments, if repurchases, redemptions or other retirements of the Collateral Event has occurredTerm Loans and voluntary permanent reductions of the Revolving Facility Commitments effected after the Closing Date (including pursuant to debt buy-backs made by the Borrower or any Subsidiary pursuant to “Dutch auction” procedures and open market purchases permitted hereunder, in an amount equal to the 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, (B) any reduction of Revolving Facility Commitments in connection with a substantially concurrent issuance of new revolving commitments hereunder and (C) prepayments with the proceeds of substantially concurrent incurrence of other long term Debt (other than borrowings under the Revolving Facility)) (this clause (b), the aggregate amount “Voluntary Prepayment Amount”) plus (c) unlimited additional Incremental Facilities and Incremental Equivalent Debt so long as, after giving Pro Forma Effect thereto (but excluding the cash proceeds of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into Facilities), (i) if such Incremental Facility is secured by the greater of (x) $400,000,000 and (y) an amount such that, Collateral on a Pro Forma Basis after giving effect to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or fundedpari passu basis with the Closing Date Facilities, as applicable, and applied for the purpose intended) the Consolidated First Lien Net Leverage Ratio does not exceed 3.00 3.75:1.00, (ii) if such Incremental Facility is secured by the Collateral on a junior-lien basis with the Closing Date Facilities, the Secured Net Leverage Ratio does not exceed 4.50:1.00 and (iii) if such Incremental Facility is unsecured, the Borrower would be in compliance with the Financial Covenants (in each case, excluding from such ratio calculations (x) amounts incurred concurrently with the incurrence of indebtedness incurred in reliance on the Unrestricted Incremental Amount and/or the Voluntary Prepayment Amount and (y) amounts incurred concurrently or substantially concurrently with the incurrence of Debt pursuant to 1.00drawings under the Revolving Facility, in which case the First Lien Net Leverage Ratio may exceed 3.75:1.00, as a result of the incurrence of such amounts, and it being understood that Incremental Facilities may be incurred pursuant to this clause (c) prior to utilization of the Unrestricted Incremental Amount and the Voluntary Prepayment Amount) and assuming for purposes of such calculation that the full committed amount of any new Incremental Revolving Facility Commitments and/or any Incremental Equivalent Debt constituting a revolving credit commitment then being incurred shall be treated as outstanding indebtedness (this clause (c), the “Incremental Incurrence Test”). Any portion of any Incremental Facility incurred other than under the Incremental Incurrence Test may be reclassified at any time, as the Borrower may elect from time to time, as incurred under the Incremental Incurrence Test if the Borrower meets 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 Facility (or would have met such ratio, in which case, such reclassification shall be deemed to have automatically occurred if not elected by the Borrower).

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so So long as no Default or Event of Default has occurred and is continuingexists or would arise therefrom, the Borrower shall have the right, at any time and from time to time prior after the Restatement Effective Date to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) request new term loan commitments under one or more increases new term loan credit facilities to the Revolving Committed Amount be included in this Agreement (each an “Increased Revolver CommitmentIncremental Term Facility” and collectively the “Incremental Term Loan Commitments”) which shall constitute one and the same Facility as the existing Revolving Commitments or and/or (ii) one or more commitments increase the Total Revolving Credit Commitment (each, an the “Incremental Facility Commitment”, Revolving Facility” and together with the Increased Revolver Commitmentssuch commitments, the “Incremental Revolving Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an , together with the Incremental Term Loan Commitments the “Incremental Commitments” and, together with any Incremental Term Facility,” , “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and, together with any Incremental Term Loans, “Incremental Loans”), up to a maximum ) so long as the aggregate then outstanding principal amount of the sum of all unutilized Incremental Commitments and Incremental Loans together with any amounts Incurred under Section 8.2(v) that were Incurred in reliance on the Fixed Incremental Amount does not exceed the Fixed Incremental Amount, plus if the Consolidated Senior Secured Leverage Ratio after giving effect to exceed $400,000,000the Incurrence of Incremental Loans thereof (subject to Section 1.3) is less than or equal to 3.50 to 1.00 (assuming for purposes of such calculation that the Incremental Revolving Commitments being incurred at the time of such calculation are fully drawn and assuming that any unsecured notes are deemed to be secured ratably with the Facilities for purposes of calculating the Consolidated Senior Secured Leverage Ratio), an unlimited amount; provided that, after giving pro forma effect to any Incurrence or discharge of Indebtedness on the date the applicable Incremental Commitment Agreement (as defined below) becomes effective (subject to Section 1.3) and all related transactions as if completed on the Collateral Event has occurredfirst day of the twelve month period ending on the most recent Test Date, the aggregate amount Borrower would have been in compliance with Section 8.1 on the Test Date (assuming compliance with Section 8.1, as originally in effect or amended in accordance with the terms hereof, was required on the Test Date) (and the Borrower shall deliver a certificate, on or prior to the date on which such Incremental Commitment shall become effective to the Administrative Agent certifying that the Borrower is in compliance with this Section 4.17). Any loans made in respect of all Incremental Commitments shall not exceed at the time any such Incremental Term Commitment shall be made by creating a new Tranche. Any Incremental Revolving Facility Commitments are entered into shall be Incurred in the greater form of (x) $400,000,000 increases to the Revolving Credit Commitments and (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental Commitments (Revolving Facility Commitment shall be identical to and assuming form part of such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00Revolving Facility.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the The Parent Borrower shall have the right, may at any time and or from time to time prior after the Amendment Effective Date, by notice to the Maturity DateAdministrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), to incur additional Indebtedness under this Credit Agreement in the form of request (i) one or more increases to the an increase in any Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Credit Commitments or (ii) one or more commitments (each, an “Incremental Facility CommitmentIncrease”) or (ii) the addition of one or more new tranches of term loans (each, an “Incremental Term Facility” and together with the Increased Revolver CommitmentsIncremental Increases, the “Incremental CommitmentsFacilities”) in favor of the Parent Borrower (in the case of an Incremental Increase) or the Borrowers (or either of them) in the case of an Incremental Term Facility; provided that (i) upon the effectiveness of any Incremental Amendment referred to below, (x) no Default shall exist, (y) the financial covenants in Section 7.15 would be satisfied on a pro forma basis for term loan facilities which the most recent Test Period after giving effect to the proposed borrowing of such Incremental Facilities (assuming such Incremental Facilities were fully drawn) and any related transactions and (z) the Senior Secured Leverage Ratio, determined on a pro forma basis after giving effect to the proposed borrowing of such Incremental Facilities (assuming such Incremental Facilities were fully drawn) and any related transactions, shall constitute not exceed 3.5:1, (ii) the representations and warranties in Article 5 shall be true and correct in all material respects, (iii) the maturity date of any Incremental Term Facility shall be no earlier than the Maturity Date with respect to the Term Loans, (iv) any Incremental Term Facility shall not have a new Facility Weighted Average Life to Maturity shorter than the remaining Weighted Average Life to Maturity of the Term Loans, (v) any Incremental Increase shall be on the same terms as the applicable increased Class of Revolving Credit Commitments, and (vi) any fees payable in connection with such Incremental Facilities shall be determined by the Parent Borrower and the applicable Lender or Additional Lender providing such Incremental Facilities. Each tranche of Incremental Facilities 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 115 availability under the limit set forth in the preceding sentence). The Incremental Facilities shall rank pari passu in right of payment and of security with the Revolving Credit Loans and the Term Loans. Except as otherwise provided in 2.22(dthis Section 2.14, the Incremental Term Loans shall be treated substantially the same as the Term Loans (in each case, including with respect to mandatory and voluntary prepayments), provided that (i) below the terms and conditions applicable to Incremental 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 interest rates and amortization schedule applicable to the Incremental Term Loans shall be determined by the Parent Borrower and the lenders thereof. Each notice from the Parent Borrower pursuant to this Section 2.14 shall set forth the requested amount and proposed terms of the relevant Incremental Facilities. Incremental Facilities may be made by any existing Lender (it being understood that no existing Lender will have an obligation to provide or make any portion of the commitments or loans under any Incremental Facility) 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 Additional Lender’s making such Incremental Facilities. Commitments in respect of Incremental Facilities shall become Commitments under this Agreement, and any term loans made pursuant to an Incremental Term Facility shall become Loans under this Agreement, pursuant to an amendment (an “Incremental Facility,” Amendment”) to this Agreement and, as appropriate, the other Loan Documents, executed by the Parent Borrower and, if applicable, the Co-Borrower, each Lender agreeing to provide such Commitment or term loan, if any, each Additional Lender, if any, and the loans thereunderAdministrative Agent. Upon the effectiveness of any Incremental Amendment, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided thateach Additional Lender, if any, shall become a “Lender” under this Agreement with respect to its Commitments under such Incremental Amendment, and the Collateral Event has occurredcommitments of the Lenders agreeing to provide such Incremental Facilities shall become “Commitments” hereunder; and any Incremental Facilities shall, when made, constitute “Loans” under this Agreement. 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 Parent 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 Facility, the aggregate amount borrowing under) 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 Incremental Commitments references to “the date of such Credit Extension” or similar language in such Section 4.02 shall not exceed at be deemed to refer to the time any effective date of such Incremental Commitments are entered into Amendment) and such other conditions as the greater of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or fundedparties thereto shall agree. The Parent Borrower or the Co-Borrower, as applicablethe case may be, and applied shall use the proceeds of the Incremental Facilities for the any purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00prohibited by this Agreement.

Incremental Facilities. (a) Subject The documentation relating to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, Exit Term Loan Facility will permit the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) add one or more increases incremental term loan facilities to the Revolving Committed Amount Exit Term Loan Facility and/or increase the Exit Term Loan Facility (each an “Increased Revolver CommitmentIncremental Term Facility”); provided that the Incremental Term Facilities do not exceed in the aggregate (1) which $25 million plus (2) the sum of (A) all voluntary prepayments of Loans prior to or simultaneous with the incurrence 1 This summary of the indicative principal terms and conditions shall not constitute one and or give rise to any express or implied commitment or obligation of, or engagement of, any person to provide, arrange, underwrite or participate in the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Exit Term Loan Facility. of such Incremental Facility Commitment”, and together (subject to customary exclusions) plus (B) additional unlimited amounts subject to pro forma compliance with the Increased Revolver CommitmentsFinancial Covenant and, in the case of any Incremental Term Facility secured on a pari passu basis with the Exit Term Loan Facility, the “Incremental Commitments”Net First Lien Leverage Ratio (to be defined, but with netting to be capped at $10 million of unrestricted cash) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis pro forma basis after giving effect to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio Term Facility does not exceed 3.00 1.50:1.00. The All-In Yield (to 1.00be defined) applicable to any Incremental Term Facility secured on a pari passu basis with liens securing the Exit Term Loan Facility will be determined by the Borrower and the lenders providing such Incremental Facility; provided that the All-In Yield will not be more than 0.50% higher than the corresponding All-In Yield for the applicable existing Exit Term Loan Facility (calculated in the same manner and after giving effect to any amendment to interest rate margins under such existing Exit Term Loan Facility after the Closing Date but prior to the time of the addition of such Incremental Term Facility) unless the interest rate margins with respect to the applicable existing Exit Term Loan Facility are increased by an amount equal to the difference between the All-In Yield with respect to such Incremental Term Facility and the corresponding All-In Yield on the applicable existing Exit Term Loan Facility minus 0.50%; provided, further, that this paragraph shall not be applicable to any Incremental Term Facility that is incurred more than 12 months after the Closing Date (as defined below).

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.001.00.1.00; provided, further, that no Incremental Commitments shall be permitted from the Amendment No. 3 Effective Date through September 30, 2021.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuingin clause (f) below, the Borrower shall have the right, may at any time and or from time to time prior after the Amendment Effective Date, by written notice to the Maturity DateAdministrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), to incur additional Indebtedness under this Credit Agreement in the form of request (i) one or more increases to the Revolving Committed Amount tranches of additional term loans or an increase in any Class of Term Loans (each an “Increased Revolver CommitmentIncremental Term Loans”) which shall constitute under one and or more additional term facilities or an increase thereof (the same Facility as the existing Revolving Commitments or “Incremental Term Facility”), (ii) one or more increases in the total amount of the Revolving Credit Commitments (the “Additional Revolving Facility Commitments”) under the Revolving Facility, provided that such Additional Revolving Facility Commitments shall be on the same terms as the existing Revolving Credit Commitments and in all respects shall become part of the Revolving Facility hereunder, or (iii) one or more new revolving credit commitments (each, an the “Incremental Revolving Facility Commitment”, Commitments” and together with the Increased Revolver any Additional Revolving Facility Commitments, the “Incremental Revolving Credit Commitments”) for term loan under one or more additional revolving credit facilities which shall constitute a new Facility as provided in 2.22(d) below (an the “Incremental Revolving Facility,” and together with any Incremental Term Facility, the loans thereunder, “Incremental LoansFacilities”). Notwithstanding anything to the contrary herein, up to a maximum the sum of (i) the aggregate principal amount of Incremental Commitments not to exceed $400,000,000; provided thatthe Additional Revolving Facility Commitments, if the Collateral Event has occurred, (ii) the aggregate principal amount of the Incremental Revolving Facility Commitments and (iii) the aggregate principal amount of all Incremental Commitments Term Loan Facilities incurred after the Amendment Effective Date shall not exceed at the time any such Incremental Commitments are entered into the greater of (xi) $400,000,000 and 100,000,000 plus (yii) an amount such thatadditional amounts so long as the Senior Secured Leverage Ratio, determined on a Pro Forma Basis after giving effect as of the last day of the most recently ended four fiscal quarter period for which the Borrower has delivered financial statements pursuant to such Section 6.01, as if any Incremental Commitments (and assuming such Term Loans or Incremental Commitments are fully drawn and/or fundedRevolving Credit Commitments, as applicable, available under such Incremental Term Loan Commitment or Incremental Revolving Credit Commitment, had been outstanding on the last day of such period, and, in each case (x) with respect to any Incremental Revolving Credit Commitment, assuming a borrowing of the maximum amount of Loans available thereunder, and applied for the purpose intended(y) the Consolidated Net Leverage Ratio excluding cash proceeds of any such Incremental Term Loans or Incremental Revolving Credit Commitment (provided, however, that any repayment of Indebtedness with any such proceeds shall be given pro forma effect thereto), does not exceed 3.00 2.25:1.00 (the “Incremental Cap”). Each Additional Revolving Facility Commitment and Incremental Revolving Facility 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. Each Incremental Term Facility shall be in a minimum principal amount of $25,000,000 and integral multiples of $1,000,000 in excess thereof; provided that such amount may be less than $25,000,000 if such amount represents all the remaining availability under the Incremental Cap; provided further that the Incremental Cap shall be reduced on a dollar-for-dollar basis by any Permitted Senior Notes issued pursuant to 1.00Section 2.14(g).

Incremental Facilities. (a1) Subject to the terms Sections 2.15(3) and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing2.15(4), the Borrower shall have may by written notice to the right, at any time and Administrative Agent from time to time prior (each such notice an “Incremental Commitment Request”) elect to request the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form establishment of (i) one or more (x) additional first lien term A credit facilities or increases to in the aggregate maximum permitted Principal Outstanding under either or both Tranches of the Term A Facility (the “Incremental Term A Commitments”), (y) additional first lien term B credit facilities or increases in the aggregate maximum permitted Principal Outstanding under the Term B Facility (the “Incremental Term B Commitments”; and collectively with the Incremental Term A Commitments, the “Incremental Term Commitments” or (z) additional first lien revolving facilities or increases in the aggregate maximum permitted Principal Outstanding under the Revolving Committed Amount Facility (each an the “Increased Revolver CommitmentIncremental Revolving Facility Commitments”) which shall constitute one and the same Operating Facility as (the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Operating Facility Commitment”, ; and together collectively with the Increased Revolver Incremental Term A Commitments, the Incremental Term B Commitments and the Incremental Operating Facility Commitment, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum in an aggregate principal amount of for all Incremental Commitments taken together not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of the following (xthe “Incremental Facility Limit”) $400,000,000 (a) US$500 million and (yb) an amount such that, on a Pro Forma Basis after giving effect to the incurrence of Debt under such Incremental Commitments pursuant to this clause (b) (and assuming after giving pro forma effect to any acquisition consummated concurrently therewith and any other acquisition, disposition, debt incurrence, debt retirement and other appropriate pro forma adjustment events, including any Debt incurrence or repayment subsequent to the end of the applicable Test Period and on or prior to the date of such Incremental Commitments are fully drawn and/or fundedincurrence), as applicablethe Borrower would be in compliance, and applied on a pro forma basis, with a First Lien Debt Leverage Ratio for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 Test Period most recently ended equal to 1.00or less than 3.50:1.00.

Incremental Facilities. (a) Subject The Parent Borrower may on one or more occasions, by written notice to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuingAdministrative Agent, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of request (i) one or more increases to during the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and Availability Period, the same Facility as the existing establishment of Incremental Revolving Commitments or and/or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount establishment of Incremental Commitments not to exceed $400,000,000Term Commitments; provided that, if at the Collateral Event has occurredtime of (and after giving effect to) the establishment of any Incremental Revolving Commitments or Incremental Term Commitments, the aggregate amount of all Incremental Revolving Commitments and Incremental Term Commitments established pursuant to this Section 2.21, together with the aggregate amount of all Incremental Equivalent Debt previously (or substantially simultaneously) incurred pursuant to Section 6.01(a)(xx), shall not exceed at the time any such Incremental Commitments are entered into the greater of (xA) $400,000,000 300,000,000 and (yB) an amount such that, on a Pro Forma Basis after giving effect to the making of such Incremental Revolving Commitments (and assuming any such Incremental Revolving Commitments are fully drawn and/or fundeddrawn) and Incremental Term Loans and the making of any other Indebtedness incurred substantially simultaneously therewith, the Senior Secured Net Leverage Ratio, calculated on a pro forma basis, is no greater than 2.50 to 1.00. Each such notice shall specify (A) the date on which the Parent Borrower proposes that the Incremental Revolving Commitments or the Incremental Term Commitments, as applicable, shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as may be agreed to by the Administrative Agent) after the date on which such notice is delivered to the Administrative Agent, and applied for the purpose intended(B) the Consolidated Net Leverage Ratio does amount of the Incremental Revolving Commitments or Incremental Term Commitments, as applicable, being requested (it being agreed that (x) any Lender approached to provide any Incremental Revolving Commitment or Incremental Term Commitment may elect or decline, in its sole discretion, to provide such Incremental Revolving Commitment or Incremental Term Commitment and (y) any Person that the Parent Borrower proposes to become an Incremental Lender, if such Person is not exceed 3.00 then a Lender, must be reasonably acceptable to 1.00the Administrative Agent and, in the case of any proposed Incremental Revolving Lender, the Issuing Bank and the Swingline Lenders).

Incremental Facilities. (a) Subject to the terms The Borrowers may (on a joint and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuingseveral basis), the Borrower shall have the right, at any time and from time to time prior after the Closing Date, upon notice by the Borrower Representative to the Maturity DateAdministrative Agent (who shall promptly notify the applicable Lenders, which, for the avoidance of doubt, do not need to incur additional Indebtedness be all Lenders under this Credit Agreement in any Tranche and may be new lenders not currently Lenders hereunder) specifying the form of proposed amount thereof, request (i) an increase in the Commitments under any Revolving Tranche (which shall be on the same terms as, and become part of, the Revolving Tranche proposed to be increased) (a “Revolving Credit Commitment Increase”), (ii) an increase in any Term Loan Tranche then outstanding (which shall be on the same terms as, and become part of, the Term Loan Tranche proposed to be increased hereunder (except as otherwise provided in clause (d) below with respect to amortization)) (each, a “Term Commitment Increase”) and (iii) the addition of one or more increases new term loan facilities to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments Facilities (each, an a “Incremental Facility New Term Facility”; and any advance made by a Lender thereunder, a “New Term Loan”; and the commitments thereof, the “New Term Commitment”, ” and together with the Increased Revolver Revolving Credit Commitment Increase and the Term Commitment Increase, the “New Loan Commitments”) by an amount not to exceed (x) a Dollar Amount equal to the greater of (A) $783,000,000 and (B) 100% of the EBITDA Grower Amount (the “Cash-Capped Incremental Facility”) plus (y) an unlimited amount (the “Ratio-Based Incremental Facility”) so long as the Maximum Leverage Requirement is satisfied plus (z) an amount equal to (i) (A) all voluntary prepayments of Term Loans (including, for the avoidance of doubt, any New Term Loans that are pari passu in right of payment and security with the then-outstanding Term Loans) made pursuant to Section 2.05(a) and (B) all redemptions, repurchases and cancellations of Term Loans (including, for the avoidance of doubt, any New Term Loans that are pari passu in right of payment and security with the then-outstanding Term Loans) made pursuant to the terms hereof (with credit given for the principal amount of the Loans so repurchased or canceled) and (ii) voluntary prepayments of Revolving Credit Loans made pursuant to Section 2.05(a) to the extent accompanied by a corresponding, permanent reduction in the Revolving Credit Commitments pursuant to Section 2.06(a), in each case, to the extent not funded with the proceeds of long term Indebtedness (excluding any revolving credit facilities (including the Revolving Credit Facility)) (the “Prepayment-Based Incremental Facility”) (such amounts described in clauses (x) through (z), at any such time, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental LoansAmount”), up ; provided that (i) no payment or bankruptcy Event of Default (subject to Section 1.02(i)) would exist after giving effect to any such request and (ii) any such request for an increase shall be in a maximum aggregate minimum amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater lesser of (x) a Dollar Amount of $400,000,000 20,000,000 and (y) an the entire amount of any increase that may be requested under this Section 2.14; provided, further, that for any New Loan Commitments established pursuant to this Section 2.14 and New Incremental Notes issued pursuant to Section 2.17, (A) at the Borrowers’ option, the Borrowers shall be deemed to have used amounts under the Ratio-Based Incremental Facility (to the extent compliant therewith), prior to utilization of the Prepayment-Based Incremental Facility and the Cash-Capped Incremental Facility, and the Borrowers shall be deemed to have used the Prepayment-Based Incremental Facility prior to utilization of the Cash-Capped Incremental Facility, (B) such thatNew Loan Commitments and such New Incremental Notes may be incurred under the Ratio-Based Incremental Facility (to the extent compliant therewith), the Cash-Capped Incremental Facility and the Prepayment-Based Incremental Facility, and proceeds from any such incurrence may be utilized in a single transaction or series of related transactions by, at Borrowers’ option, first calculating the incurrence under the Ratio-Based Incremental Facility (without inclusion of any amounts substantially concurrently utilized pursuant to the Cash-Capped Incremental Facility, the Prepayment-Based Incremental Facility or any amounts substantially concurrently incurred under Section 7.03 (other than any Permitted Additional Debt) and then calculating the incurrence under the Prepayment-Based Incremental Facility (without inclusion of any amounts utilized pursuant to the Cash-Capped Incremental Facility) and then calculating the incurrence under the Cash-Capped Incremental Facility and (C) unless the Borrowers elect otherwise, all or any portion of Indebtedness originally designated as incurred under the Cash-Capped Incremental Facility or the Prepayment-Based Incremental Facility shall automatically be deemed to have been incurred under the Ratio-Based Incremental Facility from and after the first date on a Pro Forma Basis after giving effect which the Borrowers would be permitted to incur all or such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or fundedportion, as applicable, and applied of the aggregate principal amount of such Indebtedness under the Ratio-Based Incremental Facility (which, for the purpose intendedavoidance of doubt, shall have the effect of increasing the Cash-Capped Incremental Facility and/or the Prepayment-Based Incremental Facility, as applicable, by the amount of such redesignated Indebtedness). At the time of sending such notice to the applicable Lenders, the Borrower Representative (in consultation with the Administrative Agent) shall specify the Consolidated Net Leverage Ratio does not exceed 3.00 time period within which each applicable Lender is requested to 1.00respond (which, unless the Administrative Agent otherwise agrees, shall in no event be less than ten Business Days from the date of delivery of such notice).

Incremental Facilities. (a) Subject The Initial Borrower may, from time to time, by notice to the terms Administrative Agent, request an increase in the Revolving Credit Facility (each such facility increase being an “Incremental Revolving Credit Facility”), pursuant to additional commitments (the “Incremental Revolving Credit Commitments”), or an increase in the Term B Facility (each such facility increase being an “Incremental Term Facility”) pursuant to additional commitments (the “Incremental Term Commitments”), in an aggregate principal amount not to exceed $100,000,000 for all Incremental Facilities, each of which to be effective as of a date that is at least 360 days prior to (x) the Termination Date then in effect in respect of the Revolving Credit Facility in the case of an Incremental Revolving Credit Facility and (y) the scheduled maturity date of the Term B Facility in the case of an Incremental Term Facility (such date for each such Incremental Facility, the “Increase Date”), as specified in the related notice to the Administrative Agent; provided, however, that (i) in no event shall any Incremental Facility be in a principal amount of less than $25,000,000 (or such lesser amount as shall be approved by the Administrative Agent); (ii) there shall be no more than three (3) Incremental Facilities (or such greater number as shall be approved by the Administrative Agent); (iii) on the Increase Date, the applicable conditions set forth herein in Section 3.02 and so long in clause (d) of this Section 2.17 shall be satisfied; (iv) as of the last day of the fiscal quarter of the Borrower immediately preceding the Increase Date, after giving pro forma effect to any such Incremental Facility and other customary and appropriate pro forma adjustment events, including any acquisitions or dispositions or repayment of Debt after the beginning of such fiscal quarter but prior to or simultaneous with the borrowing in respect of such Incremental Facility, the Borrower shall be in pro forma compliance with all financial covenants set forth in Section 5.04; (v) on the Increase Date, after giving pro forma effect to any such Incremental Facility, no Default or Event of Default has shall have occurred and be continuing; (vi) each Incremental Revolving Credit Facility shall have a maturity date that is continuingno earlier than the Termination Date then in effect in respect of the Revolving Credit Facility and each Incremental Term Facility shall have a maturity date that is no earlier than the scheduled maturity date in respect of the Term B Facility (but may have nominal amortization prior to such scheduled maturity date so long as the weighted average life to maturity of such Incremental Term Facility is no shorter than the weighted average life to maturity of the then-remaining Advances under the Term B Facility); (vii) the interest rates and amortization schedule applicable to any Incremental Facility shall be determined by the Borrower and the relevant lenders thereunder; provided that if the Applicable Margin (which, for such purposes only, shall be deemed to include all original issue discount payable to all Lenders providing such Incremental Facility) relating to any Incremental Facility exceeds the Applicable Margin (which, for such purposes only, shall be deemed to include all original issue discount payable to all Revolving Credit Advances or Term B Advances, as applicable) relating to the Revolving Credit Advances or Term B Advances, as applicable, by more than 0.50%, the Borrower Applicable Margin relating to the applicable Advances shall be adjusted to be equal to the Applicable Margin (which, for such purposes only, shall be deemed to include all original issue discount payable to all Lenders providing such Incremental Facility) relating to such Incremental Facility minus 0.50%; (viii) any advances under the Incremental Term Facility shall be treated like the Term B Advances, and any advances under the Incremental Revolving Credit Facility shall be treated like the Revolving Credit Advances, in each case in terms of sharing of prepayments and other appropriate provisions; (ix) all other terms and conditions of each Incremental Facility to the extent not consistent with the terms and conditions of the Term B Facility or the Revolving Credit Facility, as the case may be, shall be reasonably satisfactory to the Administrative Agent (except as permitted by clauses (vi) and (vii) above); (x) the existing Lenders shall initially have the right, at any time and from time to time prior to but not the Maturity Dateobligation, to incur additional Indebtedness under this commit to up to their Pro Rata Share (or, if consented to by the Borrower and the Administrative Agent to cover declines by other Lenders, more than their Pro Rata Share) of each Incremental Facility ratably based on the applicable Term Commitments of the Term Lenders and Revolving Credit Agreement in the form Commitments of (i) one or more increases to the Revolving Committed Amount Credit Lenders; and (each an “Increased Revolver Commitment”xi) which shall constitute one notwithstanding any other provision of any Loan Document (including, without limitation, Section 9.01), the Loan Documents may be amended by the Administrative Agent and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (eachBorrower, an “if necessary, to provide for terms applicable to each Incremental Facility Commitment”, and together consistent with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00terms hereof.

Incremental Facilities. (a) Subject The Borrower Representative may by written notice to the terms Administrative Agent at any time after the RestatementSecond Amendment Date elect to request (A) prior to the Revolving Commitment Termination Date, an increase to the existing Revolving Commitments (any such increase, the “Incremental Revolving Commitments”) and/or (B) the establishment of one or more new term loan commitments (the “Incremental Term Loan Commitments”), by an aggregate amount not to exceed (1) the sum of (x) $1,350,000,000 plus (y) the aggregate amount of all voluntary prepayments of Term Loans and conditions Revolving Loans pursuant to Section 2.13(a) (to the extent, in the case of voluntary prepayments of Revolving Loans, there is an equivalent permanent reduction of the Revolving Commitments pursuant to Section 2.13(b)), plus (z) the aggregate amount of Revolving Commitments of any Lender that was a Defaulting Lender that have been terminated, plus (2) an additional unlimited amount so long as, after giving pro forma effect to the incurrence of such Incremental Revolving Commitments and/or Incremental Term Loan Commitments and the consummation of any Investment or acquisition, repayment of any Indebtedness or payment or making of any Restricted Payment with the Net Cash Proceeds thereof (assuming a borrowing of the maximum amount of Loans available thereunder, but otherwise excluding the Net Cash Proceeds of any such Incremental Term Loan Commitments or Incremental Revolving Commitments), the Senior Secured Net Leverage Ratio would not exceed 3.00:1.00, and, in each case, not less than $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent or such lesser amount that shall constitute the maximum amount then permitted to be incurred pursuant to clauses (1) and (2) above on such date of determination), and integral multiples of $10,000,000 in excess of that amount (it being understood, notwithstanding anything to the contrary set forth herein or in any other Loan Document, that in 108 no event shall the Second Amendment Incremental Tranche A Term Loans count against or otherwise reduce the amount set forth in sub-clause (1)(x) above, and so long that the incurrence of the Second Amendment Incremental Tranche A Term Loans shall be deemed permitted by the terms of this Agreement). Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which the Borrower Representative proposes that the Incremental Revolving Commitments or Incremental Term Loan Commitments, as applicable, shall be effective, which shall be a date not less than 10 Business Days after the date on which such notice is delivered to the Administrative Agent and (B) the identity of each Lender or other Person that is an Eligible Assignee (each, an “Incremental Revolving Loan Lender” or “Incremental Term Loan Lender”, as applicable) to whom the Borrower Representative proposes any portion of such Incremental Revolving Commitments or Incremental Term Loan Commitments, as applicable, be allocated and the amounts of such allocations; provided that the Administrative Agent may elect or decline to arrange such Incremental Revolving Commitments or Incremental Term Loan Commitments in its sole discretion and any Lender approached to provide all or a portion of the Incremental Revolving Commitments or Incremental Term Loan Commitments may elect or decline, in its sole discretion, to provide an Incremental Revolving Commitment or an Incremental Term Loan Commitment. Such Incremental Revolving Commitments or Incremental Term Loan Commitments shall become effective as of such Increased Amount Date; provided that: (1) no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one exist on such Increased Amount Date before or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental Revolving Commitments or Incremental Term Loan Commitments, as applicable; (2) both before and assuming after giving effect to the incurrence of such Incremental Revolving Commitments are fully drawn and/or fundedIncremental Term Loan Commitments, each of the conditions set forth in Section 3.02 shall be satisfied; (3) the U.S. Borrower shall be in pro forma compliance with each of the covenants set forth in Section 6.07 as of the last day of the most recently ended Fiscal Quarter after giving effect to such Incremental Revolving Commitments or Incremental Term Loan Commitments, as applicable, and applied for the purpose intendedconsummation of any Investment or acquisition, repayment of any Indebtedness or payment or making of any Restricted Payment with the Net Cash Proceeds thereof (assuming a borrowing of the maximum amount of Loans available thereunder, but otherwise excluding the Net Cash Proceeds of any such Incremental Term Loan Commitments or Incremental Revolving Commitments); (4) the Consolidated Net Leverage Ratio does Incremental Revolving Commitments or Incremental Term Loan Commitments, as applicable, shall be effected pursuant to one or more Joinder Agreements executed and delivered by the applicable Borrower, the Incremental Revolving Loan Lender or Incremental Term Loan Lender, as applicable, and the Administrative Agent, and each of which shall be recorded in the Register and each Incremental Revolving Loan Lender and Incremental Term Loan Lender shall be subject to the requirements set forth in Section 2.20(c); (5) the applicable Borrower shall make any payments required pursuant to Section 2.18(c) in connection with the Incremental Revolving Commitments; (6) the applicable Borrower shall deliver or cause to be delivered any legal opinions or other documents (including modifications of Mortgages and title insurance endorsements or policies) as reasonably requested by the Administrative Agent in connection with any such transaction; and (7) the applicable Borrower shall have paid all fees and expenses owing to the Agents and the Lenders in respect of such Incremental Revolving Commitments or Incremental Term Loan Commitments; provided that, to the extent the proceeds of any Incremental Term Loans are being used to finance a Permitted Acquisition or other Investment permitted hereunder, with the consent of the Borrower Representative and the applicable Incremental Term Loan Lender(s), clauses (1) and (2) above shall not exceed 3.00 apply so long as on the date of the incurrence of such Incremental Term Loans, the Specified Representations shall be true and correct in all material respects as of the date of such incurrence 109 except to 1.00the extent such representations and warranties specifically 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; (it being understood that to the extent any such representation and warranty is already qualified by materiality or material adverse effect, such representation and warranty will be true and correct in all respects). Any Incremental Term Loans made on an Increased Amount Date shall be designated a separate series (a “Series”) of Incremental Term Loans for all purposes of this Agreement. On any Increased Amount Date on which Incremental Revolving Commitments are effected, subject to the satisfaction of the foregoing terms and conditions, (a) each of the Lenders with Revolving Commitments of the same Class shall assign to each of the Incremental Revolving Loan Lenders, and each of the Incremental Revolving Loan Lenders shall purchase from each of such Lenders, at the principal amount thereof (together with accrued interest), such interests in the applicable Revolving Loans outstanding on such Increased Amount 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 Lenders with Revolving Commitments of the same Class and Incremental Revolving Loan Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such Incremental Revolving Commitments to the Revolving Commitments of the applicable Class, (b) each Incremental Revolving Commitment shall be deemed for all purposes a Revolving Commitment of the applicable Class and each Loan made thereunder (an “Incremental Revolving Loan”) shall be deemed, for all purposes, a Revolving Loan of the applicable Class and (c) each Incremental Revolving Loan Lender shall become a Lender with respect to the Incremental Revolving Commitment and all matters relating thereto. In addition, each Revolving Loan Lender agrees that the Administrative Agent may (subject to the consent of the Borrower Representative) take such additional actions as it deems reasonably necessary to effect the foregoing and such other adjustments to ensure that the U.S. Revolving Exposure, European Revolving Exposure, or Canadian Revolving Exposure, as applicable, is allocated ratably in accordance with the applicable Revolving Commitments after giving effect to the addition of such Incremental Revolving Commitments. On any Increased Amount Date on which any Incremental Term Loan Commitments of any Series are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each Incremental Term Loan Lender of any Series shall make a Loan to the U.S. Borrower (an “Incremental Term Loan”) in an amount equal to its Incremental Term Loan Commitment of such Series and (ii) each Incremental Term Loan Lender of any Series shall become a Lender hereunder with respect to the Incremental Term Loan Commitment of such Series and the Incremental Term Loans of such Series made pursuant thereto. The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower Representative’s notice of each Increased Amount Date and in respect thereof (x) the Incremental Revolving Commitments and the Incremental Revolving Loan Lenders or the Series of Incremental Term Loan Commitments and the Incremental Term Loan Lenders of such Series, as applicable and (y) in the case of each notice to any applicable Lender with Revolving Commitments, the respective interests in such Lender’s Revolving Loans, in each case subject to the assignments contemplated by this Section 2.24. The terms and provisions of the Incremental Term Loans and Incremental Term Loan Commitments of any Series shall be, except as otherwise set forth herein or in the Joinder Agreement, 110 identical to the Tranche BA Term Loans. The terms and provisions of the Incremental Revolving Loans shall be identical to the Revolving Loans of the same Class. In the case of any Incremental Term Loans, (i) the Weighted Average Life to Maturity of all Incremental Term Loans of any Series shall be no shorter than the Weighted Average Life to Maturity of the Tranche BA Terms Loans, (ii) the applicable Incremental Term Loan Maturity Date of each Series shall be no earlier than the final maturity of the Tranche BA Term Loans, and (iii) the yield and all other terms applicable to the Incremental Term Loans of each Series shall be determined by the Borrower Representative and the applicable new Lenders and shall be set forth in each applicable Joinder Agreement; provided, however, that the yield applicable to the Incremental Term Loans of any Series (after giving effect to all rate floors and all fees or original issue discount payable to all Incremental Term Loan Lenders with respect to such Incremental Term Loans) made within 126 months after the RestatementSecond Amendment Date, as reasonably determined by the Administrative Agent, shall not be greater than the applicable interest rate (including the Applicable Margin and rate floor) payable pursuant to the terms of this Agreement as amended through the date of such calculation with respect to the Tranche BA Term Loans, plus 0.50% per annum unless (i) the interest rate with respect to the Tranche BA Term Loans is increased so as to cause the then applicable interest rate under this Agreement on the Tranche BA Term Loans to be not more than 0.50% less than the yield then applicable to the Incremental Term Loans of such Series (after giving effect to all rate floors and all fees or original issue discount payable to all Incremental Term Loan Lenders with respect to such Incremental Term Loans) and (ii) the interest rate with respect to Tranche A Term Loans is increased by an amount equal to the amount of any increase in the interest rate for Tranche B Term Loans pursuant to clause (i). Any Incremental Revolving Loans will be documented solely as an increase to the Revolving Commitments of the same Class without any change in terms, other than any change that is more favorable to the Revolving Lenders and applies equally to all Revolving Loans and Revolving Commitments of the same Class. Each Joinder Agreement may, without the consent of any Lender other than the applicable Incremental Revolving Loan Lender or Incremental Term Loan Lender, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent to effect the provisions of this Section 2.24.

Incremental Facilities. (a) Subject The Borrower may by written notice to the terms and conditions set forth herein and so long as no Default or Event Administrative Agent elect to request the establishment of Default has occurred and is continuing, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one or more increases (x) additional term loans, which may be of the same Class as any then-existing Term Loans (a “Term Loan Increase”) or a separate Class of Term Loans (the commitments for additional term loans of the same Class or a separate Class, collectively, the “Incremental Term Loan Commitments”), (y) additional term letter of credit loans, which may be of the same Class as any then-existing Term C Loans (a “Term C Loan Increase”) or a separate Class of Term C Loans (the commitments for additional term loans of the same Class or a separate Class, collectively, the “Incremental Term C Loan Commitments”) and/or (z) revolving credit commitments, which may be of the same Class as any then-existing Revolving Credit Commitments (the commitments thereto, the “New Revolving Credit Commitments”) or a separate Class of Revolving Credit Commitments (the commitments thereto, the “Additional Revolving Credit Commitments” and, together with the New Revolving Credit Commitments, the “Incremental Revolving Credit Commitments”; together with the Incremental Term Loan Commitments and the Incremental Term C Loan Commitments, the “Incremental Loan Commitments”), by an aggregate amount, when combined with the aggregate principal amount of all Permitted Other Debt incurred in reliance on Sections 10.1(y)(iii) and (iv) (solely to the Revolving Committed extent of refinancing Indebtedness incurred in reliance on clause (iii) of Section 10.(y)), not in excess of the Maximum Incremental Facilities Amount at the time of incurrence thereof and not less than $10,000,000 individually (each an “Increased Revolver Commitment”or such lesser amount as (x) which may be approved by the Administrative Agent or (y) shall constitute one and the same Facility as Maximum Incremental Facilities Amount at such time). Each such notice shall specify the existing Revolving Commitments or (ii) one or more commitments date (each, an “Increased Amount Date”) on which the Borrower proposes that the Incremental Facility Loan Commitments shall be effective. The Borrower may approach any Lender or any Person (other than a natural Person) to provide all or a portion of the Incremental Loan Commitments; provided that any Lender offered or approached to provide all or a portion of the Incremental Loan Commitments may elect or decline, in its sole discretion, to provide an Incremental Loan Commitment”, and together with the Borrower shall have no obligation to approach any existing Lender to provide Table of Contents any Incremental Loan Commitment. In each case, such Incremental Loan Commitments shall become effective as of the applicable Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000Amount Date; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (i) (x) $400,000,000 and other than as described in the immediately succeeding clause (y) an amount ), no Event of Default shall exist on such that, on a Pro Forma Basis Increased Amount Date immediately before or immediately after giving effect to such Incremental Loan Commitments and the borrowing of any Incremental Loans thereunder or (y) if such Incremental Loan Commitment is being provided in connection with a Permitted Acquisition or other acquisition constituting a permitted Investment, or in connection with refinancing of any Indebtedness that requires an irrevocable prepayment or redemption notice, then no Event of Default under (A) Section 11.1 or Section 11.5 shall exist on such Increased Amount Date and (B) such other provisions of Section 11 as may otherwise be required by the Lenders providing the applicable Incremental Loan Commitment immediately before or immediately after giving effect to such Incremental Loan Commitment and the borrowing of any Incremental Loans thereunder, (ii) in connection with any incurrence of Incremental Loans, or establishment of Incremental Loan Commitments, on an Increased Amount Date, there shall be no requirement for the Borrower to bring down the representations and warranties under the Credit Documents unless and until requested by the Persons holding more than 50% of the applicable Incremental Loans or Incremental Loan Commitments (provided that, in the case of Incremental Loans or Incremental Loan Commitments used to finance a Permitted Acquisition or other acquisition constituting a permitted Investment, only the Specified Representations (conformed as necessary for such acquisition) shall be required to be true and assuming such correct in all material respects if requested by the Persons holding more than 50% of the applicable Incremental Loans or Incremental Loan Commitments), (iii) the Incremental Loan Commitments are fully drawn and/or fundedshall be effected pursuant to one or more Incremental Amendments executed and delivered by the Borrower and the Administrative Agent, and each of which shall be recorded in the Register and shall be subject to the requirements set forth in Section 5.4(e), and (iv) the Borrower shall make any payments required pursuant to Section 2.11 in connection with the Incremental Loan Commitments, as applicable. No Lender shall have any obligation to provide any Commitments pursuant to this Section 2.14(a). For all purposes of this Agreement, (a) any Incremental Term Loans made on an Increased Amount Date shall be designated (x) a separate series of Term Loans or (y) in the case of a Term Loan Increase, a part of the series of existing Term Loans subject to such increase, (b) any Incremental Term C Loans made on an Increased Amount Date shall be designated (x) a separate series of Term C Loans or (y) in the case of a Term C Loan Increase, a part of the series of existing Term C Loans subject to such increase, and applied for (c) any Incremental Revolving Credit Commitments made on an Increased Amount Date shall be designated (x) a separate series of Revolving Credit Commitments or (y) in the purpose intended) case of a New Revolving Credit Commitment, a part of the Consolidated Net Leverage Ratio does not exceed 3.00 series of existing Revolving Credit Commitments subject to 1.00such increase (such new or existing series of Term Loans, Term C Loans or Revolving Credit Commitments, each, a “Series”).

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the The Lead Borrower shall have the right, at any time and may from time to time prior elect to increase the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or make additional Revolving Commitments (ii) one or more commitments (eachsuch increased and/or additional Revolving Commitments, an “Incremental Facility Revolving Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Revolving Loans” and, together with the Incremental Revolving Commitments, an “Incremental Revolving Facility”) or enter into one or more tranches of Term Loans or increase outstanding Term Loans (each an “Incremental Term Loan” and together with the Incremental Revolving Facility hereinafter collectively referred to as “Incremental Facilities,” as applicable), in each case in minimum increments of $10,000,000 so long as, after giving effect thereto, the aggregate amount of all such Incremental Facilities incurred pursuant to this Section 2.20 does not exceed the sum of (I) the sum of (x) $600,000,000 plus (y) all voluntary prepayments of any outstanding Term Loans prior to the incurrence of such Incremental Facility, to the extent such prepayments are not funded with the proceeds of long-term Indebtedness minus (z) the aggregate principal amount of Indebtedness outstanding pursuant to Section 6.03(i) hereof at such time (this clause (I), the “Fixed Incremental Incurrence Basket”) and (II) any additional amounts so long as immediately after giving pro forma effect to the establishment of such Incremental Facility (and assuming any such Incremental Revolving Commitments are fully drawn) and the use of proceeds thereunder, the First Lien Net Leverage Ratio at the time such Indebtedness is incurred is not, on a pro forma basis, greater than 3.00:1.00; provided that any Indebtedness under such Incremental Facility that ranks junior to the liens securing the Initial Term A Loans or that are unsecured shall be treated as Consolidated First Lien Debt for purposes of calculating the First Lien Net Leverage Ratio to determine whether such Incremental Facility may be incurred pursuant to this Section 2.20 and for all other First Lien Net Leverage Ratio and Secured Net Leverage Ratio (other than, in the case of such unsecured indebtedness, the Secured Net Leverage Ratio set forth in Section 6.13(a)) calculations in this Agreement from and after the date of effectiveness of such Incremental Facility (this clause (II), the “Ratio Based Incremental Incurrence Basket”); provided, however, that aggregate principal amount of any Incremental Revolving Facility that constitutes a Foreign Subfacility, together with the aggregate principal amount of any Initial Revolving Facility, other Incremental Revolving Facility and/or Replacement Revolving Facility that constitutes a Foreign Subfacility, shall not exceed the Foreign Borrower Sublimit. For the avoidance of doubt, any amounts incurred under the Fixed Incremental Incurrence Basket concurrently with any amounts incurred under the Ratio Based Incremental Incurrence Basket will not count as Indebtedness for purposes of calculating the Ratio Based Incremental Incurrence Basket at such time. The Lead Borrower may arrange for any such increase or tranche to be provided by one or more Lenders (each Lender so agreeing to participate in any Incremental Facility, an “Increasing Lender”), up or by one or more new banks, financial institutions or other entities (each such new bank, financial institution or other entity, an “Augmenting Lender”; provided that no Ineligible Institution or Disqualified Institution may be an Augmenting Lender and no existing Lender shall be required to be an Increasing Lender), which agree to participate in such Incremental Facility; provided that each Augmenting Lender shall be subject to the approval of the Lead Borrower and the Administrative Agent and if the Augmenting Lender is providing all or a maximum aggregate amount portion of an Incremental Commitments not Revolving Facility, each Issuing Bank and Swingline Lender. Any Incremental Facility shall be established pursuant to exceed $400,000,000an amendment (or joinder documentation) to this Agreement (an “Incremental Amendment”), and as appropriate, the other Loan Documents, executed by the Domestic Borrowers, each other Loan Party, each Lender agreeing to provide all or a portion of the Incremental Facility (including Augmenting Lenders and Increasing Lenders) and the Administrative Agent (and subject to such Incremental Amendment being reasonably satisfactory to the Administrative Agent) and no consent of any Lender (other than the Lenders participating in the Incremental Facility) shall be required for the establishment of any Incremental Facility pursuant to this Section 2.20 or for amending this Agreement and any other Loan Document in connection therewith. The Incremental Facility created pursuant to this Section 2.20 (and any amendments to this Agreement and the Loan Documents in connection therewith) shall become effective on the date agreed by the Lead Borrower, the Administrative Agent and the relevant Increasing Lenders or Augmenting Lenders, and the Administrative Agent shall notify each Lender thereof. Notwithstanding the foregoing, no Incremental Facility shall become effective under this paragraph unless, (i) on the proposed date of the effectiveness of such Incremental Facility, the conditions set forth in paragraphs (a) and (b) of Section 4.02 shall be satisfied both before and after giving effect to such Incremental Facility or waived by the Required Lenders and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Lead Borrower; provided that, if the Collateral Event has occurredproceeds of such Incremental Facility are used to consummate a Permitted Acquisition, the aggregate amount of all Incremental Commitments shall not exceed at the time any representations and warranties required to be made in connection with such Incremental Commitments are entered into Facility shall be limited to the greater of (x) $400,000,000 Specified Representations and (yii) an amount such that, the Administrative Agent shall have received documents consistent with those delivered on a Pro Forma Basis the Closing Date as to the corporate power and authority of the Domestic Borrowers to borrow hereunder after giving effect to such Incremental Commitments (Facility and assuming such other documentation or opinions reasonably requested by the Administrative Agent and the Lenders of such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00Facility.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default The Borrower or Event of Default has occurred and is continuing, the Borrower shall have the right, any other Guarantor may at any time and or from time to time prior after the Closing Date, by written notice delivered to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of Administrative Agent request (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) additional Classes of term loans, which shall constitute one and may be provided in Dollars, or in any Alternative Currency, as applicable, or additional term loans of the same Facility Class of any existing Class of term loans, which may be provided in the same currency as the existing Revolving Commitments or Class of term loans (the “Incremental Term Loans”), (ii) one or more commitments increases in the amount of the Revolving Credit Commitments of any Class (eacheach such increase, an “Incremental Facility CommitmentRevolving Credit Commitment Increase”) or (iii) one or more additional Classes of revolving credit commitments, which commitments may be in Dollars, in any Alternative Currency or any combination thereof (the “Additional/Replacement Revolving Credit Commitments”, and and, together with the Increased Revolver CommitmentsIncremental Term Loans and the Incremental Revolving Credit Commitment Increases, the “Incremental Facilities” and the commitments in respect thereof are referred to as the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurredsubject to Section 1.11, the aggregate amount of all Incremental Commitments shall not exceed at the time that any such Incremental Commitments are entered into Term Loan, Incremental Revolving Credit Commitment Increase or Additional/Replacement Revolving Credit Commitment is made or effected (and after giving pro forma effect thereto), except as set forth in the greater proviso to clause (b) below, no Event of Default (xor, -100- in the case of the Incurrence or provision of any Incremental Facility in connection with an Acquisition, other Investment (including any Investment in new facilities or projects) $400,000,000 or similar transactions or any repayment, prepayment, redemption, repurchase, defeasance, satisfaction and (y) an amount such discharge or other Refinancing or similar payment in respect of Indebtedness or Capital Stock and that, on a Pro Forma Basis after giving effect to such Incremental Commitments (in the case of Capital Stock, requires irrevocable notice in advance thereof, no Event of Default under Section 11.1 or Section 11.5) shall have occurred and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00be continuing.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the The Borrower shall have the right, at any time and may from time to time prior on or after the Fourth Amendment Closing Date, by written notice to the Maturity DateAdministrative Agent, to incur additional Indebtedness under this Credit Agreement in the form of request (i) one or more increases an increase to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (any such increase, the “New Revolving Commitments” and any Revolving Loans thereunder, the “New Revolving Loans”) and/or (ii) an increase to an existing Class of Term Loans and/or the establishment of one or more commitments Term Loan Commitments hereunder (each, an the “Incremental Facility Commitment”, New Term Loan Commitments,” and together collectively with the Increased Revolver any New Revolving Commitments, the “Incremental New Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereundereach, individually, a “Incremental LoansNew Commitment”), up to a maximum aggregate in any case, by an amount not in excess of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater sum of (x) from and after the Fourth Amendment Closing Date, $400,000,000 and 360,000,000 in the aggregate plus (y) an the aggregate principal amount such thatof additional New Commitments so long as, on a Pro Forma Basis (assuming, in the case of any New Commitments, that the entire amount of such New Revolving Commitments and New Term Loan Commitments were fully funded on the effective date of such increase and excluding the cash proceeds received by the Borrower in respect of any such New Commitments) and after giving effect to any Permitted Acquisitions and any Limited Conditionality Acquisition (if applicable pursuant to Section 1.5) consummated in connection therewith, (1) in the case of loans under such Incremental New Commitments secured by Liens on the Collateral that rank pari passu with the liens on the Collateral securing the Facilities (other than any such Liens that are junior), the First Lien Net Leverage Ratio on a Pro Forma Basis does not exceed 4.00 to 1.00 and (2) in the case of loans under such New Commitments secured by Liens that rank junior to the Liens on the Collateral securing the Facilities, the Senior Secured Net Leverage Ratio on a Pro Forma Basis does not exceed 5.50 to 1.00, plus (z) the aggregate amount of all voluntary prepayments of the Term Loans outstanding on the Fourth Amendment Closing Date and Revolving Loans pursuant to Section 2.11 (and assuming accompanied by a reduction of the Revolving Commitments pursuant to Section 2.8(b) in the case of a prepayment of Revolving Loans) made prior to such Incremental time except to the extent funded with the proceeds of Indebtedness; provided, however, that notwithstanding the foregoing, the Borrower may, at any time following the Fourth Amendment Closing Date and on or prior to the earlier of (i) June 30, 2020 and (ii) the Taurus Special Mandatory Prepayment request the establishment of one or more Term Loan Commitments are fully drawn hereunder (or, if the Borrower and the Administrative Agent so agree, an increase to the existing Tranche B-1 Term Loan Commitments) (such New Commitments, the “Taurus Term Loan Facility”) in an amount not to exceed $400,000,000 in the aggregate; provided that (1) the proceeds of the Taurus Term Loan Facility may only be used to finance the Taurus Acquisition, (2) the Increased Amount Date with respect to the Taurus Term Loan Facility shall occur on the date of the consummation of the Taurus Acquisition and (3) any establishment and/or fundedincurrence of the Taurus Term Loan Facility shall not decrease the maximum amount of New Commitments available under clause (x) above. Each such notice shall specify (i) the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments shall be effective, which shall be a date not less than fifteen (15) Business Days after the date on which such notice is delivered to the Administrative Agent (or such shorter period as may be agreed to by the Administrative Agent) and (ii) the identity of each Lender or other Person reasonably acceptable to the Administrative Agent (such other Person, a “New Revolving Credit Lender” or “New Term Loan Lender,” as applicable, and collectively each a “New Lender” and together “New Lenders”) to whom the Borrower proposes any portion of such New Revolving Commitments or New Term Loan Commitments, as applicable, be allocated and applied the amounts of such allocations; provided that the Administrative Agent (and/or its Affiliates) may elect or decline to arrange such New Revolving Commitments or New Term Loan Commitments in its sole discretion and any Lender approached to provide all or a portion of the New Revolving Commitments or New Term Loan Commitments may elect or decline, in its sole discretion, to provide a New Revolving Commitment or a New Term Loan Commitment; provided, further, that, to the extent the consent of any party hereto is required for the purpose intendeda proposed assignment under Section 10.4(b)(iii), such consent requirement shall apply to any New Lender under this Section 2.24 as though such New Lender were a proposed assignee under Section 10.4(b)(iii). All New Commitments shall become effective as of such Increased Amount Date; provided, that (i) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00.no

Incremental Facilities. (a) Subject (i) After the Restatement Effective Date and before the Final Term Loan Maturity Date (with respect to Term Loans), the Revolving Termination Date (with respect to Revolving Loans), as applicable, the Borrower, by written notice to the terms and conditions set forth herein and so long as no Default Administrative Agent, may request the establishment of (x) one or Event more (A) additional tranches of Default has occurred and is continuingterm loans or (B) increases (an “Incremental Term Loan Increase”) to an existing tranche of term loans (the commitments thereto, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of “Incremental Term Loan Commitments”) and/or (iy) one or more increases in the Revolving Commitments (the “Incremental Revolving Commitments”; together with the Incremental Term Loan Commitments, the “Incremental Loan Commitments”); provided that (x) each such request shall be for not less than $25,000,000 (or such lesser amount up to the Revolving Committed Amount Maximum Facilities Amount) and (y) after giving effect to each an such request and the proposed use of proceeds thereof, the aggregate amount (the “Increased Revolver CommitmentMaximum Facilities Amount”) of the Facilities (which term, for the avoidance of doubt, shall constitute one be amended pursuant to the Incremental Commitment Agreement to include any additional tranches of term loans so requested, if applicable), together with any Incremental Equivalent Debt secured by the Collateral on a pari passu basis with the Obligations, shall not exceed the greater of (A) $3,000,000,000 and (B) an amount equal to 350% of Consolidated EBITDA, determined to give pro forma effect to any related transactions consummated concurrently therewith, for the same Facility as the existing Revolving Commitments or mostly recently ended period of four consecutive fiscal quarters for which financial statements have been delivered pursuant to Section 6.1 (ii) one or more commitments after the Restatement Effective Date and before the Final Term Loan Maturity Date, the Borrower, by written notice to Administrative Agent, may also request the establishment of a synthetic letter of credit facility (each, an the “Incremental Facility CommitmentSynthetic L/C Facility”; the commitments thereto, and the “Incremental Synthetic L/C Commitments”; and, together with the Increased Revolver Incremental Loan Commitments, the “Incremental Commitments”); provided that (x) each such request shall be for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below not less than $25,000,000 (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), or such lesser amount up to a maximum aggregate amount of the Maximum Incremental Commitments not Synthetic Facility Amount) and (y) after giving effect to exceed $400,000,000; provided that, if the Collateral Event has occurredeach such request, the aggregate principal amount (the “Maximum Incremental Synthetic Facility Amount”) of all the Incremental Synthetic L/C Commitments shall not exceed at $500,000,000.Each such notice shall specify the time date (each, an “Increased Amount Date”) on which the Borrower proposes that the Incremental Commitments shall be effective, which shall be a date not less than 10 Business Days after the date on which such notice is delivered to the Administrative Agent. The Borrower may approach any Lender or any Person to provide or arrange all or a portion of the Incremental Commitments; provided that (i) no Lender will be required to provide such Incremental Commitment, (ii) any entity providing all or a portion of the Incremental Commitments are entered into other than a Lender, an affiliate of a Lender or an Approved Fund, shall be reasonably acceptable to the greater of Administrative Agent (xwith such acceptance by the Administrative Agent to not be unreasonably withheld or delayed) $400,000,000 and (yiii) any entity providing all or a portion of the Incremental Revolving Commitments other than a Lender, an amount affiliate of a Lender or an Approved Fund, shall be reasonably acceptable to each Issuing Lender (with such that, on a Pro Forma Basis after giving effect acceptance by the Issuing Lenders to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00be unreasonably withheld or delayed).

Incremental Facilities. (a) Subject Borrower may, at any time, by notice to the terms and conditions set forth herein and so long as Agent, establish additional term loan facilities (the “Incremental Facilities”) under the Loan Documents in an aggregate principal amount of up to $100,000,000, provided that no Default or Event of Default has occurred and exists which is continuing, the Borrower shall have is in pro forma compliance with all financial covenants hereunder and borrowings under the right, at Incremental Facilities would not require any time other Indebtedness (other than the Loans and from time the Incremental Facilities) to time prior be secured by any Collateral securing the Obligations (except to the Maturity Date, to incur additional Indebtedness extent such Lien is permitted under this Credit Agreement in the form provisions of (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility Section 8.2 hereof). The Incremental Facilities will be effected as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute will mature and amortize in a new Facility manner reasonably acceptable to the Agent, but will not in any event have a shorter average life than the Term Loan B borrowings hereunder. The Incremental Facilities (i) will rank pari passu in right of payment and security with the other Obligations and (ii) except as provided set forth above, will be treated substantially the same as (and in 2.22(dany event no more favorably than) below the Term Loan B borrowings hereunder (an “Incremental Facility,” including with respect to mandatory and the loans thereunder, “Incremental Loans”voluntary prepayments and collateral and guarantee position), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if that the Collateral Event has occurred, Incremental Facilities may provide for material additional or different financial or other covenants applicable only during periods after the aggregate amount of all Term Loan B Maturity Date. The applicable interest rate for the Incremental Commitments Facilities shall not exceed at the time any such applicable interest rate for the Term Loan B borrowings hereunder by more than 25 basis points unless the applicable interest rate for the Term Loan B borrowings hereunder are concurrently increased to be no less than 25 basis points less than the pricing of the Incremental Commitments are Facilities. The Incremental Facilities will be effected pursuant to an amendment to the Loan Documents entered into among the greater Borrower, the Agent and the Incremental Facility lenders, which will not require the consent of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00other Lenders.

Incremental Facilities. (a) Subject At any time and from time to time after the Restatement Effective Date, subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuingherein, the Borrower shall have the rightmay, at any time and from time to time prior by notice to the Maturity DateAdministrative Agent (whereupon the Administrative Agent shall promptly make available to each of the Lenders), request to incur additional Indebtedness under this Credit Agreement in the form of (i) effect one or more increases in the Revolving Credit Commitments (or, solely to the Revolving Committed Amount (each an “Increased Revolver Commitment”extent set forth in Section 2.14(d) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more below, provide commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute under a new Facility as provided in 2.22(dfacility constituting a Last Out Tranche) below (an “Incremental Facility,” Commitment”) from one or more Incremental Lenders; provided that (A) at the time of each such request and upon the effectiveness of each Incremental Facility Amendment, no Event of Default shall have occurred and be continuing (except in connection with a Permitted Acquisition or any other Investment not prohibited by the terms of this Agreement, which shall be subject to no continuing Event of Default under Section 11.1 or 11.5) or shall result therefrom, (B) the arrangement, upfront or similar fees in respect of such Incremental Commitment and the loans thereunder, “extensions of credit thereunder shall be determined by the Borrower and the applicable Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000Lenders; provided that, except with respect to any Last Out Tranche under Section 2.14(d) below, the Applicable Margins and Commitment Fees hereunder shall be increased if necessary to be consistent with that for such Incremental Commitment, and (C) except as set forth in clause (B) above or, with respect to any Last Out Tranche under Section 2.14(d) below, any Incremental Commitment shall be on the Collateral Event has occurredsame terms and pursuant to the same documentation applicable to the existing Revolving Credit Commitments hereunder. Notwithstanding anything to the contrary herein, the aggregate principal amount of all Incremental Commitments plus the Total Revolving Credit Commitment shall not exceed at $900,000,000.1,250,000,000. Each Incremental Commitment shall be in a minimum principal amount of $10,000,000 and integral multiples of $5,000,000 in excess thereof (unless the time any Borrower and the Administrative Agent otherwise agree); 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 Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00set forth above.

Incremental Facilities. (a) Subject The Parent Borrower may, by written notice to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, Administrative Agent at any time and from time time, on one or more occasions, request to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) add one or more increases new Classes of term facilities and/or increase the principal amount of any Class of Term Loans, any Incremental Term Loans or any Specified Refinancing Term Loans by requesting new term loan commitments to the Revolving Committed Amount be added to such Loans (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments any such new Class or (ii) one or more commitments (eachincrease, an “Incremental Facility CommitmentTerm Facility” and any loans made pursuant to an Incremental Term Facility, “Incremental Term Loans”, and together with ) and/or (ii) increase the Increased Revolver principal amount of any Class of Revolving Commitments, the “any Incremental Commitments”) for term loan Revolving Commitments or any Specified Refinancing Revolving Commitments and/or add one or more new Classes of incremental revolving facilities which shall constitute a (any such new Facility as provided in 2.22(d) below (Class or increase, an “Incremental Revolving Facility,” and, together with any Incremental Term Facility, “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and, together with any Incremental Term Loans, “Incremental Loans”), up to a maximum ) in an aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, Incremental Amount;. Such notice shall set forth (i) the aggregate amount of all the Incremental Term Loans and/or Incremental Revolving Commitments being requested (which shall not exceed at the time any such Incremental Commitments are entered into the greater of be (x) with respect to Incremental Facilities denominated in Dollars, in an aggregate principal amount of not less than $400,000,000 10,000,000, and $5,000,000 increments in excess thereof, (y) with respect to Incremental Facilities denominated in an Alternative Currency, in an aggregate principal amount of not less than an amount in such thatAlternative Currency equal to the Dollar Equivalent of $10,000,000, and $5,000,000 increments in excess thereof or (z) equal to the remaining Incremental Amount) and (ii) the date, which shall be a Business Day, on a Pro Forma Basis after giving effect to which such Incremental Commitments (and assuming such Term Loans are requested to be made and/or Incremental Revolving Commitments are fully drawn and/or funded, as applicable, and applied requested to become effective (the “Increased Amount Date”) pursuant to an Incremental Facility Activation Notice. Any Incremental Revolving Facility may provide for the purpose intendedability to permanently repay and terminate incremental revolving commitments on a pro rata basis or less than a pro rata basis (but not greater than pro rata basis) with the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00Revolving Facility.

Incremental Facilities. (a) Subject The Borrower may from time to time on or after the Fourth Amendment Closing Date, by written notice to the terms Administrative Agent, request (i) an increase to the existing Revolving Commitments (any such increase, the “New Revolving Commitments” and conditions set forth herein any Revolving Loans thereunder, the “New Revolving Loans”) and/or (ii) an increase to an existing Class of Term Loans and/or the establishment of one or more Term Loan Commitments hereunder (the “New Term Loan Commitments,” and collectively with any New Revolving Commitments, the “New Commitments” and each, individually, a “New Commitment”), in any case, by an amount not in excess of the sum of (x) from and after the Fourth Amendment Closing Date, $360,000,000 in the aggregate plus (y) the aggregate principal amount of additional New Commitments so long as, on a Pro Forma Basis (assuming, in the case of any New Commitments, that the entire amount of such New Revolving Commitments and New Term Loan Commitments were fully funded on the effective date of such increase and excluding the cash proceeds received by the Borrower in respect of any such New Commitments) and after giving effect to any Permitted Acquisitions and any Limited Conditionality Acquisition (if applicable pursuant to Section 1.5) consummated in connection therewith, (1) in the case of loans under such New Commitments secured by Liens on the Collateral that rank pari passu with the liens on the Collateral securing the Facilities (other than any such Liens that are junior), the First Lien Net Leverage Ratio on a Pro Forma Basis does not exceed 4.00 to 1.00 and (2) in the case of loans under such New Commitments secured by Liens that rank junior to the Liens on the Collateral securing the Facilities, the Senior Secured Net Leverage Ratio on a Pro Forma Basis does not exceed 5.50 to 1.00, plus (z) the aggregate amount of all voluntary prepayments of the Term Loans outstanding on the Fourth Amendment Closing Date and Revolving Loans pursuant to Section 2.11 (and accompanied by a reduction of the Revolving Commitments pursuant to Section 2.8(b) in the case of a prepayment of Revolving Loans) made prior to such time except to the extent funded with the proceeds of Indebtedness; provided, however, that notwithstanding the foregoing, the Borrower may, at any time following the Fourth Amendment Closing Date and on or prior to the earlier of (i) June 30, 2020 and (ii) the Taurus Special Mandatory Prepayment request the establishment of one or more Term Loan Commitments hereunder (or, if the Borrower and the Administrative Agent so agree, an increase to the existing Tranche B-1 Term Loan Commitments) (such New Commitments, the “Taurus Term Loan Facility”) in an amount not to exceed $400,000,000 in the aggregate; provided that (1) the proceeds of the Taurus Term Loan Facility may only be used to finance the Taurus Acquisition, (2) the Increased Amount Date with respect to the Taurus Term Loan Facility shall occur on the date of the consummation of the Taurus Acquisition and (3) any establishment and/or incurrence of the Taurus Term Loan Facility shall not decrease the maximum amount of New Commitments available under clause (x) above. Each such notice shall specify (i) the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Commitments shall be effective, which shall be a date not less than fifteen (15) Business Days after the date on which such notice is delivered to the Administrative Agent (or such shorter period as may be agreed to by the Administrative Agent) and (ii) the identity of each Lender or other Person reasonably acceptable to the Administrative Agent (such other Person, a “New Revolving Credit Lender” or “New Term Loan Lender,” as applicable, and collectively each a “New Lender” and together “New Lenders”) to whom the Borrower proposes any portion of such New Revolving Commitments or New Term Loan Commitments, as applicable, be allocated and the amounts of such allocations; provided that the Administrative Agent (and/or its Affiliates) may elect or decline to arrange such New Revolving Commitments or New Term Loan Commitments in its sole discretion and any Lender approached to provide all or a portion of the New Revolving Commitments or New Term Loan Commitments may elect or decline, in its sole discretion, to provide a New Revolving Commitment or a New Term Loan Commitment; provided, further, that, to the extent the consent of any party hereto is required for a proposed assignment under Section 10.4(b)(iii), such consent requirement shall apply to any New Lender under this Section 2.24 as though such New Lender were a proposed assignee under Section 10.4(b)(iii). All New Commitments shall become effective as of such Increased Amount Date; provided, that (i) no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one exist on such Increased Amount Date before or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental New Commitments (provided that, in connection with any Limited Conditionality Acquisition, it shall only be required that no Event of Default pursuant to Sections 8.1(a), 8.1(b), 8.1(h), 8.1(i) or 8.1(j) shall exist on such Increased Amount Date before or after giving effect to such New Commitments); (ii) the representations and assuming warranties set forth in this Agreement and the other Loan Documents shall be true and correct as in all material respects of such Incremental Increased Amount Date before and after giving effect to such New Commitments (provided that, in connection with any Limited Conditionality Acquisition, only the Specified Representations shall be required to be true and correct in all material respects on such Increased Amount Date before and after giving effect to such New Commitments); (iii) if the New Commitments are fully drawn and/or fundedpermitted to be incurred pursuant to sub-clause (y) of the first sentence of this clause (a), the Borrower shall deliver to the Administrative Agent a Compliance Certificate setting forth in reasonable detail the calculations of the First Lien Net Leverage Ratio or Senior Secured Net Leverage Ratio, as applicable, and applied executed by a Responsible Officer of the Borrower certifying the requirements of such sub-clause (y) have been met; (iv) for each New Lender (other than an existing Lender), the purpose intendedNew Commitments shall be effected pursuant to one or more joinder agreements in form and substance reasonably satisfactory to the Administrative Agent executed and delivered by the Borrower, such New Lender, and the Administrative Agent, and each of which shall be recorded in the Register and shall be subject to the requirements set forth in Section 2.20(g); (v) the Consolidated Net Leverage Ratio does not exceed 3.00 Borrower shall make any payments required, if any, pursuant to 1.00Section 2.19 in connection with the New Revolving Commitments; (vi) both before and after giving effect to the making of any new Loans, each of the conditions set forth in Section 3.2 shall be satisfied; and (vii) the Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent in connection with any such transaction.

Incremental Facilities. (a) Subject Upon notice to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuingAdministrative Agent (which shall promptly notify the Lenders), the Borrower shall have the right, at any time and may from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) add one or more increases to the Revolving Committed Amount new tranches of term loan facilities (each an “Increased Revolver CommitmentIncremental Term Loan”) or request an increase in the Aggregate Commitments (which shall constitute one increase may take the form of an increase to the Revolving Credit Facility or to the Term Facility) (each an “Incremental Increase”; together with the Incremental Term Loans, and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental CommitmentsFacility”) for term loan facilities which shall constitute a new Facility as provided in 2.22(dby an amount not exceeding the sum of (A) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (xi) $400,000,000 250,000,000 and (yii) an amount such that, equal to the Consolidated EBITDA of the Borrower and its consolidated Subsidiaries calculated on a Pro Forma Basis after for the applicable Reference Period, plus (B) an unlimited amount so long as, in the case of this clause (B), (x) in the case of Indebtedness secured on a pari passu basis with the Term Loans, the Consolidated Senior Secured Net Leverage Ratio of the Borrower and its Subsidiaries as of the last day of the applicable Reference Period, on a pro forma basis, does not exceed the Consolidated Senior Secured Net Leverage Incurrence Ratio, and (y) in the case of Indebtedness secured on a junior lien or unsecured basis, the Consolidated Total Leverage Ratio of the Borrower and its Subsidiaries as of the last day of the applicable Reference Period, on a pro forma basis does not exceed the Consolidated Total Leverage Incurrence Ratio; provided, that Incremental Facilities may be incurred under both clauses (A) and (B) in a single transaction by first calculating the portion of the Indebtedness being incurred under clause (B) (without giving effect to the Indebtedness being incurred under clause (A)) and second calculating the portion of the Indebtedness being incurred under clause (A); provided, further, that (i) any such request for an Incremental Facility shall be in a minimum amount of $25,000,000, (ii) the Borrower may make a maximum of five such requests, (iii) no Incremental Term Loan shall mature earlier than the Maturity Date or have a shorter weighted average life to maturity than the remaining weighted average life to maturity of the Term Facility, (iv) each Incremental Term Loan shall rank pari passu or junior in right of payment, prepayment and/or voting with the Term Loans, including sharing in mandatory prepayments under Section 2.05(b) pro rata with the Term Loans (unless agreed to be paid after the Term Loans by the Lenders providing such Incremental Commitments Term Loans), (v) any Incremental Term Loan secured on a junior lien basis to the Term Facility shall be subject to customary second lien, prepayment, standstill and assuming other provisions reasonably acceptable to the Administrative Agent and the Borrower), (vi) other than as expressly provided in this Section 2.16, any Incremental Term Loan shall be on terms and conditions substantially identical to, or (taken as a whole) not materially more favorable (as reasonably determined by the Borrower) to the lenders providing such Incremental Commitments are fully drawn and/or fundedTerm Loan than those applicable to the Term Facility (except for covenants or other provisions applicable only to periods after the Maturity Date, closing date conditions, fees, interest rate and other economic terms) and (vii) any Incremental Increase of the Revolving Credit Facility or the Term Facility shall be on terms identical to and pursuant to the documentation applicable to the Revolving Credit Facility or the Term Facility, as applicableapplicable (other than with respect to closing date conditions, fees for such Incremental Increase and applied other terms meant to implement such Incremental Increase). Incremental Facilities may be (but shall not be required to be) provided by any existing Lender, in each case on terms permitted in this Section 2.16 and otherwise on terms reasonably acceptable to the Borrower and the Administrative Agent; provided that the Borrower shall not be required to offer or accept commitments from existing Lenders for any Incremental Facility. At the purpose intendedtime of sending the notice referred to in the foregoing sentence, the Borrower (in consultation with the Administrative Agent) shall specify the Consolidated Net Leverage Ratio does not exceed 3.00 time period within which any Appropriate Lender is requested to 1.00.respond (which shall in no event be less than ten Business Days from the date of delivery of such notice to the Appropriate Lenders),

Incremental Facilities. (a) Subject The Borrower may by written notice to the terms and conditions set forth herein and so long as no Default or Event Administrative Agent elect to request the establishment of Default has occurred and is continuing, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one or more increases (x) additional term loans, which may be of the same Class as any then-existing Term Loans (a “Term Loan Increase”) or a separate Class of Term Loans (the commitments for additional term loans of the same Class or a separate Class, collectively, the “Incremental Term Loan Commitments”), (y) additional term letter of credit loans, which may be of the same Class as any then-existing Term C Loans (a “Term C Loan Increase”) or a separate Class of Term C Loans (the commitments for additional term loans of the same Class or a separate Class, collectively, the “Incremental Term C Loan Commitments”) and/or (z) revolving credit commitments, which may be of the same Class as any then-existing Revolving Credit Commitments (the commitments thereto, the “New Revolving Credit Commitments”) or a separate Class of Revolving Credit Commitments (the commitments thereto, the “Additional Revolving Credit Commitments” and, together with the New Revolving Credit Commitments, the “Incremental Revolving Credit Commitments”; together with the Incremental Term Loan Commitments and the Incremental Term C Loan Commitments, the “Incremental Loan Commitments”), by an aggregate amount, when combined with the aggregate principal amount of all Permitted Other Debt incurred in reliance on Sections 10.1(y)(iii) and (iv) (solely to the Revolving Committed extent of refinancing Indebtedness incurred in reliance on clause (iii) of Section 10.1(y)), not in excess of the Maximum Incremental Facilities Amount at the time of incurrence thereof and not less than $10,000,000 individually (each an “Increased Revolver Commitment”or such lesser amount as (x) which may be approved by the Administrative Agent or (y) shall constitute one and the same Facility as Maximum Incremental Facilities Amount at such time). Each such notice shall specify the existing Revolving Commitments or (ii) one or more commitments date (each, an “Increased Amount Date”) on which the Borrower proposes that the Incremental Facility Loan Commitments shall be effective. The Borrower may approach any Lender or any Person (other than a natural Person) to provide all or a portion of the Incremental Loan Commitments; provided that any Lender offered or approached to provide all or a portion of the Incremental Loan Commitments may elect or decline, in its sole discretion, to provide an Incremental Loan Commitment”, and together with the Borrower shall have no obligation to approach any existing Lender to provide any Incremental Loan Commitment. In each case, such Incremental Loan Commitments shall become effective as of the applicable Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000Amount Date; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (i) (x) $400,000,000 and unless the immediately succeeding clause (y) an amount is applicable, no Event of Default shall exist on such that, on a Pro Forma Basis Increased Amount Date immediately before or immediately after giving effect to such Incremental Loan Commitments and the borrowing of any Incremental Loans thereunder or (and assuming y) if such Incremental Loan Commitment is being provided in connection with a Limited Condition Transaction, then no Event of Default under (A) Section 11.1 or Section 11.5 shall exist on such Increased Amount Date and (B) such other provisions of Section 11 as may otherwise be required by the Lenders providing the applicable Incremental Loan Commitment immediately before or immediately after giving effect to such Incremental Loan Commitment and the borrowing of any Incremental Loans thereunder, (ii) in connection with any incurrence of Incremental Loans, or establishment of Incremental Loan Commitments, on an Increased Amount Date, there shall be no requirement for the Borrower to bring down the representations and warranties under the Credit Documents, (iii) the Incremental Loan Commitments are fully drawn and/or fundedshall be effected pursuant to one or more Incremental Amendments executed and delivered by the Borrower and the Administrative Agent, and each of which shall be recorded in the Register and shall be subject to the requirements set forth in Section 5.4(d) and (e), and (iv) the Borrower shall make any payments required pursuant to Section 2.11 in connection with the Incremental Loan Commitments, as applicable. No Lender shall have any obligation to provide any Commitments pursuant to this Section 2.14(a). For all purposes of this Agreement, (a) any Incremental Term Loans made on an Increased Amount Date shall be designated (x) a separate series of Term Loans or (y) in the case of a Term Loan Increase, a part of the series of existing Term Loans subject to such increase, (b) any Incremental Term C Loans made on an Increased Amount Date shall be designated (x) a separate series of Term C Loans or (y) in the case of a Term C Loan Increase, a part of the series of existing Term C Loans subject to such increase, and applied for (c) any Incremental Revolving Credit Commitments made on an Increased Amount Date shall be designated (x) a separate series of Revolving Credit Commitments or (y) in the purpose intended) case of a New Revolving Credit Commitment, a part of the Consolidated Net Leverage Ratio does not exceed 3.00 series of existing Revolving Credit Commitments subject to 1.00such increase (such new or existing series of Term Loans, Term C Loans or Revolving Credit Commitments, each, a “Series”).

Incremental Facilities. (a) Subject to the terms The Parent Borrower and conditions set forth herein and so long as no Default any one or Event of Default has occurred and is continuing, the Borrower shall have the right, at any time and more Lenders (including New Lenders) may from time to time prior to the Maturity Dateagree that such Lenders shall make, to incur additional Indebtedness under this Credit Agreement in the form of (i) obtain one or more increases to additional tranches of term loans or increase the Revolving Committed Amount amount of their Term Loans (each an “Increased Revolver Commitment”which may be effected by increasing the amount of any then existing Facility of Term Loans) which shall constitute one and the same Facility as the existing Revolving Commitments (any such Term Loans or (ii) one or more commitments (additional tranche of term loans each, an “Incremental Facility CommitmentTerm Facility”) or increase the aggregate amount of the Revolving Commitments (any such increase, an “Incremental Revolving Facility”, and together with the Increased Revolver Commitmentsany Incremental Term Facilities, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental LoansFacilities”), up as applicable, by executing and delivering to a maximum aggregate the Administrative Agent an Incremental Facility Activation Notice specifying (i) the amount of such increase and the Facility or Facilitates involved, (ii) the applicable Incremental Commitments Facility Closing Date (which shall be a date not less than ten (10) Business Days after the date on which such notice is delivered to exceed $400,000,000the Administrative Agent (or such earlier date as shall be agreed by the Administrative Agent)) and (iii) in the case of Incremental Term Loans, (x) the applicable Incremental Term Loan Maturity Date, (y) the amortization schedule for such Incremental Term Loans and (z) the Applicable Margin for such Incremental 77 Term Loans; provided thatprovided, if the Collateral Event has occurred, that (i) the aggregate amount of all Incremental Commitments Facilities established on any date shall not exceed at the time any such Incremental Commitments are entered into the greater sum of (x) $400,000,000 and an amount equal to the Base Incremental Amount on such date, plus (y) an additional amount equal to the Voluntary Prepayment Amount on such date plus (z) an additional amount equal to the Maximum Incremental Ratio Amount as of such date (the sum of the amounts in clauses (x), (y) and (z), the “Incremental Availability Amount”) (it being understood that (A) the applicable Borrower shall be deemed to have utilized amounts under clauses (y) and/or (z) above prior to utilization of amounts under clause (x) above, and if the applicable Borrower does not make an election, the applicable Borrower shall be deemed to have elected clause (z), (B) the proceeds from any incurrence under such clauses may be utilized in a single transaction by first calculating the incurrence under clauses (y) and/or (z) above and then calculating the incurrence under clause (x) above (it being understood that any amounts incurred under clauses (x) and/or (y) above concurrently with amounts incurred under clause (z) above will not count as Indebtedness for the purposes of calculating the applicable ratio in clause (z) thereof at the time of such concurrent incurrence) and (C) the Parent Borrower may reclassify utilizations among clauses (x), (y) and (z) above if, at the time of such reclassification, the Parent Borrower would be permitted to incur the aggregate principal amount of Indebtedness being so reclassified), (ii) each Incremental Facility shall be in a minimum aggregate principal amount of $10,000,000, (iii) the Loans in respect of any Incremental Facility and all obligations in respect thereof shall be Obligations under this Agreement and the other Loan Documents that are (A) guaranteed on a pari passu basis with all of the other Obligations under this Agreement and the other Loan Documents and (B) secured by the Collateral (and no other property) and the Liens on the Collateral securing such Incremental Facility and all other obligations in respect thereof shall be pari passu with the Liens on the Collateral securing all of the other Obligations under this Agreement and the other Loan Documents, (iv) the Incremental Term Loans in respect of any Incremental Term Facility will be entitled to prepayments on the same basis as the Term B Loans unless the applicable Incremental Facility Activation Notice specifies a lesser treatment, (v) except in the case of a bridge loan the terms of which provide for an automatic extension of the maturity date thereof to a date that would satisfy the following requirement in this clause (v), such Incremental Term Loans shall have a final maturity no earlier than the Latest Maturity Date of the Term B Facility (determined immediately prior to incurrence of such Incremental Term Loans), (vi) except in the case of a bridge loan the terms of which provide for an automatic extension of the maturity date thereof to a date that would satisfy the following requirement in this clause (vi), the weighted average life to maturity of such Incremental Term Facility shall be no shorter than that of any existing Term B Loans (except if required in order to make such Incremental Term Loans fungible with any outstanding Term B Loans), (vii) the interest rates, currency, discounts, premiums, rate floors, fees and (subject to clauses (v) and (vi) above) amortization schedule applicable to such Incremental Term Facility shall be determined by the applicable Borrower and the Lenders providing such Incremental Term Facility, provided that, on a Pro Forma Basis after in the event that the all-in-yield (whether in the form of interest rate margins, original issue discount, upfront fees or other fees paid to all lenders or interest rate floors) for any Incremental Term Facility denominated in Dollars shall be more than 50 basis points higher than the corresponding all-in-yield (giving effect to interest rate margins, original issue discount, upfront fees or other fees paid to all lenders and interest rate floors) for any then existing Term B Loans as determined by the Administrative Agent in accordance with standard market practices, then the all-in-yield with respect to the outstanding Term B Loans shall be increased to the amount necessary so that the difference between the all-in-yield with respect to the Incremental Term Facility and the all-in-yield on the outstanding Term B Loans is equal to 50 xxxxx xxxxxx, (xxxx) any Incremental Term Facility shall be on terms and pursuant to documentation to be determined by the applicable Borrower and the Lenders providing such Incremental Commitments Term Facility; provided that to the extent that (subject to clauses (iv) through (vii) above) the terms and assuming documentation of any Incremental Term Facility are not consistent with the terms and documentation of the Term B Facility, they shall be reasonably satisfactory to the Administrative Agent and (ix) any Incremental Revolving Facility shall be on terms and pursuant to documentation applicable to the Revolving Facility (including the maturity date in respect thereof) (it being understood that, if required to consummate an Incremental Revolving Facility, the applicable Borrower may increase the pricing, interest rate margins, rate floors and undrawn fees on the Revolving Facility for all Revolving Lenders under the Revolving Facility, but additional upfront or similar fees may be payable to the lenders participating in such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does Revolving Facility without any requirement to pay such amounts to any existing Revolving Lenders that do not exceed 3.00 participate in such Incremental Revolving Facility). No Lender shall have any obligation to 1.00participate in any Incremental Facility unless it agrees to do so in its sole discretion.

Incremental Facilities. (a) Subject At any time and from time to time, subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuingherein, the Borrower shall have the rightmay, at any time and from time to time prior by notice to the Maturity DateAdministrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request to incur add additional Indebtedness under this Credit Agreement in the form of (i) Term Loans or add one or more increases to additional tranches of term loans (the Revolving Committed Amount (“Incremental Term Loans”; each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments such increase or (ii) one or more commitments (eachtranche, an “Incremental Facility Commitment”, and together with Facility). Notwithstanding anything to the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurredcontrary herein, the aggregate amount of all the Incremental Commitments Facilities shall not exceed at an amount equal to $125.0 million (the time “Non-Ratio-Based Incremental Facility Cap”); provided that the Borrower may incur additional Incremental Facilities without regard to the Non-Ratio-Based Incremental Facility Cap (each such Incremental Facility, a “Ratio-Based Incremental Facility”) so long as (A) with respect to any such Incremental Commitments are entered into Facility secured on a pari passu basis with the greater of (x) $400,000,000 and (y) an amount such thatObligations, the Senior Secured First Lien Net Leverage Ratio, determined on a Pro Forma Basis after giving effect Basis, is equal to or less than the Closing Date Senior Secured First Lien Net Leverage Ratio, (B) with respect to any such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or fundedFacility secured on a junior basis to the Obligations, as applicablethe Senior Secured Net Leverage Ratio, and applied for determined on a Pro Forma Basis, is equal to or less than the purpose intended) the Consolidated Closing Date Senior Secured Net Leverage Ratio does or (C) with respect to any such unsecured Incremental Facility, the Total Net Leverage Ratio, determined on a Pro Forma Basis, is equal to or less than the Closing Date Total Net Leverage Ratio. Each tranche of Incremental Term Loans shall be in an integral multiple of $1.0 million and in an aggregate principal amount that is not exceed 3.00 to 1.00less than $15.0 million (or such lesser minimum amount approved by the Administrative Agent in its reasonable discretion); provided that such amount may be less than the applicable minimum amount or integral multiple amount if such amount represents all the remaining availability under the Non-Ratio-Based Incremental Facility Cap or in respect of Ratio-Based Incremental Facilities.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so So long as no Default or Event of Default has occurred and is continuingexists or would arise therefrom, the Borrower (or, solely in respect of an Incremental Revolving Facility that increases the Total 2024 Canadian Revolving Facility Commitments, the Canadian Borrower) shall have the right, at any time and from time to time prior after the Closing Date to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) request new term loan commitments under one or more increases new term loan credit facilities to be included in this Agreement and/or increase the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments principal amount of any Class of Term Loans (each, an “Incremental Term Facility” and, collectively, the “Incremental Term Loan Commitments”) and/or, (ii) increase the Total Revolving Commitment (eachClosing Date Revolving Facility Commitment”Commitments and/or (iii) increase the Total 2024 Canadian Revolving Facility Commitments (each increase described in the foregoing clauses (ii) and (iii), and an “Incremental Revolving Facility” and, such commitments, the “Incremental Revolving Facility Commitments” and, together with the Increased Revolver Incremental Term Loan Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an ” and, together with any Incremental Term Facility, “Incremental Facility,” Facilities”; and the loans thereunder, “Incremental Revolving Facility Loans” and, together with any Incremental Term Loans, “Incremental Loans”), up to a maximum ) so long as the aggregate outstanding principal amount of all unutilized Incremental Commitments and Incremental Loans does not to exceed $400,000,000the Incremental Amount; provided that, (A) after giving pro forma effect to any Incurrence or discharge of Indebtedness on the date the applicable Incremental Commitment Agreement becomes effective (subject to Section 1.3) and all related transactions as if completed on the Collateral Event has occurredfirst day of the twelve (12)-month period ending on the most recent Test Date, the Borrower would have been in compliance with Section 8.1 on the Test Date (assuming compliance with Section 8.1 was required on the Test Date) (and the Borrower shall deliver a certificate, on or prior to the date on which such Incremental Commitment shall become effective to the Administrative Agent certifying that the Borrower is in compliance with this Section 4.17) and (B) the aggregate principal amount of all Incremental Revolving Facilities incurred in the form of an increase of the Total 2024 Canadian Revolving Facility Commitments shall not exceed at C$75,000,000. Any Incremental Term Loan Commitment Incurred in the time form of increases to any such Incremental Commitments are entered into the greater Class of existing Term Loans shall be identical to (other than (x) $400,000,000 with respect to “original issue discount” or upfront fees and (y) an amount such that, on a Pro Forma Basis after giving effect any increase to the scheduled amortization payments applicable to any Class of Term Loans necessary to make such Incremental Term Loan fungible with any Class of existing Term Loans) and form part of such Term Loans. Any Incremental Closing Date Revolving Facility Commitments shall be Incurred in the form of increases to the Closing Date Revolving Facility Commitments and shall be identical to (other than with respect to upfront fees) and assuming such form part of suchthe Closing Date Revolving Facility. Any Incremental 2024 Canadian Revolving Facility Commitments are fully drawn and/or funded, as applicable, shall be Incurred in the form of increases to the 2024 Canadian Revolving Facility Commitments and applied for shall be identical to (other than with respect to upfront fees) and form part of the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00.2024 Canadian Revolving Facility. 117

Incremental Facilities. (a) Subject The Borrower, by written notice to the terms Administrative Agent, may request (x) the establishment of Incremental Revolving Commitments and/or the establishment of Incremental Term Commitments (Incremental Term Loans, Incremental Revolving Commitments and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (eachLoans made thereunder, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitmentscollectively, the “Incremental CommitmentsExtensions of Credit”) for term loan facilities which shall constitute a new or (y) to incur Alternative Incremental Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000Debt; provided that, if the Collateral Event has occurred, that the aggregate amount of all Incremental Commitments established hereunder, together with the aggregate principal amount of all Alternative Incremental Facility Debt and the aggregate amount of all Designated Local Facilities (as defined in the Collateral Agreement) that constitute Secured Cash Management Obligations (as defined in the Collateral Agreement), shall not exceed at the time any such Incremental Commitments are entered into the greater sum of (x) $400,000,000 and 600,000,000, plus (y) the aggregate principal amount of all voluntary prepayments of Term Loans and voluntary prepayments of Revolving Loans to the extent accompanied by a permanent reduction of the Revolving Commitments (excluding voluntary prepayments of Incremental Term Loans and Revolving Loans and accompanying Revolving Commitment reductions, in each case, to the extent obtained pursuant to clause (z) below), in each case, made prior to the date of the applicable Incremental Extension of Credit) and not funded with the proceeds of Indebtedness, plus (z) an additional amount, so long as, immediately after giving effect to the incurrence of such additional amount (but without giving effect to any amount incurred simultaneously in reliance on clauses (x) or (y) above) and the application of the proceeds therefrom, but without netting the proceeds thereof (and assuming that (A) the full amount of such thatIncremental Extension of Credit or Alternative Incremental Facility Debt has been funded, (B) all Alternative Incremental Facility Debt and each Designated Local Facility designated as Secured Cash Management Obligations constitutes Total First Lien Indebtedness, regardless of whether it satisfies the terms of the definition thereof and (C) assuming that the full amount of all such Designated Local Facilities have been funded), the First Lien Net Leverage Ratio, calculated on a Pro Forma Basis after giving effect as of the last day of the most recently ended fiscal quarter, is equal to such or less than 1.10 to 1.00. Such notice shall set forth (i) the amount and type of the requested Incremental Commitments and (and assuming ii) the date on which such Incremental Commitments are fully drawn requested to become effective (which shall be not less than 10 Business Days or more than 60 days after the date of such notice unless otherwise agreed by the Borrower and the Administrative Agent). Each Incremental Lender, if not already a Lender hereunder, shall be subject to the approval of the Administrative Agent to the extent such approval would otherwise be required pursuant to Section 9.04 and, in the case of an Incremental Revolving Lender, each Issuing Bank to the extent such approval would otherwise be required pursuant to Section 9.04 (which approvals shall not be unreasonably withheld or delayed) and each Incremental Lender shall execute all such documentation as the Administrative Agent shall reasonably specify to evidence its Incremental Commitment and/or fundedits status as a Lender hereunder. No Lender shall be obligated to provide any Incremental Extension of Credit, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00unless it so agrees.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, at At any time and or from time to time on or after the SecondThird Amendment Effective Date, the Borrower may by written notice to the Administrative Agent elect to request (i) prior to the Maturity DateDate of the applicable Revolving Credit Facility, to incur one additional Indebtedness under this revolving credit facility tranche (“New Revolving Credit Agreement in the form of (iCommitments”) or one or more increases to the existingTranche A Revolving Committed Amount Credit Commitments or the NewTranche B Revolving Credit Commitments (each an any such increase in commitments, the “Increased Revolver CommitmentRevolving Credit Commitments” and, together with the New Revolving Credit Commitments, the “Incremental Revolving Credit Commitments”) which shall constitute one and the same Facility as the existing Revolving Commitments or and/or (ii) prior to the Maturity Date of the Term B Loan Facility, the establishment of one or more new term loan commitments (eachthe “New Term Commitments” and, an “Incremental Facility Commitment”, and together with the Increased Revolver New Revolving Credit Commitments and the IncreasedIncremental Revolving Credit Commitments, the “Incremental Commitments”) for which may be of the same Class as existing Term Loans or a separate Class of new term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000loans; provided that, if the Collateral Event has occurred, (x) the aggregate principal amount of all such Incremental Commitments shall not exceed at (A) in the time case of any such Incremental Revolving Credit Commitments, $135,000,000; provided that the sum of the Incremental Revolving Credit Commitments are entered into plus the greater Existing Revolving Credit Commitments then in effect shall not exceed $155,000,000, plus (B) in the case of both the Incremental Revolving Credit Commitments and the New Term Commitments, $75,000,000, plus (xCB) $400,000,000 after the full utilization of the amounts available under clause (A) above, in the case of the Incremental Revolving Credit Commitments, and clause (yB) above, in the case of both the Incremental Revolving Credit Commitments and the New Term Commitments, an additional amount such thatof Incremental Revolving Credit Commitments and/or New Term Commitments so long as in the case of this clause (CB), on a the Senior Secured Leverage Ratio shall not exceed 2.75:1.00 as of the end of the Test Period most recently ended, both before and after giving Pro Forma Basis Effect to such IncreasedIncremental Revolving Credit 72 Commitments or New Term Loans (assuming a borrowing of the maximum amount of Loans available under the Revolving Credit Commitments and any Incremental Revolving Credit Commitments after giving effect to such Incremental Revolving Credit Commitment and any Incremental Revolving Credit Commitments previously made pursuant to this Section 2.14 and excluding, for purposes of determining Consolidated Total Debt, the cash proceeds from the borrowing of the proposed Incremental Revolving Credit Commitments or New Term Loans) and (y) any such request shall be for an aggregate principal amount of Incremental Commitments that is not less than $5,000,000 (or such lesser amount which shall be approved by Administrative Agent or such lesser amount that shall constitute the difference between the maximum aggregate principal amount of Incremental Commitments indicated above and assuming all such Incremental Commitments are fully drawn and/or fundedobtained prior to such date) and integral multiples of $5,000,000 in excess of that amount. Each such notice shall specify (i) the date (each, an “Increased Amount Date”) on which the Borrower proposes that the applicable Incremental Commitments shall be effective, which shall be a date not less than fifteen (15) Business Days after the date on which such notice is delivered to the Administrative Agent (or such shorter period as shall be reasonably acceptable to the Administrative Agent) and (ii) the identity of each Lender or other Person that is an Eligible Assignee (each, a “New Revolving Credit Lender” or “New Term Lender”, as applicable) to whom the Borrower proposes any portion of such Incremental Revolving Credit Commitments or New Term Commitments, as applicable, be allocated and the amounts of such allocations; provided that the Borrower shall first approach each existing Lender to provide any Incremental Commitment, which Lender may elect or decline, in its sole discretion, to provide all or any portion of such requested Incremental Commitment. Such Incremental Commitments shall become effective, as of such Increased Amount Date; provided that, (1) no Default or Event of Default shall have occurred and be continuing on such Increased Amount Date before or after giving effect to such Incremental Commitments; (2) after giving effect to the making of any New Term Loans or effectiveness of any Incremental Revolving Credit Commitments, each of the conditions set forth in Section 4.02 shall be satisfied; (3) the Incremental Revolving Credit Commitments or New Term Commitments, as applicable, shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, the New Revolving Credit Lender or New Term Lender, as applicable, and applied for Administrative Agent, and each of which shall be recorded in the purpose intendedRegister, and each New Revolving Credit Lender and New Term Lender shall be subject to the requirements set forth in Section 10.15; (4) the Consolidated Net Leverage Ratio does not exceed 3.00 Borrower shall make any payments required pursuant to 1.00Section 3.05 in connection with the Incremental Commitments, if applicable; and (5) the Borrower shall deliver or cause to be delivered any customary legal opinions or other documents reasonably requested by Administrative Agent in connection with any such transaction.

Incremental Facilities. (a) Subject At any time and from time to time prior to the Latest Maturity Date, subject to the terms and express conditions set forth herein herein, the Borrower may by no less than three (3) Business Days’ prior notice to the Administrative Agent (or such lesser number of days reasonably acceptable to the Administrative Agent), request to add one or more new credit facilities (each, an “Incremental Facility”) and so long as consisting of one or more additional tranches of term loans (each, an “Incremental Term Facility”) or an increase in an existing class of Revolving Credit Commitments (each, an “Incremental Revolving Credit Facility”), or a combination thereof, provided that (i) immediately before and after giving effect to each Incremental Facility Amendment and the applicable Incremental Facility, no Default or Event of Default has occurred and is continuingcontinuing or would result therefrom (or, in the Borrower case that the proceeds of such Incremental Facility are being used to finance a Limited Condition Acquisition, no Event of Default under Sections 8.01(a) and 8.01(f) shall have occurred and be continuing on the rightLCA Test Date), at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “subject to calculation adjustments set forth in Section 1.11 with respect to any Incremental Facility Commitment”, and together being incurred in connection with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurredLimited Condition Acquisition, the aggregate principal amount of all Incremental Commitments Facilities at the time of issuance or incurrence shall not exceed the Maximum Additional Debt Amount at such time, and (iii) with respect to any secured Incremental Term Facility (other than any Incremental Term Facility ranking junior in right of payment or with respect to security with the time Obligations (including as a result of being “last out” in any waterfall)) or any Additional Debt consisting of term loans that are secured on a pari passu basis with the Term Loans, in the event that the Yield for any such Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or fundedTerm Facility or Additional Debt, as applicable, and applied is higher than the Yield for the purpose intended) outstanding Term Loans by more than 50 basis points, then the Consolidated Net Leverage Ratio does not exceed 3.00 Applicable Rate for the outstanding Term Loans shall be increased to 1.00.the extent necessary so that the Yield for such outstanding Term Loans is equal to 97 US-DOCS\136335661.3140506888.9

Incremental Facilities. (aaa) Subject The Borrower may by written notice to the terms Revolver Administrative Agent elect to request prior to the Revolving Credit Termination Date, increases to the existing Revolving Credit Commitments (any such increase, the “New Revolving Credit Commitments”) and/or enter into one or more tranches of term loans (each, an “Incremental Term Loan”), in each case, in minimum increments of $1,000,000 (or such lesser amount as may be approved by the Revolver Administrative Agent), so long as after giving effect to such New Revolving Credit Commitments or Incremental Term Loans and the application of the proceeds thereof on a pro forma basis (without netting the cash proceeds of any such Incremental Term Loans incurred on such date and, in the case of any New Revolving Credit Commitments, assuming full utilization 50 of such New Revolving Credit Commitments (whether or not fully drawn) and the cash proceeds of any borrowing of Indebtedness under Section 11.6(h) being incurred at such time for purposes of determining the Leverage Ratio, but shall otherwise give pro forma effect to the intended use of proceeds thereof and all other pro forma adjustments), (i) the aggregate amount of the Total Revolving Credit Commitments (inclusive of any New Revolving Credit Commitments, Revolving Credit Loans and Letters of Credit Outstanding) and Incremental Term Loans does not exceed $300,000,000 and (ii) the Borrower is in pro forma compliance with the financial covenants in Section 11.15. In connection with the incurrence of any Indebtedness under this Section 2.14, at the request of the Revolver Administrative Agent, the Borrower shall provide to the Revolver Administrative Agent a certificate certifying that the aggregate amount of the Total Revolving Credit Commitments (inclusive of any New Revolving Credit Commitments, Revolving Credit Loans and Letters of Credit Outstanding) and any Incremental Term Loans does not exceed $300,000,000, which certificate shall be in reasonable detail and shall provide the calculations and basis therefor. Each such notice shall specify the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Revolving Credit Commitments shall be effective or the Incremental Term Loans shall be made. The Borrower may approach any Lender or any Person (other than a natural Person) to provide all or a portion of the New Revolving Credit Commitments or any Incremental Term Loan; provided that any Lender offered or approached to provide all or a portion of the New Revolving Credit Commitments or Incremental Term Loans may elect or decline, in its sole discretion, to provide a New Revolving Credit Commitment or Incremental Term Loan. In each case, such New Revolving Credit Commitments shall become effective, or such Incremental Term Loans shall be made, as of the applicable Increased Amount Date; provided that (1) both before and after giving effect to such New Revolving Credit Commitments or Incremental Term Loans, as applicable, each of the conditions set forth herein in Section 7.1 shall be satisfied, (2) any Revolving Credit Loans made pursuant to any New Revolving Credit Commitments shall be an increase to the existing Revolving Facility hereunder and so long be on the same terms as the existing Revolving Credit Commitments and Revolving Credit Loans made pursuant thereto (including, for the avoidance of doubt, with respect to maturity date and pricing), as set forth in and pursuant to the Revolving Credit Documents, with such additional amendments thereto as may be necessary or appropriate in the judgment of the Revolver Administrative Agent to effect such New Revolving Credit Commitments, (3) the New Revolving Credit Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower and the Revolver Administrative Agent, and each of which shall be recorded in the Register and shall be subject to the requirements set forth in Section 5.4(e), (4) immediately prior to, and after giving effect to, the incurrence of such New Revolving Credit Commitments or Incremental Term Loan, no Default or Event of Default has shall have occurred and is continuing, each of the Borrower shall have the right, at any time representations and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement warranties set forth in the form of Revolving Credit Documents shall be true and correct in all material respects (ior if such representations are qualified by materiality or subject to a “material adverse effect” or similar term or qualification, such representations and warranties shall be true and correct in all respects) and (5) the Incremental Term Loans shall be effected pursuant to one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments amendments (each, an “Incremental Facility CommitmentAmendment”) executed and delivered by the Borrower, the Revolver Administrative Agent and each applicable Lender for such Incremental Term Loans, and together each of which shall be recorded in the Register and shall be subject to the requirements set forth in Section 5.4(e), and (6) such New Revolving Credit Commitments are subject to the MFN Protection (as described below). The All-In Yield applicable to any New Revolving Credit Commitments or Incremental Term Loan will be determined by the Borrower and the applicable Lenders providing such New Revolving Credit Commitments or Incremental Term Loan; provided that with respect to any New Revolving Credit Commitments or Incremental Term Loan (other than New Revolving Credit Commitments or Incremental Term Loans that are unsecured or secured on a junior basis to the Increased Revolver CommitmentsRevolving Facility or that are not provided by commercial banks), the “Incremental Commitments”) All-In Yield will not be more than 0.50% higher than the corresponding All-In Yield for term loan facilities which shall constitute a new the existing Revolving Facility as provided (calculated in 2.22(d) below (an “Incremental Facility,” the same manner and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to any amendment to interest rate margins under the Revolving Facility after the Closing Date but prior to the date of the addition of such New Revolving Credit Commitments or Incremental Term Loan), unless the interest rate margins with respect to the Revolving Facility are increased by an amount equal to the difference between the All-In Yield with respect to such New Revolving Credit Commitments (or Incremental Term Loan and assuming the corresponding All-In Yield on the existing Revolving Facility minus 0.50%; provided, further, that, if any New Revolving Credit Commitments or Incremental Term Loan includes a Term SOFR or ABR floor that is greater than the Term SOFR or ABR floor applicable to the Revolving Facility, such Incremental Commitments are fully drawn and/or funded, as applicabledifferential between interest rate floors shall be included in the calculation of All-In Yield for purposes of this paragraph but only to the extent an increase in the Term SOFR or ABR floor applicable to the existing Revolving Facility would cause an increase in the interest rate then in effect thereunder, and applied for in such case the purpose intendedTerm SOFR and ABR floors (but not the applicable margin) applicable to the Consolidated Net Leverage Ratio does not exceed 3.00 existing Revolving Facility shall be increased to 1.00the extent of such differential between interest rate floors (this paragraph, the “MFN Protection”).

Incremental Facilities. (a) Subject to the terms The Borrowers and conditions set forth herein and so long any one or more Lenders (including New Lenders as no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, at any time and defined below) may from time to time prior agree that such Lenders shall make, obtain or increase the amount of their Incremental Term Loans or Incremental Revolving Commitments, as applicable, by executing and delivering to the Administrative Agent an Increased Facility Activation Notice specifying (i) the amount of such increase and the Facility or Facilities involved, (ii) the applicable Increased Facility Closing Date and (iii) in the case of Incremental Term Loans, (x) the applicable Incremental Term Maturity Date, to incur additional Indebtedness under this Credit Agreement (y) the amortization schedule for such Incremental Term Loans, and (z) the Applicable Margin for such Incremental Term Loans which, in the form cases of each of the foregoing clauses (x), (y) and (z) shall comply with Section 2.15(d) below. Notwithstanding the foregoing, (i) one or more increases to without the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and consent of the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurredRequired Lenders, the aggregate amount of all borrowings of Incremental Term Loans and Incremental Revolving Commitments obtained after the Amendment Effective Date pursuant to this paragraph shall not exceed at $50,000,000 and the time any such aggregate Incremental Commitments are entered into Revolving Commitment shall not exceed $10,000,000 and (ii) without the greater consent of the Administrative Agent, (x) each increase effected pursuant to this paragraph shall be in a minimum amount of at least $400,000,000 10,000,000 and (y) an amount such that, on a Pro Forma Basis no more than three Increased Facility Closing Dates may be selected by the Borrowers after giving effect the Amendment Effective Date. No Lender shall have any obligation to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 participate in any increase described in this Section 2.15 unless it agrees to 1.00do so in its sole discretion.

Incremental Facilities. (a) Subject At any time and from time to time, subject to the terms and conditions set forth herein and so long as herein, the Lead Borrower may, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy of such notice to each of the Lenders), request to incur one or more increases in the Revolving Credit Commitments (or tranches of term loans in the form of Last Out Tranches in accordance with clause (b) below) (“Incremental Revolving Commitments” or the “Incremental Facilities”); provided, that except in connection with a Limited Condition Transaction consummated with the proceeds of the Last Out Tranche, upon the effectiveness of each Incremental Facility Amendment, no Default or Event of Default has occurred and is continuing, the Borrower continuing or shall have the right, at any time and from time to time prior result therefrom. Notwithstanding anything to the Maturity Datecontrary herein, to incur additional Indebtedness under this Credit Agreement in without the form consent of (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurredRequired Lenders, the aggregate amount of all the Incremental Commitments Facilities shall not exceed exceed, at any time, the time any such Incremental Commitments are entered into sum of (i) the greater of (x) $400,000,000 100.0 million and (y) an amount such that, on a Pro Forma Basis after giving the excess of the Borrowing Base then in effect to such Incremental over the Total Revolving Credit Commitments then in effect plus (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intendedii) the Consolidated Net Leverage Ratio does amount of all optional prepayments of Revolving Credit Borrowings in accordance with Section 2.9(a) to the extent such prepayments are accompanied by a permanent reduction in the Revolving Credit Commitments in accordance with Section 2.7(b), other than in connection with a refinancing of such Revolving Credit Borrowings and termination of Revolving Credit Commitments in accordance with Section 2.18. All Incremental Revolving Commitments shall be in an integral multiple of $1.0 million and in an aggregate principal amount that is not exceed 3.00 to 1.00less than $5.0 million (or in such lesser minimum amount agreed by the Administrative Agent); provided, that such amount may be less than the applicable minimum amount if such amount represents all the remaining availability in respect of the Incremental Facilities.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the The Borrower shall have the right, at any time and may from time to time prior on or after the Fourth Amendment Closing Date, by written notice to the Maturity DateAdministrative Agent, to incur additional Indebtedness under this Credit Agreement in the form of request (i) one or more increases an increase to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (any such increase, the “New Revolving Commitments” and any Revolving Loans thereunder, the “New Revolving Loans”) and/or (ii) an increase to an existing Class of Term Loans and/or the establishment of one or more commitments Term Loan Commitments hereunder (each, an the “Incremental Facility Commitment”, New Term Loan Commitments,” and together collectively with the Increased Revolver any New Revolving Commitments, the “Incremental New Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereundereach, individually, a “Incremental LoansNew Commitment”), up to a maximum aggregate in any case, by an amount not in excess of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater sum of (x) from and after the Fourth Amendment Closing Date, $400,000,000 and 360,000,000 in the aggregate plus (y) an the aggregate principal amount such thatof additional New Commitments so long as, on a Pro Forma Basis (assuming, in the case of any New Commitments, that the entire amount of such New Revolving Commitments and New Term Loan Commitments were fully funded on the effective date of such increase and excluding the cash proceeds received by the Borrower in respect of any such New Commitments) and after giving effect to any Permitted Acquisitions and any Limited Conditionality Acquisition (if applicable pursuant to Section 1.5) consummated in connection therewith, (1) in the case of loans under such Incremental New Commitments secured by Liens on the Collateral that rank pari passu with the liens on the Collateral securing the Facilities (and assuming other than any such Incremental Commitments Liens that are fully drawn and/or fundedjunior), as applicable, and applied for the purpose intended) the Consolidated First Lien Net Leverage Ratio on a Pro Forma Basis does not exceed 3.00 4.00 to 1.00 and (2) in the case of loans under such New Commitments secured by Liens that rank junior to the Liens on the Collateral securing the Facilities, the Senior Secured Net Leverage Ratio on a Pro Forma Basis does not exceed 5.50 to 1.00., plus (z) the aggregate amount of all voluntary prepayments of the Term Loans outstanding on the Fourth Amendment Closing Date and Revolving Loans pursuant to Section 2.11 (and accompanied by a reduction of the Revolving Commitments pursuant to Section 2.8(b) in the case of a prepayment of Revolving Loans) made prior to such time except to the extent funded with the proceeds of Indebtedness; provided, however, that notwithstanding the foregoing, the Borrower may, at any time following the Fourth Amendment Closing Date and on or prior to the earlier of (i) June 30, 2020 and (ii) the Taurus Special Mandatory Prepayment request the establishment of one or

Incremental Facilities. (a) Subject The Borrowers (or, any Restricted Subsidiary or Restricted Subsidiaries of any Borrower that is not a Borrower (any such Restricted Subsidiary, an “Additional Borrower”) may) may by written notice to the terms and conditions set forth herein and so long as no Default or Event Administrative Agent elect to request the establishment of Default has occurred and is continuing, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one or more increases new tranches or term facilities denominated in Dollars, an Alternative Currency or any other currency agreed to by the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one applicable Borrower, the Administrative Agent and the same Lenders providing such New Term Loan Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an a “New Term Loan Facility”) and/or increase the principal amount of the Term Loans, any Incremental Facility Commitment”, and Term Loans or any Extended Term Loans by requesting new term loan commitments to be added to such Loans (together with the Increased Revolver Commitmentsany New Term Loan Facility, the “Incremental Commitments”Term 81 Facility” and any Loans made pursuant to an Incremental Term Facility, “Incremental Term Loans” ) for term loan facilities which shall constitute a new Facility as provided and/or request an increase in 2.22(d) below any Tranche of Revolving Credit Commitments (an “Incremental Revolving Facility,” and, together with any Incremental Term Facility, “Incremental Facilities” and the loans thereunder, “Incremental Revolving Loans” and, together with any Incremental Term Loans, “Incremental Loans”), up to a maximum in an aggregate amount not in excess of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 300,000,000 (or a principal amount equal to the Dollar Equivalent of $300,000,000) less any amount of Indebtedness incurred pursuant to Section 8.02(p) and (y) an unlimited amount if, after giving effect to the incurrence of such thatamount, the First Lien Net Leverage Ratio is less than or equal to 4.50:1.00 on a Pro Forma Basis (assuming (A) the Indebtedness being incurred as of such date of determination would be included in the definition of Consolidated Indebtedness, whether or not such Indebtedness would otherwise be included and (B) any Incremental Revolving Facilities are fully drawn) and, in each instance for an amount not less than $5,000,000 (or a principal amount equal to the Dollar Equivalent of $5,000,000) individually (or such lesser amount which shall be approved by the Administrative Agent); provided that, notwithstanding the foregoing or anything to the contrary set forth herein, Incremental Term Loans may be incurred without regard to the foregoing limits to the extent that the Net Cash Proceeds of such Incremental Term Loans are used on the date of incurrence to permanently prepay and refinance on a dollar-for-dollar basis Term Loans of any Tranche selected by the Borrower, and any such Incremental Term Loans (the “Refinancing Incremental Term Loans”) shall be deemed to have been incurred pursuant to this proviso and Incremental Term Loans may be incurred to permanently prepay and refinance on a dollar-for-dollar basis Term Loans of any Tranche selected by Borrower. Each such notice shall specify (i) the date (each, an “Increased Amount Date”) on which the applicable Borrowers propose that the applicable Incremental Facility shall be effective, which shall be a date not less than 10 Business Days after the date on which such notice is delivered to the Administrative Agent (or such shorter period otherwise agreed to by the Administrative Agent in its sole discretion), (ii) the identity of each Lender or Affiliate or other Person that is consented to by the Administrative Agent (which consent shall not be unreasonably withheld) (each such Affiliate or other Person, a “New Loan Lender”) to whom the Borrowers propose any portion of such Incremental Facility be allocated and the amounts of such allocations and (iii) whether such Incremental Facility is to be an Incremental Term Facility or Incremental Revolving Facility. Such Incremental Facility shall become effective, as of such Increased Amount Date; provided that (A) no Event of Default or Default shall exist on such Increased Amount Date before or after giving effect to such Incremental Commitments Loans; provided, that with respect to this clause (and assuming A), solely to the extent the proceeds of such Incremental Commitments Facility are fully drawn and/or fundedbeing or will be used to finance an Investment permitted hereunder and if agreed to by the lenders providing such Incremental Facility, as applicablesuch condition shall be that no Event of Default under only Sections 9.01(a), (f) or (g) hereunder shall exist, (B) both before and applied for after giving effect to the purpose intendedmaking of any such Incremental Loans, each of the conditions set forth in Section 5.02 shall be satisfied and all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders have been paid; provided, further that, (x) with respect to Section 5.02(a), solely to the extent the proceeds of such Incremental Facility are being or will be used to finance an Investment permitted hereunder, such Investment shall only be subject to customary “funds certain provisions”, if agreed to by the lenders providing such Incremental Facility and (y) with respect to Section 5.02(b), solely to the extent the proceeds of such Incremental Facility are being or will be used to finance an Investment permitted hereunder and if agreed to by the lenders providing such Incremental Facility, such condition shall be that no Event of Default under only Sections 9.01(a), (f) or (g) hereunder shall exist; (C) any Incremental Facility provided by any New Loan Lender shall be effected pursuant to one or more joinder agreement (an “Incremental Amendment”) in form and substance satisfactory to the Administrative Agent and executed and delivered by the Borrowers and the Administrative Agent, each of which shall be recorded in the Register; and (D) the Consolidated Net Leverage Ratio does not exceed 3.00 Borrowers shall deliver or cause to 1.00be delivered any legal opinions or other documents reasonably requested by the Administrative Agent in connection with any such transaction.

Incremental Facilities. (a) Subject Xxxx xxx at any time or from time to time after the Closing Date, by notice to the terms Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request one or more tranches of term loans (each an “Incremental Term Facility”) or one or more additional revolving facilities or an increase in the amount of the Revolving Credit Facility (each such additional facility or increase being an “Incremental Revolving Facility”; together with the Incremental Term Facilities, each an “Incremental Facility”), provided that (i) at the time and conditions set forth herein and so long as after the effectiveness of any Incremental Amendment referred to below, no Default or Event of Default has shall have occurred and be continuing (or, in the event such Incremental Facility is continuingincurred in connection with a Permitted Acquisition or Investment permitted hereunder, the Borrower (1) no Default or Event of Default shall have occurred and be continuing at the righttime a commitment to consummate such Permitted Acquisition or Investment is signed and (2) no Default or Event of Default under Section 6.01(a) or (f) shall have occurred and be continuing at the time such Permitted Acquisition or Investment is consummated), at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate principal amount of the Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments Facilities shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) (A) $400,000,000 750,000,000(I) the greater of $1,100,000,000 and 15.0% of Total Assets less (yII) the aggregate principal amount of Incremental Facilities and Incremental Equivalent Debt incurred or issued in reliance on clause (x)(A)(I) above, plus (B) an unlimited amount such thatif, on a Pro Forma Basis immediately after giving effect to thereto (assuming on the effective date thereof (1) the funding in full of an Incremental Revolving Facility and (2) the proceeds from the funding of such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or fundedFacility shall not be netted against the applicable amount of Consolidated Total Debt for purposes of the calculation of the First Lien Net Leverage Ratio or the Senior Secured Net Leverage Ratio, as applicable, and applied for set forth in this paragraph below), (I) in the purpose intended) case of an Incremental Advance secured by Liens that rank pari passu with the Consolidated Liens securing the Term Facility or the Revolving Credit Facility, the First Lien Net Leverage Ratio does determined on a pro forma basis would not exceed 3.00 1.50:1.00 and (II) in the case of an Incremental Advance secured by Liens that rank junior to 1.00the Liens securing the Term Facility or the Revolving Credit Facility, the Senior Secured Net Leverage Ratio determined on a pro forma basis would not exceed 2.50:1.00 (the sum of the amounts specified in this clause (ii) (less the aggregate principal amount of any Incremental Facility that has become effective on or prior to the date of determination) the “Available Incremental Amount”); it being acknowledged and agreed that, for the avoidance of doubt, the 2018 Term Loan B Facility (as defined in Amendment No. 2), the 2018 Term A Facility Upsize (as defined in Amendment No. 2), the 2018 Revolving Facility Upsize (as defined in Amendment No. 2) and, the Revolving Facility Upsize (as defined in Amendment No. 3) and the Revolving Facility Upsize (as defined in Amendment No. 5) are incurred or established, as applicable, under the incremental ratio prong set forth in clause (B)(I) above, plus (C) the aggregate amount of all voluntary prepayments of (1) Term Facility (or other term Debt secured by Liens on the Collateral that rank pari passu with the Liens on the Collateral securing the Obligations hereunder), (2) any Refinancing Term Facility (to the extent previously applied to the prepayment of Term Facility hereunder), (3) all repurchases of any of the foregoing Debt in clauses (1) and (2) (in each case, in an amount equal to the cash amount expended) and (4) the Revolving Credit Facility or Refinancing Revolving Facility (or other revolving Debt secured by Liens on the Collateral that rank pari passu with the Liens on the Collateral securing the Obligations hereunder) (and accompanied by a reduction of Revolving Credit Commitments pursuant to Section 2.20(a) in the case of a prepayment of Revolving Credit Facility or Refinancing Revolving Facility or a reduction in the revolving commitments in the case of a prepayment of such other revolving indebtedness) made prior to such time, in each case, except to the extent funded with the proceeds of long-term indebtedness (other than revolving indebtedness). Each Incremental Facility shall be in an aggregate principal amount that is not less than $50,000,000 unless approved by the Administrative Agent (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 preceding sentence).

Incremental Facilities. (a) Subject (i) After the Restatement Effective Date and before the Term Loan Maturity Date (with respect to Term Loans) and the Revolving Termination Date (with respect to Revolving Loans), as applicable, the Borrower, by written notice to the Administrative Agent, may request (x) the establishment of one or more additional tranches of term loans (the commitments thereto, the “Incremental Term Loan Commitments”) and/or (y) increases in the Revolving Commitments (the “Incremental Revolving Commitments” and, together with the Incremental Term Loan Commitments, the “Incremental Loan Commitments”); provided that (x) each such request shall be for not less than $25,000,000 (or such lesser amount up to the Maximum Incremental Facilities Amount) and (y) after giving effect to each such request, the aggregate principal amount (the “Maximum Incremental Facilities Amount”) of the Incremental Loan Commitments shall not exceed $400,000,000; provided further, that the Maximum Incremental Facilities Amount shall be increased by an additional $200,000,000 upon consummation of the DTA Acquisition Step 1 in accordance with the terms and conditions set forth herein herein, and so long as no Default or Event of Default has occurred (ii) after the Restatement Effective Date and is continuing, before the Borrower shall have the right, at any time and from time to time prior to the Term Loan Maturity Date, the Borrower, by written notice to incur additional Indebtedness under this Credit Agreement in Administrative Agent, may also request the form establishment of a synthetic letter of credit facility (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility CommitmentSynthetic L/C Facility”; the commitments thereto, and the “Incremental Synthetic L/C Commitments”; and, together with the Increased Revolver Incremental Loan Commitments, the “Incremental Commitments”); provided that (x) each such request shall be for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below not less than $25,000,000 (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), or such lesser amount up to a maximum aggregate amount of the Maximum Incremental Commitments not Synthetic Facility Amount) and (y) after giving effect to exceed $400,000,000; provided that, if the Collateral Event has occurredeach such request, the aggregate principal amount (the “Maximum Incremental Synthetic Facility Amount”) of all the Incremental Synthetic L/C Commitments shall not exceed at $200,000,000. Each such notice shall specify the time date (each, an “Increased Amount Date”) on which the Borrower proposes that the Incremental Commitments shall be effective, which shall be a date not less than 10 Business Days after the date on which such notice is delivered to the Administrative Agent. The Borrower may approach any Lender or any Person to provide or arrange all or a portion of the Incremental Commitments; provided that (i) no Lender will be required to provide such Incremental Commitments are entered into the greater of (x) $400,000,000 Commitment and (yii) an amount such that, on any entity providing all or a Pro Forma Basis after giving effect to such portion of the Incremental Commitments other than a Lender, an affiliate of a Lender or an Approved Fund, shall be reasonably acceptable to the Administrative Agent (and assuming with such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for acceptance by the purpose intended) the Consolidated Net Leverage Ratio does Administrative Agent to not exceed 3.00 to 1.00be unreasonably withheld or delayed).

Incremental Facilities. (a) Subject The Borrowers may by written notice to the terms and conditions set forth herein and so long as no Default or Event Administrative Agent elect to request the establishment of Default has occurred and is continuing, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments new tranches or (ii) one or more commitments term facilities (each, an a “New Term Loan Facility”) and/or increase the principal amount of the Term Loans or any Incremental Facility Commitment”, and Term Loans by requesting new term loan commitments to be added to such Loans (together with the Increased Revolver Commitmentsany New Term Loan Facility, the “Incremental Commitments”Term Facility” and any Loans made pursuant to an Incremental Term Facility, “Incremental Term Loans” ) for term loan facilities which shall constitute a new and/or request increase the commitments in respect of the Dollar Revolving Credit Facility as provided in 2.22(d) below (an “Incremental Revolving Facility,” and, together with any Incremental Term Facility, “Incremental Facilities” and the loans thereunder, “Incremental Revolving Loans” and, together with any Incremental Term Loans, “Incremental Loans”), up to a maximum in an aggregate amount not in excess of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 150,000,000 and (y) an unlimited amount if, after giving effect to the incurrence of such thatamount, the First Lien Net Leverage Ratio is less than or equal to 4.50:1.00 on a Pro Forma Basis (assuming (A) the Indebtedness being incurred as of such date of determination would be included in the definition of Consolidated Indebtedness, whether or not such Indebtedness would otherwise be included and (B) any Incremental Revolving Facilities are fully drawn) and not less than $5,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent); provided, that, notwithstanding the foregoing, Incremental Term Loans may be incurred without regard to the foregoing limits to the extent that the Net Cash Proceeds of such Incremental Term Loans are used on the date of incurrence to permanently prepay and refinance on a dollar-for-dollar basis Term Loans (and any such Incremental Term Loans, the “Refinancing Incremental Term Loans”) shall be deemed to have been incurred pursuant to this proviso. Each such notice shall specify (i) the date (each, an “Increased Amount Date”) on which the applicable Borrowers propose that the applicable Incremental Facility shall be effective, which shall be a date not less than 10 Business Days after the date on which such notice is delivered to the Administrative Agent, (ii) the identity of each Lender or Affiliate or other Person that is consented to by the Administrative Agent (which consent shall not be unreasonably withheld) (each such Affiliate or other Person, a “New Loan Lender”) to whom the Borrowers propose any portion of such Incremental Facility be allocated and the amounts of such allocations; provided that all existing Lenders shall be approached first to provide all or a portion of the Incremental Facility and may elect or decline, in their sole discretion, to provide Incremental Loans in respect of such Incremental Facility and (iii) whether such Incremental Facility is to be an Incremental Term Facility or Incremental Revolving Facility. Such Incremental Facility shall become effective, as of such Increased Amount Date; provided that (A) no Default or Event of Default shall exist on such Increased Amount Date before or after giving effect to such Incremental Commitments Loans; (B) both before and assuming after giving effect to the making of any such Incremental Commitments are fully drawn and/or fundedLoans, as applicableeach of the conditions set forth in Section 5.02 shall be satisfied and all fees and expenses owing in respect of such increase to the Administrative Agent and the Lenders have been paid; (C) any Incremental Facility provided by any New Loan Lender shall be effected pursuant to one or more joinder agreement in form and substance satisfactory to the Administrative Agent and executed and delivered by the Borrowers and the Administrative Agent, each of which shall be recorded in the Register; and applied for the purpose intended(D) the Consolidated Net Leverage Ratio does not exceed 3.00 Borrowers shall deliver or cause to 1.00be delivered any legal opinions or other documents reasonably requested by the Administrative Agent in connection with any such transaction.

Incremental Facilities. (a) Subject Upon notice to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuingAdministrative Agent (which shall promptly notify the Lenders), the Borrower shall have the right, at any time and may from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) add one or more increases to the Revolving Committed Amount new tranches of term loan facilities (each an “Increased Revolver CommitmentIncremental Term Loan”) or request an increase in the Aggregate Commitments (which shall constitute one increase may take the form of an increase to the Revolving Credit Facility or to the Term Facility) (each an “Incremental Increase”; together with the Incremental Term Loans, and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility CommitmentFacility”, and together with the Increased Revolver Commitments, ) by an amount (the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental LoansAmount”), up together with amounts utilized to incur any Incremental Notes, not exceeding the sum of (A) the greater of (i) $250,000,000 and (ii) an amount equal to the Consolidated EBITDA of the Borrower and its consolidated Subsidiaries calculated on a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided thatPro Forma Basis for the applicable Reference Period$250,000,000, if the Collateral Event has occurred, plus the aggregate amount of all Incremental voluntary prepayments of Term Loans and permanent reductions of Revolving Credit Commitments shall not exceed at made prior to the time date of any such Incremental Commitments are entered into applicable incurrence (other than, in each case, prepayments made with the greater proceeds of long term indebtedness), plus (B) an unlimited amount so long as, in the case of this clause (B), (x) $400,000,000 in the case of Indebtedness secured on a pari passu basis with the Term Loans, the Consolidated Senior Secured Net Leverage Ratio of the Borrower and its Subsidiaries as of the last day of the applicable Reference Period, on a pro forma basis, does not exceed the Consolidated Senior Secured Net Leverage Incurrence Ratio, and (y) an amount such thatin the case of Indebtedness secured on a junior lien or unsecured basis, the Consolidated Total Leverage Ratio of the Borrower and its Subsidiaries as of the last day of the applicable Reference Period, on a Pro Forma Basis after pro forma basis does not exceed the Consolidated Total Leverage Incurrence Ratio; provided, that Incremental Facilities may be incurred under both the preceding clauses (A) and (B) in a single transaction by first calculating the portion of the Indebtedness being incurred under clause (B) (without giving effect to the Indebtedness being incurred under clause (A)) and second calculating the portion of the Indebtedness being incurred under clause (A); provided, further, that (i) any such request for an Incremental Commitments Facility shall be in a minimum amount of $25,000,000, (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intendedii) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00.Borrower may make a maximum of five such requests following the Amendment No. 1

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the Parent Borrower shall have the right, at any time and from time to time prior but not the obligation, after the Closing Date, upon notice to the Maturity DateAdministrative Agent (an “Incremental Borrowing Notice”), to incur additional Indebtedness under this Credit Agreement in the form of (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments additional term loan facilities (each, an “Incremental Facility Commitment”, Term Loan Facility,” and together with the Increased Revolver CommitmentsInitial Term Loan Facility, the “Term Loan Facilities” the loans under each Incremental Term Loan Facility, “Incremental Term Loans”) or revolving facilities (each, an “Incremental Revolving Facility,” the loans under each Incremental Revolving Facility, “Incremental Revolving Loans”), or one or more increases in the aggregate commitments under the Initial Revolving Facility (which may, with respect to any Incremental Revolving Facility or any increase to the Initial Revolving Facility, at the election of Parent Borrower, include a proportionate increase to the LC Commitment Amount and, with the consent of the Swing Line Lender (such consent not to be unreasonably withheld or delayed), the Swing Line Commitment) (each, an “Incremental Initial Revolving Facility,” the loans thereunder, the “Incremental CommitmentsInitial Revolving Loans”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (and each of the foregoing, an “Incremental Facility,” and collectively, the loans thereunder, “Incremental LoansFacilities”), up to in each case sharing in the Collateral (as defined below) on a maximum pari passu or junior basis, in an aggregate amount of Incremental Commitments not up to exceed (w) $400,000,000; provided that, if the Collateral Event has occurred, 105.0 million minus the aggregate amount of all Indebtedness incurred in reliance on clause (a)(x) of the definition of “Permitted Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of Indebtedness” plus (x) $400,000,000 additional amounts so long as after giving effect to the incurrence of the Loans in respect of such Incremental Term Loan Commitments and/or Incremental Revolving Credit Commitments (assuming the full amount thereof is drawn and assuming such amounts are secured on a first lien basis, whether or not so secured) and/or Permitted Incremental Indebtedness incurred under Section 7.03(w) and after giving effect to any Acquisition that may be consummated in connection therewith, the First Lien Leverage Ratio (y) an amount such that, calculated on a Pro Forma Basis and provided that (A) all Permitted Incremental Indebtedness incurred under Section 7.03(w) shall also be included in such calculation for this purpose, whether or not it would otherwise be included and (B) the proceeds of the Incremental Facility being incurred shall not be netted against indebtedness for purposes of the calculation relating to such incurrence) shall not be greater than 3.75 to 1.00; provided that (a) no commitment of any Lender may be increased without the consent of such Lender, (b) no Event of Default exists after giving effect to thereto (provided, however, that if the proceeds of such Incremental Commitments Facilities are used to finance a Permitted Acquisition or other similar Investment permitted by Section 7.04 (and assuming costs reasonably related thereto), it shall only be required that no Specified Event of Default shall be continuing at the time of incurrence), (c) any Incremental Facility that is an increase in the aggregate amount of the Initial Revolving Commitment shall be on the same terms and pursuant to the same documentation as the Initial Revolving Commitment, (d) the yield applicable to any Incremental Initial Revolving Facility shall be equal to the corresponding yield on the Initial Revolving Facility (calculated for such Incremental Initial Revolving Facility and Initial Revolving Facility inclusive of any original issue discount and/or upfront fee percentage paid to all Lenders, but exclusive of any arrangement, underwriting or similar fees); provided, that Parent Borrower may increase the pricing of the Initial Revolving Facility, without the consent of the Administrative Agent or any Lender, such that the foregoing is true, including increasing the Applicable Margin, the Commitment Fee, adding or increasing an existing “LIBOR Floor” (if applicable), and paying additional original issue discount and/or upfront fees, (e) in the case of any Incremental Revolving Facility, (i) such Incremental Revolving Facility shall have a final maturity no earlier than the Initial Revolving Facility Termination Date and (ii) such Incremental Revolving Facility shall provide that (A) the borrowing and repayment (except for (1) payments of interest and fees at different rates on the Incremental Revolving Credit Facility (and related outstandings), (2) repayments required upon the maturity date of the Incremental Revolving Credit Facility and (3) repayment made in connection with a permanent repayment and termination of commitments (subject to clause (C) below)) of Loans with respect to Incremental Revolving Credit Commitments are fully drawn after the effectiveness of such Incremental Revolving Facility shall be made on a pro rata basis with all other Revolving Credit Commitments on the date of effectiveness of such Incremental Revolving Facility, (B) subject to the provisions of Sections 2.04(e) and 2.05(h) to the extent dealing with Swing Loans and Letters of Credit which mature or expire after a maturity date when there exists Incremental Revolving Facilities with a longer maturity date, all Swing Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the Revolving Credit Commitments on the effective date of such Incremental Revolving Facility (and except as provided in Section 2.04(e) and Section 2.05(h), without giving effect to changes thereto on an earlier maturity date with respect to Swing Loans and Letters of Credit theretofore incurred or issued), (C) the permanent repayment of Revolving Credit Loans with respect to, and termination of, commitments in respect of Incremental Revolving Facilities after the associated effective date of such Incremental Revolving Facility shall be made on a pro rata basis with all other Revolving Credit Commitments on the effective date of such Incremental Revolving Facility, except that the Borrowers shall be permitted to permanently repay and terminate commitments of any such Class on a better than a pro rata basis as compared to any other Class with a later maturity date than such Class, (D) Incremental Revolving Facilities may include provisions relating to swingline loans and/or fundedletters of credit, as applicable, and applied issued thereunder, which issuances shall be on terms substantially similar (except for the purpose intendedoverall size of such subfacilities, the fees payable in connection therewith and the identity of the swingline lender and letter of credit issuer, as applicable, which shall be determined by the Parent Borrower, the lenders of such commitments and the applicable letter of credit issuers and swingline lenders and borrowing, repayment and termination of commitment procedures with respect thereto, in each case which shall be specified in the applicable Incremental Revolving Credit Assumption Agreement) to the terms relating to Swing Loans and Letters of Credit with respect to the Revolving Commitments or otherwise reasonably acceptable to the Administrative Agent and (E) assignments and participations of Incremental Revolving Commitments and Loans shall be governed by the same assignment and participation provision, (f) the Consolidated Net Leverage Ratio does yield applicable to any Incremental Term Loan Facility or Incremental Revolving Facility, shall not exceed 3.00 be more than 0.50% higher than the yield on the corresponding Initial Facility (calculated for both such Incremental Facility and the corresponding Initial Facility inclusive of any “LIBOR Floor” (if, applicable), original issue discount and/or upfront fees paid to 1.00all Lenders under such Initial Facility, but exclusive of any arrangement, underwriting or similar fee paid), unless the yield with respect to the applicable Initial Facility is increased by an amount equal to or greater than the difference between the yield with respect to the Incremental Facility and the corresponding yield on such Initial Facility minus 0.50% (for purposes of determining the difference in “yield” as to such Incremental Facility and the corresponding Initial Facility, yield shall be calculated by adding the difference with respect to such Incremental Facility and such corresponding Initial Facility of each of the following: (i) Applicable Revolving Loan Margin or Applicable Term Loan Margin, as applicable, (ii) “LIBOR floor”, which shall be equated to yield by taking the difference of (A) the “LIBOR floor” of such facility and (B) the 3-month Adjusted Eurodollar Rate as of a date ten (10) Business Days prior to the closing of such Incremental Facility and (iii) original issue discount and/or upfront fees, which shall be equated to yield by dividing such original issue discount and/or upfront fee percentage (as of the date such facility was funded, in each case), by four (4) (provided, that for purposes of calculating the yield related to the original issue discount and/or upfront fee percentage of the Incremental Facilities, if the Weighted Average Life to Maturity of the Incremental Facility is shorter than 4 years, the actual Weighted Average Life to Maturity), (g) the maturity of any Incremental Term Loan Facility shall not be earlier than the Latest Maturity Date of the Initial Term Loans, (h) the Weighted Average Life to Maturity of any Incremental Term Loan Facility shall not be shorter than that of the Initial Term Loan Facility, (i) the Incremental Term Loan Facility shall provide that such facility shall be prepaid with the proceeds of mandatory prepayment events on a pro rata basis (but not greater than pro rata basis) with other then outstanding Initial Term Loans, (j) the covenants, events of default and guarantees of such Incremental Term Loan Facility or Incremental Revolving Facility, if not consistent with the terms of the corresponding Initial Facility (A) shall be as mutually agreed upon between Parent Borrower and lenders providing such Incremental Facility and (B) shall not be more restrictive to Parent Borrower, when taken as a whole, than the terms of the corresponding Initial Facility unless (1) Lenders under the corresponding Initial Facility also receive the benefit of such more restrictive terms (without any consent being required) or (2) any such provisions apply after the Latest Maturity Date of the corresponding Initial Facility and (k) (x) Incremental Term Loan Facilities shall be requested in minimum amounts of $15,000,000 or a higher multiple of $1,000,000 and (y) Incremental Revolving Facilities shall be requested in minimum amounts of $5,000,000 or a higher multiple of $1,000,000. The proceeds of each Incremental Facility may be used to finance working capital needs and for general corporate purposes. The commitments in respect of any Incremental Facilities may be denominated in Canadian Dollars, U.S. Dollars, Euro, Sterling and/or other currencies as agreed among Parent Borrower, the Administrative Agent and the lenders providing such Incremental Facilities. Each Incremental Borrowing Notice shall set forth (i) the amount of the Incremental Term Loan Commitments or Incremental Revolving Credit Commitments being requested, (ii) the date on which such Incremental Term Loan Commitments or Incremental Revolving Credit Commitments are requested to become effective (which shall not be less than five (5) Business Days nor more than 60 days after the date of Incremental Borrowing Notice, unless otherwise agreed to by the Administrative Agent) and (iii) whether such Incremental Term Loan Commitments, if any, are to be Term Commitments or commitments to make term loans with terms different from the Term Loans (“Other Term Loans”).

Incremental Facilities. (a) Subject to the terms The Parent Borrower and conditions set forth herein and so long as no Default any one or Event of Default has occurred and is continuing, the Borrower shall have the right, at any time and more Lenders (including New Lenders) may from time to time prior to the Maturity Dateagree that such Lenders shall make, to incur additional Indebtedness under this Credit Agreement in the form of (i) obtain one or more increases to additional tranches of term loans or increase the Revolving Committed Amount amount of their Term Loans (each an “Increased Revolver Commitment”which may be effected by increasing the amount of any then existing Facility of Term Loans) which shall constitute one and the same Facility as the existing Revolving Commitments (any such Term Loans or (ii) one or more commitments (additional tranche of term loans each, an “Incremental Facility CommitmentTerm Facility”) or increase the aggregate amount of the Revolving Commitments (any such increase, an “Incremental Revolving Facility”, and together with the Increased Revolver Commitmentsany Incremental Term Facilities, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental LoansFacilities”), up as applicable, by executing and delivering to a maximum aggregate the Administrative Agent an Incremental Facility Activation Notice specifying (i) the amount of such increase and the Facility or Facilitates involved, (ii) the applicable Incremental Commitments Facility Closing Date (which shall be a date not less than ten (10) Business Days after the date on which such notice is delivered to exceed $400,000,000the Administrative Agent (or such earlier date as shall be agreed by the Administrative Agent)) and (iii) in the case of Incremental Term Loans, (x) the applicable Incremental Term Loan Maturity Date, (y) the amortization schedule for such Incremental Term Loans and (z) the Applicable Margin for such Incremental Term Loans; provided thatprovided, if the Collateral Event has occurred, that (i) the aggregate amount of all Incremental Commitments Facilities established on any date shall not exceed at the time any such Incremental Commitments are entered into the greater sum of (x) $400,000,000 and an amount equal to the Base Incremental Amount on such date, plus (y) an additional amount equal to the Voluntary Prepayment Amount on such date plus (z) an additional amount equal to the Maximum Incremental Ratio Amount as of such date (the sum of the amounts in clauses (x), (y) and (z), the “Incremental Availability Amount”) (it being understood that (A) the applicable Borrower shall be deemed to have utilized amounts under clauses (y) and/or (z) above prior to utilization of amounts under clause (x) above, and if the applicable Borrower does not make an election, the applicable Borrower shall be deemed to have elected clause (z), (B) the proceeds from any incurrence under such clauses may be utilized in a single transaction by first calculating the incurrence under clauses (y) and/or (z) above and then calculating the incurrence under clause (x) above (it being understood that any amounts incurred under clauses (x) and/or (y) above concurrently with amounts incurred under clause (z) above will not count as Indebtedness for the purposes of calculating the applicable ratio in clause (z) thereof at the time of such concurrent incurrence) and (C) the Parent Borrower may reclassify utilizations among clauses (x), (y) and (z) above if, at the time of such reclassification, the Parent Borrower would be permitted to incur the aggregate principal amount of Indebtedness being so reclassified), (ii) each Incremental Facility shall be in a minimum aggregate principal amount of $10,000,000, (iii) the Loans in respect of any Incremental Facility and all obligations in respect thereof shall be Obligations under this Agreement and the other Loan Documents that are (A) guaranteed on a pari passu basis with all of the other Obligations under this Agreement and the other Loan Documents and (B) secured by the Collateral (and no other property) and the Liens on the Collateral securing such Incremental Facility and all other obligations in respect thereof shall be pari passu with the Liens on the Collateral securing all of the other Obligations under this Agreement and the other Loan Documents, (iv) the Incremental Term Loans in respect of any Incremental Term Facility will be entitled to prepayments on the same basis as the Term B Loans unless the applicable Incremental Facility Activation Notice specifies a lesser treatment, (v) except in the case of a bridge loan the terms of which provide for an automatic extension of the maturity date thereof to a date that would satisfy the following requirement in this clause (v), such Incremental Term Loans shall have a final maturity no earlier than the Latest Maturity Date of the Term B Facility (determined immediately prior to incurrence of such Incremental Term Loans), (vi) except in the case of a bridge loan the terms of which provide for an automatic extension of the maturity date thereof to a date that would satisfy the following requirement in this clause (vi), the weighted average life to maturity of such Incremental Term Facility shall be no shorter than that of any existing Term B Loans (except if required in order to make such Incremental Term Loans fungible with any outstanding Term B Loans), (vii) the interest rates, currency, discounts, premiums, rate floors, fees and (subject to clauses (v) and (vi) above) amortization schedule applicable to such Incremental Term Facility shall be determined by the applicable Borrower and the Lenders providing such Incremental Term Facility, provided that, on a Pro Forma Basis after in the event that the all-in-yield (whether in the form of interest rate margins, original issue discount, upfront fees or other fees paid to all lenders or interest rate floors) for any Incremental Term Facility denominated in Dollars shall be more than 50 basis points higher than the corresponding all-in-yield (giving effect to interest rate margins, original issue discount, upfront fees or other fees paid to all lenders and interest rate floors) for any then existing Term B Loans as determined by the Administrative Agent in accordance with standard market practices, then the all-in-yield with respect to the outstanding Term B Loans shall be increased to the amount necessary so that the difference between the all-in-yield with respect to the Incremental Term Facility and the all-in-yield on the outstanding Term B Loans is equal to 50 basis points, (viii) any Incremental Term Facility shall be on terms and pursuant to documentation to be determined by the applicable Borrower and the Lenders providing such Incremental Commitments Term Facility; provided that to the extent that (subject to clauses (iv) through (vii) above) the terms and assuming documentation of any Incremental Term Facility are not consistent with the terms and documentation of the Term B Facility, they shall be reasonably satisfactory to the Administrative Agent and (ix) any Incremental Revolving Facility shall be on terms and pursuant to documentation applicable to the Revolving Facility (including the maturity date in respect thereof) (it being understood that, if required to consummate an Incremental Revolving Facility, the applicable Borrower may increase the pricing, interest rate margins, rate floors and undrawn fees on the Revolving Facility for all Revolving Lenders under the Revolving Facility, but additional upfront or similar fees may be payable to the lenders participating in such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does Revolving Facility without any requirement to pay such amounts to any existing Revolving Lenders that do not exceed 3.00 participate in such Incremental Revolving Facility). No Lender shall have any obligation to 1.00participate in any Incremental Facility unless it agrees to do so in its sole discretion.

Incremental Facilities. (a) Subject (i) After the Restatement Effective Date and before the Final Term Loan Maturity Date (with respect to Term Loans), the Revolving Termination Date (with respect to Revolving Loans), as applicable, the Borrower, by written notice to the terms and conditions set forth herein and so long as no Default Administrative Agent, may request the establishment of (x) one or Event more (A) additional tranches of Default has occurred and is continuingterm loans or (B) increases (an “Incremental Term Loan Increase”) to an existing tranche of term loans (the commitments thereto, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of “Incremental Term Loan Commitments”) and/or (iy) one or more increases in the Revolving Commitments (the “Incremental Revolving Commitments”; together with the Incremental Term Loan Commitments, the “Incremental Loan Commitments”); provided that (x) each such request shall be for not less than $25,000,000 (or such lesser amount up to the Revolving Committed Amount Maximum Facilities Amount) and (y) after giving effect to each an such request and the proposed use of proceeds thereof, the aggregate amount (the “Increased Revolver CommitmentMaximum Facilities Amount”) of the Facilities (which term, for the avoidance of doubt, shall constitute one be amended pursuant to the Incremental Commitment Agreement to include any additional tranches of term loans so requested, if applicable), together with any Incremental Equivalent Debt secured by the Collateral on a pari passu basis with the Obligations, shall not exceed the greater of (A) $3,000,000,000 and (B) an amount equal to 350% of Consolidated EBITDA, determined to give pro forma effect to any related transactions consummated concurrently therewith, for the same Facility as the existing Revolving Commitments or mostly recently ended period of four consecutive fiscal quarters for which financial statements have been delivered pursuant to Section 6.1 (ii) one or more commitments after the Restatement Effective Date and before the Final Term Loan Maturity Date, the Borrower, by written notice to Administrative Agent, may also request the establishment of a synthetic letter of credit facility (each, an the “Incremental Facility CommitmentSynthetic L/C Facility”; the commitments thereto, and the “Incremental Synthetic L/C Commitments”; and, together with the Increased Revolver Incremental Loan Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of that (x) each such request shall be for not less than $400,000,000 25,000,000 (or such lesser amount up to the Maximum Incremental Synthetic Facility Amount) and (y) an amount such that, on a Pro Forma Basis after giving effect to each such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or fundedrequest, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00.aggregate principal

Incremental Facilities. (a) Subject The Parent Borrower may, by written notice to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, Administrative Agent at any time and from time time, on one or more occasions, request to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) add one or more increases new Classes of term facilities and/or increase the principal amount of any Class of Term Loans, any Incremental Term Loans or any Specified Refinancing Term Loans by requesting new term loan commitments to the Revolving Committed Amount be added to such Loans (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments any such new Class or (ii) one or more commitments (eachincrease, an “Incremental Facility CommitmentTerm Facility” and any loans made pursuant to an Incremental Term Facility, “Incremental Term Loans”, and together with ) and/or (ii) increase the Increased Revolver principal amount of any Class of Revolving Commitments, the “any Incremental Commitments”) for term loan Revolving Commitments or any Specified Refinancing Revolving Commitments and/or add one or more new Classes of incremental revolving facilities which shall constitute a (any such new Facility as provided in 2.22(d) below (Class or increase, an “Incremental Revolving Facility,” and, together with any Incremental Term Facility, “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and, together with any Incremental Term Loans, “Incremental Loans”), up to a maximum ) in an aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, Incremental Amount. Such notice shall set forth (i) the aggregate amount of all the Incremental Term Loans and/or Incremental Revolving Commitments being requested (which shall not exceed at the time any such Incremental Commitments are entered into the greater of be (x) in an aggregate principal amount of not less than $400,000,000 10,000,000, and $5,000,000 increments in excess thereof or (y) an amount such thatequal to the remaining Incremental Amount), (ii) the applicable Borrower and (iii) the date, which shall be a Business Day, on which such Incremental Term Loans are requested to be made and/or Incremental Revolving Commitments are requested to become effective (the “Increased Amount Date”) pursuant to an Incremental Facility Activation Notice. Any Incremental Revolving Facility may provide for the ability to permanently repay and terminate incremental revolving commitments on a Pro Forma Basis after giving effect pro rata basis or less than a pro rata basis (but not greater than pro rata basis) with the Revolving Facility. (b) Incremental Loans may be provided by any existing Lender (it being understood each existing Lender shall have no obligation to participate in any Incremental Facility), or by any other lender (any such other lender being called an “Additional Lender”); provided that the Administrative Agent and each Issuing Bank shall have consented (such consent not to be unreasonably withheld, delayed or conditioned) to such Incremental Commitments (and assuming Additional Lender’s providing such Incremental Commitments are fully drawn and/or funded, as applicable, and applied Facilities if such consent would be required under Section 10.04(b) for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 an assignment of Loans to 1.00such Additional Lender.

Incremental Facilities. (a) Subject to the terms The Parent Borrower and conditions set forth herein and so long as no Default any one or Event of Default has occurred and is continuing, the Borrower shall have the right, at any time and more Lenders (including New Lenders) may from time to time prior to the Maturity Dateagree that such Lenders shall make, to incur additional Indebtedness under this Credit Agreement in the form of (i) obtain one or more increases to additional tranches of term loans or increase the Revolving Committed Amount amount of their Term Loans (each an “Increased Revolver Commitment”which may be effected by increasing the amount of any then existing Facility of Term Loans) which shall constitute one and the same Facility as the existing Revolving Commitments (any such Term Loans or (ii) one or more commitments (additional tranche of term loans each, an “Incremental Facility CommitmentTerm Facility”) or increase the aggregate amount of the Revolving Commitments (any such increase, an “Incremental Revolving Facility”, and together with the Increased Revolver Commitmentsany Incremental Term Facilities, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental LoansFacilities”), up as applicable, by executing and delivering to a maximum aggregate the Administrative Agent an Incremental Facility Activation Notice specifying (i) the amount of such increase and the Facility or Facilitates involved, (ii) the applicable Incremental Commitments Facility Closing Date (which shall be a date not less than ten (10) Business Days after the date on which such notice is delivered to exceed $400,000,000the Administrative Agent (or such earlier date as shall be agreed by the Administrative Agent)) and (iii) in the case of Incremental Term Loans, (x) the applicable Incremental Term Loan Maturity Date, (y) the amortization schedule for such Incremental Term Loans and (z) the Applicable Margin for such Incremental Term Loans; provided thatprovided, if the Collateral Event has occurred, that (i) the aggregate amount of all Incremental Commitments Facilities established on any date shall not exceed at the time any such Incremental Commitments are entered into the greater sum of (x) $400,000,000 and an amount equal to the Base Incremental Amount on such date, plus (y) an additional amount equal to the Voluntary Prepayment Amount on such date plus (z) an additional amount equal to the Maximum Incremental Ratio Amount as of such date (the sum of the amounts in clauses (x), (y) and (z), the “Incremental Availability Amount”) (it being understood that (A) the applicable Borrower shall be deemed to have utilized amounts under clauses (y) and/or (z) above prior to utilization of amounts under clause (x) above, and if the applicable Borrower does not make an election, the applicable Borrower shall be deemed to have elected clause (z), (B) the proceeds from any incurrence under such clauses may be utilized in a single transaction by first calculating the incurrence under clauses (y) and/or (z) above and then calculating the incurrence under clause (x) above (it being understood that any amounts incurred under clauses (x) and/or (y) above concurrently with amounts incurred under clause (z) above will not count as Indebtedness for the purposes of calculating the applicable ratio in clause (z) thereof at the time of such concurrent incurrence) and (C) the Parent Borrower may reclassify utilizations among clauses (x), (y) and (z) above if, at the time of such reclassification, the Parent Borrower would be permitted to incur the aggregate principal amount of Indebtedness being so reclassified), (ii) each Incremental Facility shall be in a minimum aggregate principal amount of $10,000,000, (iii) the Loans in respect of any Incremental Facility and all obligations in respect thereof shall be Obligations under this Agreement and the other Loan Documents that are (A) guaranteed on a pari passu basis with all of the other Obligations under this Agreement and the other Loan Documents and (B) secured by the Collateral (and no other property) and the Liens on the Collateral securing such Incremental Facility and all other obligations in respect thereof shall be pari passu with the Liens on the Collateral securing all of the other Obligations under this Agreement and the other Loan Documents, (iv) the Incremental Term Loans in respect of any Incremental Term Facility will be entitled to prepayments on the same basis as the Term B Loans unless the applicable Incremental Facility Activation Notice specifies a lesser treatment, (v) except in the case of a bridge loan the terms of which provide for an automatic extension of the maturity date thereof to a date that would satisfy the following requirement in this clause (v), such Incremental Term Loans shall have a final maturity no earlier than the Latest Maturity Date of the Term B Facility (determined immediately prior to incurrence of such Incremental Term Loans), (vi) except in the case of a bridge loan the terms of which provide for an automatic extension of the maturity date thereof to a date that would satisfy the following requirement in this clause (vi), the weighted average life to maturity of such Incremental Term Facility shall be no shorter than that of any existing Term B Loans (except if required in order to make such Incremental Term Loans fungible with any outstanding Term B Loans), (vii) the interest rates, currency, discounts, premiums, rate floors, fees and (subject to clauses (v) and (vi) above) amortization schedule applicable to such Incremental Term Facility shall be determined by the applicable Borrower and the Lenders providing such Incremental Term Facility, provided that, in the event that the all-in-yield (whether in the form of interest rate margins, original issue discount, upfront fees or other fees paid to all lenders or interest rate floors) for any Incremental Term Facility denominated in Dollars incurred on a Pro Forma Basis or prior to the date that is six months after the Closing Date (other than in respect of (A) any Incremental Term Facility originally incurred pursuant to the Base Incremental Amount or the Voluntary Prepayment Amount, (B) any Incremental Term Facility that has an outside maturity date more than one year after the maturity date of the Term B Facility and (C) up to $84,000,000 of other Incremental Term Facilities) shall be more than 50 basis points higher than the corresponding all-in-yield (giving effect to interest rate margins, original issue discount, upfront fees or other fees paid to all lenders and interest rate floors) for any then existing Term B Loans as determined by the Administrative Agent in accordance with standard market practices, then the all-in-yield with respect to the outstanding Term B Loans shall be increased to the amount necessary so that the difference between the all-in-yield with respect to the Incremental Term Facility and the all-in-yield on the outstanding Term B Loans is equal to 50 xxxxx xxxxxx, (xxxx) any Incremental Term Facility shall be on terms and pursuant to documentation to be determined by the applicable Borrower and the Lenders providing such Incremental Commitments Term Facility; provided that to the extent that (subject to clauses (iv) through (vii) above) the terms and assuming documentation of any Incremental Term Facility are not consistent with the terms and documentation of the Term B Facility, they shall be reasonably satisfactory to the Administrative Agent and (ix) any Incremental Revolving Facility shall be on terms and pursuant to documentation applicable to the Revolving Facility (including the maturity date in respect thereof) (it being understood that, if required to consummate an Incremental Revolving Facility, the applicable Borrower may increase the pricing, interest rate margins, rate floors and undrawn fees on the Revolving Facility for all Revolving Lenders under the Revolving Facility, but additional upfront or similar fees may be payable to the lenders participating in such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does Revolving Facility without any requirement to pay such amounts to any existing Revolving Lenders that do not exceed 3.00 participate in such Incremental Revolving Facility). No Lender shall have any obligation to 1.00participate in any Incremental Facility unless it agrees to do so in its sole discretion.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so So long as no Default or Event of Default has occurred and is continuingexists or would arise therefrom, the Borrower shall have the rightright (on behalf of itself, or in the case of Incremental Loans the proceeds of which will be subject to a Permitted Escrow Arrangement (but only for so long as such Incremental Loans are subject to such Permitted Escrow Arrangement), a Permitted Escrow Subsidiary (any such Permitted Escrow Subsidiary, an “Escrow Borrower”), at any time and from time to time prior to after the Maturity Closing Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) to request new term loan commitments under one or more increases new term loan credit facilities to be included in this Agreement (the Revolving Committed Amount (each an commitments thereunder, the “Increased Revolver CommitmentIncremental Term Loan Commitments”, and each, a “New Term Facility”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more to increase the existing Term Loans by requesting new term loan commitments to be added to an existing Tranche of Term Loans (each, an the “Incremental Facility CommitmentSupplemental Term Loan Commitments”, and together with the Increased Revolver Incremental Term Loan Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (, and each, an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum provided that, the aggregate amount of Incremental Commitments permitted pursuant to this Section 2.14 shall not to exceed $400,000,000; provided thatexceed, if at the Collateral Event has occurredtime of Incurrence or establishment of the respective Incremental Commitment, the Maximum Incremental Facilities Amount. Any loans made in respect of any such Incremental Commitment (other than Supplemental Term Loan Commitments) shall be made by creating a new Tranche. Each Incremental Commitment made available pursuant to this Section 2.14 shall be in a minimum aggregate amount of all Incremental Commitments shall not exceed at least $15,000,000 and in integral multiples of $5,000,000 in excess thereof (or such lesser amounts as the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00Administrative Agent may agree).

Incremental Facilities. (a) Subject The Initial Borrower may, by written notice to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, Administrative Agent at any time and from time time, on one or more occasions, request to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) add one or more increases new Classes of term facilities and/or increase the principal amount of any Class of Term Loans, any Incremental Term Loans or any Specified Refinancing Term Loans by requesting new term loan commitments to the Revolving Committed Amount be added to such Loans (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments any such new Class or (ii) one or more commitments (eachincrease, an “Incremental Facility CommitmentTerm Facility” and any loans made pursuant to an Incremental Term Facility, “Incremental Term Loans”, and together with ) and/or (ii) increase the Increased Revolver principal amount of any Class of Revolving Commitments, the “any Incremental Commitments”) for term loan Revolving Commitments or any Specified Refinancing Revolving Commitments and/or add one or more new Classes of incremental revolving facilities which shall constitute a (any such new Facility as provided in 2.22(d) below (Class or increase, an “Incremental Revolving Facility,” and, together with any Incremental Term Facility, “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and, together with any Incremental Term Loans, “Incremental Loans”), up to a maximum ) in an aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, Incremental Amount. Such notice shall set forth (i) the aggregate amount of all the Incremental Term Loans and/or Incremental Revolving Commitments being requested (which shall not exceed at the time any such Incremental Commitments are entered into the greater of be (x) with respect to Incremental Facilities denominated in Dollars, in an aggregate principal amount of not less than $400,000,000 10,000,000, and $5,000,000, increments in excess thereof, (y) with respect to Incremental Facilities denominated in an Alternative Currency, in an aggregate principal amount of not less than an amount in such thatAlternative Currency equal to the Dollar Equivalent of $10,000,000,, and $5,000,000, increments in excess thereof or (z) equal to the remaining Incremental Amount) and (ii) the date, which shall be a Business Day, on a Pro Forma Basis after giving effect to which such Incremental Commitments (and assuming such Term Loans are requested to be made and/or Incremental Revolving Commitments are fully drawn and/or funded, as applicable, and applied requested to become effective (the “Increased Amount Date”) pursuant to an Incremental Facility Activation Notice. Any Incremental Revolving Facility may provide for the purpose intendedability to permanently repay and terminate incremental revolving commitments on a pro rata basis or less than a pro rata basis (but not greater than pro rata basis) with the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00Revolving Facility.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, The Company may at any time and from time to time prior time, by delivery to the Maturity DateAdministrative Agent of a written notice signed by a Responsible Officer of the Company (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), to incur additional Indebtedness under this Credit Agreement request the addition of a new tranche of term loans (an “Incremental Term Facility”), a new tranche of revolving loans (an “Incremental Revolving Tranche Facility” and, together with the Incremental Term Facility, the “Incremental Facilities”), an increase in the form Aggregate Revolving Credit Commitments (an “Incremental Revolving Increase”), an increase in the Aggregate Revolving Euro Tranche Commitments (an “Incremental Euro Tranche Increase”), an increase in the Aggregate Revolving Yen Tranche Commitments (an “Incremental Yen Tranche Increase” and, together with the Incremental Revolving Increases and the Incremental Euro Tranche Increases, the “Incremental Increases”) or a combination thereof in an aggregate principal amount for all such Incremental Facilities and Incremental Increases incurred after the Effective Date not exceeding, at any time of determination, the greater of (i) one $500,000,000 minus the aggregate principal amount of all additional Indebtedness issued pursuant to subsection 8.2(e)(ii) or more increases to (e)(iii) outstanding at the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one time of the effectiveness of the applicable Incremental Facility or Incremental Increase and the same Facility as the existing Revolving Commitments or (ii) one the maximum amount which may be incurred in order for the Consolidated Senior Secured Leverage Ratio (after giving pro forma effect to such incurrence and all other transactions to be consummated in connection therewith (including the incurrence or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”assumption of other Indebtedness)) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not remain less than or equal to exceed $400,000,0003.25 to 1.00; provided that, subject to the provisions in subsection 2.6(e) below, at the time of any such request and upon the effectiveness of the Incremental Facility Amendment referred to below, (A) no Default or Event of Default shall exist, and (B) the Company shall be in Pro Forma Compliance; provided, further, that for purposes of clause (ii) and clause (B) in the proviso above, in the case of an Incremental Revolving Tranche Facility or an Incremental Increase, the Consolidated Senior Secured Leverage Ratio and the Financial Covenants shall be calculated as if such Incremental Revolving Tranche Facility or Incremental Increases were fully drawn but using only the Collateral Event has occurredactual Total Revolving Credit Outstandings (and not the amount of the Revolving Credit Commitments) under the Revolving Credit Facility, the actual Total Revolving Euro Tranche Outstandings (and not the amount of the Revolving Euro Tranche Commitments) under the Revolving Euro Tranche Facility or the Outstanding Amount of all Revolving Yen Tranche Loans (and not the amount of the Revolving Yen Tranche Commitments) under the Revolving Yen Tranche Facility, as the case may be, in effect immediately prior to the closing of such Incremental Revolving Tranche Facility or Incremental Increase and for the purpose of computing the usage of the basket in clause (i) of this sentence, the aggregate amount of all outstanding Incremental Commitments Facilities incurred solely in reliance on clause (ii) of this sentence shall be disregarded. In calculating the amount of Indebtedness permitted to be incurred pursuant to clause (i) or clause (ii) of the immediately preceding sentence, the Company may elect to incur Indebtedness pursuant to clause (ii) before using the basket in clause (i). If both amounts are available and the Company does not exceed at make an election, the time Company will be deemed to have incurred such Indebtedness pursuant to clause (ii). The Company may not reclassify any such Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect Indebtedness incurred pursuant to such Incremental Commitments clause (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for i) or clause (ii) after the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00incurrence thereof.

Incremental Facilities. (a) Subject At any time and from time to time, subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuingherein, the Borrower shall have the rightmay, at any time and from time to time prior by notice to the Maturity DateAdministrative Agent (whereupon the Administrative Agent shall promptly deliver a copy of such notice to each of the Lenders), request to incur additional Indebtedness under this Credit Agreement in the form of (i) Term Loans or add one or more increases additional tranches of term loans (the “Other Term Loans” and, together with any additional Term Loans incurred pursuant to this Section 2.23, the Revolving Committed Amount (“Incremental Term Loans”; each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments such increase or (ii) one or more commitments (eachtranche, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”). Notwithstanding anything to the contrary herein, up to a maximum aggregate amount without the consent of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurredRequired Lenders, the aggregate amount of all the Incremental Commitments Facilities shall not exceed exceed, at the time of any incurrence thereof, the sum of (i) the sum of (each such Incremental Commitments are entered into Facility and any Incremental Equivalent Debt, in each case to the extent incurred under this clause (i), “Dollar Basket Incremental Debt”) (x) the greater of (x) $400,000,000 200.0 million and (y) an amount such that, 100% of Consolidated EBITDA for the Relevant Reference Period calculated on a Pro Forma Basis after (and giving pro forma effect to any acquisitions, investments or other transactions consummated in connection therewith) less (A) the aggregate outstanding principal amount of all Incremental Facilities and Incremental Equivalent Debt established prior to such time to the extent constituting Dollar Basket Incremental Debt and (B) the aggregate amount of Permitted Ratio Debt incurred pursuant to subclause (1) of Section 6.2(f); plus (y) in the case of Incremental Term Loans that serve to effectively extend the maturity of any Facility and/or any other Incremental Term Loans and are incurred as Dollar Basket Incremental Debt, an amount equal to the portion of the Facilities and/or Incremental Term Loans to be replaced with such Incremental Commitments Term Loans; plus (z) (1) the aggregate amount of all voluntary prepayments of any Term Loans, Incremental Term Loans and/or Incremental Equivalent Debt and replacements of Term Loans pursuant to Section 2.21 in an amount equal to the face amount of the principal amount of the Indebtedness so prepaid, (2) the amount of any voluntary prepayment, redemption or repurchase of any Permitted Credit Agreement Refinancing Indebtedness previously applied to the prepayment of any Term Loans and/or any Incremental Term Loans in an amount equal to the face amount of the principal amount of the Indebtedness being prepaid or repaid, and (3) the amount of any reduction in the outstanding principal amount of the Term Loans and/or Incremental Term Loans resulting from assignments to (and assuming purchases by) Holdings, the Borrower or any Restricted Subsidiary in an amount equal to the face amount of such assignment; provided, further that for each of clauses (1), (2) and (3) the relevant prepayment or assignment and purchase is not funded with a concurrent incurrence of long-term funded Indebtedness (other than ABL Revolving Loans or loans under any other revolving facility), plus (ii) an additional amount (each such Incremental Commitments are fully drawn and/or fundedFacility and Incremental Equivalent Debt, in each case to the extent incurred under this clause (ii), “Ratio-Based Incremental Debt”), so long as, in the case of this clause (ii), upon the effectiveness of the relevant Incremental Facility Amendment or the relevant documentation relating to the relevant Incremental Equivalent Debt, as applicablethe case may be, and applied for (x) in the purpose intended) case of an Incremental Facility or Incremental Equivalent Debt that is secured by a Lien on any Collateral that is pari passu with the Consolidated Liens securing the Obligations, the First Lien Net Leverage Ratio does not exceed 3.00 either (A) 4.50:1.00 or (B) in the case of any Incremental Facility or Incremental Equivalent Debt incurred to 1.00finance a Permitted Acquisition or similar Investment permitted hereunder, if greater, the First Lien Net Leverage Ratio as of the Relevant Reference Period, (y) in the case of an Incremental Facility or Incremental Equivalent Debt that is secured by a Lien on any Collateral that is junior to the Liens securing the Obligations, the Secured Net Leverage Ratio does not exceed either (A) 6.00:1.00 or (B) in the case of any Incremental Facility or Incremental Equivalent Debt incurred to finance a Permitted Acquisition or similar Investment permitted hereunder, if greater, the Secured Net Leverage Ratio as of the Relevant Reference Period and (z) in the case of an Incremental Facility or Incremental Equivalent Debt that is unsecured, either (1) the Total Net Leverage Ratio does not exceed either (A) 6.00:1.00 or (B) in the case of any Incremental Facility or Incremental Equivalent Debt incurred to finance a Permitted Acquisition or similar Investment permitted hereunder, if greater, the Total Net Leverage Ratio as of the last day of the then most recently ended Relevant Reference Period or (2) the Interest Coverage Ratio is not less than either (A) 2.00:1.00 or (B) in the case of any Incremental Facility or Incremental Equivalent Debt incurred to finance a Permitted Acquisition or similar Investment permitted hereunder, if less, the Interest Coverage Ratio as of the Relevant Reference Period, in each case determined on a Pro Forma Basis (after giving effect to any Pro Forma Transaction, including any acquisition consummated with the proceeds of such Incremental Facility or Incremental Equivalent Debt); provided, that (i) solely for purposes of determining the First Lien Net Leverage Ratio, the Secured Net Leverage Ratio and the Total Net Leverage Ratio for purposes of permitting the incurrence of such Ratio-Based Incremental Debt, the First Lien Net Leverage Ratio, the Secured Net Leverage Ratio and the Total Net Leverage Ratio shall be determined without netting the proceeds from the incurrence of such Ratio-Based Incremental Debt (it being understood, for the avoidance of doubt, that such proceeds, to the extent constituting cash or Cash Equivalents, may be netted for subsequent determinations of the First Lien Net Leverage Ratio, the Secured Net Leverage Ratio and the Total Net Leverage Ratio) and (ii) any Dollar Basket Incremental Debt or any borrowing under the ABL Credit Agreement incurred substantially concurrently with any Ratio-Based Incremental Debt shall not be included for purposes of determining the First Lien Net Leverage Ratio, the Secured Net Leverage Ratio or the Total Net Leverage Ratio, as the case may be, in connection with the incurrence of such Ratio-Based Incremental Debt. Unless elected otherwise by the Borrower, any Incremental Facility and Incremental Equivalent Debt shall be deemed to have been incurred first, in reliance on clause (ii) above to the extent permitted thereby and second, in reliance on clause (i) above to the extent permitted thereby; provided that (x) any Incremental Facility or Incremental Equivalent Debt incurred in reliance on clause (i) may be reclassified as the Borrower elects, from time to time, as incurred in reliance on clause (ii) if the Borrower is able to satisfy the applicable incurrence test in respect of clause (ii) at such time on a pro forma basis and (y) if the applicable ratio for the incurrence of any such Incremental Facility or Incremental Equivalent Debt would be satisfied on a pro forma basis as of the end of any fiscal quarter, the reclassification in clause (x) shall be deemed to have occurred automatically. All Incremental Term Loans shall be in an integral multiple of $1.0 million and in an aggregate principal amount that is not less than $10.0 million (or in such lesser minimum amount agreed by the Administrative Agent (such consent not to be unreasonably withheld, delayed or conditioned)); provided, that such amount may be less than the applicable minimum amount if such amount represents all the remaining availability in respect of the Incremental Facilities.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so So long as no Default or Event of Default has occurred and is continuingunder subsection 8(a) or (f) exists or would arise therefrom, the Borrower shall have the right, at any time and from time to time prior to after the Maturity Closing Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) to request new term loan commitments under one or more increases new term loan credit facilities to be included in this Agreement (the Revolving Committed Amount (each an “Increased Revolver CommitmentIncremental Term Loan Commitments”) which shall constitute one and the same Facility as the existing Revolving Commitments or ), (ii) to increase the loans in any Tranche by requesting new term loan commitments to be added to an existing Tranche of Loans (the “Supplemental Term Loan Commitments”), (iii) to request new commitments under one or more commitments new revolving facilities to be included in this Agreement (each, an the “Incremental Facility CommitmentRevolving Commitments”), and (iv) to request new letter of credit facility commitments under one or more new letter of credit facilities to be included in this Agreement (together with the Increased Revolver Incremental Term Loan Commitments, Supplemental Term Loan Commitments and the Incremental Revolving Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum provided that, after the FourthSixth Amendment Effective Date, (i) the aggregate principal amount of Incremental Commitments permitted pursuant to this subsection 2.5 is limited, at the time the respective Incremental Commitment becomes effective, to (A) the aggregate principal amount (not less than zero) of Indebtedness that is permitted to exceed be Incurred under subsection 7.1(b)(xiv)(i) by the Borrower or its Restricted Subsidiaries at such time plus (B) $400,000,000; provided that, 250 million and (ii) if the Collateral Event has occurredany portion of an Incremental Commitment is to be incurred in reliance on subsection 7.1(b)(xiv)(i), the Borrower shall have delivered a certificate to the Administrative Agent, certifying compliance with the financial test set forth in such clause (together with calculations demonstrating compliance with such ratio). Any loans made in respect of any such Incremental Commitment (other than Supplemental Term Loan Commitments) shall be made by creating a new Tranche. Each Incremental Commitment under anythe Term Loan Facility made available pursuant to this subsection 2.5 shall be in a minimum aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater least $15,000,000 and in integral multiples of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.001,000,000 in excess thereof.

Incremental Facilities. The First-Lien Facility will permit the Borrower from time to time, on one or more occasions, to (a) Subject add one or more incremental term loan facilities to the terms First-Lien Facility (each, a “First-Lien Incremental Term Facility”) and/or (b) increase commitments under the First-Lien Facility or any First-Lien Incremental Term Facility (each, a “First-Lien Incremental Term Increase” and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuingtogether with any First-Lien Incremental Term Facility, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of “First-Lien Incremental Facilities”); provided that: (i) one or more increases at the time of and after giving effect to the Revolving Committed Amount effectiveness of any proposed First-Lien Incremental Facility the amount thereof shall not exceed the sum of (each A) an “Increased Revolver Commitment”aggregate principal amount equal to the maximum amount (if any) of First-Lien Incremental Facilities that could be established or incurred (I) in the case of Incremental Facilities secured on a pari passu basis with the First-Lien Facility, without causing the Senior Secured First-Lien Net Leverage Ratio (as defined below) as of the last day of the most recently ended period of four consecutive fiscal quarters for which financial statements are available, on a pro forma basis giving effect to such First-Lien Incremental Facility (and netting any cash proceeds from such incurrence not applied promptly for the specified transaction in connection with such incurrence upon receipt thereof in calculating the ratio) and any related acquisitions or investments consummated in connection therewith and all other appropriate pro forma adjustments, to either (x) exceed 4.00:1.00 on a pro forma basis or (y) in the case of debt incurred to consummate a Permitted Acquisition or other investments not prohibited by the First-Lien Documentation, either (i) shall constitute one and the same Facility as the existing Revolving Commitments not exceed 4.00:1.00 on a pro forma basis or (ii) one or more commitments (each, an “shall not be greater than immediately prior to such transactions; provided that to the extent the proceeds of any such First-Lien Incremental Facility Commitment”are to be used to repay indebtedness, and together it shall not limit the Borrower’s ability to give pro forma effect to such repayment of indebtedness, (II) in the case of Incremental Facilities secured on a junior basis with the Increased Revolver CommitmentsFirst-Lien Facility, either (x) the “Incremental Commitments”Senior Secured Net Leverage Ratio (as defined in Exhibit D to the Commitment Letter) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such that, 4.50:1.00 on a Pro Forma Basis pro forma basis after giving effect to the incurrence of such additional amount, any acquisition or investment consummated in connection therewith and all other appropriate pro forma adjustments or (y) in the case of debt incurred to consummate a Permitted Acquisition or other investments not prohibited by the First-Lien Documentation, either (i) shall not exceed 4.50:1.00 on a pro forma basis after giving effect to the incurrence of such additional amount, any acquisition or investment consummated in connection therewith and all other appropriate pro forma adjustments or (ii) shall not be greater than immediately prior to such transactions and (III) in the case of any unsecured Incremental Commitments Facilities, either (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended1) the Consolidated Total Net Leverage Ratio does (as defined in Exhibit D to the Commitment Letter) (x) shall not exceed 3.00 6.00:1.00 on a pro forma basis after giving effect to 1.00.the incurrence of such additional amount, any acquisition or investment consummated in connection therewith and all other appropriate pro forma adjustments or (y) in the case of debt incurred to consummate a Permitted Acquisition or other investments not prohibited by the First-Lien Documentation, either (i) shall not exceed 6.00:1.00 on a pro forma basis after giving effect to the incurrence of such additional amount, any acquisition or investment consummated in connection therewith and all other appropriate pro forma adjustments or (ii) shall not be greater than immediately prior to such incurrence of debt or (2) the Interest Coverage Ratio (to be defined in a manner consistent with the Precedent First-Lien Credit Agreement definition of Fixed Charge Coverage Ratio, but generally defined as the ratio of Consolidated EBITDA for the most recently completed period of four consecutive fiscal quarters for which financial statements are available to net cash interest expense for such period) would be either (x) at least 2.00:1.00 on a pro forma basis after giving effect to the incurrence of such additional amount, any acquisition or investment consummated in connection therewith and all other appropriate pro forma adjustments or (y) in the case of debt incurred to consummate a Permitted Acquisition or other investments not prohibited by the First-Lien Documentation, either (i) at least 2.00:1.00 on a pro forma basis after giving effect to the incurrence of such additional amount, any acquisition or investment consummated in connection therewith and all other appropriate pro forma adjustments or (ii) not less than immediately prior to such transactions and (B) the Incremental Base Amount (the applicable amount under clause (A) or (B), the “Available Incremental Amount”), it being understood that (I) the Borrower may elect to

Incremental Facilities. (a) Subject The Borrower may, by written notice to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, at any time and Administrative Agent from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one or more increases request the establishment of up to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments three incremental term loan facilities (each, an “Incremental Facility Commitment”, Term Loan Facility” and together with the Increased Revolver Commitmentscollectively, the “Incremental CommitmentsTerm Loan Facilities”) for term loan facilities which shall constitute a new Facility as provided in 2.22(dan aggregate amount, together with any Incremental Revolving Commitment, not to exceed the Incremental Amount and subject to the terms of Sections 3.15(b) and 3.15(d) below from one or more Incremental Term Loan Lenders (which may include any existing Lender) willing to provide such Incremental Term Loans in their own discretion and/or (ii) request an increase in the Revolving Commitments (an “Incremental Facility,Revolving Commitment” and and, together with all Incremental Term Loan Facilities, the loans thereunder, “Incremental LoansFacilities”), up to a maximum ) in an aggregate amount of Incremental Commitments not to exceed $400,000,00010,000,000 and, together with any Incremental Term Loan Facilities, not to exceed the Incremental Amount and subject to the terms of Sections 3.15(c) and 3.15(d) below from one or more Incremental Revolving Lenders (which may include any existing Lender) willing to provide such Incremental Revolving Commitments in their own discretion; provided thatprovided, that each Incremental Term Loan Lender and/or Incremental Revolving Lender, if not already a Lender hereunder, shall be subject to the Collateral Event has occurred, approval of the aggregate Administrative Agent (which approval shall not be unreasonably withheld). Such notice shall set forth (i) the amount of all the Incremental Term Loan Commitments and/or Incremental Revolving Commitments being requested (which shall not exceed at be (1) with respect to Incremental Term Loans, in minimum amounts of $25,000,000 and in increments of $1,000,000 in excess thereof, (2) with respect to Incremental Revolving Commitments, in minimum amounts of $5,000,000 and increments of $1,000,000 in excess thereof, or (3) equal to the time any remaining Incremental Amount), (ii) the date on which such Incremental Term Loan Commitments and/or Incremental Revolving Commitments are entered into requested to become effective (the greater of “Increased Amount Date”), (xiii) $400,000,000 and (y) an amount such that, pro forma financial statements demonstrating compliance on a Pro Forma Basis pro forma basis with the financial covenant set forth in Section 7.1 (without having regard to whether there are any outstanding Revolving Loans on the Increased Amount Date) and the requirement set forth in Section 3.15(d)(iv) after giving effect to such Incremental Term Loan Commitments and/or Incremental Revolving Commitments and the Loans to be made thereunder and the application of the proceeds therefrom (and assuming such Incremental Commitments are fully drawn and/or funded, including by giving pro forma effect to any permitted Investments financed thereby) as applicable, if made and applied for on the purpose intended) date of the Consolidated Net Leverage Ratio does not exceed 3.00 most-recent financial statements of the Borrower delivered pursuant to 1.00Section 6.1.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so So long as no Default or Event of Default has occurred and is continuingunder Section 9.1 (a) or (f) exists or would arise therefrom (provided that, to the extent the proceeds of Term Loans made pursuant to any Incremental Commitment will be used to consummate a Limited Condition Transaction, the requirement that there be no Event of Default under Section 9.1(a) or (f) shall only be required to be satisfied on the date on which definitive agreements with respect to such Limited Condition Transaction are entered into), the Borrower shall have the right, at any time and from time to time prior to after the Maturity First Incremental Amendment Effective Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) to request new term loan commitments under one or more increases new term loan credit facilities to be included in this Agreement (the Revolving Committed Amount (each an “Increased Revolver CommitmentIncremental Term Loan Commitments”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more to increase the Existing Term Loans by requesting new term loan commitments to be added to an Existing Term Tranche of Term Loans (eachthe “Supplemental Term Loan Commitments” and, an “Incremental Facility Commitment”, and together with the Increased Revolver Incremental Term Loan Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum provided that, (i) the #94013791v1296130652v5 1008495241v11008495241v6 #96130652v7 aggregate amount of Incremental Commitments not permitted pursuant to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments this Section 2.6 shall not exceed exceed, at the time any such the respective Incremental Commitments are entered into Commitment becomes effective (A) the greater of $450 million and 60.0% of EBITDA (xfor the Measurement Period applicable at the time of the incurrence of such Indebtedness) $400,000,000 plus (B) the maximum aggregate principal amount (as of the date of incurrence of any such Indebtedness and (y) an amount such that, on a Pro Forma Basis after giving pro forma effect to the incurrence thereof and the application of the net proceeds therefrom (or as of the date of the initial borrowing of such Indebtedness after giving pro forma effect to the incurrence of the entire committed amount of such Indebtedness)) that can be incurred without exceeding a First Lien Indebtedness to EBITDA Ratio for the Borrower of 4.50 to 1.00 (it being understood that for purposes of determining compliance under this clause (i)(B), except as provided in clause (z) of the last proviso of this Section 2.6(a)(i), any Indebtedness incurred under this clause (i)(B) (whether or not secured), other than Revolving Credit Agreement Indebtedness, will be included in the amount of First Lien Indebtedness for purposes of calculating the First Lien Indebtedness to EBITDA Ratio); (ii) if any portion of an Incremental Commitment is to be incurred in reliance on clause (i)(B) above, the Borrower shall have delivered a certificate to the Administrative Agent, certifying the amount of the available basket in such clause to be used for the incurrence of such Incremental Commitments Commitment or compliance with the financial test set forth in such clause (and assuming together with calculations demonstrating compliance with such Incremental Commitments are fully drawn and/or fundedtest), as applicable, and applied (iii) if any portion of an Incremental Commitment is to be incurred in reliance on clause (i)(A) above, the Borrower shall have delivered a certificate to the Administrative Agent, certifying the amount of the available basket in such clause to be used for the purpose intendedincurrence of such Incremental Commitment; provided further that (x) the Consolidated Net Leverage Borrower may elect to use capacity under clause (i)(B) above prior to using capacity under clause (i)(A) above, (y) that any portion of any Incremental Commitments incurred in reliance on clause (i)(A) above shall be reclassified (including for purposes of clause (26) of the definition of “Permitted Liens”), as the Borrower may elect from time to time, as incurred under clause (i)(B) if the Borrower meets the applicable First Lien Indebtedness to EBITDA Ratio does at such time, on a pro forma basis and (z) any amounts incurred under clause (i)(A) above, concurrently incurred with, or in a single transaction or series of related transactions with, amounts incurred under clause (i)(B) above or under clause (26) of the definition of “Permitted Liens” will not exceed 3.00 count as indebtedness for the purposes of calculating the First Lien Indebtedness to 1.00EBITDA Ratio to determine availability at such time under clause (i)(B) or capacity under clause (26) of the definition of “Permitted Liens”). Any loans made in respect of any such Incremental Commitment (other than Supplemental Term Loan Commitments) shall be made by creating a new Tranche. Each Incremental Commitment made available pursuant to this Section 2.6 shall be in a minimum aggregate amount of at least $15.0 million and in integral multiples of $5.0 million in excess thereof or such lower minimum amounts or multiples as agreed to by the Administrative Agent, in its reasonably discretion from time to time.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the The Borrower shall have the right, may at any time and from time to time prior to June 30, 2008, by notice to the Administrative Agent (whereupon the Administrative Agent shall promptly deliver a copy to each of the Lenders), request the addition of one or more new credit facilities (the "Incremental Facilities") consisting of a new tranche of term loans (an "Incremental Term Facility") or a new tranche of revolving loans (an "Incremental Revolving Facility") or a combination thereof; provided that at the time of any such request and upon the effectiveness of the Incremental Facility Amendment referred to below, no Default shall exist and the Borrower shall be in compliance with Sections 6.13, 6.14, 6.15 (if applicable) and 6.16 determined on a pro forma basis as if such Incremental Facility had been outstanding on the last day of the most recent fiscal quarter for testing compliance therewith. The Incremental Facilities shall be in an aggregate principal amount not exceeding (in the aggregate) $400,000,000, and each Incremental Facility shall be in an aggregate principal amount not less than $50,000,000. Each Incremental Facility (a) shall rank pari passu in right of payment and of security with the Revolving Loans and the Tranche A Term Loans, (b) shall not mature earlier than the Maturity DateDate (but may, subject to incur additional Indebtedness under this clause (c) below, have amortization and commitment reductions prior to such date), (c) shall have a weighted average life that is not less than that of the Revolving Credit Agreement Commitments and the Tranche A Term Loans, taken as a whole, and (d) for purposes of prepayments, shall be treated substantially the same as (and in any event no more favorably than) the Tranche A Term Loans, in the form case of an Incremental Term Facility, or the Revolving Loans, in the case of an Incremental Revolving Facility; provided that (i) the terms and conditions applicable to any Incremental Facility maturing after the Maturity Date may provide for material additional or different financial or other covenants applicable only during periods after the Maturity Date and (ii) the Incremental Facilities may be priced differently than the Tranche A Term Loans and the Revolving Loans. Any such notice shall set forth the requested amount and terms of the relevant Incremental Facility. The Borrower may arrange for one or more increases banks or other financial institutions, each of which shall be reasonably satisfactory to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one Administrative Agent and the same Facility as Borrower (any such bank or other financial institution being called an "Additional Lender"), to extend commitments under the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”Facility, and together with the Increased Revolver Commitmentseach existing Lender shall be afforded an opportunity, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments but shall not exceed at the time be required, to provide a portion of any such Incremental Facility. Commitments are entered into in respect of Incremental Facilities shall become Commitments under this Agreement, and each Additional Lender shall become a Lender under this Agreement, pursuant to an amendment (an "Incremental Facility Amendment") to this Agreement and, as appropriate, the greater other Loan Documents, executed by the Borrower, each existing Lender agreeing to provide such Commitment, if any, each Additional Lender, if any, and the Administrative Agent. An Incremental Facility 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 opinion of the Administrative Agent, to effect the provisions of this Section. The effectiveness of any Incremental Facility Amendment shall be subject to the satisfaction on the date thereof of each of the conditions set forth in Section 4.02 (x) $400,000,000 and (y) an amount it being understood that all references to "the date of such that, on a Pro Forma Basis after giving effect Borrowing" in such Section 4.02 shall be deemed to refer to the effective date of such Incremental Commitments (Facility Amendment). The proceeds of the Incremental Facilities will be used for working capital and assuming such Incremental Commitments are fully drawn and/or fundedother general corporate purposes, as applicable, and applied including consideration for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00Permitted Acquisitions.

Incremental Facilities. (a) Subject to the terms The Parent Borrower and conditions set forth herein and so long as no Default any one or Event of Default has occurred and is continuing, the Borrower shall have the right, at any time and more Lenders (including New Lenders) may from time to time prior to the Maturity Dateagree that such Lenders shall make, to incur additional Indebtedness under this Credit Agreement in the form of (i) obtain one or more increases to additional tranches of term loans or increase the Revolving Committed Amount amount of their Term Loans (each an “Increased Revolver Commitment”which may be effected by increasing the amount of any then existing Facility of Term Loans) which shall constitute one and the same Facility as the existing Revolving Commitments (any such Term Loans or (ii) one or more commitments (additional tranche of term loans each, an “Incremental Facility CommitmentTerm Facility”) or increase the aggregate amount of the Revolving Commitments (any such increase, an “Incremental Revolving Facility”, and together with the Increased Revolver Commitmentsany Incremental Term Facilities, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental LoansFacilities”), up as applicable, by executing and delivering to a maximum aggregate the Administrative Agent an Incremental Facility Activation Notice specifying (i) the amount of such increase and the Facility or Facilitates involved, (ii) the applicable Incremental Commitments Facility Closing Date (which shall be a date not less than ten (10) Business Days after the date on which such notice is delivered to exceed $400,000,000the Administrative Agent (or such earlier date as shall be agreed by the Administrative Agent)) and (iii) in the case of Incremental Term Loans, (x) the applicable Incremental Term Loan Maturity Date, (y) the amortization schedule for such Incremental Term Loans and (z) the Applicable Margin for such Incremental Term Loans; provided thatprovided, if the Collateral Event has occurred, that (i) the aggregate amount of all Incremental Commitments Facilities established on any date shall not exceed at the time any such Incremental Commitments are entered into the greater sum of (x) $400,000,000 and an amount equal to the Base Incremental Amount on such date, plus (y) an additional amount equal to the Voluntary Prepayment Amount on such thatdate plus (z) an additional amount equal to the Maximum Incremental Ratio Amount as of such date (the sum of the amounts in clauses (x), on a Pro Forma Basis after giving effect to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00.74

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the Parent Borrower shall have the right, at any time and from time to time prior but not the obligation, after the Closing Date, upon notice to the Maturity DateAdministrative Agent (an “Incremental Borrowing Notice”), to incur additional Indebtedness under this Credit Agreement in the form of (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments additional term loan facilities (each, an “Incremental Facility Commitment”, Term Loan Facility,” and together with the Increased Revolver CommitmentsInitial Term Loan Facility, the “Term Loan Facilities”; the loans under each Incremental Term Loan Facility, “Incremental Term Loans”), additional revolving facilities (each, an “Incremental Revolving Facility,” the loans under each Incremental Revolving Facility, “Incremental Revolving Loans”), or increases in the aggregate commitments under the Initial Revolving Facility (which may, with respect to any Incremental Revolving Facility or any increase to the Initial Revolving Facility, at the election of the Parent Borrower, include a proportionate increase to the LC Commitment Amount and, with the consent of the Swing Line Lender (such consent not to be unreasonably withheld or delayed), the Swing Line Commitment) (each, an “Incremental Initial Revolving Facility,” the loans thereunder, the “Incremental CommitmentsInitial Revolving Loans”) for term loan facilities which shall constitute a new ; each Incremental Initial Revolving Facility, together with each Incremental Revolving Facility as provided in 2.22(d) below (an and each Incremental Term Loan Facility, collectively, the “Incremental Facility,” and the loans thereunder, “Incremental LoansFacilities”), up to in each case sharing in the Collateral (as defined below) on a maximum pari passu or junior basis, in an aggregate amount of Incremental Commitments not up to exceed (w) $400,000,000; provided that, if the Collateral Event has occurred, 275.0 million minus the aggregate amount of all Indebtedness incurred in reliance on clause (a)(x)(1) of the definition of “Permitted Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of Indebtedness” plus (x) $400,000,000 all voluntary prepayments (resulting in a permanent reduction in the Loans) and commitment reductions of the Credit Facilities prior to such time, plus (y) an unlimited additional amounts so long as after giving effect to the incurrence of the Loans in respect of such Incremental Term Loan Commitments and/or Incremental Revolving Credit Commitments (assuming that the full amount thereof is drawn and that any such thatIndebtedness incurred pursuant to such Incremental Facility is secured on a first-lien basis, whether or not so secured) (I) the First Lien Leverage Ratio (calculated on a Pro Forma Basis and provided that (A) all Permitted Incremental Indebtedness incurred under Section 7.03(w) shall also be included in such calculation for this purpose, whether or not it would otherwise be included and (B) the proceeds of the Incremental Facility being incurred shall not be netted against indebtedness for purposes of the calculation relating to such incurrence) shall not be greater than 4.50 to 1.00 or (II) if such Indebtedness constitutes Indebtedness incurred in connection with a Permitted Acquisition or Investment, such Indebtedness is permitted to be incurred under Section 7.03(g)(ii) and is permitted to be, and is, secured on a pari pasu basis pursuant to Section 7.02(d)(ii); provided that (a) no commitment of any Lender may be increased without the consent of such Lender, (b) no Event of Default exists after immediately giving effect thereto (provided, however, that if the proceeds of such Incremental Facilities are used to finance a Permitted Acquisition or other similar Investment permitted by this Agreement (and costs reasonably related thereto), it shall only be required that no Specified Event of Default shall exist immediately after giving effect to such incurrence), (c) any Incremental Commitments Facility that is an increase in the aggregate amount of the Initial Revolving Commitment shall be on the same terms and pursuant to the same documentation as the Initial Revolving Commitment, (d) the yield applicable to any Incremental Initial Revolving Facility shall be equal to the corresponding yield on the Initial Revolving Facility (calculated for such Incremental Initial Revolving Facility and Initial Revolving Facility inclusive of any original issue discount and/or upfront fee percentage paid to all Lenders, but exclusive of any arrangement, underwriting or similar fees); provided that Parent Borrower may increase the pricing of the Initial Revolving Facility, without the consent of the Administrative Agent or any Lender, such that the foregoing is true, including increasing the Applicable Margin, the Commitment Fee, adding or increasing an existing “LIBOR Floor” (if applicable), and paying additional original issue discount and/or upfront fees, (e) in the case of any Incremental Revolving Facility, (i) such Incremental Revolving Facility shall have a final maturity no earlier than the Initial Revolving Facility Termination Date and (ii) such Incremental Revolving Facility shall provide that (A) the borrowing and repayment (except for (1) payments of interest and fees at different rates on the Incremental Revolving Facility (and assuming related outstandings), (2) repayments required upon the maturity date of the Incremental Revolving Credit Facility and (3) repayment made in connection with a permanent repayment and termination of commitments (subject to clause (C) below)) of Loans with respect to Incremental Revolving Credit Commitments after the effectiveness of such Incremental Revolving Facility shall be made on a pro rata basis with all other Revolving Commitments are fully drawn on the date of effectiveness of such Incremental Revolving Facility, (B) subject to the provisions of Section 2.04(e) and Section 2.05(h) to the extent dealing with Swing Loans and Letters of Credit which mature or expire after a maturity date when there exists Incremental Revolving Facilities with a longer maturity date, all Swing Loans and Letters of Credit shall be participated on a pro rata basis by all Lenders with Commitments in accordance with their percentage of the Revolving Commitments on the effective date of such Incremental Revolving Facility (and except as provided in Section 2.04(e) and Section 2.05(h), without giving effect to changes thereto on an earlier maturity date with respect to Swing Loans and Letters of Credit theretofore incurred or issued), (C) the permanent repayment of Revolving Loans with respect to, and termination of, commitments in respect of Incremental Revolving Facilities after the associated effective date of such Incremental Revolving Facility shall be made on a pro rata basis with all other Revolving Commitments on the effective date of such Incremental Revolving Facility, except that the Borrowers shall be permitted to permanently repay and terminate commitments of any such Class on a better than a pro rata basis as compared to any other Class with a later maturity date than such Class, (D) Incremental Revolving Facilities may include provisions relating to swing line loans and/or fundedletters of credit, as applicable, and applied issued thereunder, which issuances shall be on terms substantially similar (except for the purpose intendedoverall size of such subfacilities, the fees payable in connection therewith and the identity of the swing line lender and letter of credit issuer, as applicable, which shall be determined by the Parent Borrower, the lenders of such commitments and the applicable letter of credit issuers and swing line lenders and borrowing, repayment and termination of commitment procedures with respect thereto, in each case which shall be specified in the applicable Incremental Revolving Credit Assumption Agreement) to the terms relating to Swing Loans and Letters of Credit with respect to the Revolving Commitments or otherwise reasonably acceptable to the Administrative Agent and (E) assignments and participations of Incremental Revolving Credit Commitments and Loans shall be governed by the same assignment and participation provision, (f) the Consolidated Net Leverage Ratio does yield applicable to any Incremental Term Loan Facility or Incremental Revolving Facility, in each case which is incurred prior to the date that is the 18 month anniversary of the Closing Date, shall not exceed 3.00 be more than 0.50% higher than the yield on the corresponding Initial Facility (calculated for both such Incremental Facility and the corresponding Initial Facility inclusive of any “LIBOR Floor” (if applicable), original issue discount and/or upfront fees paid to 1.00all Lenders under such Initial Facility, but exclusive of any arrangement, underwriting or similar fee paid), unless the yield with respect to the applicable Initial Facility is increased by an amount equal to or greater than the difference between the yield with respect to the Incremental Facility and the corresponding yield on such Initial Facility (for purposes of determining the difference in “yield” as to such Incremental Facility and the corresponding Initial Facility, yield shall be calculated by adding the difference with respect to such Incremental Facility and such corresponding Initial Facility of each of the following: (i) Applicable Revolving Loan Margin or Applicable Term Loan Margin, as applicable, (ii) “LIBOR floor”, which shall be equated to yield by taking the difference of (A) the “LIBOR floor” of such facility and (B) the 3-month Adjusted Eurodollar Rate as of a date ten (10) Business Days prior to the closing of such Incremental Facility and (iii) original issue discount and/or upfront fees, which shall be equated to yield by dividing such original issue discount and/or upfront fee percentage (as of the date such facility was funded, in each case), by four (4)) (provided, that for purposes of calculating the yield related to the original issue discount and/or upfront fee percentage of the Incremental Facilities, if the Weighted Average Life to Maturity of the Incremental Facility is shorter than 4 years, the actual Weighted Average Life to Maturity), (g) the maturity of any Incremental Term Loan Facility shall not be earlier than the Latest Maturity Date of the Initial Term Loans, (h) the Weighted Average Life to Maturity of any Incremental Term Loan Facility shall not be shorter than that of the Initial Term Loan Facility, (i) the Incremental Term Loan Facility shall provide that such facility may be prepaid with the proceeds of mandatory prepayment events on a pro rata basis (but not greater than pro rata basis) with other then outstanding Initial Term Loans, (j) the covenants, events of default and guarantees of such Incremental Term Loan Facility or Incremental Revolving Facility, if not consistent with the terms of the corresponding Initial Facility (A) shall be as mutually agreed upon between the Parent Borrower and lenders providing such Incremental Facility and (B) shall not be more restrictive to the Parent Borrower, when taken as a whole, than the terms of the corresponding Initial Facility unless (1) Lenders under the corresponding Initial Facility also receive the benefit of such more restrictive terms (without any consent being required) or (2) any such provisions apply after the Latest Maturity Date of the corresponding Initial Facility and (k) (x) Incremental Term Loan Facilities shall be requested in minimum amounts of $15,000,000 or a higher multiple of $1,000,000 and (y) Incremental Revolving Facilities shall be requested in minimum amounts of $5,000,000 or a higher multiple of $1,000,000; provided that a certificate of an Authorized Officer delivered to the Administrative Agent at least five (5) Business Days prior to the incurrence of such Incremental Facility (or such shorter period of time as the Administrative Agent shall reasonably agree) stating that the Parent Borrower has determined in good faith that such terms and conditions satisfy the foregoing requirement in clause (j) shall constitute sufficient evidence that such terms and conditions satisfy the foregoing requirement unless the Administrative Agent notifies the Parent Borrower within three (3) Business Days of receipt of such certificate that it disagrees with such determination (including a reasonable description of the basis upon which it disagrees). The proceeds of each Incremental Facility may be used for any purpose not prohibited by this Agreement. The commitments in respect of any Incremental Facilities may be denominated in Canadian Dollars, U.S. Dollars, Euro, Sterling and/or other currencies as agreed among Parent Borrower, the Administrative Agent and the lenders providing such Incremental Facilities. Each Incremental Borrowing Notice shall set forth (i) the amount of the Incremental Term Loan Commitments or Incremental Revolving Credit Commitments being requested, (ii) the date on which such Incremental Term Loan Commitments or Incremental Revolving Credit Commitments are requested to become effective (which shall not be less than five (5) Business Days nor more than sixty (60) days after the date of Incremental Borrowing Notice, unless otherwise agreed to by the Administrative Agent) and (iii) whether such Incremental Term Loan Commitments, if any, are to be Term Commitments or commitments to make term loans with terms different from the Term Loans (“Other Term Loans”).

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, at At any time and or from time to time after the Closing Date, the Borrower may by written notice to the Administrative Agent elect to request (A) prior to the Maturity DateDate of the Revolving Credit Facility, to incur additional Indebtedness under this Credit Agreement in the form of (iI) one or more increases to the existing Revolving Committed Amount Credit Commitments and/or (each an II) the establishment of one or more new revolving credit commitments (any such increase or new commitment, the “Increased Revolver CommitmentNew Revolving Credit Commitments”) which shall constitute one and and/or (B) prior to the same Facility as Latest Maturity Date of the existing Revolving Commitments or Term Loan Facilities, (iiI) one or more increases to any existing Term Loan Facility or (II) the establishment of one or more new term loan commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitmentsany such increase or new commitment, the “Incremental New Term Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate principal amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater sum of (x) $400,000,000 plus (y) unlimited additional amounts so long as the Senior Secured Leverage Ratio shall be no greater than 4.00 to 1.00 as of the end of the Test Period most recently ended after giving Pro Forma Effect to such New Revolving Credit Commitments or New Term Loans (and, in each case, with respect to any New Revolving Credit Commitment, assuming a borrowing of the maximum amount of Loans available under such New Revolving Credit Commitment and any New Revolving Credit Commitments previously made pursuant to this Section 2.14); provided that (i) the Borrower shall be deemed to have used amounts under clause (y) (to the extent compliant therewith) prior to utilization under clause (x) and (ii) any amounts incurred under clause (x) concurrently with any amounts incurred under clause (y) will not count as indebtedness for purposes of calculating clause (y). Each New Revolving Credit Commitment and New Term Commitment shall be in an aggregate principal amount that is not less than $5,000,000 individually (or such lesser amount which shall be approved by Administrative Agent or such lesser amount if such amount represents all remaining availability under the limit set forth in the next sentence), and integral multiples of $1,000,000 in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which the Borrower proposes that the New Revolving Credit Commitments or New Term Commitments, as applicable, shall be effective, which shall be a date not less than 5 Business Days after the date on which such notice is delivered to the Administrative Agent, (or such shorter period as shall be reasonably acceptable to the Administrative Agent and (B) the identity of each Lender or other Person that is an Eligible Assignee (each, a “New Revolving Credit Lender” or “New Term Lender,” as applicable) to whom the Borrower proposes any portion of such New Revolving Credit Commitments or New Term Commitments, as applicable, be allocated and the amounts of such allocations; provided that (x) any Lender approached to provide all or a portion of the New Revolving Credit Commitments or New Term Commitments may elect or decline, in its sole discretion, to provide a New Revolving Credit Commitment or a New Term Commitment (it being understood that there is no obligation to approach any existing Lenders to provide any New Revolving Credit Commitment or New Term Commitment) and (y) the Administrative Agent, each L/C Issuer and each Swing Line Lender shall have consented (such consent not to be unreasonably withheld) to such Person’s providing such New Revolving Credit Commitments or New Term Commitments if such consent would be required under Section 10.07 for an amount assignment of Loans or Commitments to such thatPerson. Such New Revolving Credit Commitments or New Term Commitments shall become effective, as of such Increased Amount Date; provided that (1) no Default or Event of Default shall exist on a Pro Forma Basis such Increased Amount Date after giving effect to such Incremental New Revolving Credit Commitments or New Term Commitments, as applicable; (2) after giving effect to the making of any New Term Loans or effectiveness of New Revolving Credit Commitments, each of the conditions set forth in Section 4.02 shall be satisfied; (3) the New Revolving Credit Commitments or New Term Commitments, as applicable, shall be effected pursuant to one or more Joinder Agreements executed and assuming such Incremental Commitments are fully drawn and/or fundeddelivered by the Borrower, the New Revolving Credit Lender or New Term Lender, as applicable, and applied for Administrative Agent, and each of which shall be recorded in the purpose intendedRegister, and each New Revolving Credit Lender and New Term Lender shall be subject to the requirements set forth in Section 10.15; (4) the Consolidated Net Leverage Ratio does not exceed 3.00 Borrower shall make any payments required pursuant to 1.00.Section 3.05 in connection with the New Revolving Credit Commitments or New Term Commitments, if applicable; and (5) the Borrower shall deliver or cause to be delivered any customary legal opinions or other documents reasonably requested by Administrative Agent in connection with any such transaction; provided, further, that to the extent agreed to by the Lenders providing such New Term Commitments or New Revolving Credit Commitments, as applicable, and the proceeds of such New Term Commitments or New Revolving Credit Commitments, as the case may be, are used to finance a Permitted Acquisition or similar Investment, the conditions set forth in clauses (1) and (2) may be limited by customary “

Incremental Facilities. (a) Subject to the terms The Parent Borrower and conditions set forth herein and so long as no Default any one or Event of Default has occurred and is continuing, the Borrower shall have the right, at any time and more Lenders (including New Lenders) may from time to time prior to the Maturity Dateagree that such Lenders shall make, to incur additional Indebtedness under this Credit Agreement in the form of (i) obtain one or more increases to additional tranches of term loans or increase the Revolving Committed Amount amount of their Term Loans (each an “Increased Revolver Commitment”which may be effected by increasing the amount of any then existing Facility of Term Loans) which shall constitute one and the same Facility as the existing Revolving Commitments (any such Term Loans or (ii) one or more commitments (additional tranche of term loans each, an “Incremental Facility CommitmentTerm Facility”) or increase the aggregate amount of the Revolving Commitments (any such increase, an “Incremental Revolving Facility”, and together with the Increased Revolver Commitmentsany Incremental Term Facilities, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental LoansFacilities”), up as applicable, by executing and delivering to a maximum aggregate the Administrative Agent an Incremental Facility Activation Notice specifying (i) the amount of such increase and the Facility or Facilitates involved, (ii) the applicable Incremental Commitments Facility Closing Date (which shall be a date not less than ten (10) Business Days after the date on which such notice is delivered to exceed $400,000,000the Administrative Agent (or such earlier date as shall be agreed by the Administrative Agent)) and (iii) in the case of Incremental Term Loans, (x) the applicable Incremental Term Loan Maturity Date, (y) the amortization schedule for such Incremental Term Loans and (z) the Applicable Margin for such Incremental Term Loans; provided thatprovided, if the Collateral Event has occurred, that (i) the aggregate amount of all Incremental Commitments Facilities established on any date shall not exceed at the time any such Incremental Commitments are entered into the greater sum of (x) $400,000,000 and an amount equal to the Base Incremental Amount on such date, plus (y) an additional amount equal to the Voluntary Prepayment Amount on such date plus (z) an additional amount equal to the Maximum Incremental Ratio Amount as of such date (the sum of the amounts in clauses (x), (y) and (z), the “Incremental Availability Amount”) (it being understood that (A) the applicable Borrower shall be deemed to have utilized amounts under clauses (y) and/or (z) above prior to utilization of amounts under clause (x) above, and if the applicable Borrower does not make an election, the applicable Borrower shall be deemed to have elected clause (z), (B) the proceeds from any incurrence under such clauses may be utilized in a single transaction by first calculating the incurrence under clauses (y) and/or (z) above and then calculating the incurrence under clause (x) above (it being understood that any amounts incurred under clauses (x) and/or (y) above concurrently with amounts incurred under clause (z) above will not count as Indebtedness for the purposes of calculating the applicable ratio in clause (z) thereof at the time of such concurrent incurrence) and (C) the Parent Borrower may reclassify utilizations among clauses (x), (y) and (z) above if, at the time of such reclassification, the Parent Borrower would be permitted to incur the aggregate principal amount of Indebtedness being so reclassified), (ii) each Incremental Facility shall be in a minimum aggregate principal amount of $10,000,000, (iii) the Loans in respect of any Incremental Facility and all obligations in respect thereof shall be Obligations under this Agreement and the other Loan Documents that are (A) guaranteed on a pari passu basis with all of the other Obligations under this Agreement and the other Loan Documents and (B) secured by the Collateral (and no other property) and the Liens on the Collateral securing such Incremental Facility and all other obligations in respect thereof shall be pari passu with the Liens on the Collateral securing all of the other Obligations under this Agreement and the other Loan Documents, (iv) the Incremental Term Loans in respect of any Incremental Term Facility will be entitled to prepayments on the same basis as the Term B Loans unless the applicable Incremental Facility Activation Notice specifies a lesser treatment, (v) except in the case of a bridge loan the terms of which provide for an automatic extension of the maturity date thereof to a date that would satisfy the following requirement in this clause (v), such Incremental Term Loans shall have a final maturity no earlier than the Latest Maturity Date of the Term B Facility (determined immediately prior to incurrence of such Incremental Term Loans), (vi) except in the case of a bridge loan the terms of which provide for an automatic extension of the maturity date thereof to a date that would satisfy the following requirement in this clause (vi), the weighted average life to maturity of such Incremental Term Facility shall be no shorter than that of any existing Term B Loans (except if required in order to make such Incremental Term Loans fungible with any outstanding Term B Loans), (vii) the interest rates, currency, discounts, premiums, rate floors, fees and (subject to clauses (v) and (vi) above) amortization schedule applicable to such Incremental Term Facility shall be determined by the applicable Borrower and the Lenders providing such Incremental Term Facility, provided that, on a Pro Forma Basis after in the event that the all-in-yield (whether in the form of interest rate margins, original issue discount, upfront fees or other fees paid to all lenders or interest rate floors) for any Incremental Term Facility denominated in Dollars shall be more than 50 basis points higher than the corresponding all-in-yield (giving effect to interest rate margins, original issue discount, upfront fees or other fees paid to all lenders and interest rate floors) for any then existing Term B Loans as determined by the Administrative Agent in accordance with standard market practices, then the all-in-yield with respect to the outstanding Term B Loans shall be increased to the amount necessary so that the difference between the all-in-yield with respect to the Incremental Term Facility and the all-in-yield on the outstanding Term B Loans is equal to 00 xxxxx xxxxxx, (xxxx) any Incremental Term Facility shall be on terms and pursuant to documentation to be determined by the applicable Borrower and the Lenders providing such Incremental Commitments Term Facility; provided that to the extent that (subject to clauses (iv) through (vii) above) the terms and assuming documentation of any Incremental Term Facility are not consistent with the terms and documentation of the Term B Facility, they shall be reasonably satisfactory to the Administrative Agent and (ix) any Incremental Revolving Facility shall be on terms and pursuant to documentation applicable to the Revolving Facility (including the maturity date in respect thereof) (it being understood that, if required to consummate an Incremental Revolving Facility, the applicable Borrower may increase the pricing, interest rate margins, rate floors and undrawn fees on the Revolving Facility for all Revolving Lenders under the Revolving Facility, but additional upfront or similar fees may be payable to the lenders participating in such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does Revolving Facility without any requirement to pay such amounts to any existing Revolving Lenders that do not exceed 3.00 participate in such Incremental Revolving Facility). No Lender shall have any obligation to 1.00participate in any Incremental Facility unless it agrees to do so in its sole discretion.

Incremental Facilities. (a) Subject The BorrowerBorrowers (on a joint and several basis as between the Borrowers) may, by written notice to the terms and conditions set forth herein and Administrative Agent from time to time, request Incremental Loan Commitments from one or more Incremental Term Lenders or Incremental Revolving Lenders, as applicable, all of which must be Eligible Assignees (which Eligible Assignee may not be the Administrative Borrower or a Subsidiary thereof but may, solely in the case of Incremental Term Loan Commitments, be an Affiliated Lender or an Affiliate that becomes an Affiliated Lender as a result of such transaction (but only if Section 9.04(k) is complied with)), so long as no Default or Event at the time such Incremental Loan Commitments become effective and, in the case of Default has occurred and is continuing, the Borrower shall have the rightIncremental Term Loans, at the time any time and from time to time prior Incremental Loans in respect thereof are incurred (after giving effect on a pro forma basis to the Maturity Dateincurrence of such Incremental Term Loans, to incur additional Indebtedness under and in each case assuming for the purpose of this Credit Agreement calculation that the proceeds of such Incremental Term Loans are not treated as Unrestricted Cash for such purpose and assuming for such purpose that any such Incremental Revolving Loan Commitments are fully drawn in the form of Loans and that the proceeds thereof are not treated as Unrestricted Cash for such purpose), the aggregate principal amount of such Incremental Loan Commitments and (without duplication) Incremental Loans does not exceed the Maximum Incremental Facilities Amount. Such notice shall set forth (i) one or more increases the amount of the Incremental Loan Commitments being requested (which shall be in minimum increments of $2,500,000 and a minimum amount of $10,000,000, such lesser amount equal to the Revolving Committed remaining Maximum Incremental Facilities Amount or such other amounts as the Administrative Agent may reasonably agree to), (each ii) the date (an “Increased Revolver CommitmentAmount Date”) on which such Incremental Loan Commitments are requested to become effective (which shall constitute one and not be less than 10 Business Days nor more than 60 days after the same Facility date of such notice (or such other number of days as the Administrative Agent may reasonably agree to)) and (iii) whether such Incremental Term Loan Commitments are commitments to make term loans with terms different from any other then existing Revolving Commitments or Term Loans (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Other Term Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00.

Incremental Facilities. (a) Subject Holdings may by written notice to the terms Applicable Administrative Agent elect to request (A) prior to the Maturity Date of the U.S. Dollar Revolving Credit Facility, an increase to the existing U.S. Dollar Revolving Credit Commitments (any such increase, the “Incremental U.S. Dollar Revolving Commitments”), (B) prior to the Maturity Date of the Multicurrency Revolving Credit Facility, an increase to the existing Multicurrency Revolving Credit Commitments (any such increase, the “Incremental Multicurrency Revolving Commitments”), (C) prior to the Maturity Date of the Term A Facility, the establishment of one or more new term loan A commitments (the “Incremental Term Loan A Commitments”), and/or (D) prior to the Maturity Date of the Term B Facility, the establishment of one or more new term loan B commitments (the “Incremental Term Loan B Commitments”), by an amount not in excess of $250,000,000 in the aggregate (such amount, the “Incremental Capacity”) and conditions set forth herein not less than $25,000,000 individually; provided that the Incremental U.S. Dollar Revolving Commitments, the Incremental Multicurrency Revolving Commitments and so long the Incremental Term Loan A Commitments, collectively, shall not exceed $100,000,000 in the aggregate. For purposes of this Section 2.14, any Incremental Term Loans that amortize at a rate greater than 1.0% per annum shall be deemed to be Incremental Term A Loans. Each such notice shall specify (i) the date (each, an “Increased Amount Date”) on which Holdings proposes that the Incremental U.S. Dollar Revolving Commitments, Incremental Multicurrency Revolving Commitments, Incremental Term Loan A Commitments or Incremental Term Loan B Commitments, as applicable, shall be effective, which shall be a date not less than ten (10) Business Days after the date on which such notice is delivered to the Applicable Administrative Agent (or such shorter period of time as may be agreed to by the Applicable Administrative Agent in its sole discretion), (ii) the identity of each Lender or other Person, which must be an Eligible Assignee (each, an “Incremental U.S. Dollar Revolving Loan Lender”, “Incremental Multicurrency Revolving Loan Lender”, “Incremental Term Loan A Lender” or “Incremental Term Loan B Lender”, as applicable) to whom Holdings proposes any portion of such Incremental U.S. Dollar Revolving Commitments, Incremental Multicurrency Revolving Commitments, Incremental Term Loan A Commitments or Incremental Term Loan B Commitments, as applicable, be allocated and the amounts of such allocations, (iii) in the case of Incremental Term Loan A Commitments, whether the loans to be made with respect thereto will be made in U.S. Dollars or Canadian Dollars and (iv) in the case of Incremental Term Loan A Commitments, whether the Borrower with respect thereto will be Holdings or SpinCo. Any Lender approached to provide all or a portion of the Incremental U.S. Dollar Revolving Commitments, Incremental Multicurrency Revolving Commitments Incremental Term Loan A Commitments or Incremental Term Loan B Commitments may elect or decline, in its sole discretion, to provide an Incremental U.S. Dollar Revolving Commitment, an Incremental Multicurrency Revolving Commitment, an Incremental Term Loan A Commitment or an Incremental Term Loan B Commitment. Such Incremental U.S. Dollar Revolving Commitments, Incremental Multicurrency Revolving Commitments Incremental Term Loan A Commitments or Incremental Term Loan B Commitments shall become effective as of such Increased Amount Date; provided that (i) no Default or Event of Default has occurred and is continuing, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one exist on such Increased Amount Date before or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental U.S. Dollar Revolving Commitments, Incremental Multicurrency Revolving Commitments, Incremental Term Loan A Commitments (and assuming such or Incremental Commitments are fully drawn and/or fundedTerm Loan B Commitments, as applicable, and applied the extensions of credit to be made thereunder on such date; (ii) both before and immediately after giving effect to the making of any Incremental Term A Loans or Incremental Term B Loans, each of the conditions set forth in Section 4.03 shall be satisfied; (iii) Holdings shall be in pro forma compliance with each of the covenants set forth in Section 7.11 and the Senior Secured Leverage Ratio of Holdings shall be less than or equal to 2.50:1.00, in each case as of the last day of the most recently ended fiscal quarter and as of the Increased Amount Date (assuming for such purpose that the relevant ratios shall have been calculated taking into account all Consolidated Funded Indebtedness outstanding on such date, Consolidated EBITDA as of the most recently completed Measurement Period and the Consolidated Cash Interest Expense for such Measurement Period (assuming for such purpose that such Consolidated Funded Indebtedness had been outstanding on the first day of and through the end of such Measurement Period and measuring such ratios against those for the purpose intendedmost recently ended period in question set forth in Section 7.11 (as applicable))) after giving effect to such Incremental U.S. Dollar Revolving Commitments, Incremental Multicurrency Revolving Commitments Incremental Term Loan A Commitments or Incremental Term Loan B Commitments and the extensions of credit to be made thereunder on such date, as applicable; (iv) the Consolidated Net Leverage Ratio does not exceed 3.00 Incremental U.S. Dollar Revolving Commitments, Incremental Multicurrency Revolving Commitments Incremental Term Loan A Commitments or Incremental Term Loan B Commitments, as applicable, shall be effected pursuant to 1.00one or more Incremental Joinder Agreements executed and delivered by Holdings, SpinCo or the applicable Revolving Credit Borrowers, as applicable, the Incremental U.S. Dollar Revolving Loan Lender(s), the Incremental Multicurrency Revolving Loan Lender(s), the Incremental Term Loan A Lender(s) or the Incremental Term Loan B Lender(s), as applicable, and the Applicable Administrative Agent, each of which shall be recorded in the Register (and each Incremental U.S. Dollar Revolving Loan Lender, Incremental Multicurrency Revolving Loan Lender, Incremental Term Loan A Lender and Incremental Term Loan B Lender shall be subject to the requirements set forth in Section 3.01); (v) the Incremental Facilities shall rank pari passu in right of security with the Revolving Credit Facilities, the Term A Facility and the Term B Facility, (vi) all reasonable fees and out-of-pocket expenses actually incurred owing to the Applicable Administrative 100 Agent and the Lenders (other than a Defaulting Lender) in respect of the Incremental U.S. Dollar Revolving Commitments, Incremental Multicurrency Revolving Commitments, Incremental Term Loan A Commitments and Incremental Term Loan B Commitments shall have been paid, (vii) the incurrence of Incremental Term Loans, Incremental Revolving Commitments and/or Incremental Revolving Loans shall be permitted at such time under the Existing Senior Subordinated Notes Documents, the SpinCo Notes Documents and any other indenture, loan agreement or other material agreement to which Holdings, SpinCo or any of their respective Subsidiaries is a party or by which it or any of its property or assets is bound or to which it may be subject and (viii) Holdings shall deliver or cause to be delivered legal opinions, officer’s certificates and such other documents (including modifications of Mortgages and title insurance endorsements or policies) reasonably requested by the Applicable Administrative Agent in connection with any such transaction. Any Incremental Term A Loans made on an Increased Amount Date shall be designated a separate series (a “Series”) of Incremental Term A Loans for all purposes of this Agreement or, if made on terms identical to the Term A Loans, may constitute a part of the Term A Facility, and any Incremental Term B Loans made on an Increased Amount Date shall be designated a separate Series of Incremental Term B Loans for all purposes of this Agreement or, if made on terms identical to the Term B Loans, may constitute a part of the Term B Facility.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so long as no Default The Borrower or Event of Default has occurred and is continuing, the Borrower shall have the right, any other Guarantor may at any time and or from time to time prior after the Closing Date, by written notice delivered to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of Administrative Agent request (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) additional Classes of term loans, which shall constitute one and may be provided in Dollars, or in any Alternative Currency, as applicable, or additional term loans of the same Facility Class of any existing Class of term loans, which may be provided in the same currency as the existing Revolving Commitments or Class of term loans (the “Incremental Term Loans”), (ii) one or more commitments increases in the amount of the Revolving Credit Commitments of any Class (eacheach such increase, an “Incremental Facility CommitmentRevolving Credit Commitment Increase”) or (iii) one or more additional Classes of revolving credit commitments, which commitments may be in Dollars, in any Alternative Currency or any combination thereof (the “Additional/Replacement Revolving Credit Commitments”, and and, together with the Increased Revolver CommitmentsIncremental Term Loans and the Incremental Revolving Credit Commitment Increases, the “Incremental Facilities” and the commitments in respect thereof are referred to as the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, subject to Section 1.11, at the time that any such Incremental Term Loan, Incremental Revolving Credit Commitment Increase or Additional/Replacement Revolving Credit Commitment is made or effected (and after giving pro forma effect thereto), except as set forth in the proviso to clause (b) below, no Event of Default (or, in the case of the Incurrence or provision of any Incremental Facility in connection with an Acquisition, other Investment (including any Investment in new facilities or projects) or similar transactions or any repayment, prepayment, redemption, repurchase, defeasance, satisfaction and discharge or other Refinancing or similar payment in respect of Indebtedness or Capital Stock and that, in the case of Capital Stock, requires irrevocable notice in advance thereof, no Event of Default under Section 11.1 or Section 11.5) shall have occurred and be continuing. (b) Each tranche of Incremental Term Loans, each tranche of Additional/Replacement Revolving Credit Commitments and each Incremental Revolving Credit Commitment Increase shall be, unless otherwise agreed by the Administrative Agent, in an aggregate principal amount that is not less than $5,000,000 or, in the case of Incremental Term Loans, Additional/Replacement Revolving Credit Commitments or an Incremental Revolving Credit Commitment Increase denominated in an Alternative Currency, €5,000,000, CAN$5,000,000, £5,000,000, ¥5,000,000, A$5,000,000 or like amount in any other Alternative Currency, as applicable, (it being understood that such amount may be less than such amount if such amount represents all remaining availability under the Collateral Event has occurredlimit set forth below) (and, unless otherwise agreed by the Administrative Agent, in minimum increments of $1,000,000 (or, in the case of Incremental Term Loans, Additional/Replacement Revolving Credit Commitments or an Incremental Revolving Credit Commitment Increase denominated in an Alternative Currency, €1,000,000, CAN$1,000,000, £1,000,000, ¥1,000,000, A$1,000,000 or like amount in any other Alternative Currency, as applicable) in excess thereof), and, subject to the proviso at the end of this Section 2.14(b), the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 the Incremental Term Loans, Incremental Revolving Credit Commitment Increases and (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00.Additional/Replacement Revolving -124- #96562806v11

Incremental Facilities. (a) Subject At any time and from time to time prior to the Latest Maturity Date, subject to the terms and express conditions set forth herein herein, the Borrower may by no less than three (3) Business Days’ prior notice to the Administrative Agent (or such lesser number of days reasonably acceptable to the Administrative Agent), request to add one or more new credit facilities (each, an “Incremental Facility”) and so long as consisting of one or more additional tranches of term loans (each, an “Incremental Term Facility”) or an increase in an existing class of Revolving Credit Commitments (each, an “Incremental Revolving Credit Facility”), or a combination thereof, provided that (i) immediately before and after giving effect to each Incremental Facility Amendment and the applicable Incremental Facility, no Default or Event of Default has occurred and is continuingcontinuing or would result therefrom (or, in the Borrower case that the proceeds of such Incremental Facility are being used to finance a Limited Condition Acquisition, no Event of Default under Sections 8.01(a) and 8.01(f) shall have occurred and be continuing on the rightLCA Test Date), at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “subject to calculation adjustments set forth in Section 1.11 with respect to any Incremental Facility Commitment”being incurred in connection with a Limited Condition Acquisition, the aggregate principal amount of all Incremental Facilities at the time of issuance or incurrence shall not exceed the Maximum Additional Debt Amount at such time, and together (iii) with respect to any secured Incremental Term Facility (other than any Incremental Term Facility ranking junior in right of payment or with respect to security with the Increased Revolver CommitmentsObligations (including as a result of being “last out” in any waterfall)) or any Additional Debt consisting of term loans that are secured on a pari passu basis with the Term Loans, in the event that the Yield for any such Incremental Term Facility or Additional Debt, as applicable, is higher than the Yield for the outstanding Term Loans by more than 50 basis points, then the Applicable Rate for the outstanding Term Loans shall be increased to the extent necessary so that the Yield for such outstanding Term Loans is equal to the Yield for such Incremental Term Facility or Additional Debt, as applicable, minus 50 basis points (any such adjustment, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental LoansMFN Adjustment”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if in addition to the Collateral Event has occurredforegoing, for purposes of calculating the Yield for any Incremental Facility or Additional Debt that constitutes fixed-rate Indebtedness, the aggregate amount fixed rate coupon of all Incremental Commitments such Indebtedness shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such that, be swapped to a floating rate on a Pro Forma Basis after giving effect to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or funded, as applicablecustomary matched-maturity basis, and applied for the purpose intended) Yield of such fixed-rate Indebtedness on a floating rate basis shall be reasonably determined in a customary manner by the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00.Administrative Agent based on customary financial 94 US-DOCS\146702970.0000000000.7

Incremental Facilities. (a) Subject The Borrower may on one or more occasions, by written notice to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuingAdministrative Agent, the Borrower shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of request (i) one or more increases to in the amount of the Revolving Committed Amount Commitments of any Class (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (eachsuch increase, an “Incremental Facility CommitmentRevolving Commitment Increase”, and together with ) and/or (ii) the Increased Revolver establishment of Incremental Term Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, that the aggregate amount of all the Incremental Revolving Commitment Increases and Incremental Term Commitments to be established hereunder on any date shall not exceed at the time any sum of (A) the Incremental Base Amount as of such date plus (A) assuming that the full amount of such Incremental Revolving Commitment Increases and/or such Incremental Term Commitments are entered into the greater of (x) $400,000,000 and (y) have been funded as Loans on such date, an amount additional aggregate amount, such that, on a Pro Forma Basis after giving pro forma effect to the establishment of any Incremental Revolving Commitment Increases and/or Incremental Term Commitments and the use of proceeds thereof, the Borrower shall be in pro forma compliance, recomputed as of the last day of the most recently ended Test Period for which financial statements have been delivered pursuant to Section 5.01(a) or 5.01(b) (or, prior to the delivery of any such financial statements, the last day of the last fiscal quarter included in the Latest Financial Statements), with a First Lien Secured Leverage Ratio that is no greater than 3.25:1.00; provided further that solely for the purpose of calculating the First Lien Secured Leverage Ratio under this clause (B), the Consolidated First Lien Debt Cash Netting Amount shall be capped at $100,000,000. Each such notice shall specify (1) the date on which the Borrower proposes that the Incremental Commitments (and assuming such Revolving Commitment Increases or the Incremental Commitments are fully drawn and/or fundedTerm Commitments, as applicable, shall be effective, and applied for the purpose intended(2) the Consolidated Net Leverage Ratio does amount of the Incremental Revolving Commitment Increase or Incremental Term Commitments, as applicable, being requested (it being agreed that (x) any Lender approached to provide any Incremental Revolving Commitment Increase or Incremental Term Commitment may elect or decline, in its sole discretion, to provide such Incremental Revolving Commitment Increase or Incremental Term Commitments, (y) the Borrower shall not exceed 3.00 be required to 1.00approach existing Lenders first to provide any Incremental Revolving Commitment Increase or Incremental Term Commitment or offer any existing Lenders a right of first refusal to provide any Incremental Revolving Commitment Increase or Incremental Term Commitment and (z) any Person that the Borrower proposes to become a Lender under any Incremental Term Commitment or Incremental Revolving Commitment Increase, if such Person is not then a Lender, must be an Eligible Assignee and, if any consent of the Administrative Agent would be required for an assignment of Loans or Commitment to such Lender, must be reasonably acceptable to the Administrative Agent and, in the case of any proposed Incremental Revolving Commitment Increase, if any consent of each Issuing Bank would be required for an assignment of Revolving Loans or a Revolving Commitment to such Lender, each Issuing Bank).

Incremental Facilities. (a) Subject The Borrower and any one or more Lenders (including New Lenders) may from time to time agree that such Lenders shall make, obtain or increase the amount of their Term Loans (any such Terms Loans, “Incremental Term Loans”)) or Revolving Commitments, as applicable, by executing and delivering to the terms Administrative Agents an Increased Facility Activation Notice specifying (i) the amount of such increase and conditions set forth herein the Facility or Facilities involved, (ii) the applicable Increased Facility Closing Date and so long as (iii) in the case of Incremental Term Loans, (A) the applicable Incremental Term Maturity Date, (B) the amortization schedule for such Incremental Term Loans, and (C) the Applicable Margin for such Incremental Term Loans); provided, that (1) upon the effectiveness of each Incremental Term Loan or increase in Revolving Commitments no Default or Event of Default has occurred and is continuing, the Borrower continuing or shall have the right, at any time and from time to time prior to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of result therefrom; (i2) one or more increases to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater of (x) $400,000,000 and (y) an amount such that, on a Pro Forma Basis after giving effect to the incurrence of any Incremental Term Loans or increased Revolving Commitments, (assuming in the case of an increase in the Revolving Commitments the full drawing of such increased Revolving Commitments and, without duplication, after giving effect to (x) the borrowing of any Revolving Loans on such day under such increased Revolving Commitments, (y) other permitted pro forma adjustment events and (z) any permanent repayment of Indebtedness after the beginning of the relevant determination period but prior to or simultaneous with borrowing), the Borrower is in compliance with the financial covenants in Section 7.1; (3) in the case of an incurrence of an Incremental Term Loan, the Weighted Average Life to Maturity of such Incremental Term Loans shall not be shorter than the Weighted Average Life to Maturity of any then-outstanding Term Loans, (4) upon the effectiveness of each incurrence of any Incremental Term Loans or increase in Revolving Commitments each of the representations and warranties made by any Loan Party in or pursuant to the Loan Documents shall be true and correct in all material respects (except to the extent (i) any such representations and assuming warranties relate, by their terms, to a specific date, in which case such Incremental Commitments representations and warranties shall be true and correct in all material respects on and as of such specific date and (ii) any such representations and warranties are fully drawn and/or fundedqualified by materiality, as applicable, in which case such representations and applied for the purpose intendedwarranties shall be true and correct in all respects) and (5) the Consolidated Net Leverage Ratio does Administrative Agent shall have received all flood hazard determination certifications, acknowledgements and evidence of flood insurance and other flood-related documentation with respect to real property Collateral as required by applicable law and as reasonably required by the Administrative Agent to comply with applicable Law or the requirements of its regulators. Notwithstanding the foregoing, (i) the aggregate amount of borrowings of Incremental Term Loans and incremental Revolving Commitments obtained after the Closing Date pursuant to this paragraph shall not exceed 3.00 $50,000,000 and (ii) without the consent of the Administrative Agent, each increase effected pursuant to 1.00this paragraph shall be in a minimum amount of at least $20,000,000. No Lender shall have any obligation to participate in any increase described in this paragraph unless it agrees to do so in its sole discretion.

Incremental Facilities. (a) Subject to the terms and conditions set forth herein and so (a) So long as no Default or Event of Default has occurred and is continuingexists or would arise therefrom, the Borrower shall have the right, at any time and from time to time prior after the Restatement Effective Date to the Maturity Date, to incur additional Indebtedness under this Credit Agreement in the form of (i) request new term loan commitments under one or more increases new term loan credit facilities to the Revolving Committed Amount be included in this Agreement (each an “Increased Revolver CommitmentIncremental Term Facility” and collectively the “Incremental Term Loan Commitments”) which shall constitute one and the same Facility as the existing Revolving Commitments or and/or (ii) one or more commitments increase the Total Revolving Credit Commitment (each, an the “Incremental Facility Commitment”, Revolving Facility” and together with the Increased Revolver Commitmentssuch commitments, the “Incremental Revolving Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an , together with the Incremental Term Loan Commitments the “Incremental Commitments” and, together with any Incremental Term Facility,” , “Incremental Facilities”; and the loans thereunder, “Incremental Revolving Loans” and, together with any Incremental Term Loans, “Incremental Loans”), up to a maximum ) so long as the aggregate then outstanding principal amount of the sum of all unutilized Incremental Commitments and Incremental Loans together with any amounts Incurred under Section 8.2(v) that were Incurred in reliance on the Fixed Incremental Amount does not exceed the Fixed Incremental Amount, plus if the Consolidated Senior Secured Leverage Ratio after giving effect to exceed $400,000,000the Incurrence of Incremental Loans thereof (subject to Section 1.3) is less than or equal to 3.50 to 1.00 (assuming for purposes of such calculation that the commitments under theIncremental Revolving FacilityCommitments being incurred at the time of such calculation are fully drawn and assuming that any unsecured notes are deemed to be secured ratably with the Facilities for purposes of calculating the Consolidated Senior Secured Leverage Ratio), an unlimited amount; provided that, after giving pro forma effect to any Incurrence or discharge of Indebtedness on the date the applicable Incremental Commitment Agreement (as defined below) becomes effective (subject to Section 1.3) and all related transactions as if completed on the Collateral Event has occurredfirst day of the twelve month period ending on the most recent Test Date, the aggregate amount Borrower would have been in compliance with Section 8.1 on the Test Date (assuming compliance with Section 8.1, as originally in effect or amended in accordance with the terms hereof, was required on the Test Date) (and the Borrower shall deliver a certificate, on or prior to the date on which such Incremental Commitment shall become effective to the Administrative Agent certifying that the Borrower is in compliance with this Section 4.17). Any loans made in respect of all Incremental Commitments shall not exceed at the time any such Incremental Term Commitment shall be made by creating a new Tranche. Any Incremental Revolving Facility Commitments are entered into shall be Incurred in the greater form of (x) $400,000,000 increases to the Revolving Credit Commitments and (y) an amount such that, on a Pro Forma Basis after giving effect to such Incremental Commitments (Revolving Facility Commitment shall be identical to and assuming form part of such Incremental Commitments are fully drawn and/or funded, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00Revolving Facility.

Incremental Facilities. (a) Subject At any time and from time to time after the Restatement Effective Date, subject to the terms and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuingherein, the Borrower shall have the rightmay, at any time and from time to time prior by notice to the Maturity DateAdministrative Agent (whereupon the Administrative Agent shall promptly make available to each of the Lenders), request to incur additional Indebtedness under this Credit Agreement in the form of (i) effect one or more increases in the Revolving Credit Commitments (or, solely to the Revolving Committed Amount (each an “Increased Revolver Commitment”extent set forth in Section 2.15(d) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more below, provide commitments (each, an “Incremental Facility Commitment”, and together with the Increased Revolver Commitments, the “Incremental Commitments”) for term loan facilities which shall constitute under a new Facility as provided in 2.22(dfacility constituting a Last Out Tranche) below (an “Incremental Facility,” Commitment”) from one or more Incremental Lenders; provided that (A) at the time of each such request and upon the effectiveness of each Incremental Facility Amendment, no Event of Default shall have occurred and be continuing (except in connection with a Permitted Acquisition or any other Investment not prohibited by the terms of this Agreement, which shall be subject to no continuing Event of Default under Section 11.1 or 11.5) or shall result therefrom, (B) the arrangement, upfront or similar fees in respect of such Incremental Commitment and the loans thereunder, “extensions of credit thereunder shall be determined by the Borrower and the applicable Incremental Loans”), up to a maximum aggregate amount of Incremental Commitments not to exceed $400,000,000Lenders; provided that, except with respect to any Last Out Tranche under Section 2.15(d) below, the Applicable Margins and Commitment Fees hereunder shall be increased if necessary to be consistent with that for such Incremental Commitment, and (C) except as set forth in clause (B) above or, with respect to any Last Out Tranche under Section 2.15(d) below, any Incremental Commitment shall be on the Collateral Event has occurredsame terms and pursuant to the same documentation applicable to the existing Revolving Credit Commitments hereunder. Notwithstanding anything to the contrary herein, the aggregate principal amount of all Incremental Commitments plus the Total Revolving Credit Commitment shall not exceed at $1,250,000,000 (the time “Maximum ABL Incremental Facilities Amount”). Each Incremental Commitment shall be in a minimum principal amount of $10,000,000 and integral multiples of $5,000,000 in excess thereof (unless the Borrower and the Administrative Agent otherwise agree); 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 Incremental Commitments set forth above. (b) (i) Each notice from the Borrower pursuant to this Section shall set forth the requested amount of the relevant Incremental Commitments. (ii) Any Incremental Commitments shall become Commitments under this Agreement pursuant to an amendment (an “Incremental Facility Amendment”) to this Agreement and, as appropriate, the other Credit Documents executed by the Borrower, such applicable Incremental Lenders and the Administrative Agent. Incremental Commitments shall be provided by Incremental Lenders (including any existing Lender (it being understood that no existing Lender shall have any right to participate in any Incremental Commitments or, unless it agrees, be obligated to provide any Incremental Commitments)); provided that each Incremental Lender (except in respect of a Last Out Tranche) (other than any Person that is a Lender or an Affiliate of a Lender) shall be subject to the written consent of the Administrative Agent, each Letter of Credit Issuer, the Swingline Lender and the Borrower (such approval in each case not to be unreasonably withheld or delayed). An Incremental Facility Amendment may, without the consent of any other Lenders, effect such amendments to any Credit Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative Agent, to (x) effect the provisions of this Section and/or (y) so long as such amendments are not, in the reasonable opinion of the Administrative Agent, materially adverse to the Lenders, maintain the “fungibility” of any such Incremental Commitments with any tranche of then outstanding Loans and or Commitments hereunder. (c) Any Revolving Loan made pursuant to an Incremental Commitment shall be a “Revolving Loan” for all purposes of this Agreement and the other Credit Documents (d) Any Incremental Commitment may be in the form of a separate “last-out” tranche (the “Last Out Tranche”) with interest rate margins, rate floors, upfront fees, funding discounts and original issue discounts and advance rates, in each case to be agreed upon (which, for the avoidance of doubt, shall not require any adjustment to the Applicable Margin or other Loans) among the Borrower and the Incremental Lenders providing the Last Out Tranche so long as (1) any loans and related obligations in respect of the Last Out Tranche are entered into not be guaranteed by any Person other than the greater of Guarantors and are not secured by any assets other than Collateral; (2) as between (x) $400,000,000 and the Revolving Loans (y) an amount such thatother than the Last Out Tranche), on a Pro Forma Basis after giving effect to such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or fundedL/C Obligations, as applicable, and applied for the purpose intended) the Consolidated Net Leverage Ratio does not exceed 3.00 to 1.00.Noticed Cash Management Obligations -85-

Incremental Facilities. (a) Subject to the terms The Borrowers may (on a joint and conditions set forth herein and so long as no Default or Event of Default has occurred and is continuingseveral basis), the Borrower shall have the right, at any time and from time to time prior after the Closing Date, upon notice by the Borrower Representative to the Maturity DateAdministrative Agent (who shall promptly notify the applicable Lenders, which, for the avoidance of doubt, do not need to incur additional Indebtedness be all Lenders under this Credit Agreement in any Tranche and may be new lenders not currently Lenders hereunder) specifying the form of proposed amount thereof, request (i) an increase in the Commitments under any Revolving Tranche (which shall be on the same terms as, and become part of, the Revolving Tranche proposed to be increased) (a “Revolving Credit Commitment Increase”), (ii) an increase in any Term Loan Tranche then outstanding (which shall be on the same terms as, and become part of, the Term Loan Tranche proposed to be increased hereunder (except as otherwise provided in clause (d) below with respect to amortization)) (each, a “Term Commitment Increase”) and (iii) the addition of one or more increases new term loan facilities to the Revolving Committed Amount (each an “Increased Revolver Commitment”) which shall constitute one and the same Facility as the existing Revolving Commitments or (ii) one or more commitments Facilities (each, an a “Incremental Facility New Term Facility”; and any advance made by a Lender thereunder, a “New Term Loan”; and the commitments thereof, the “New Term Commitment”, ” and together with the Increased Revolver Revolving Credit Commitment Increase and the Term Commitment Increase, the “New Loan Commitments”) by an amount not to exceed (x) a Dollar Amount equal to the greater of (A) $700,000,000783,000,000 and (B) 100% of the EBITDA Grower Amount (the “Cash--Capped Incremental Facility”) plus (y) an unlimited amount (the “Ratio--Based Incremental Facility”) so long as the Maximum First Lien Leverage Requirement is satisfied plus (z) an amount equal to (i) (A) all voluntary prepayments of Term Loans (including, for the avoidance of doubt, any New Term Loans that are pari passu in right of payment and security with the then-outstanding Term Loans) made pursuant to Section 2.05(a) and (B) all redemptions, repurchases and cancellations of Term Loans (including, for the avoidance of doubt, any New Term Loans that are pari passu in right of payment and security with the then-outstanding Term Loans) made pursuant to the terms hereof (with credit given for the principal amount of the Loans so repurchased or canceled) and (ii) voluntary prepayments of Revolving Credit Loans made pursuant to Section 2.05(a) to the extent accompanied by a corresponding, permanent reduction in the Revolving Credit Commitments pursuant to Section 2.06(a), in each case, to the extent not funded with the proceeds of long term Indebtedness (excluding any revolving credit facilities (including the Revolving Credit Facility)) (the “Prepayment--Based Incremental Facility”) (such amounts described in clauses (x) through (z), at any such time, the “Incremental Commitments”) for term loan facilities which shall constitute a new Facility as provided in 2.22(d) below (an “Incremental Facility,” and the loans thereunder, “Incremental LoansAmount”), up ; provided that (i) no payment or bankruptcy Event of Default (subject to Section 1.02(i)) would exist after giving effect to any such request and (ii) any such request for an increase shall be in a maximum aggregate minimum amount of Incremental Commitments not to exceed $400,000,000; provided that, if the Collateral Event has occurred, the aggregate amount of all Incremental Commitments shall not exceed at the time any such Incremental Commitments are entered into the greater lesser of (x) a Dollar Amount of $400,000,000 20,000,000 and (y) an the entire amount of any increase that may be requested under this Section 2.14; provided, further, that for any New Loan Commitments established pursuant to this Section 2.14 and New Incremental Notes issued pursuant to Section 2.17, (A) at the Borrowers’ option, the Borrowers shall be deemed to have used amounts under the Prepayment-Based Incremental Facility, if any, prior to utilization of the Cash-Capped Incremental Facility and the Ratio-Based Incremental Facility, and the Borrowers shall be deemed to have used the Ratio--Based Incremental Facility (to the extent permitted by the pro forma calculation of the First Lien Net Leverage Ratiocompliant therewith), prior to utilization of the Prepayment-Based Incremental Facility and the Cash--Capped Incremental Facility and, and the Borrowers shall be deemed to have used the Prepayment-Based Incremental Facility prior to utilization of the Cash-Capped Incremental Facility, (B) such thatNew Loan Commitments pursuant to this Section 2.14 and such New Incremental Notes pursuant to Section 2.17 may be incurred under clauses (x), (y) and (z) abovethe Ratio-Based Incremental Facility (to the extent compliant therewith), the Cash-Capped Incremental Facility and the Prepayment-Based Incremental Facility, and proceeds from any such incurrence under clauses (x), (y) and (z) above may be utilized in a single transaction byor series of related transactions by, at Borrowers’ option, first calculating the incurrence under clause (y)the Ratio-Based Incremental Facility (without inclusion of any amounts substantially concurrently utilized pursuant to the Cash-Capped Incremental Facility, the Prepayment-Based Incremental Facility or any amounts substantially concurrently incurred under Section 7.03 (other than any Permitted Additional Debt) and then calculating the incurrence under the Prepayment-Based Incremental Facility (without inclusion of any amounts utilized pursuant to clause (x)the Cash-Capped Incremental Facility) and then calculating the incurrence under clausethe Cash-Capped Incremental Facility and (xC) unless the Borrowers elect otherwise, all or any portion of Indebtedness originally designated as incurred under the Cash-Capped Incremental Facility or the Prepayment-Based Incremental Facility shall automatically be deemed to have been incurred under the -135- Ratio-Based Incremental Facility from and after the first date on a Pro Forma Basis after giving effect which the Borrowers would be permitted to incur all or such Incremental Commitments (and assuming such Incremental Commitments are fully drawn and/or fundedportion, as applicable, and applied of the aggregate principal amount of such Indebtedness under the Ratio-Based Incremental Facility (which, for the purpose intendedavoidance of doubt, shall have the effect of increasing the Cash-Capped Incremental Facility and/or the Prepayment-Based Incremental Facility, as applicable, by the amount of such redesignated Indebtedness). At the time of sending such notice to the applicable Lenders, the Borrower Representative (in consultation with the Administrative Agent) shall specify the Consolidated Net Leverage Ratio does not exceed 3.00 time period within which each applicable Lender is requested to 1.00respond (which, unless the Administrative Agent otherwise agrees, shall in no event be less than ten Business Days from the date of delivery of such notice).