Common use of Incremental Facility Clause in Contracts

Incremental Facility. (a) The Borrower may by written notice to the Administrative Agent elect to request, prior to the Maturity Date, one or more increases to the existing Revolving Commitments (any such increase, the “New Commitments”), by an aggregate amount for all New Commitments not in excess of the Incremental Available Amount (subject to Section 1.07, determined as of the date of effectiveness of such New Commitments) and not less than $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), and integral multiples of $25,000,000 in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.18.

Incremental Facility. (a) The Borrower 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 Revolving Commitments, as applicable, by written notice executing and delivering to the Administrative Agent elect to request, prior to an Increased Facility Activation Notice specifying (i) the Maturity Date, one or more increases to the existing Revolving Commitments (any amount of such increase, and (ii) the “New applicable Increased Facility Closing Date; provided, that (a) at the time of each such request and upon the effectiveness of each increase in Revolving Commitments no Default or Event of Default has occurred and is continuing or shall result therefrom; (b) on a Pro Forma Basis after giving effect to the incurrence of any increased Revolving Commitments”, (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), by an aggregate amount for all New Commitments not the MLP is in excess of compliance with the Incremental Available Amount financial covenants in Section 7.1; and (subject to Section 1.07, determined c) on and as of the date time of each such request and upon the effectiveness of such New Commitments) each increase in Revolving Commitments each of the representations and not less than $25,000,000 individually (warranties made by any Loan Party in or such lesser amount which pursuant to the Loan Documents shall be approved true and correct in all material respects (except to the extent (i) any such 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 qualified by materiality, in which case such representations and warranties shall be true and correct in all respects). Notwithstanding the Administrative Agent or that shall constitute foregoing, (i) the remaining aggregate amount of New incremental Revolving Commitments permitted to be incurred obtained after the Closing Date pursuant to this Section 2.18 paragraph shall not exceed $50,000,000 and (ii) without the consent of the Administrative Agent, each increase effected pursuant to this paragraph shall be in a minimum amount of at such timeleast $10,000,000. 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. (b) Any additional bank, financial institution or other entity which, with the consent of the Borrowers’ Agent, the Administrative Agent, the Issuing Lenders and the Swing line Lender (which consent shall not be unreasonably withheld), and integral multiples of $25,000,000 elects to become a “Lender” under this Agreement in excess of that amount. Each such notice connection with any transaction described in Section 2.21(a) shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes that the execute a New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) Supplement (each, a “New LenderLender Supplement”), to whom Borrower proposes any portion substantially in the form of Exhibit H, whereupon such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders bank, financial institution or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder entity (a “New LoanLender”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunderand to the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement. (c) The Unless otherwise agreed by the Administrative Agent Agent, on each Increased Facility Closing Date, the Borrowers shall notify borrow Revolving Loans under the Lenders promptly upon receipt of relevant increased Revolving Commitments from each Lender participating in the Borrower’s notice relevant increase in an amount determined by reference to the amount of each Increased Amount Date and Type of Loan (and, in respect thereof the case of Eurodollar Loans, of each Eurodollar Tranche) which would then have been outstanding from such Lender if (i) the New Commitments and the New Lenders, each such Type or Eurodollar Tranche had been borrowed or effected on such Increased Facility Closing Date and (ii) the respective interests in aggregate amount of each such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject Type or Eurodollar Tranche requested to be so borrowed or effected had been proportionately increased. The Eurodollar Base Rate applicable to any Eurodollar Loan borrowed pursuant to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) preceding sentence shall equal the Eurodollar Base Rate then applicable to the Eurodollar Loans of the New Loans other Lenders in the same Eurodollar Tranche (or, until the expiration of the then-current Interest Period, such other rate as shall be identical to agreed upon between the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other Lenders, effect such amendments to this Agreement Borrowers’ Agent 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 2.18relevant Lender).

Incremental Facility. (a) The Borrower may by written notice to the Administrative Agent elect to request, request prior to the Maturity Date, one or more increases to the existing Revolving Commitments (any such increase, the “New Commitments”), by an aggregate amount for all New Commitments not in excess of the Incremental Available Amount (subject to Section 1.07, determined as of the date of effectiveness of such New Commitments; provided that, in the case of any New Commitments the proceeds of which are to be used primarily to consummate a Limited Conditionality Acquisition substantially concurrently with the effectiveness of such New Commitments, to the extent agreed to by the Borrower and the Lenders providing such New Commitments, the Senior Net Leverage Ratio, for purposes of determining the Incremental Available Amount, shall be determined on the date the acquisition agreement with respect to such Limited Conditionality Acquisition is signed) in the aggregate and 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 remaining amount of difference between the Incremental Available Amount on such date and all such New Commitments permitted obtained prior to be incurred pursuant to this Section 2.18 at such timedate), and integral multiples of $25,000,000 in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirementsrequirements of this clause (B), if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), that (1) on such Increased Amount DateDate before or after giving effect to such New Commitments, each of the conditions set forth in Section 4.02(a) and 4.02 shall be satisfied (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date andprovided that, in the case of Section 4.02(b), before and after giving effect to such any New Commitment) shall be satisfied (provided that if Commitments the proceeds of the Loans under such New Commitments which are to be used primarily to consummate a Limited Conditionality AcquisitionAcquisition substantially concurrently with the effectiveness of such New Commitments, to the extent agreed to by the Borrower and the Lenders providing such New Commitments, (x) the only representations and warranties the accuracy of which shall be a condition to the effectiveness of such New Commitments shall be the Specified Representations, and (y) the condition set forth in Section 4.02 shall be tested on the date the acquisition agreement with respect to such Limited Conditionality Acquisition is signed (provided that, on the date such New Commitments are effective, no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” exist or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accuratetherefrom)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effectiveeffected, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement 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, appropriate in the opinion of the Administrative Agent, Agent to effect the provisions provision of this Section 2.18.

Incremental Facility. (a) The At any time during the Revolving Commitment Period, the Borrower may by written notice request from time to time from one or more existing Lenders or from other Eligible Assignees reasonably acceptable to the Administrative Agent elect to requestAgent, prior the Issuing Lender, the Swingline Lender and the Borrower (but subject to the Maturity Date, one or more increases to conditions set forth in clause (b) below) that the existing Total Revolving Commitments be increased by an amount not to exceed the Available Revolving Increase Amount (any each such increase, the an “New CommitmentsIncrease”), by ; provided that the Borrower may not request an aggregate amount for all New Increase on more than three occasions during the Revolving Commitment Period. No Lender shall be obligated to increase its Revolving Commitments not in excess connection with a proposed Increase. The Administrative Agent shall invite each Lender to provide a portion of the Incremental Available Amount Increase ratably in accordance with its Revolving Percentage of each requested Increase (subject it being agreed that no Lender shall be obligated to Section 1.07, determined as of the date of effectiveness provide an Increase and that any Lender may elect to participate in such Increase in an amount that is less than its Revolving Percentage of such New Commitmentsrequested Increase or more than its Revolving Percentage of such requested Increase if other Lenders have elected not to participate in any applicable requested Increase in accordance with their Revolving Percentage) and to the extent, five (5) Business Days after receipt of invitation, sufficient Lenders do not agree to provide the full amount of such Increase, then the Administrative Agent may invite any prospective lender that satisfies the criteria of being an “Eligible Assignee” to become a Lender in connection with the proposed Increase. Any Increase shall be in an amount of at least $10,000,000 (or, if the Available Revolving Increase Amount is less than $25,000,000 individually (or 10,000,000, such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), Available Revolving Increase Amount) and integral multiples of $25,000,000 1,000,000 in excess thereof. Additionally, for the avoidance of doubt, it is understood and agreed that amount. in no event shall the aggregate amount of the Increases to the Revolving Commitments exceed the Available Revolving Increase Amount during the term of the Agreement. (b) Each such notice shall specify (A) of the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments following shall be effective, which conditions precedent to any Increase of the Revolving Commitments in connection therewith: (i) any Increase shall be a date not less than 10 Business Days on the same terms (or such shorter period as including the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent interest rate, and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(bmaturity date), subject to approval thereof by the Administrative Agent as applicable, as, and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (eachdocumentation applicable to, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied)Revolving Facility then in effect; provided that any Lender approached such Increase may provide for terms (including interest rate) more favorable to provide all or a portion of such Increase lenders, if any existing Revolving Loans and Revolving Commitments at the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as time of such Increased Amount DateIncrease are also provided the benefit of such more favorable terms (and the consent of any existing Revolving Lender shall not be required to implement such terms); provided thatprovided, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below)further, (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) that any upfront fees shall be satisfied (provided that if agreed between the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred Borrower and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New CommitmentsIncrease; (ii) the Borrower shall have delivered a written request for such Increase at least fifteen (15) Business Days prior to the requested establishment of such Increase (or such later date as may be reasonably approved by the Administrative Agent), customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including which request shall set forth the accuracy amount and proposed terms of the representations and warranties contained in the applicable acquisition agreement as are material Increase; (iii) each lender agreeing to the interests of the lenders providing such New CommitmentsIncrease, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative AgentAgent shall have signed an Increase Joinder (any Increase Joinder may, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by consent of the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments Borrower and the New Lenders, and (ii) the respective interests in lenders agreeing to such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other LendersIncrease, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, appropriate to effect effectuate the provisions of this Section 2.182.26 (including the preceding clause (i)) and the Borrower shall have executed any Notes requested by any Lender in connection with the making of the Increase. Notwithstanding anything to the contrary in this Agreement or in any other Loan Document, an Increase (c) Upon the effectiveness of any Increase, (i) all references in this Agreement and any other Loan Document to the Revolving Loans shall be deemed, unless the context otherwise requires, to include such Increase advanced pursuant to this Section 2.26 and any amendments effected through the Increase Joinder and (ii) all references in this Agreement and any other Loan Document to the Revolving Commitment shall be deemed, unless the context otherwise requires, to include the commitment to advance an amount equal to such Increase pursuant to this Section 2.26. (d) The Revolving Loans and Revolving Commitments established pursuant to this Section 2.26 shall constitute Revolving Loans and Revolving Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from any guarantees and the security interests created by the Loan Documents. The Borrower shall take any actions reasonably required by Administrative Agent to ensure and demonstrate that the Liens and security interests granted by the Loan Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Revolving Commitments.

Incremental Facility. (a) The Borrower At any time during the Revolving Commitment Period, the Borrowers may by written notice request (but subject to the Administrative Agent elect to request, prior to conditions set forth in clause (b) below) that the Maturity Date, one or more increases to the existing Revolving Commitments be increased by an amount not to exceed the Available Revolving Increase Amount (any each such increase, the an “New CommitmentsIncrease”); provided that the Borrowers may not request an Increase on more than two occasions during the term of this Agreement. No Lender shall be obligated to increase its Revolving Commitments in connection with a proposed Increase. Any Increase shall be in an amount of at least $5,000,000 (or, by an aggregate amount for all New Commitments not in excess of if the Incremental Available Revolving Increase Amount (subject to Section 1.07, determined as of the date of effectiveness of such New Commitments) and not is less than $25,000,000 individually (or 5,000,000, such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), Available Revolving Increase Amount) and integral multiples of $25,000,000 1,000,000 in excess thereof. Additionally, for the avoidance of doubt, it is understood and agreed that amount. in no event shall the aggregate amount of the Increases to the Revolving Commitments exceed the Available Revolving Increase Amount during the term of the Agreement. (b) Each such notice of the following shall specify be conditions precedent to any Increase of the Revolving Commitments in connection therewith: (Ai) any Increase shall be on the same terms (including the pricing, and maturity date), as applicable, as, and pursuant to documentation applicable to, the Revolving Facility then in effect; (ii) the date Borrowers shall have delivered an irrevocable written request for such Increase at least ten (each, an “Increased Amount Date”10) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days prior to the requested funding date of such Increase; (or iii) each Lender agreeing to such shorter period as Increase, the Borrowers and the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments signed an Increase Joinder (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject toany Increase Joinder may, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by consent of the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms Borrowers and conditions, (i) each of the Lenders shall assign agreeing to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other LendersIncrease, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, appropriate to effect effectuate the provisions of this Section 2.182.12) and the Borrowers shall have executed any Notes requested by any Lender in connection with the making of the Increase. Notwithstanding anything to the contrary in this Agreement or in any other Loan Document, an Increase Joinder reasonably satisfactory to the Administrative Agent, and the amendments to this Agreement effected thereby, shall not require the consent of any Lender other than the Lender(s) agreeing to fund such Increase; (iv) each of the conditions precedent set forth in Section 5.2 shall be satisfied with respect to such Increase; (v) after giving pro forma effect to such Increase and the use of proceeds thereof, (A) no Default or Event of Default shall have occurred and be continuing at the time of such Increase and (B) the Borrowers shall be in compliance with the then applicable financial covenants set forth in Section 7.1 hereof as of the end of the most recently ended month for which financial statements are required to be delivered prior to such Increase, and the Borrowers shall have delivered to the Administrative Agent a Compliance Certificate evidencing compliance with the requirements of this clause (v); (vi) in connection with such Increase, the Borrowers shall pay to Administrative Agent all fees required to be paid pursuant to the terms of the Fee Letter; and (vii) upon each Increase in accordance with this Section 2.12, all outstanding Loans, participations hereunder in Letters of Credit and participations hereunder in Swingline Loans held by each Lender shall be reallocated among the Lenders (including any newly added Lenders) in accordance with the Lenders’ respective revised Revolving Percentages and L/C Percentages, pursuant to procedures reasonably determined by the Administrative Agent in consultation with the Borrowers. (c) Upon the effectiveness of any Increase, (i) all references in this Agreement and any other Loan Document to the Revolving Loans shall be deemed, unless the context otherwise requires, to include such Increase advanced pursuant to this Section 2.12 and (ii) all references in this Agreement and any other Loan Document to the Revolving Commitments shall be deemed, unless the context otherwise requires, to include the commitments to advance an amount equal to such Increase pursuant to this Section 2.12. (d) The Revolving Loans and Revolving Commitments established pursuant to this Section 2.12 shall constitute Revolving Loans and Revolving Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from any guarantees and the security interests created by the Loan Documents. The Borrowers shall take any actions reasonably required by Administrative Agent to ensure and demonstrate that the Liens and security interests granted by the Loan Documents continue to be perfected under the Code or otherwise after giving effect to the establishment of any such new Revolving Commitments.

Incremental Facility. (a) The From time to time after the ClosingThird Amendment Effective Date, but not more than two occasions during the term of the Loans, Borrower may by written notice to the Administrative Agent Agent, elect to request, prior to the Maturity Date, the establishment of one or more increases to the existing Revolving Commitments new term loan commitments (any such increase, the “New Incremental Commitments”), by (1) an aggregate amount for all New Commitments not in excess of $20,000,00011,000,000 in the Incremental Available Amount aggregate and (subject to Section 1.07, determined as of the date of effectiveness of such New Commitments2) and not less than $25,000,000 1,000,000 individually (or such lesser amount which shall either (x) be approved by the Administrative Agent (which approval shall not be unreasonably delayed, withheld or that shall conditioned) or (y) constitute the remaining amount of New difference between $20,000,00011,000,000 and all such Incremental Commitments permitted obtained prior to be incurred pursuant to this Section 2.18 at such timedate), and integral multiples of $25,000,000 1,000,000 in excess of that amountamount (or such lesser amount which shall either (x) be approved by the Administrative Agent (which approval shall not be unreasonably delayed, withheld or conditioned) or (y) constitute the difference between $20,000,00011,000,000 and all such Incremental Commitments obtained prior to such date). Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes determines that the New Incremental Commitments shall be effective, which shall be a date not less than 10 ten (10) Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) Days60 days after the date on which such notice is delivered to the Administrative Agent and which may (or such shorter period as shall be contingent upon reasonably acceptable to the closing of an acquisition or other transaction Administrative Agent) and (B) the identity of each Lender or other Person that is (each of which must be an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Eligible Incremental Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a an “New Incremental Lender”), ) to whom Borrower proposes any portion of such New Incremental Commitments be allocated and the amounts of such allocations allocations; provided, that each existing Lender shall first be afforded, by written notice to the Administrative Agent (it being understood that which notice shall be promptly forwarded by the identity of Administrative Agent to the applicable existing Lenders and the Administrative Agent agrees to promptly forward such notice to the Lenders or other Persons may be amended prior to the Increased Amount Date, but any failure to deliver such notice shall not prevent the above-mentioned ten (10) Business Day60-day period from running after the date Administrative Agent has received such notice), the opportunity to provide its Loan Commitment Percentage of such notice so long any Incremental Commitments, as the approval requirementsapplicable; provided, if anyfurther, are satisfied); provided that any Lender approached to provide all or a portion of the New Incremental Commitments may elect or decline, in its sole discretion, to provide a New an Incremental Commitment. Each Lender may elect to provide all or a portion of its Loan Commitment Percentage of any Incremental Commitments, as applicable, by providing written notice (each, an “Acceptance Notice”) to the Administrative Agent and the Borrower no later than 5:00 p.m. Local Time tenforty-five (1045) days after the date of the Administrative Agent’s receipt of notice from the Borrower. Each Acceptance Notice from a given Lender shall specify the principal amount of the Incremental Commitment to be provided by such Lender. If a Lender fails to deliver an Acceptance Notice to the Administrative Agent within the time frame specified above or such Acceptance Notice fails to specify the principal amount of the Incremental Commitments to be provided, any such failure will be deemed a rejection of the opportunity to provide any portion of the Incremental Commitment, and the Borrower may have other Persons provide the remaining uncommitted portion of the Incremental Commitments. Such New Incremental Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and that after giving effect to such New Commitment) shall be satisfied (provided that if the making of any Incremental Loans and the use of proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisitionthereof, (xI) no Specified Default or Event of Default shall have occurred and be continuing as under any of the Increased Amount Date before Loan Documents; (II) each of the representations and warranties set forth in Article III shall remain true and correct in all material respects (without duplication of any materiality qualifiers contained therein); and (III) the Consolidated Leverage Ratio, calculated on a pro forma basis for the last twelve month period for which financial statements have been (or were required to be) delivered pursuant to Sections 5.04 (a) or (b) and after giving effect to such New Commitments (it being understood that any Permitted Acquisitions or Investments permitted under the requirements Loan Documents or prepayments of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) Loans, shall be subject to, if agreed to by the lenders providing such New no greater than 0.74:1.00. The Incremental Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitmentsapplicable, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements amendments (each, an “Incremental Loan Amendment”) executed and delivered by the Borrower, each Guarantor, if any, the New Lenders Incremental Lender and the Administrative Agent, Agent and each of which shall be recorded in the Register (provided that the Administrative Agent agrees to execute and each New Lender shall be subject to deliver any Incremental Loan Amendment satisfying the requirements set forth of this Section 2.23 and otherwise in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection compliance with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transactionterms of this Agreement). (b) Any Incremental Loans made on an Increased Amount Date shall be designated a separate Tranche of Incremental Loans for all purposes of this Agreement. On any Increased Amount Date on which New any Incremental Commitments are effectiveeffected, subject to the satisfaction or waiver of the foregoing terms and conditions, (i) each of the Lenders Incremental Lender shall assign make a term loan to each of the New LendersBorrower (an “Incremental Loan”) in an amount equal to its Incremental Commitment, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Incremental Lender shall become a Term Loan Lender for all purposes hereunderand a Lender hereunder with respect to the Incremental Commitment and the Incremental Loans made pursuant thereto. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Incremental Commitments and the New Incremental Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Incremental Loans and Incremental Commitments shall be as agreed between Borrower and the Incremental Lenders providing such Incremental Loans and Incremental Commitments and except as otherwise permitted pursuant to this clause (e), shall be either on terms (x) substantially consistent (taken as a whole) with the Initial Term Loans made on the Closing Date or (y) no more favorable (taken as a whole) to the Incremental Lenders than the terms applicable to the Initial Term Loans made on the Closing Date. In any event: (i) the Incremental Loans shall rank pari passu in right of payment and be equal with respect to security with the Initial Term Loans, the 2016 Term Loans, the 2016 Acquisition Term Loans and the Revolving Loans; (ii) the Weighted Average Life to Maturity of the Incremental Loans shall be identical no shorter than the Weighted Average Life to Maturity of the Initial Term Loans made on the Closing Date (except by virtue of prepayment of such Loans prior to the existing time of such incurrence); (iii) the final maturity date of the Incremental Loans shall be no earlier than the Maturity Date of the Initial Term Loans. For , the avoidance 2016 Term Loans, the 2016 Acquisition Term Loans and the Revolving Loans; (iv) at the option and agreement of doubtthe Borrower and the Incremental Lenders, the Incremental Loans may share ratably in right of prepayment with the Initial Term Loans, the 2016 Term Loans and the 2016 Acquisition Term Loans pursuant to Sections 2.10 and 2.11 or otherwise; and (v) the all-in yield applicable to such Incremental Loans (including interest rate margins and interest rate floors with respect to such Incremental Loans (based on the lesser of a four-year average life to maturity and the remaining life to maturity) (but only to the extent an increase in the interest floor in the Initial Term Loans would cause an increase in the interest rate then in effect hereunder, and without limiting in such case, the generality interest rate floor (but not the interest rate margin) applicable to such Initial Term Loans shall be increased to the extent of such differential above the foregoing0.50% threshold below between interest rate floors), (xbut excluding arrangement, structuring, underwriting, amendment or other fees paid or payable to the Administrative Agent, the Collateral Agent, the Lenders on the Closing Date or their Affiliates or that are not generally paid to all lenders of such type of indebtedness) the New Loans will shall not be guaranteed by greater than the corresponding all-in yield applicable to the Initial Term Loans plus 0.50% per annum (any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence such amount in excess of such New Loans0.50% threshold, become a Guarantor and (ythe “Excess Rate”) unless the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 interest rate margin with respect to the contrary, each Joinder Agreement Initial Term Loans are increased by an amount equal to the Excess Rate. (e) Each Incremental Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Credit Documents as may be necessary or appropriate, in the reasonable and mutual opinion of the Administrative Agent, Agents and Borrower to effect the provisions provision of this Section 2.182.23, and for the avoidance of doubt, this Section 2.23 shall supersede any provisions in Sections 2.14 or 9.08 to the contrary. (f) The Incremental Loans and Incremental Commitments extended or established pursuant to this Section 2.23 shall constitute Loans and Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Credit Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the Security Documents. The Loan Parties shall take any actions reasonably required by the Administrative Agent to ensure or demonstrate that the Lien and security interests granted in the Collateral by the Security Documents continue to be perfected under the Uniform Commercial Code or otherwise after giving effect to the extension or establishment of any such Incremental Loans or any such Incremental Commitments.

Incremental Facility. (a) The Borrower may by written notice Subject to the Administrative Agent elect terms and conditions set forth herein, the Borrower shall have the right, at any time and from time to requesttime during the Commitment Period (but not to exceed two (2) increases in the aggregate), prior to incur additional Indebtedness under this Credit Agreement in the form of an increase to the Maturity Date, one or more increases to the existing Revolving Commitments Committed Amount (any such increase, the “New Commitments”), each an "Incremental Facility") by an aggregate amount for all New Commitments not in excess of up to $35,000,000. The following terms and conditions shall apply to each Incremental Facility: (a) the loans made under any such Incremental Available Amount Facility (subject to Section 1.07each an "Additional Loan") shall constitute Credit Party Obligations and will be secured and guaranteed with the other Credit Party Obligations on a pari passu basis, determined (b) any such Additional Loans shall have the same terms (including interest rate and maturity date) as of the date of effectiveness of such New Commitments) existing Revolving Loans and not less than $25,000,000 individually (or such lesser amount which shall be approved by considered Revolving Loans hereunder, (c) any such Incremental Facility shall be entitled to the Administrative Agent same voting rights as the existing Revolving Loans and shall be entitled to receive proceeds of prepayments on the same basis as the existing Revolving Loans, (d) any such Incremental Facility shall be obtained from existing Lenders or that from other banks, financial institutions or investment funds, in each case in accordance with the terms set forth below, (e) any such Incremental Facility shall constitute the remaining be in a minimum principal amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), $15,000,000 and integral multiples of $25,000,000 2,500,000 in excess thereof, (f) the proceeds of that amount. Each any Additional Loan will be used for the purposes set forth in Section 3.11, (g) the Borrower shall execute such notice promissory notes as are necessary to reflect the Additional Loans under any such Incremental Facility, (h) before any Additional Loans are made, the conditions to Extensions of Credit in Section 4.2 shall specify have been satisfied and (i) the Administrative Agent shall have received from the Borrower updated financial projections and an officer's certificate, in each case in form and substance satisfactory to the Administrative Agent, demonstrating that, (A) after giving effect to any such Incremental Facility on a pro forma basis, the date Credit Parties will be in compliance with the financial covenants set forth in Section 5.9 and (eachB) if the full amount of the Revolving Committed Amount (after giving effect to the Incremental Facility) were drawn by the Borrower, an “Increased Amount Date”) on which Borrower proposes that the New Commitments Credit Parties would be in compliance with all financial covenants under the Subordinated Note Documents and the Senior Note Purchase Documents. Participation in the Incremental Facility shall be effectiveoffered first to each of the existing Lenders, but each such Lender shall have no obligation to provide all or any portion of the Incremental Facility. If the amount of the Incremental Facility requested by the Borrower shall exceed the commitments which shall be a date not less than 10 Business Days (or the existing Lenders are willing to provide with respect to such shorter period as Incremental Facility, then the Administrative Agent Borrower may agree in its reasonable discretion) after the date on which such notice is delivered invite other banks, financial institutions and investment funds reasonably acceptable to the Administrative Agent to join this Credit Agreement as Lenders hereunder for the portion of such Incremental Facility not taken by existing Lenders, provided that such other banks, financial institutions and which may be contingent upon the closing of an acquisition investment funds shall enter into such joinder or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject agreements to approval thereof by give effect thereto as the Administrative Agent and the Issuing Banks in the case of a Person that Borrower may reasonably request. The Administrative Agent is not a Lenderauthorized to enter into, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each behalf of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of any amendment to this Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors Agreement or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents Credit Document as may be necessary or appropriate, in to incorporate the opinion terms of the Administrative Agent, to effect the provisions of this Section 2.18any new Incremental Facility therein.

Incremental Facility. (a) The At any time during the Revolving Commitment Period, the Borrower may by written notice request from time to time from one or more existing Lenders or from other Eligible Assignees reasonably acceptable to the Administrative Agent elect to requestAgent, prior the Issuing Lender, the Swingline Lender and the Borrower (but subject to the Maturity Date, one or more increases to conditions set forth in clause (b) below) that the existing Total Revolving Commitments be increased by an amount not to exceed the Available Revolving Increase Amount (any each such increase, the an “New CommitmentsIncrease”), by ; provided that the Borrower may not request an aggregate amount for all New Increase on more than three occasions during the Revolving Commitment Period. No Lender shall be obligated to increase its Revolving Commitments not in excess connection with a proposed Increase. The Administrative Agent shall invite each Lender to provide a portion of the Incremental Available Amount Increase ratably in accordance with its Revolving Percentage of each requested Increase (subject it being agreed that no Lender shall be obligated to Section 1.07, determined as of the date of effectiveness provide an Increase and that any Lender may elect to participate in such Increase in an amount that is less than its Revolving Percentage of such New Commitmentsrequested Increase or more than its Revolving Percentage of such requested Increase if other Lenders have elected not to participate in any applicable requested Increase in accordance with their Revolving Percentage) and to the extent, 5 Business Days after receipt of invitation, sufficient Lenders do not agree to provide the full amount of such Increase, then the Administrative Agent may invite any prospective lender that satisfies the criteria of being an “Eligible Assignee” to become a Lender in connection with the proposed Increase. Any Increase shall be in an amount of at least $5,000,000 (or, if the Available Revolving Increase Amount is less than $25,000,000 individually (or 5,000,000, such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), Available Revolving Increase Amount) and integral multiples of $25,000,000 1,000,000 in excess thereof. Additionally, for the avoidance of doubt, it is understood and agreed that amountin no event shall the aggregate amount of the Increases to the Revolving Commitments exceed the Available Revolving Increase Amount during the term of the Agreement. Each such notice shall specify (A) request for an Increase delivered by the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent shall set forth the amount and which may proposed terms of the Increase. (b) Each of the following shall be contingent upon conditions precedent to any Increase of the closing of an acquisition or other transaction Revolving Commitments in connection therewith: (i) any Increase shall be on the same terms (including the interest rate, and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(bmaturity date), subject to approval thereof by the Administrative Agent as applicable, as, and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (eachdocumentation applicable to, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied)Revolving Facility then in effect; provided that any Lender approached such Increase may provide for terms (including interest rate) more favorable to provide all or a portion of such Increase lenders, if any existing Revolving Loans at the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as time of such Increased Amount DateIncrease are also provided the benefit of such more favorable terms (and the consent of any existing Revolving Lender shall not be required to implement such terms); provided thatfurther, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) that any fees shall be satisfied (provided that if agreed between the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred Borrower and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New CommitmentsIncrease; (ii) the Borrower shall have delivered a written request for such Increase at least 10 Business Days prior to the requested establishment of such Increase (or such later date as may be reasonably approved by the Administrative Agent), customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including which request shall set forth the accuracy amount and proposed terms of the representations and warranties contained in the applicable acquisition agreement as are material Increase; (iii) each lender agreeing to the interests of the lenders providing such New CommitmentsIncrease, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative AgentAgent shall have signed an Increase Joinder (any Increase Joinder may, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by consent of the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments Borrower and the New Lenders, and (ii) the respective interests in lenders agreeing to such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other LendersIncrease, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, appropriate to effect effectuate the provisions of this Section 2.182.27 (including the preceding clause (ii))) and the Borrower shall have executed any Notes requested by any Lender in connection with the making of the Increase. Notwithstanding anything to the contrary in this Agreement or in any other Loan Document, an Increase Joinder reasonably satisfactory to the Administrative Agent, and the amendments to this Agreement effected thereby, shall not require the consent of any Lender other than the Lender(s) agreeing to establish such Increase; (iv) immediately after giving pro forma effect to such Increase and the use of proceeds thereof, each of the conditions precedent in Section 5.2(a) are satisfied (other than in connection with Limited Condition Acquisitions, in which case (i) Section 5.2(a) shall be satisfied only in connection with the Specified Representations and (ii) the Specified Acquisition Agreement Representations shall be true and correct on the date Loans are made under the Increase, but only to the extent that the Borrower (or any of its Affiliates) has the right (taking into account any applicable cure provisions) to terminate its (or such Affiliates’) obligations under the Limited Condition Acquisition, or to decline to consummate the Limited Condition Acquisition Agreement (in each case, in accordance with the terms thereof) as a result of a breach of such Specified Acquisition Agreement Representations); (v) immediately after giving pro forma effect to such Increase and the use of proceeds thereof, (A) no Default or Event of Default shall have occurred and be continuing at the time of such Increase (other than in connection with Limited Condition Acquisitions, in which case there shall be no Default or Event of Default as of the LCA Test Date and no Event of Default under Section 8.1(a) or (f) immediately after giving effect to such Increase and the use of proceeds thereof) and (B) the Borrower shall be in compliance with the financial covenants set forth in Section 7.1 hereof as of the end of the most recently ended month and quarter for which financial statements are required to be delivered prior to such Increase, and the Borrower shall have delivered to the Administrative Agent a Compliance Certificate evidencing compliance with the requirements of this clause (v) (provided that, in the case of a Limited Condition Acquisition, such calculation shall be made in compliance with Section 1.6); (vi) in connection with such Increase, the Borrower shall pay to the Administrative Agent, for the benefit of the Administrative Agent or the Increase lenders, as applicable, all fees that the Borrower has agreed to pay in connection with such Increase (including pursuant to the Fee Letter and the Existing Fee Letter); and (vii) upon each Increase in accordance with this Section 2.27, all outstanding Loans, participations hereunder in Letters of Credit and participations hereunder in Swingline Loans held by each Lender shall be reallocated among the Lenders (including any newly added Lenders) in accordance with the Lenders’ respective revised Revolving Percentages and L/C Percentages, pursuant to procedures reasonably determined by the Administrative Agent in consultation with the Borrower. (c) Upon the effectiveness of any Increase, (i) all references in this Agreement and any other Loan Document to the Revolving Loans shall be deemed, unless the context otherwise requires, to include such Increase advanced pursuant to this Section 2.27 and any amendments effected through the Increase Joinder and (ii) all references in this Agreement and any other Loan Document to the Revolving Commitment shall be deemed, unless the context otherwise requires, to include the commitment to advance an amount equal to such Increase pursuant to this Section 2.27. (d) The Revolving Loans and Revolving Commitments established pursuant to this Section 2.27 shall constitute Revolving Loans and Revolving Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from any guarantees and the security interests created by the Loan Documents. The Borrower shall take any actions reasonably required by Administrative Agent to ensure and demonstrate that the Liens and security interests granted by the Loan Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Revolving Commitments.

Incremental Facility. (a) The At any time during the Revolving Commitment Period, the Borrower may by written notice request from time to time from one or more existing Lenders or from other Eligible Assignees reasonably acceptable to the Administrative Agent elect to requestAgent, prior the Issuing Lender, the Swingline Lender and the Borrower (but subject to the Maturity Date, one or more increases to conditions set forth in clause (b) below) that the existing Total Revolving Commitments be increased by an amount not to exceed the Available Revolving Increase Amount (any each such increase, the an “New CommitmentsIncrease”), by ; provided that the Borrower may not request an aggregate amount for all New Increase on more than five occasions during the Revolving Commitment Period. No Lender shall be obligated to increase its Revolving Commitments not in excess connection with a proposed Increase. The Administrative Agent shall invite each Lender to provide a portion of the Incremental Available Amount Increase ratably in accordance with its Revolving Percentage of each requested Increase (subject it being agreed that no Lender shall be obligated to Section 1.07, determined as of the date of effectiveness provide an Increase and that any Lender may elect to participate in such Increase in an amount that is less than its Revolving Percentage of such New Commitmentsrequested Increase or more than its Revolving Percentage of such requested Increase if other Lenders have elected not to participate in any applicable requested Increase in accordance with their Revolving Percentage) and to the extent, five (5) Business Days after receipt of invitation, sufficient Lenders do not agree to provide the full amount of such Increase, then the Administrative Agent may invite any prospective lender that satisfies the criteria of being an “Eligible Assignee” to become a Lender in connection with the proposed Increase. Any Increase shall be in an amount of at least $5,000,000 (or, if the Available Revolving Increase Amount is less than $25,000,000 individually (or 5,000,000, such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), Available Revolving Increase Amount) and integral multiples of $25,000,000 1,000,000 in excess thereof. Additionally, for the avoidance of doubt, it is understood and agreed that amountin no event shall the aggregate amount of the Increases to the Revolving Commitments exceed the Available Revolving Increase Amount during the term of the Agreement. Each such notice shall specify (A) request for an Increase delivered by the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent shall set forth the amount and which may proposed terms of the Increase. (b) Each of the following shall be contingent upon conditions precedent to any Increase of the closing of an acquisition or other transaction Revolving Commitments in connection therewith: (i) any Increase shall be on the same terms (including the interest rate, and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(bmaturity date), subject to approval thereof by the Administrative Agent as applicable, as, and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (eachdocumentation applicable to, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied)Revolving Facility then in effect; provided that any Lender approached such Increase may provide for terms (including interest rate) more favorable to provide all or a portion of such Increase lenders, if any existing Revolving Loans and existing Commitment at the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as time of such Increased Amount DateIncrease are also provided the benefit of such more favorable terms (and the consent of any existing Revolving Lender shall not be required to implement such terms); provided thatprovided, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below)further, (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) that any fees shall be satisfied (provided that if agreed between the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred Borrower and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New CommitmentsIncrease; (ii) the Borrower shall have delivered a written request for such Increase at least ten (10) Business Days prior to the requested establishment of such Increase (or such later date as may be reasonably approved by the Administrative Agent), customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including which request shall set forth the accuracy amount and proposed terms of the representations and warranties contained in the applicable acquisition agreement as are material Increase; (iii) each lender agreeing to the interests of the lenders providing such New CommitmentsIncrease, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative AgentAgent shall have signed an Increase Joinder (any Increase Joinder may, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by consent of the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments Borrower and the New Lenders, and (ii) the respective interests in lenders agreeing to such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other LendersIncrease, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, appropriate to effect effectuate the provisions of this Section 2.182.27 (including the preceding clause (ii)) and the Borrower shall have executed any Notes requested by any Lender in connection with the making of the Increase. Notwithstanding anything to the contrary in this Agreement or in any other Loan Document, an Increase Joinder reasonably satisfactory to the Administrative Agent, and the amendments to this Agreement effected thereby, shall not require the consent of any Lender other than the Lender(s) agreeing to establish such Increase; (iv) immediately after giving pro forma effect to such Increase and the use of proceeds thereof, each of the conditions precedent in Section 5.2(a) are satisfied (other than in connection with Limited Condition Acquisitions, in which case (i) Section 5.2(a) shall be satisfied only in connection with the Specified Representations and (ii) the Specified Acquisition Agreement Representations shall be true and correct on the date Loans are made under the Increase, but only to the extent that the Borrower (or any of its Affiliates) has the right (taking into account any applicable cure provisions) to terminate its (or such Affiliates’) obligations under the Limited Condition Acquisition, or to decline to consummate the Limited Condition Acquisition Agreement (in each case, in accordance with the terms thereof) as a result of a breach of such Specified Acquisition Agreement Representations); (v) immediately after giving pro forma effect to such Increase and the use of proceeds thereof, (A) no Default or Event of Default shall have occurred and be continuing at the time of such Increase (other than in connection with Limited Condition Acquisitions, in which case there shall be no Default or Event of Default as of the LCA Test Date and no Event of Default under Section 8.1(a) or (f) at the time of such Increase,) and (B) the Borrower shall be in compliance with the then applicable financial covenants set forth in Section 7.1 hereof as of the end of the most recently ended quarter for which financial statements are required to be delivered prior to such Increase (and assuming that the Increase was fully drawn), and the Borrower shall have delivered to the Administrative Agent a Compliance Certificate evidencing compliance with the requirements of this clause (v) (provided that in the case of a Limited Condition Acquisition, such calculation shall be made in compliance with Section 1.4); (vi) each Loan Party shall have delivered to the Administrative Agent (i) a certificate signed by a Responsible Officers certifying and attaching the resolutions adopted by such Loan Party approving or consenting to such Incremental Facility, and (ii) unless waived by the Administrative Agent, legal opinions substantially consistent with those delivered on the Closing Date (subject to changes in law); (vii) in connection with such Increase, the Borrower shall pay to the Administrative Agent, for the benefit of the Administrative Agent or the Increase lenders, as applicable, all fees that the Borrower has agreed to pay in connection with such Increase; and (viii) upon each Increase in accordance with this Section 2.27, all outstanding Loans, participations hereunder in Letters of Credit and participations hereunder in Swingline Loans held by each Lender shall be reallocated among the Lenders (including any newly added Lenders) in accordance with the Lenders’ respective revised Revolving Percentages and L/C Percentages, pursuant to procedures reasonably determined by the Administrative Agent in consultation with the Borrower. (c) Upon the effectiveness of any Increase, (i) all references in this Agreement and any other Loan Document to the Revolving Loans shall be deemed, unless the context otherwise requires, to include such Increase advanced pursuant to this Section 2.27 and any amendments effected through the Increase Joinder and (ii) all references in this Agreement and any other Loan Document to the Revolving Commitment shall be deemed, unless the context otherwise requires, to include the commitment to advance an amount equal to such Increase pursuant to this Section 2.27. (d) The Revolving Loans and Revolving Commitments established pursuant to this Section 2.27 shall constitute Revolving Loans and Revolving Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from any guarantees and the security interests created by the Loan Documents. The Borrower shall take any actions reasonably required by Administrative Agent to ensure and demonstrate that the Liens and security interests granted by the Loan Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Revolving Commitments.

Incremental Facility. (a) The Borrower may by written notice Subject to the Administrative Agent elect terms and conditions set forth herein, the Borrower shall have the right, at any time and from time to requesttime, prior to incur additional Indebtedness under this Credit Agreement in the Maturity Date, form of one or more increases to the existing Revolving Commitments additional term loan facilities (any such increase, the each an “New CommitmentsIncremental Facility”), ) by an aggregate amount of up to $100,000,000. The following terms and conditions shall apply to each Incremental Facility: (a) the loans made under any such Incremental Facility (each an “Additional Loan”) shall constitute Credit Party Obligations and will be secured and guaranteed with the other Loans on a pari passu basis, (b) the interest rate margin applicable to such Incremental Facility shall be the Applicable Percentage for all New Commitments not in excess the Tranche B Term Loan (c) the weighted average life and final maturity applicable to any such Incremental Facility shall be determined at the time such Incremental Facility is made available (provided that (i) such Incremental Facility shall mature no earlier than the Tranche B Term Loan Maturity Date and (ii) no greater than 5% of the Incremental Available Amount (subject Facility shall amortize prior to Section 1.07, determined as of the date that is one year before the Tranche B Term Loan Maturity Date), (d) any such Incremental Facility shall be entitled to the same voting rights as the existing Loans and shall be entitled to receive proceeds of effectiveness prepayments on the same basis as comparable Loans, (e) any such 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, (f) any such Incremental Facility shall be in a minimum principal amount of such New Commitments) and not less than $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), and integral multiples of $25,000,000 1,000,000 in excess of that amount. Each such notice shall specify thereof, (Ag) the date proceeds of any Additional Loan will be used to finance capital expenditures and working capital and other general corporate purposes, including Permitted Acquisitions, (each, an “Increased Amount Date”h) on which Borrower proposes that the New Commitments conditions to Extensions of Credit in Section 4.2 shall be effective, which shall be a date not less than 10 Business Days have been satisfied and (or such shorter period as i) the Administrative Agent may agree in its reasonable discretion) after shall have received from the date on which such notice is delivered to the Administrative Agent Borrower updated financial projections and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or declineofficer’s certificate, in its sole discretion, each case in form and substance satisfactory to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage outstanding on such Increased Amount Date as shall be necessary in order demonstrating that, after giving effect to all any such assignments and purchasesIncremental Facility, such Revolving Loans and participation interests in Letter of Credit Usage the Borrower will be held in compliance with the financial covenants set forth in Section 5.9. Participation in any such Incremental Facility hereunder shall be offered first to each of the existing Lenders, but each such Lender shall have no obligation to provide all or any portion of such Incremental Facility. If the amount of the Incremental Facility requested by the Borrower shall exceed the commitments which the existing Lenders are willing to provide with respect to such Incremental Facility, then the Borrower may invite other banks, financial institutions and investment funds reasonably acceptable to the Administrative Agent to join this Credit Agreement as Lenders hereunder for the portion of such Incremental Facility not taken by existing Lenders Lenders, provided that such other banks, financial institutions and New Lenders ratably in accordance with their Revolving Commitments after giving investment funds shall enter into such joinder agreements to give effect to thereto as the addition of such New Commitments to Administrative Agent and the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) Borrower may reasonably request. The Administrative Agent shall notify the Lenders promptly upon receipt is authorized to enter into, on behalf of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of any amendment to this Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors Agreement or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents Credit Document as may be necessary or appropriate, in to incorporate the opinion terms of the Administrative Agent, to effect the provisions of this Section 2.18any new Incremental Facility therein.

Incremental Facility. (a) The Borrower may by written notice to the Administrative Agent elect to request, prior to the Latest Maturity Date, the establishment of one or more increases commitments (each, an “Incremental Commitment”) to the existing Revolving Commitments make additional Loans (any such increase, the each an “New CommitmentsIncremental Loan”), by an aggregate amount for all New Incremental Commitments not in excess of the Incremental Available Amount (subject to Section 1.071.06, determined as of the date of effectiveness of such New Incremental Commitments) and not less than $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Incremental Commitments permitted to be incurred pursuant to this Section 2.18 at such time), and integral multiples of $25,000,000 in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Incremental Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Additional Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a an “New Incremental Lender”), to whom Borrower proposes any portion of such New Incremental Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Incremental Commitments may elect or decline, in its sole discretion, to provide a New an Incremental Commitment. Such New Incremental Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 1.06 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(aparagraphs (l) and (bm) of Section 4.01 (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(bparagraph (m), before and after giving effect to such New Incremental Commitment) shall be satisfied (provided that if the proceeds of the such Incremental Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Incremental Commitments (it being understood that the requirements of Section 4.02(b4.01(m) shall otherwise be complied with in accordance with Section 1.071.06) and (y) the requirements of Section 4.02(a4.01(l) shall be subject to, if agreed to by the lenders providing such New CommitmentsIncremental Loans, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New CommitmentsIncremental Loans, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Incremental Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Incremental Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Incremental Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.18.and

Incremental Facility. (a) The At any time from the Closing Date until the Revolving Termination Date, the Borrower may request (but subject to the conditions set forth below) the Revolving Commitment be increased by written notice an amount not to exceed the Available Revolving Increase Amount (each such increase of the Revolving Commitment, a “Revolver Increase”. No Lender shall be obligated to participate in any Revolver Increase, and each Lender’s determination to participate in any such Revolver Increase shall be in such Lender’s sole and absolute discretion. The Administrative Agent shall invite each Lender to provide a Revolver Increase (it being understood that no Lender shall be obligated to provide a Revolver Increase) in connection with any proposed Revolver Increase and to the extent, ten (10) Business Days after receipt of invitation, sufficient Lenders do not agree to provide a Revolver Increase in connection with such proposed Revolver Increase on terms acceptable to the Borrower, then the Administrative Agent elect to request, prior may invite any prospective lender that satisfies the criteria of being an “Eligible Assignee” and is reasonably satisfactory to the Maturity Date, one Borrower (it being agreed that any prospective lender that is (x) a Lender or more increases Affiliate of a Lender or (y) an Approved Fund shall be reasonably satisfactory) to become a Lender in connection with the existing Revolving Commitments (any such increase, proposed Revolver Increase. Any Revolver Increase shall be in the “New Commitments”), by an aggregate amount for all New Commitments not in excess of the Incremental Available Amount (subject to Section 1.07, determined as of the date of effectiveness of such New Commitments) and not less than at least $25,000,000 individually 5,000,000 (or such lesser lower amount which shall be approved by the Administrative Agent or that shall constitute the represents all remaining amount of New Commitments permitted to be incurred availability pursuant to this Section 2.18 at such time), 2.8) and integral multiples of $25,000,000 1,000,000 in excess thereof (or such lower amount that represents all remaining availability pursuant to this Section 2.8). Additionally, for the avoidance of doubt, it is understood and agreed that amount. in no event shall the aggregate amount of the Revolver Increases exceed $25,000,000 during the term of the Agreement. (b) Each such notice of the following shall specify be conditions precedent to the effectiveness of any Revolver Increase: (Ai) any Revolver Increase shall be on the same terms (including the pricing, and maturity date), as applicable, as, and pursuant to documentation applicable to, the original Revolving Facility; (ii) the Borrower shall have delivered an irrevocable written request for such Revolver Increase at least ten (10) Business Days prior to the requested funding date of such Revolver Increase; (each, iii) the Administrative Agent shall have obtained the commitment of one or more Lenders (or other prospective Lenders that satisfy the criteria of being an “Increased Amount DateEligible Assignee”) on which Borrower proposes ; provided that the New Commitments shall be effective, which no such Lender shall be a date not less than 10 Business Days (Loan Party or such shorter period as the Administrative Agent may agree in its reasonable discretionany of a Loan Party’s Affiliates or Subsidiaries) after the date on which such notice is delivered reasonably satisfactory to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and Borrower (Bunless such prospective Lender is (x) the identity of each a Lender or other Person that is Affiliate of a Lender or (y) an eligible assignee under Section 9.04(bApproved Fund) to provide the applicable Revolver Increase and any prospective Lender(s), subject to approval thereof by the Loan Parties and the Administrative Agent and the Issuing Banks in the case of have signed a Person that is not a Lender, joinder agreement to the extent such approval is required in the case of this Agreement (an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New LenderIncrease Joinder”), in form and substance reasonably satisfactory to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 which such prospective Lender(s), the Loan Parties, and 2.13 in connection the Administrative Agent are party (any Increase Joinder may, with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by consent of the Administrative Agent, the New Borrower and the Lenders or the Issuing Banks in connection with any such transaction. (bprospective Lender(s) On any Increased Amount Date on which New Commitments are effective, subject agreeing to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other Lendersproposed Revolver Increase, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, appropriate to effect effectuate the provisions of this Section 2.182.8 (including, if applicable, any amendment necessary to ensure and demonstrate that the Liens and security interests granted by the Loan Documents are perfected under the UCC to secure the Obligations in respect of the Revolver Increase). Notwithstanding anything to the contrary in this Agreement or in any other Loan Document, an Increase Joinder reasonably satisfactory to the Administrative Agent, and the amendments to this Agreement effected thereby, shall not require the consent of any Lender other than the Lender(s) agreeing to fund such Revolver Increase; (iv) the Administrative Agent shall have received a certificate signed by a Responsible Officer of each Loan Party, in form and substance reasonably satisfactory to it, either (A) attaching copies of all consents, licenses and approvals required in connection with the Revolver Increase, and such consents, licenses and approvals shall be in full force and effect, or (B) stating that no such consents, licenses or approvals are so required. (v) the Borrower shall have executed any Notes requested by any Lender in connection with the making of the Revolver Increase; (vi) each of the conditions precedent set forth in Section 5.2 are satisfied; (vii) the Borrower has delivered to the Administrative Agent an updated pro forma Compliance Certificate (after giving effect to the Increase) for Borrower and its Subsidiaries evidencing compliance on a pro forma basis with the financial covenants set forth in Section 7.1 hereof (regardless of whether such financial covenants are being tested or are projected to be required to tested) as of the end of the most recently ended fiscal quarter together with all reasonably detailed calculations demonstrating such compliance; (viii) in connection with such Revolver Increase, the Borrower shall pay to Administrative Agent all fees required to be paid pursuant to the terms of the Fee Letter; (ix) after giving pro-forma effect to the Revolver Increase, the consolidated leverage multiple shall not exceed the maximum Consolidated Leverage Ratio then permitted under Section 7.1 hereof less 0.25x; (x) upon the effectiveness of any Revolver Increase, unless otherwise specifically provided herein, as applicable, (i) all references in this Agreement and any other Loan Document to the Revolving Loans shall be deemed, unless the context otherwise requires, to include such Revolver Increase advanced pursuant to this Section 2.8 and (ii) all references in this Agreement and any other Loan Document to the Revolving Commitment shall be deemed, unless the context otherwise requires, to include the commitment to advance an amount equal to such Revolver Increase pursuant to this Section 2.8; and (xi) The Revolving Loans and Revolving Commitments established pursuant to this Section 2.8 shall constitute Revolving Loans and Revolving Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from any guarantees and the security interests created by the Loan Documents. The Borrower shall take any actions reasonably required by Administrative Agent to ensure and demonstrate that the Liens and security interests granted by the Loan Documents continue to be perfected under the Code or otherwise after giving effect to the establishment of any Revolver Increase.

Incremental Facility. (a) The Borrower may by written notice to the Administrative Agent elect to request, prior to the Maturity Date, one or more increases to the existing Revolving Commitments (any such increase, the “New Commitments”), by an aggregate amount for all New Commitments not in excess of the Incremental Available Amount (subject to Section 1.07, determined as of the date of effectiveness of such New Commitments; provided that, in the case of any New Commitments the proceeds of which are to be used primarily to consummate a Limited Conditionality Acquisition substantially concurrently with the effectiveness of such New Commitments, to the extent agreed to by the Borrower and the Lenders providing such New Commitments, the Senior Net Leverage Ratio, for purposes of determining the Incremental Available Amount, shall be determined on the date the acquisition agreement with respect to such Limited Conditionality Acquisition is signed) in the aggregate) and 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 remaining difference between the Incremental Available Amount on such date and all suchremaining amount of New Commitments permitted obtained prior topermitted to be incurred pursuant to this Section 2.18 at such timedatetime), and integral multiples of $25,000,000 in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirementsrequirements of this clause (B), if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount DateDate before or after giving effect to such New Commitments, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied (provided that that, in the case of any New Commitments if the proceeds of the whichthe Loans under such New Commitments are to be used primarily to consummate a Limited Conditionality AcquisitionAcquisition substantially concurrently with the effectiveness of such New Commitments, to the extent agreed to by the Borrower and the Lenders providing such New Commitments, (x) the only representations and warranties the accuracy of which shall be a condition to the effectiveness of such New Commitments shall be the Specified Representations, and (y) the condition set forth in Section 4.02 shall be tested on the date the acquisition agreement with respect to such Limited Conditionality Acquisition is signed (provided that, on the date such New Commitments are effective, no Specified Event of Default shall exist or result therefrom, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effectiveeffectedeffective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement 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 provisionprovisions of this Section 2.18.

Incremental Facility. (a) The Borrower may by written notice to the Administrative Agent elect to request, request prior to the Maturity Date, one or more increases to the existing Revolving Commitments (any such increase, the “New Commitments”), by an aggregate amount for all New Commitments not in excess of the Incremental Available Amount (subject to Section 1.07, determined as of the date of effectiveness of such New Commitments; provided that, in the case of any New Commitments the proceeds of which are to be used primarily to consummate a Limited Conditionality Acquisition substantially concurrently with the effectiveness of such New Commitments, to the extent agreed to by the Borrower and the Lenders providing such New Commitments, the Senior Net Leverage Ratio, for purposes of determining the Incremental Available Amount, shall be determined on the date the acquisition agreement with respect to such Limited Conditionality Acquisition is signed) in the aggregate and 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 remaining amount of difference between the Incremental Available Amount on such date and all such New Commitments permitted obtained prior to be incurred pursuant to this Section 2.18 at such timedate), and integral multiples of $25,000,000 in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity identify of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity identify of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirementsrequirements of this clause (B), if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), that (1) on such Increased Amount DateDate before or after giving effect to such New Commitments, each of the conditions set forth in Section 4.02(a) and 4.02 shall be satisfied (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date andprovided that, in the case of Section 4.02(b), before and after giving effect to such any New Commitment) shall be satisfied (provided that if Commitments the proceeds of the Loans under such New Commitments which are to be used primarily to consummate a Limited Conditionality AcquisitionAcquisition substantially concurrently with the effectiveness of such New Commitments, to the extent agreed to by the Borrower and the Lenders providing such New Commitments, (x) the only representations and warranties the accuracy of which shall be a condition to the effectiveness of such New Commitments shall be the Specified Representations, and (y) the condition set forth in Section 4.02 shall be tested on the date the acquisition agreement with respect to such Limited Conditionality Acquisition is signed (provided that, on the date such New Commitments are effective, no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” exist or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accuratetherefrom)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effectiveeffected, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement 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, appropriate in the opinion of the Administrative Agent, Agent to effect the provisions provision of this Section 2.18.

Incremental Facility. (a) The Borrower may by written notice from time to time amend this Agreement in order to provide to the Administrative Agent elect to request, prior to the Maturity Date, one or more increases to the existing Revolving Commitments (any such increase, the “New Commitments”), by an aggregate amount for all New Commitments not Borrower additional revolving loan facilities and/or increased revolving commitments in excess respect of the Incremental Available Amount (subject to Section 1.07, determined as of the date of effectiveness of such New Commitments) and not less than $25,000,000 individually (Revolving Facility or such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), and integral multiples of $25,000,000 in excess of that amount. Each such notice shall specify (A) the date any other existing revolving facility hereunder (each, an “Increased Amount DateIncremental Revolving Facility”) and additional term loan facilities hereunder (each, an “Incremental Term Facility”; together with any Incremental Revolving Facility, the “Incremental Facilities”), provided that (i) the aggregate principal amount of the Incremental Facilities shall not exceed $100,000,000, plus additional amounts to the extent the Consolidated First Lien Net Leverage Ratio (determined (x) on a pro forma basis after giving effect to the provision of such Incremental Facility, (y) assuming, if such Incremental Facility is an Incremental Revolving Facility, such Incremental Revolving Facility is fully drawn as of such date and (z) disregarding the proceeds of such Incremental Facility in calculating such leverage ratio) as of the last day of the most recently ended fiscal quarter for which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is financial statements have been delivered to the Administrative Agent and which may the Lenders pursuant to Section 6.1(a) or (b) is less than 3.75:1.00, (ii) each Incremental Facility shall be contingent upon in a minimum aggregate principal amount of $25,000,000, (iii) the closing Borrower shall be in pro forma compliance with the financial covenant set forth in Section 7.1 after giving effect to the incurrence of such Incremental Facility, such compliance to be determined (x) on the basis of the financial information most recently delivered to the Administrative Agent and the Lenders pursuant to Section 6.1(a) or (b) as though such incurrence had been consummated as of the first day of the fiscal period covered thereby, (y) assuming, if such Incremental Facility is an acquisition or other transaction Incremental Revolving Facility, such Incremental Revolving Facility is fully drawn as of such date and (Bz) disregarding the identity proceeds of such Incremental Facility in calculating such financial covenant and (iv) at the time and after giving effect to the incurrence of any Incremental Facility and the use of proceeds thereof, no Default or Event of Default shall have occurred and be continuing. The Loans and Commitments 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 secured by the Collateral and guaranteed on a pari passu basis with all other applicable Obligations under this Agreement and the other Loan Documents. Each Incremental Term Facility must have a weighted average life to maturity which is the same or longer than the then remaining weighted average life to maturity of the Term Facility and a final maturity no earlier than the Final Maturity Date. Incremental Facilities will be entitled to prepayments and voting rights on the same basis as the comparable Facility unless the applicable Incremental Facility Amendment specifies a lesser treatment. Each Incremental Revolving Facility shall have a final maturity no earlier than the Final Revolving Termination Date. The terms of the applicable Incremental Facility shall be as set forth in the applicable Incremental Facility Amendment; provided that (i) other than amortization (with respect to any Incremental Term Facility), pricing or maturity date, each Incremental Facility shall have the same terms as the Term Facility or the Revolving Facility, as applicable, or such terms as are reasonably satisfactory to the Administrative Agent and the Borrower, (ii) no Incremental Revolving Facility shall have any amortization and (iii) if, for any Incremental Facility, the Applicable Margin (which, for such purposes only, shall be deemed to include all upfront or similar fees or original issue discount (equated to interest based on an assumed four-year life to maturity) payable to all Lenders providing such Incremental Facility and any Eurodollar or ABR floor applicable to such Incremental Facility but excluding any ticking fees, arrangement fees and other fees not paid to the makers of such loans generally) relating to such Incremental Facility exceeds the Applicable Margin (which, for such purposes only, shall be deemed to include all upfront or similar fees or original issue discount (equated to interest based on an assumed four-year life to maturity) payable to all Lenders providing the Term Facility or the Revolving Facility, as applicable, and any Eurodollar or ABR floor applicable to the Term Facility or the Revolving Facility, as applicable) relating to the Term Facility or the Revolving Facility, as applicable, immediately prior to the effectiveness of such Incremental Facility by more than 0.50%, the Applicable Margin (as calculated above) relating to the Term Facility or the Revolving Facility, as applicable, shall be adjusted to be equal to the Applicable Margin (as calculated above) relating to such Incremental Facility minus 0.50% (it being understood that differences in any Eurodollar or ABR floor, if required to be adjusted pursuant to the foregoing, shall be added to the Eurodollar or ABR floor to the extent required and not to the Applicable Margin). In the case of any Incremental Revolving Facility that increases the commitments under the Revolving Facility or any other existing revolving credit facility hereunder, the manner in which such increase is implemented shall be reasonably satisfactory to the Administrative Agent. At no time shall there be Revolving Commitments hereunder (including revolving commitments in respect of any Incremental Revolving Facility, Extended Revolving Commitments and any original Revolving Commitments) that have more than four different maturity dates. (b) An Incremental Facility shall be made available hereunder upon delivery to the Administrative Agent of notice thereof executed by the Borrower. Any additional bank, financial institution, existing Lender or other Person that is elects to extend loans or commitments under an eligible assignee under Section 9.04(b)Incremental Facility shall be reasonably satisfactory to the Borrower (any such bank, subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a financial institution, existing Lender or other Person that is being called an “Additional Lender”) and, if not already a Lender, shall (i) be subject to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) consent (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or declineAdministrative Agent, in its sole discretion, the Issuing Lender and/or the Swingline Lender (to provide a New Commitment. Such New Commitments shall become effective as of the extent such Increased Amount Date; provided that, subject consent would be required with respect to an assignment to such Additional Lender pursuant to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a10.6) and (bii) become a Lender under this Agreement pursuant to an amendment (with references therein an “Incremental Facility Amendment”) to the “Effective Date” being deemed to refer instead to such Increased Amount Date this Agreement and, in as appropriate, the case of Section 4.02(b)other Loan Documents, before and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders Additional Lender and the Administrative Agent, and each . No Incremental Facility Amendment shall require the consent of which shall be recorded in any Lenders other than the Register and each New Additional Lenders with respect to such Incremental Facility Amendment. No Lender shall be subject obligated to the requirements set forth provide any Incremental Facility, unless it so agrees. Commitments in Section 2.14; (3) Borrower shall make respect of any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender Incremental Facility shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by under this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing LoansAgreement. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement An Incremental Facility Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other any Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.18(including to provide for voting provisions applicable to the Additional Lenders). The effectiveness of any Incremental Facility Amendment shall, unless otherwise agreed to by the Administrative Agent and the Additional Lenders, be subject to the satisfaction on the date thereof (each, an “Incremental Facility Closing Date”) of each of the conditions set forth in Section 5.2. The proceeds of any Incremental Facility will be used only for general corporate purposes (including, for the avoidance of doubt, Permitted Acquisitions and other Investments and Restricted Payments) .

Incremental Facility. (a) The At any time during the Revolving Commitment Period, the Borrower may by written notice request from time to time from one or more existing Lenders or from other Eligible Assignees reasonably acceptable to the Administrative Agent elect to requestAgent, prior the Issuing Lender, the Swingline Lender and the Borrower (but subject to the Maturity Date, one or more increases to conditions set forth in clause (b) below) that the existing Total Revolving Commitments be increased by an amount not to exceed the Available Revolving Increase Amount (any each such increase, the an “New CommitmentsIncrease”), by ; provided that the Borrower may not request an aggregate amount for all New Increase on more than three occasions during the Revolving Commitment Period. No Lender shall be obligated to increase its Revolving Commitments not in excess connection with a proposed Increase. The Administrative Agent shall invite each Lender to provide a portion of the Incremental Available Amount Increase ratably in accordance with its Revolving Percentage of each requested Increase (subject it being agreed that no Lender shall be obligated to Section 1.07, determined as of the date of effectiveness provide an Increase and that any Lender may elect to participate in such Increase in an amount that is less than its Revolving Percentage of such New Commitmentsrequested Increase or more than its Revolving Percentage of such requested Increase if other Lenders have elected not to participate in any applicable requested Increase in accordance with their Revolving Percentage) and to the extent, 5 Business Days after receipt of invitation, sufficient Lenders do not agree to provide the full amount of such Increase, then the Administrative Agent may invite any prospective lender that satisfies the criteria of being an “Eligible Assignee” to become a Lender in connection with the proposed Increase. Any Increase shall be in an amount of at least $5,000,000 (or, if the Available Revolving Increase Amount is less than $25,000,000 individually (or 5,000,000, such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), Available Revolving Increase Amount) and integral multiples of $25,000,000 1,000,000 in excess thereof. Additionally, for the avoidance of doubt, it is understood and agreed that amountin no event shall the aggregate amount of the Increases to the Revolving Commitments exceed the Available Revolving Increase Amount during the term of the Agreement. Each such notice shall specify (A) request for an Increase delivered by the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent shall set forth the amount and which may proposed terms of the Increase. (b) Each of the following shall be contingent upon conditions precedent to any Increase of the closing of an acquisition or other transaction Revolving Commitments in connection therewith: (i) any Increase shall be on the same terms (including the interest rate, and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(bmaturity date), subject to approval thereof by the Administrative Agent as applicable, as, and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (eachdocumentation applicable to, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied)Revolving Facility then in effect; provided that any Lender approached such Increase may provide for terms (including interest rate) more favorable to provide all or a portion of such Increase lenders, if any existing Revolving Loans at the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as time of such Increased Amount DateIncrease are also provided the benefit of such more favorable terms (and the consent of any existing Revolving Lender shall not be required to implement such terms); provided thatfurther, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) that any fees shall be satisfied (provided that if agreed between the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred Borrower and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New CommitmentsIncrease; (ii) the Borrower shall have delivered a written request for such Increase at least 10 Business Days prior to the requested establishment of such Increase (or such later date as may be reasonably approved by the Administrative Agent), customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including which request shall set forth the accuracy amount and proposed terms of the representations and warranties contained in the applicable acquisition agreement as are material Increase; (iii) each lender agreeing to the interests of the lenders providing such New CommitmentsIncrease, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative AgentAgent shall have signed an Increase Joinder (any Increase Joinder may, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by consent of the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments Borrower and the New Lenders, and (ii) the respective interests in lenders agreeing to such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other LendersIncrease, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, appropriate to effect effectuate the provisions of this Section 2.182.27 (including the preceding clause (ii))) and the Borrower shall have executed any Notes requested by any Lender in connection with the making of the Increase. Notwithstanding anything to the contrary in this Agreement or in any other Loan Document, an Increase Joinder reasonably satisfactory to the Administrative Agent, and the amendments to this Agreement effected thereby, shall not require the consent of any Lender other than the Lender(s) agreeing to establish such Increase; (iv) immediately after giving pro forma effect to such Increase and the use of proceeds thereof, each of the conditions precedent in Section 5.2(a) are satisfied (other than in connection with Limited Condition Acquisitions, in which case (i) Section 5.2(a) shall be satisfied only in connection with the Specified Representations and (ii) the Specified Acquisition Agreement Representations shall be true and correct on the date Loans are made under the Increase, but only to the extent that the Borrower (or any of its Affiliates) has the right (taking into account any applicable cure provisions) to terminate its (or such Affiliates’) obligations under the Limited Condition Acquisition, or to decline to consummate the Limited Condition Acquisition Agreement (in each case, in accordance with the terms thereof) as a result of a breach of such Specified Acquisition Agreement Representations); (v) immediately after giving pro forma effect to such Increase and the use of proceeds thereof, (A) no Default or Event of Default shall have occurred and be continuing at the time of such Increase (other than in connection with Limited Condition Acquisitions, in which case there shall be no Default or Event of Default as of the LCA Test Date and no Event of Default under Section 8.1(a) or (f) immediately after giving effect to such Increase and the use of proceeds thereof) and (B) the Borrower shall be in compliance with the financial covenants set forth in Section 7.1 hereof (regardless of whether a Covenant Testing Period is then in effect) as of the end of the most recently ended month and quarter for which financial statements are required to be delivered prior to such Increase, and the Borrower shall have delivered to the Administrative Agent a Compliance Certificate evidencing compliance with the requirements of this clause (v) (provided that, in the case of a Limited Condition Acquisition, such calculation shall be made in compliance with Section 1.6); (vi) in connection with such Increase, the Borrower shall pay to the Administrative Agent, for the benefit of the Administrative Agent or the Increase lenders, as applicable, all fees that the Borrower has agreed to pay in connection with such Increase (including pursuant to the Fee Letter and the Existing Fee Letter); and (vii) upon each Increase in accordance with this Section 2.27, all outstanding Loans, participations hereunder in Letters of Credit and participations hereunder in Swingline Loans held by each Lender shall be reallocated among the Lenders (including any newly added Lenders) in accordance with the Lenders’ respective revised Revolving Percentages and L/C Percentages, pursuant to procedures reasonably determined by the Administrative Agent in consultation with the Borrower. (c) Upon the effectiveness of any Increase, (i) all references in this Agreement and any other Loan Document to the Revolving Loans shall be deemed, unless the context otherwise requires, to include such Increase advanced pursuant to this Section 2.27 and any amendments effected through the Increase Joinder and (ii) all references in this Agreement and any other Loan Document to the Revolving Commitment shall be deemed, unless the context otherwise requires, to include the commitment to advance an amount equal to such Increase pursuant to this Section 2.27. (d) The Revolving Loans and Revolving Commitments established pursuant to this Section 2.27 shall constitute Revolving Loans and Revolving Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from any guarantees and the security interests created by the Loan Documents. The Borrower shall take any actions reasonably required by Administrative Agent to ensure and demonstrate that the Liens and security interests granted by the Loan Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Revolving Commitments.

Incremental Facility. (a) The Borrower may by written notice Subject to the Administrative Agent elect terms and conditions set forth herein, the Borrower shall have the right, at any time and from time to request, time (but not to exceed four (4) increases in the aggregate) prior to the Maturity date that is ninety (90) days prior to the Revolving Commitment Termination Date, one or more increases to incur additional Indebtedness under this Agreement in the form of an increase to the existing Aggregate Revolving Commitments Committed Amount (any such increase, the each an “New CommitmentsIncremental Facility”), ) by an aggregate amount for all New Commitments not in excess of up to $100,000,000. The following terms and conditions shall apply to each Incremental Facility: (a) the loans made under any such Incremental Available Amount Facility (subject to Section 1.07each an “Additional Loan”) shall constitute Obligations and will be guaranteed with the other Obligations on a pari passu basis, determined (b) any such Incremental Facility shall have the same terms (including interest rate and maturity date) as of the date of effectiveness of existing Revolving Loans, (c) any such New Commitments) and not less than $25,000,000 individually (or such lesser amount which Incremental Facility shall be approved by entitled to the Administrative Agent same voting rights as the existing Revolving Loans and shall be entitled to receive proceeds of prepayments on the same basis as the existing Revolving Loans, (d) any such Incremental Facility shall be obtained from existing Lenders or that from other banks, financial institutions or investment funds, in each case in accordance with the terms set forth below, (e) any such Incremental Facility shall constitute the remaining be in a minimum principal amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), $10,000,000 and integral multiples of $25,000,000 10,000,000 in excess of that amount. Each such notice shall specify thereof, (Af) the date (each, an “Increased Amount Date”) on which Borrower proposes that proceeds of any Additional Loan will be used for the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions purposes set forth in Section 4.02(a5.9, (g) the Borrower shall execute a Revolving Credit Note in favor of any new Lender, if requested by such Lender, (h) the conditions to Extensions of Credit in Section 3.2 shall have been satisfied and (bi) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date andAdministrative Agent shall have received from the Borrower updated financial projections and an officer’s certificate, in the each case of Section 4.02(b), before in form and after giving effect substance reasonably satisfactory to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage outstanding on such Increased Amount Date as shall be necessary in order demonstrating that, after giving effect to all any such assignments and purchasesIncremental Facility on a Pro Forma Basis, such Revolving Loans and participation interests in Letter of Credit Usage the Borrower will be held in compliance with the financial covenants set forth in Article VI. Participation in the Incremental Facility shall be offered first to each of the existing Lenders, but no Lender shall have any obligation to provide all or any portion of the Incremental Facility. If the amount of the Incremental Facility requested by the Borrower shall exceed the commitments which the existing Lenders are willing to provide with respect to such Incremental Facility, then the Borrower may invite other banks, financial CHAR1\935816v6 institutions and investment funds reasonably acceptable to the Administrative Agent to join this Agreement as Lenders hereunder for the portion of such Incremental Facility not taken by existing Lenders Lenders, provided that such other banks, financial institutions and New Lenders ratably investment funds shall enter into such joinder agreements to give effect thereto as the Administrative Agent and the Borrower may reasonably request. If the commitments received for any Incremental Facility exceed the amount of such Incremental Facility, the Borrower and the Administrative Agent shall have the right to decide how such commitments are allocated. If commitments for the total amount of the Incremental Facility requested by the Borrower are not obtained, the Borrower shall have the right to accept the commitments which are obtained and accept an Incremental Facility in accordance with their Revolving Commitments after giving effect an amount less than requested so long as such accepted Incremental Facility exceeds the minimum amount set forth above. The Borrower shall have the right to decline any Incremental Facility if the Pro Rata Share of any existing Lender immediately prior to the addition implementation of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall Incremental Facility would be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) different immediately thereafter. The Administrative Agent shall notify the Lenders promptly upon receipt is authorized to enter into, on behalf of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other Lenders, effect such amendments amendment to this Agreement and the or any other Loan Documents Document as may be necessary or appropriate, in to incorporate the opinion terms of the Administrative Agent, to effect the provisions of this Section 2.18any new Incremental Facility therein.

Incremental Facility. (a) The On one or more occasions at any time after the Effective Date, the Borrower may by written notice to the Administrative Agent elect to request, prior to request the Maturity Date, establishment of one or more increases to the existing Revolving Commitments new term loan commitments (any such increase, the “New Term Loan Commitments”), ) by up to an aggregate amount not to exceed $500,000,000 for all New Commitments not in excess of the Incremental Available Amount (subject to Section 1.07, determined as of the date of effectiveness of such New Term Loan Commitments) and not less than $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), and integral multiples of $25,000,000 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 such New Term Loan Commitments shall be effective, which shall be a date not less than 10 five (5) Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Agent. The Administrative Agent and and/or its Affiliates shall use commercially reasonable efforts, with the Issuing Banks in assistance of the case of a Person that is not a LenderBorrower, to the extent such approval is required in the case arrange a syndicate of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after that are Eligible Assignees willing to hold the date of such notice so long as the approval requirements, if any, are satisfied)requested New Term Loan Commitments; provided that (x) any New Term Loan Commitments on any Increased Amount Date shall be in the minimum aggregate amount of $10,000,000, (y) any Lender approached to provide all or a portion of the New Term Loan Commitments may elect or decline, in its sole discretion, to provide a New Term Loan Commitment. Such , and (z) any Lender or other Person that is an Eligible Assignee (each, a “New Commitments shall become effective as Term Loan Lender”) to whom any portion of such Increased Amount Date; provided that, New Term Loan Commitment shall be allocated shall be subject to Section 1.07 the approval of the Borrower and the Administrative Agent (except as set forth in the parenthetical proviso such approval not to clause (1) belowbe unreasonably withheld or delayed), unless such New Term Loan Lender is an existing Lender. The terms and provisions of any New Term Loan Commitments and any New Term Loans shall (1a) on such Increased Amount Dateprovide that the maturity date of any New Term Loan that is a separate tranche shall be no earlier than the latest Maturity Date for any then outstanding tranches of Loans and shall not have any scheduled amortization payments, each of the conditions set forth in Section 4.02(a) and (b) share ratably in any prepayments of the existing Loans, unless the Borrower and the New Term Loan Lenders in respect of such New Term Loans elect lesser payments and (with references therein c) other than pricing or maturity date, shall have the same terms as the then outstanding tranches of Loans; provided that applicable interest rate margins, arrangement fees, upfront or other fees, and original issue discount (subject to the “Effective Date” being deemed remaining terms of this proviso) with respect to refer instead any New Term Loan Commitments shall be determined by the Borrower and the applicable New Term Loan Lenders; provided, further, that New Term Loan Commitments may contain (x) additional or more restrictive covenants that are applicable only to such Increased Amount periods after the latest Maturity Date and, in the case of Section 4.02(b), before and after any Loans outstanding immediately prior to giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Term Loan Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed other terms that are reasonably acceptable to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, . The effectiveness of any New Term Loan Commitments and each the availability of which shall be recorded in the Register and each any borrowings under any such New Lender Term Loan Commitment shall be subject to the requirements set forth satisfaction of the following conditions precedent: (x) after giving pro forma effect to such New Term Loan Commitments and borrowings and the use of proceeds thereof, (i) no Default or Event of Default shall exist and (ii) as of the last day of the most recent month for which financial statements have been delivered pursuant to Section 5.01, the Borrower would have been in Section 2.14compliance with the Financial Covenants that are applicable at such time; (3y) the representations and warranties made or deemed made by the Borrower in any Loan Document shall make any payments required pursuant be true and correct in all material respects on the effective date of such New Term Loan Commitments except to Sections 2.12 the extent that such representations and 2.13 warranties expressly relate solely to an earlier date (in connection with which case such representations and warranties shall have been true and correct in all material respects on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted under the Loan Documents; and (z) the Administrative Agent shall have received each of the following, in form and substance reasonably satisfactory to the Administrative Agent: (i) if not previously delivered to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of (A) all corporate or other necessary action taken by the Borrower to authorize such New Term Loan Commitments and (B) if applicable, all corporate, partnership, member, or other necessary action taken by each Guarantor authorizing the Guaranty by such Guarantor of such New Term Loan Commitments; and (4ii) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably if requested by the Administrative Agent, a customary opinion of counsel to the New Lenders Borrower and, if applicable, the Guarantors (which may be in substantially the same form as delivered on the Effective Date and may be delivered by internal counsel of the Borrower), and addressed to the Administrative Agent and the Lenders, and (iii) if requested by any Lender, new notes executed by the Borrower, payable to any new Lender, and replacement notes executed by the Borrower, payable to any existing Lenders; provided, that, such Lender shall promptly return any existing Notes held by such Lender to the Borrower (or, if lost, destroyed or mutilated, if requested by the Issuing Banks Borrower, a lost note affidavit in connection with any such transaction. (b) customary form and including a customary indemnity). On any Increased Amount Date on which any New Term Loan Commitments are effectiveeffected, subject to the satisfaction of the foregoing terms and conditions, (i) each of New Term Loan Lender shall make a Loan to the Lenders shall assign Borrower (a “New Term Loan”) in an amount equal to each of the its New LendersTerm Loan Commitment, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Term Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) hereunder with respect to the New Term Loan Commitment and the New Term Loans made pursuant thereto. The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Term Loan Commitments and the New Term Loan Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) Section. The terms and provisions (including pricing) of upfront fees payable to the New Loans Term Loan Lenders shall be identical determined by the Borrower and the applicable New Term Loan Lenders. The New Term Loan Commitments shall be effected pursuant to one or more Additional Credit Extension Amendments executed and delivered by the existing Loans. For the avoidance of doubtBorrower, New Term Loan Lenders, and without limiting the generality Administrative Agent, and each of which shall be recorded in the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basisRegister. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement Each Additional Credit Extension 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 2.182.04.

Incremental Facility. (a) The At any time during the Revolving Commitment Period, the Borrower may by written notice request from time to time from one or more existing Lenders or from other Eligible Assignees reasonably acceptable to the Administrative Agent elect to requestAgent, prior the Issuing Lender, the Swingline Lender and the Borrower (but subject to the Maturity Date, one or more increases to conditions set forth in clause (b) below) that the existing Total Revolving Commitments be increased by an amount not to exceed the Available Revolving Increase Amount (any each such increase, the an “New CommitmentsIncrease”), by ; provided that the Borrower may not request an aggregate amount for all New Increase on more than three occasions during the Revolving Commitment Period. No Lender shall be obligated to increase its Revolving Commitments not in excess connection with a proposed Increase. The Administrative Agent shall invite each Lender to provide a portion of the Incremental Available Amount Increase ratably in accordance with its Revolving Percentage of each requested Increase (subject it being agreed that no Lender shall be obligated to Section 1.07, determined as of the date of effectiveness provide an Increase and that any Lender may elect to participate in such Increase in an amount that is less than its Revolving Percentage of such New Commitmentsrequested Increase or more than its Revolving Percentage of such requested Increase if other Lenders have elected not to participate in any applicable requested Increase in accordance with their Revolving Percentage) and to the extent, ten (10) Business Days after receipt of invitation, sufficient Lenders do not agree to provide the full amount of such Increase, then the Administrative Agent may invite any prospective lender approved by the Borrower that satisfies the criteria of being an “Eligible Assignee” to become a Lender in connection with the proposed Increase. Any Increase shall be in an amount of at least $10,000,000 (or, if the Available Revolving Increase Amount is less than $25,000,000 individually (or 10,000,000, such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), Available Revolving Increase Amount) and integral multiples of $25,000,000 2,500,000 in excess thereof. Additionally, for the avoidance of doubt, it is understood and agreed that amount. in no event shall the aggregate amount of the Increases to the Revolving Commitments exceed the Available Revolving Increase Amount during the term of the Agreement. (b) Each such notice shall specify (A) of the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments following shall be effective, which conditions precedent to any Increase of the Revolving Commitments in connection therewith: (i) any Increase shall be a date not less than 10 Business Days on the same terms (or such shorter period as including the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent interest rate, and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(bmaturity date), subject to approval thereof by the Administrative Agent as applicable, as, and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (eachdocumentation applicable to, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied)Revolving Facility then in effect; provided that any Lender approached such Increase may provide for terms (including interest rate) more favorable to provide all or a portion of such Increase lenders, if any existing Revolving Loans and Revolving Commitments at the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as time of such Increased Amount DateIncrease are also provided the benefit of such more favorable terms (and the consent of any existing Revolving Lender shall not be required to implement such terms); provided thatprovided, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below)further, (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) that any upfront fees shall be satisfied (provided that if agreed between the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred Borrower and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New CommitmentsIncrease; (ii) the Borrower shall have delivered a written request for such Increase at least fifteen (15) Business Days prior to the requested establishment of such Increase (or such later date as may be reasonably approved by the Administrative Agent), customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including which request shall set forth the accuracy amount and proposed terms of the representations and warranties contained in the applicable acquisition agreement as are material Increase; (iii) each lender agreeing to the interests of the lenders providing such New CommitmentsIncrease, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative AgentAgent shall have signed an Increase Joinder (any Increase Joinder may, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by consent of the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments Borrower and the New Lenders, and (ii) the respective interests in lenders agreeing to such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other LendersIncrease, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, appropriate to effect effectuate the provisions of this Section 2.182.26 (including the preceding clause (i)) and the Borrower shall have executed any Notes requested by any Lender in connection with the making of the Increase. Notwithstanding anything to the contrary in this Agreement or in any other Loan Document, an Increase Joinder reasonably satisfactory to the Administrative Agent, and the amendments to this Agreement effected thereby, shall not require the consent of any Lender other than the Lender(s) agreeing to establish such Increase; (iv) immediately after giving pro forma effect to such Increase and the use of proceeds thereof, each of the conditions precedent in Section 5.2(a) are satisfied; (v) immediately after giving pro forma effect to such Increase and the use of proceeds thereof (and assuming that such Increase was fully drawn), (A) no Default or Event of Default shall have occurred and be continuing at the time of such Increase and (B) the Borrower shall be in compliance with the financial covenants set forth in Section 7.1 hereof as of the end of the most recently ended month and quarter for which financial statements are internally available to the Loan Parties prior to such Increase, and the Borrower shall have delivered to the Administrative Agent (which shall promptly provide to the Lenders) a Compliance Certificate evidencing compliance with the requirements of this clause (v); (vi) in connection with such Increase, the Borrower shall pay to the Administrative Agent, for the benefit of the Administrative Agent or the Increase lenders, as applicable, all fees that the Borrower has agreed to pay in connection with such Increase (including pursuant to the Fee Letter); (vii) upon each Increase in accordance with this Section 2.26, all outstanding Loans, participations hereunder in Letters of Credit and participations hereunder in Swingline Loans held by each Lender shall be reallocated among the Lenders (including any newly added Lenders) in accordance with the Lenders’ respective revised Revolving Percentages and L/C Percentages, pursuant to procedures reasonably determined by the Administrative Agent in consultation with the Borrower; and (viii) the Borrower shall have delivered any additional documentation reasonably requested by the Administrative Agent or the Lenders providing such Increase, including a harvest analysis reasonably acceptable to the Administrative Agent demonstrating sufficient value of Collateral relative to Increase amount. (c) Upon the effectiveness of any Increase, (i) all references in this Agreement and any other Loan Document to the Revolving Loans shall be deemed, unless the context otherwise requires, to include such Increase advanced pursuant to this Section 2.26 and any amendments effected through the Increase Joinder and (ii) all references in this Agreement and any other Loan Document to the Revolving Commitment shall be deemed, unless the context otherwise requires, to include the commitment to advance an amount equal to such Increase pursuant to this Section 2.26. (d) The Revolving Loans and Revolving Commitments established pursuant to this Section 2.26 shall constitute Revolving Loans and Revolving Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from any guarantees and the security interests created by the Loan Documents. The Borrower shall take any actions reasonably required by Administrative Agent to ensure and demonstrate that the Liens and security interests granted by the Loan Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Revolving Commitments.

Incremental Facility. (a) The At any time during the Revolving Commitment Period, the Borrower may by written notice request from time to time from one or more existing Lenders or from other Eligible Assignees reasonably acceptable to the Administrative Agent elect to requestAgent, prior the Issuing Lender, the Swingline Lender and the Borrower (but subject to the Maturity Date, one or more increases to conditions set forth in clause (b) below) that the existing Total Revolving Commitments be increased by an amount not to exceed the Available Revolving Increase Amount (any each such increase, the an “New CommitmentsIncrease”), by ; provided that the Borrower may not request an aggregate amount for all New Increase on more than three occasions during the Revolving Commitment Period. No Lender shall be obligated to increase its Revolving Commitments not in excess connection with a proposed Increase. The Administrative Agent shall invite each Lender to provide a portion of the Incremental Available Amount Increase ratably in accordance with its Revolving Percentage of each requested Increase (subject it being agreed that no Lender shall be obligated to Section 1.07, determined as of the date of effectiveness provide an Increase and that any Lender may elect to participate in such Increase in an amount that is less than its Revolving Percentage of such New Commitmentsrequested Increase or more than its Revolving Percentage of such requested Increase if other Lenders have elected not to participate in any applicable requested Increase in accordance with their Revolving Percentage) and to the extent, five (5) Business Days after receipt of invitation, sufficient Lenders do not agree to provide the full amount of such Increase, then the Administrative Agent may invite any prospective lender that satisfies the criteria of being an “Eligible Assignee” to become a Lender in connection with the proposed Increase. Any Increase shall be in an amount of at least $10,000,000 (or, if the Available Revolving Increase Amount is less than $25,000,000 individually (or 10,000,000, such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), Available Revolving Increase Amount) and integral multiples of $25,000,000 1,000,000 in excess thereof. Additionally, for the avoidance of doubt, it is understood and agreed that amount. in no event shall the aggregate amount of the Increases to the Revolving Commitments exceed the Available Revolving Increase Amount during the term of the Agreement. (b) Each such notice shall specify (A) of the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments following shall be effective, which conditions precedent to any Increase of the Revolving Commitments in connection therewith: (i) any Increase shall be a date not less than 10 Business Days on the same terms (or such shorter period as including the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent interest rate, and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(bmaturity date), subject to approval thereof by the Administrative Agent as applicable, as, and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (eachdocumentation applicable to, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied)Revolving Facility then in effect; provided that any Lender approached such Increase may provide for terms (including interest rate) more favorable to provide all or a portion of such Increase lenders, if any existing Revolving Loans and Revolving Commitments at the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as time of such Increased Amount DateIncrease are also provided the benefit of such more favorable terms (and the consent of any existing Revolving Lender shall not be required to implement such terms); provided thatprovided, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below)further, (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) that any upfront fees shall be satisfied (provided that if agreed between the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred Borrower and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New CommitmentsIncrease; (ii) the Borrower shall have delivered a written request for such Increase at least fifteen (15) Business Days prior to the requested establishment of such Increase (or such later date as may be reasonably approved by the Administrative Agent), customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including which request shall set forth the accuracy amount and proposed terms of the representations and warranties contained in the applicable acquisition agreement as are material Increase; (iii) each lender agreeing to the interests of the lenders providing such New CommitmentsIncrease, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative AgentAgent shall have signed an Increase Joinder (any Increase Joinder may, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by consent of the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments Borrower and the New Lenders, and (ii) the respective interests in lenders agreeing to such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other LendersIncrease, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, appropriate to effect effectuate the provisions of this Section 2.182.26 (including the preceding clause (i)) and the Borrower shall have executed any Notes requested by any Lender in connection with the making of the Increase. Notwithstanding anything to the contrary in this Agreement or in any other Loan Document, an Increase Joinder reasonably satisfactory to the Administrative Agent, and the amendments to this Agreement effected thereby, shall not require the consent of any Lender other than the Lender(s) agreeing to establish such Increase; (iv) immediately after giving pro forma effect to such Increase and the use of proceeds thereof, each of the conditions precedent in Section 5.2(a) are satisfied; (v) immediately after giving pro forma effect to such Increase and the use of proceeds thereof (and assuming that such Increase was fully drawn), (A) no Default or Event of Default shall have occurred and be continuing at the time of such Increase and (B) the Borrower shall be in compliance with the financial covenants set forth in Section 7.1 hereof as of the end of the most recently ended month and quarter for which financial statements are internally available to the Loan Parties prior to such Increase, and the Borrower shall have delivered to the Administrative Agent (which shall promptly provide to the Lenders) a Compliance Certificate evidencing compliance with the requirements of this clause (v); (vi) in connection with such Increase, the Borrower shall pay to the Administrative Agent, for the benefit of the Administrative Agent or the Increase lenders, as applicable, all fees that the Borrower has agreed to pay in connection with such Increase (including pursuant to the Fee Letter); (vii) upon each Increase in accordance with this Section 2.26, all outstanding Loans, participations hereunder in Letters of Credit and participations hereunder in Swingline Loans held by each Lender shall be reallocated among the Lenders (including any newly added Lenders) in accordance with the Lenders’ respective revised Revolving Percentages and L/C Percentages, pursuant to procedures reasonably determined by the Administrative Agent in consultation with the Borrower; and (viii) the Borrower shall have delivered any additional documentation reasonably requested by the Administrative Agent or the Lenders providing such Increase, including a harvest analysis reasonably acceptable to the Administrative Agent demonstrating sufficient value of Collateral relative to Increase amount. (c) Upon the effectiveness of any Increase, (i) all references in this Agreement and any other Loan Document to the Revolving Loans shall be deemed, unless the context otherwise requires, to include such Increase advanced pursuant to this Section 2.26 and any amendments effected through the Increase Joinder and (ii) all references in this Agreement and any other Loan Document to the Revolving Commitment shall be deemed, unless the context otherwise requires, to include the commitment to advance an amount equal to such Increase pursuant to this Section 2.26. (d) The Revolving Loans and Revolving Commitments established pursuant to this Section 2.26 shall constitute Revolving Loans and Revolving Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from any guarantees and the security interests created by the Loan Documents. The Borrower shall take any actions reasonably required by Administrative Agent to ensure and demonstrate that the Liens and security interests granted by the Loan Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Revolving Commitments.

Incremental Facility. (a) 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 Loans (an “Incremental Facility”), by written notice executing and delivering to the Administrative Agent elect to requestan Increased Facility Activation Notice specifying (i) the amount of such increase, prior to (ii) the applicable Increased Facility Closing Date, (iii) the applicable Incremental Maturity Date, one (vi) the amortization schedule for such Incremental Facility and (v) the Applicable Margin for such Incremental Loans; provided, that (i) no Event of Default exists or more increases would exist after giving effect to such Incremental Facility, (ii) on a pro forma basis after giving effect to the existing Revolving Commitments (incurrence of any such increase, Incremental Facility and after giving effect to other permitted pro forma adjustment events and any repayments of Indebtedness after the “New Commitments”), by an aggregate amount for all New Commitments not in excess beginning of the relevant period but prior to or simultaneous with the incurrence of such Incremental Available Amount Facility, (subject to x) the Borrower shall be in compliance with the financial covenants set forth in Section 1.07, determined 7.1 recomputed as of the date last day of effectiveness 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, (y) the Consolidated First Lien Leverage Ratio of the Borrower and its Restricted Subsidiaries as of the end of such New Commitmentsfiscal 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 less 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 Facility shall be no earlier than $25,000,000 individually (or such lesser amount which the same as) the maturity date and Weighted Average Life to Maturity, respectively, of the Loans, (v) the interest rates and amortization schedule applicable to any Incremental Facility shall be approved determined by the Administrative Agent or that Borrower and the lenders thereunder and (vi) any Incremental Facility shall constitute the remaining amount of New Commitments permitted to be incurred on terms and pursuant to this Section 2.18 at such time), and integral multiples of $25,000,000 in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lenderdocumentation, to the extent such approval is required terms and documentation are not consistent with the initial Loans hereunder (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 Loans and the Loans, including the upfront fees, any interest rate floors and any OID (as defined below)) shared with all providers of such Incremental 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 case Eurodollar Rate or ABR in respect of any Incremental 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 assignment assumed four-year life to maturity), the Applicable Margin for the Loans shall be increased so that the total yield in respect of such Person Incremental Loans is no higher 0.50% greater than the total yield for the existing Loans. Notwithstanding the foregoing, (i) without the consent of the Required Lenders, the aggregate amount of Incremental Loans obtained after the Closing Date pursuant to such Section 9.04(bthis paragraph, together with the aggregate amount of any Increased Revolving Commitments and any First Lien Incremental Term Loans, shall not exceed $25,000,000 and (ii) without the consent of the Administrative Agent, each increase effected pursuant to this 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. (such approval b) Any additional bank, financial institution or other entity which, with the consent of the Borrower and the Administrative Agent (which consent shall not to be unreasonably withheld or delayedwithheld), elects to become a “Lender” under this Agreement in connection with any transaction described in Section 2.24(a) shall execute a New Lender Supplement (each, a “New LenderLender Supplement”), to whom Borrower proposes any portion substantially in the form of Exhibit H-3, whereupon such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders bank, financial institution or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder entity (a “New LoanLender”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunderand to the same extent as if originally a party hereto and shall be bound by and entitled to the benefits of this Agreement. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18[Reserved]. (d) The terms and provisions (including pricing) Notwithstanding anything to the contrary in this Agreement, each of the New Loans parties hereto hereby agrees that, on each Increased Facility Activation Date, this Agreement shall be identical amended to the existing Loans. For extent (but only to the avoidance of doubt, extent) necessary to reflect the existence and without limiting the generality terms of the foregoing, (x) Incremental Loans evidenced thereby. Any such deemed amendment may be effected in writing by the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently Administrative Agent with the incurrence of such New Loans, become a Guarantor Borrower’s consent (not to be unreasonably withheld) and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 furnished to the contrary, each Joinder Agreement may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.18parties hereto.

Incremental Facility. (a) The Borrower may by written notice to At any time from and after the Administrative Agent elect to request, prior to Closing Date through the Revolving Maturity Date, one or more increases to at the existing Revolving Commitments (any such increase, the “New Commitments”), by an aggregate amount for all New Commitments not in excess option of the Incremental Available Amount Borrower (but subject to Section 1.07, determined as of the date of effectiveness of such New Commitments) and not less than $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), and integral multiples of $25,000,000 in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and clause (b) (with references therein to below), the “Effective Date” being deemed to refer instead to such Increased Amount Date and, Revolver Commitments may be increased by an amount in the case of Section 4.02(b), before and after giving effect to aggregate for all such New Commitment) shall be satisfied (provided that if the proceeds increases of the Loans under Revolver Commitments not to exceed $10,000,000 (each such New Commitments are increase, an “Increase”). The Administrative Agent shall invite each Revolving Lender to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New increase its Revolver Commitments (it being understood that no Revolving Lender shall be obligated to increase its Revolver Commitments) in connection with a proposed Increase in an amount that is equal to the requirements product of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (yx) the requirements proposed Increase multiplied by (x) such Revolving Lenders Revolver Commitment divided by the sum of Section 4.02(a) all Revolver Commitments immediately prior to the date of such proposed Increase, and if sufficient Revolving Lenders do not agree to increase their Revolver Commitments in connection with such proposed Increase, then the Administrative Agent or the Borrower may invite any prospective lender who is reasonably satisfactory to the Borrower and is an Eligible Assignee to become a Revolving Lender in connection with a proposed Increase. Any Increase shall be subject to, if agreed in an amount of at least $5,000,000 and integral multiples of $5,000,000 in excess thereof. In no event shall the Revolver Commitments and the Maximum Revolver Amount be increased pursuant to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); this Section 2.22 on more than two (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded occasions in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any aggregate for all such transactionIncreases. (b) On Each of the following shall be conditions precedent to any Increased Amount Date on which New Increase of the Revolver Commitments are effective, subject in connection therewith: (i) The Administrative Agent or the Borrower have obtained the commitment of one or more Revolving Lenders (and/or other prospective lenders reasonably satisfactory to the satisfaction of Borrower and that are Eligible Assignees) to provide the foregoing terms applicable Increase and conditionsany such Revolving Lenders (and/or prospective lenders), the Borrower, and the Administrative Agent have signed a joinder agreement to this Agreement (ian “Increase Joinder”), in form and substance reasonably satisfactory to the Administrative Agent, to which such Revolving Lenders (or prospective lenders), the Borrower, and the Administrative Agent are party, (ii) each of the conditions precedent set forth in Section 4.02 are satisfied, and (iii) the terms of any Increase shall be identical to this Agreement (except with respect to any arrangement and up-front fees payable in connection therewith) (the date of the effectiveness of any Increase, the “Increase Date”). (c) Unless otherwise specifically provided herein, all references in this Agreement and any other Loan Document to Revolving Loans shall be deemed, unless the context otherwise requires, to include Revolving Loans made pursuant to the increased Revolver Commitments Amount pursuant to this Section 2.09. (d) The Revolving Loans and Revolver Commitments established pursuant to this Section 2.09 shall constitute Revolving Loans and Revolver Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from any guarantees and the security interests created by the Loan Documents. The Borrower shall take any actions reasonably required by the Agents to ensure and demonstrate that the Liens and security interests granted by the Loan Documents continue to be perfected or otherwise after giving effect to the establishment of any such new Revolver Commitments. (e) Each of the Revolving Lenders having a Revolver Commitment prior to the Increase Date (the “Pre-Increase Revolving Lenders”) shall assign to each of any Revolving Lender which is acquiring a new or additional Revolver Commitment on the New Increase Date (the “Post-Increase Revolving Lenders”), and each of the New such Post-Increase Revolving Lenders shall purchase from each of the LendersPre-Increase Revolving Lender, at the principal amount thereof (together with accrued interest)thereof, such interests in the Revolving Loans and Letter participation interests in Letters of Credit Usage outstanding on such Increased Amount Increase Date as shall be necessary in order that, after giving effect to all such assignments and purchases, such Revolving Loans and participation interests in Letter Letters of Credit Usage will be held by existing Pre-Increase Revolving Lenders and New Post-Increase Revolving Lenders ratably in accordance with their Revolving Commitments Pro Rata Percentage after giving effect to such increased Revolver Commitments. For purposes of clarity, the addition of such New Commitments foregoing provision is not intended to the reduce any Pre-Increase Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunderLender’s existing Revolver Commitment. (cf) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Each Increase Joinder Agreement may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents Documents, including such amendments to the Schedules to this Agreement, as may be necessary or appropriate, in the reasonable opinion of Administrative Agent and the Administrative Agent, Borrower to effect the provisions provision of this Section 2.182.09 (including information as to any acquired business), and for the avoidance of doubt, this Section 2.09 shall supersede any provisions in Section 2.14 or 10.02 to the contrary.

Incremental Facility. (a) The Borrower may Borrowers may, by written notice to the Administrative Agent (the “Increased Commitment Notice”), elect to request, prior to request from and after the Maturity 60th day after the Closing Date, one or more increases to additional tranches of Term Loans (“New Term Loans” and the existing Revolving Commitments (any such increasecommitments thereto, the “New Term Loan Commitments”), ) on one or more occasions by an aggregate amount for all New Commitments not in excess of $75,000,000 in the Incremental Available Amount (subject to Section 1.07, determined as aggregate. Any New Term Loan Commitments shall be in the minimum amount of the date $15,000,000 and in integral multiples of effectiveness of such New Commitments) and not less than $25,000,000 individually 5,000,000 in excess thereof (or such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount difference between $75,000,000 and the sum of all such New Term Loan Commitments permitted obtained prior to be incurred pursuant to this Section 2.18 at such timedate), and integral multiples shall be subject to the voluntary participation of $25,000,000 Lenders in excess of that amountsuch New Term Loan Commitments as otherwise provided herein. Each such Such notice shall specify (Ai) the date (each, an the “Increased Amount Date”) on which Borrower proposes the Borrowers propose that the New Commitments Term Loans shall be effective, which and shall be a date not less than 10 5 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) nor more than 45 days after the date on which such notice is delivered to the Administrative Agent and which (or such shorter period as may be contingent upon approved by the closing of an acquisition or other transaction Administrative Agent) and (Bii) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) Eligible Assignee (each, a “New Term Loan Lender”), ) to whom Borrower proposes the Borrowers propose any portion of such New Term Loan Commitments be allocated and the amounts of such allocations proposed allocations. (it being understood that b) The entering into of New Term Loan Commitments shall be subject to the identity satisfaction of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion each of the New Commitments following conditions precedent, as reasonably determined by the Administrative Agent: (i) any existing Lender may elect or decline, in its sole discretion, to provide a New Term Loan Commitment. Such ; provided, however, that the election by any such Lender to provide or not provide New Term Loan Commitments shall become effective in no way affect its then existing obligations under the Loan Documents; (ii) no Default or Event of Default shall have occurred and be continuing on the date the Increase Commitment Notice is delivered and no Default or Event of Default shall exist on the Increased Commitment Amount Date, both before and after giving effect to the Series of New Term Loans; (iii) calculations are made by the Borrowers demonstrating that the Borrowers shall be in compliance with the requirements of the Senior Notes Indenture, the Refinancing Notes Indenture (if outstanding) and the Revolving Credit Agreement, in each case applicable to the incurrence of the New Term Loans after giving effect thereto and demonstrating that, as at the last day of the Fiscal Quarter most recently ended for which financial statements have been delivered in accordance with Section 6.01(a) or (b), after giving pro forma effect to the incurrence of the New Term Loans and the anticipated use of the proceeds thereof, Intermediate Holdings and its Subsidiaries shall have a Consolidated Senior Secured Leverage Ratio for the Measurement Period ended on the last day of such Increased Amount Date; provided thatFiscal Quarter of not greater than 3.00:1.00 (calculated as if the incurrence of the New Term Loans and the anticipated use of the proceeds thereof had occurred on the last day of such Fiscal Quarter), subject and the Borrowers shall have furnished to Section 1.07 (except the Administrative Agent a certificate from a Responsible Officer certifying as set forth in to compliance with the parenthetical proviso to requirements of this clause (1iii); (iv) below), (1) on such Increased Amount Dateboth before and after giving effect to the making of any Series of New Term Loans, each of the conditions set forth in Section 4.02(a) 4.01 and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) 4.02 shall be satisfied satisfied; (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2v) the New Term Loan Commitments and New Term Loans shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if anyapplicable Lenders, the New Lenders Borrowers and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; 11.06; (3vi) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower Borrowers shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by Administrative Agent in connection with the New Term Loan Commitments; (vii) as reasonably requested by Administrative Agent, the Loan Parties shall have acknowledged and ratified that their obligations under the applicable Loan Documents remain in full force and effect, as modified by the implementation of the New Lenders or the Issuing Banks Term Loan Commitments; and (viii) in connection with the making of any New Term Loan Commitments, the Borrowers shall have paid all arranger fees and closing fees agreed with respect to such transactionNew Term Loan Commitments, together with all reasonable and documented out-of-pocket costs and expenses incurred by the Administrative Agent in connection with the implementation of the New Term Loan Commitments (including, without limitation, reasonable and documented attorneys’ fees and costs of outside counsel); and (c) The terms and provisions of the New Term Loans and New Term Loan Commitments of any Series shall be, except as otherwise set forth herein or in the applicable Joinder Agreement, identical to the existing Term Loans; provided that (i) the applicable Maturity Date of each Series shall be no earlier than the final Maturity Date of the Term Loans outstanding on the Increased Amount Date with respect to such New Term Loans and the mandatory prepayment and other payment rights (other than Repayment Amounts and Repayment Dates) of the New Term Loans and the existing Term Loans shall be identical, (ii) the weighted average life to maturity of the New Term Loans shall be no shorter than the weighted average life to maturity of the Term B Loans (as in effect on the Closing Date), (iii) the Effective Yield and the amortization schedule applicable to the New Term Loans of each Series shall be determined by the Borrowers and the applicable new Lenders and shall be set forth in each applicable Joinder Agreement, (iv) the Effective Yield applicable to such Series of New Term Loans may differ from that applicable to the then outstanding Series of Term Loans; provided further, however, that if the Effective Yield for such New Term Loans exceeds the Effective Yield of any Series of the then outstanding Term Loans by more than 0.50% per annum, the Applicable Rate for all then outstanding Term Loans shall be increased as of such date in accordance with the requirements of “Applicable Rate” and (v) all other terms applicable to the New Term Loans of each Series that differ from the existing Term Loans shall be reasonably acceptable to the Administrative Agent (as evidenced by its execution of the applicable Joinder Agreement); provided further that such borrowers shall be the Borrowers. (bd) On any Increased Commitment Amount Date on which any New Term Loan Commitments of any Series are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each New Term Loan Lender with a New Term Loan Commitment of any Series shall make a Loan to the Lenders shall assign Borrowers (a “New Term Loan”) in an amount equal to each its New Term Loan Commitment of the New Lenderssuch Series, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Term Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender of any Series shall become a Lender for all purposes hereunderhereunder with respect to the New Term Loan Commitment of such Series and the New Term Loans of such Series made pursuant thereto. (ce) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Commitment Amount Date and in respect thereof (i) thereof, the New Term Loan Commitments and the New Term Loan Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (df) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Each Joinder Agreement 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 give effect to the provisions of this Section 2.182.14.

Incremental Facility. (a) The At any time during the Revolving Commitment Period, the Borrower may by written notice request from time to time from one or more existing Lenders or from other Eligible Assignees reasonably acceptable to the Administrative Agent elect to requestAgent, prior the Issuing Lender, the Swingline Lender and the Borrower (but subject to the Maturity Date, one or more increases to conditions set forth in clause (b) below) that the existing Total Revolving Commitments be increased by an amount not to exceed the Available Revolving Increase Amount (any each such increase, the an “New CommitmentsIncrease”), by ; provided that the Borrower may not request an aggregate amount for all New Increase on more than three occasions during the Revolving Commitment Period. No Lender shall be obligated to increase its Revolving Commitments not in excess connection with a proposed Increase. The Administrative Agent shall invite each Lender to provide a portion of the Incremental Available Amount Increase ratably in accordance with its Revolving Percentage of each requested Increase (subject it being agreed that no Lender shall be obligated to Section 1.07, determined as of the date of effectiveness provide an Increase and that any Lender may elect to participate in such Increase in an amount that is less than its Revolving Percentage of such New Commitmentsrequested Increase or more than its Revolving Percentage of such requested Increase if other Lenders have elected not to participate in any applicable requested Increase in accordance with their Revolving Percentage) and to the extent, 5 Business Days after receipt of invitation, sufficient Lenders do not agree to provide the full amount of such Increase, then the Administrative Agent shall use its best efforts to arrange for any prospective lender that satisfies the criteria of being an “Eligible Assignee” to become a Lender in connection with the proposed Increase. Any Increase shall be in an amount of at least $5,000,000 (or, if the Available Revolving Increase Amount is less than $25,000,000 individually (or 5,000,000, such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), Available Revolving Increase Amount) and integral multiples of $25,000,000 1,000,000 in excess thereof. Additionally, for the avoidance of doubt, it is understood and agreed that amountin no event shall the aggregate amount of the Increases to the Revolving Commitments exceed the Available Revolving Increase Amount during the term of the Agreement. Each such notice shall specify (A) request for an Increase delivered by the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent shall set forth the amount and which may proposed terms of the Increase. (b) Each of the following shall be contingent upon conditions precedent to any Increase of the closing of an acquisition or other transaction Revolving Commitments in connection therewith: (i) any Increase shall be on the same terms (including the interest rate, and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(bmaturity date), subject to approval thereof by the Administrative Agent as applicable, as, and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (eachdocumentation applicable to, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied)Revolving Facility then in effect; provided that any Lender approached such Increase may provide for terms (including interest rate) more favorable to provide all or a portion of such Increase lenders, if any existing Revolving Loans at the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as time of such Increased Amount DateIncrease are also provided the benefit of such more favorable terms (and the consent of any existing Revolving Lender shall not be required to implement such terms); provided thatfurther, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) that any fees shall be satisfied (provided that if agreed between the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred Borrower and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New CommitmentsIncrease; (ii) the Borrower shall have delivered a written request for such Increase at least 10 Business Days prior to the requested establishment of such Increase (or such later date as may be reasonably approved by the Administrative Agent), customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including which request shall set forth the accuracy amount and proposed terms of the representations and warranties contained in the applicable acquisition agreement as are material Increase; (iii) each lender agreeing to the interests of the lenders providing such New CommitmentsIncrease, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative AgentAgent shall have signed an Increase Joinder (any Increase Joinder may, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by consent of the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments Borrower and the New Lenders, and (ii) the respective interests in lenders agreeing to such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other LendersIncrease, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, appropriate to effect effectuate the provisions of this Section 2.182.27 (including the preceding clause (ii))), the Borrower shall have executed any Notes requested by any Lender in connection with the making of the Increase, and the Loan Parties shall have delivered any legal opinions, resolutions and customary closing certificates requested by the Administrative Agent. Notwithstanding anything to the contrary in this Agreement or in any other Loan Document, an Increase Joinder reasonably satisfactory to the Administrative Agent, and the amendments to this Agreement effected thereby, shall not require the consent of any Lender other than the Lender(s) agreeing to establish such Increase; (iv) immediately after giving pro forma effect to such Increase and the use of proceeds thereof, each of the conditions precedent in Section 5.2(a) are satisfied (other than in connection with Limited Condition Acquisitions, in which case (i) Section 5.2(a) shall be satisfied only in connection with the Specified Representations and (ii) the Specified Acquisition Agreement Representations shall be true and correct on the date Loans are made under the Increase, but only to the extent that the Borrower (or any of its Affiliates) has the right (taking into account any applicable cure provisions) to terminate its (or such Affiliates’) obligations under the Limited Condition Acquisition Agreement, or to decline to consummate the Limited Condition Acquisition Agreement (in each case, in accordance with the terms thereof) as a result of a breach of such Specified Acquisition Agreement Representations); (v) immediately after giving pro forma effect to such Increase and the use of proceeds thereof, (A) no Default or Event of Default shall have occurred and be continuing at the time of such Increase (other than in connection with Limited Condition Acquisitions, in which case there shall be no Default or Event of Default as of the LCA Test Date and no Event of Default under Section 8.1(a) or (f) immediately after giving effect to such Increase and the use of proceeds thereof) and (B) the Borrower shall be in compliance with the financial covenants set forth in Section 7.1 hereof as of the end of the most recently ended quarter for which financial statements are required to be delivered prior to such Increase, and the Borrower shall have delivered to the Administrative Agent a Compliance Certificate evidencing compliance with the requirements of this clause (v) (provided that, in the case of a Limited Condition Acquisition, such calculation shall be made in compliance with Section 1.6); (vi) in connection with such Increase, the Borrower shall pay to the Administrative Agent, for the benefit of the Administrative Agent or the Increase lenders, as applicable, all fees that the Borrower has agreed to pay in connection with such Increase (including pursuant to the Fee Letter); and (vii) upon each Increase in accordance with this Section 2.27, all outstanding Loans, participations hereunder in Letters of Credit and participations hereunder in Swingline Loans held by each Lender shall be reallocated among the Lenders (including any newly added Lenders) in accordance with the Lenders’ respective revised Revolving Percentages and L/C Percentages, pursuant to procedures reasonably determined by the Administrative Agent in consultation with the Borrower. (c) Upon the effectiveness of any Increase, (i) all references in this Agreement and any other Loan Document to the Revolving Loans shall be deemed, unless the context otherwise requires, to include such Increase advanced pursuant to this Section 2.27 and any amendments effected through the Increase Joinder and (ii) all references in this Agreement and any other Loan Document to the Revolving Commitment shall be deemed, unless the context otherwise requires, to include the commitment to advance an amount equal to such Increase pursuant to this Section 2.27. (d) The Revolving Loans and Revolving Commitments established pursuant to this Section 2.27 shall constitute Revolving Loans and Revolving Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from any guarantees and the security interests created by the Loan Documents. The Borrower shall take any actions reasonably required by Administrative Agent to ensure and demonstrate that the Liens and security interests granted by the Loan Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Revolving Commitments.

Incremental Facility. (a) The At any time during the Revolving Commitment Period, the Borrower may by written notice request from time to time from one or more existing Lenders or from other Eligible Assignees reasonably acceptable to the Administrative Agent elect to requestAgent, prior the Issuing Lender, the Swingline Lender and the Borrower (but subject to the Maturity Date, one or more increases to conditions set forth in clause (b) below) that the existing Total Revolving Commitments be increased by an amount not to exceed the Available Revolving Increase Amount (any each such increase, the an “New CommitmentsIncrease”), by ; provided that the Borrower may not request an aggregate amount for all New Increase on more than five occasions during the Revolving Commitment Period. No Lender shall be obligated to increase its Revolving Commitments not in excess connection with a proposed Increase. The Administrative Agent shall invite each Lender to provide a portion of the Incremental Available Amount Increase ratably in accordance with its Revolving Percentage of each requested Increase (subject it being agreed that no Lender shall be obligated to Section 1.07, determined as of the date of effectiveness provide an Increase and that any Lender may elect to participate in such Increase in an amount that is less than its Revolving Percentage of such New Commitmentsrequested Increase or more than its Revolving Percentage of such requested Increase if other Lenders have elected not to participate in any applicable requested Increase in accordance with their Revolving Percentage) and to the extent, five (5) Business Days after receipt of invitation, sufficient Lenders do not agree to provide the full amount of such Increase, then the Administrative Agent may invite any prospective lender that satisfies the criteria of being an “Eligible Assignee” to become a Lender in connection with the proposed Increase. Any Increase shall be in an amount of at least $5,000,000 (or, if the Available Revolving Increase Amount is less than $25,000,000 individually (or 5,000,000, such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), Available Revolving Increase Amount) and integral multiples of $25,000,000 1,000,000 in excess thereof. Additionally, for the avoidance of doubt, it is understood and agreed that amountin no event shall the aggregate amount of the Increases to the Revolving Commitments exceed the Available Revolving Increase Amount during the term of the Agreement. Each such notice shall specify (A) request for an Increase delivered by the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent shall set forth the amount and which may proposed terms of the Increase. (b) Each of the following shall be contingent upon conditions precedent to any Increase of the closing of an acquisition or other transaction Revolving Commitments in connection therewith: (i) any Increase shall be on the same terms (including the interest rate, and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(bmaturity date), subject to approval thereof by the Administrative Agent as applicable, as, and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (eachdocumentation applicable to, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied)Revolving Facility then in effect; provided that any Lender approached such Increase may provide for terms (including interest rate) more favorable to provide all or a portion of such Increase lenders, if any existing Revolving Loans at the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as time of such Increased Amount DateIncrease are also provided the benefit of such more favorable terms (and the consent of any existing Revolving Lender shall not be required to implement such terms); provided thatprovided, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below)further, (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) that any fees shall be satisfied (provided that if agreed between the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred Borrower and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New CommitmentsIncrease; (ii) the Borrower shall have delivered a written request for such Increase at least ten (10) Business Days prior to the requested establishment of such Increase (or such later date as may be reasonably approved by the Administrative Agent), customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including which request shall set forth the accuracy amount and proposed terms of the representations and warranties contained in the applicable acquisition agreement as are material Increase; (iii) each lender agreeing to the interests of the lenders providing such New CommitmentsIncrease, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative AgentAgent shall have signed an Increase Joinder (any Increase Joinder may, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by consent of the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments Borrower and the New Lenders, and (ii) the respective interests in lenders agreeing to such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other LendersIncrease, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, appropriate to effect effectuate the provisions of this Section 2.182.27 (including the preceding clause (ii)) and the Borrower shall have executed any Notes requested by any Lender in connection with the making of the Increase. Notwithstanding anything to the contrary in this Agreement or in any other Loan Document, an Increase Joinder reasonably satisfactory to the Administrative Agent, and the amendments to this Agreement effected thereby, shall not require the consent of any Lender other than the Lender(s) agreeing to establish such Increase; (iv) immediately after giving pro forma effect to such Increase and the use of proceeds thereof, each of the conditions precedent in Section 5.2(a) are satisfied (other than in connection with Limited Condition Acquisitions, in which case (i) Section 5.2(a) shall be satisfied only in connection with the Specified Representations and (ii) the Specified Acquisition Agreement Representations shall be true and correct on the date Loans are made under the Increase, but only to the extent that the Borrower (or any of its Affiliates) has the right (taking into account any applicable cure provisions) to terminate its (or such Affiliates’) obligations under the Limited Condition Acquisition, or to decline to consummate the Limited Condition Acquisition Agreement (in each case, in accordance with the terms thereof) as a result of a breach of such Specified Acquisition Agreement Representations); (v) immediately after giving pro forma effect to such Increase and the use of proceeds thereof, (A) no Default or Event of Default shall have occurred and be continuing at the time of such Increase (other than in connection with Limited Condition Acquisitions, in which case there shall be no Default or Event of Default as of the LCA Test Date) and (B) the Borrower shall be in compliance with the then applicable financial covenants set forth in Section 7.1 hereof as of the end of the most recently ended month and quarter for which financial statements are required to be delivered prior to such Increase, and the Borrower shall have delivered to the Administrative Agent a Compliance Certificate evidencing compliance with the requirements of this clause (v) (provided that in the case of a Limited Condition Acquisition, such calculation shall be made in compliance with Section 1.4); (vi) in connection with such Increase, the Borrower shall pay to the Administrative Agent, for the benefit of the Administrative Agent or the Increase lenders, as applicable, all fees that the Borrower has agreed to pay in connection with such Increase; and (vii) upon each Increase in accordance with this Section 2.27, all outstanding Loans, participations hereunder in Letters of Credit and participations hereunder in Swingline Loans held by each Lender shall be reallocated among the Lenders (including any newly added Lenders) in accordance with the Lenders’ respective revised Revolving Percentages and L/C Percentages, pursuant to procedures reasonably determined by the Administrative Agent in consultation with the Borrower. (c) Upon the effectiveness of any Increase, (i) all references in this Agreement and any other Loan Document to the Revolving Loans shall be deemed, unless the context otherwise requires, to include such Increase advanced pursuant to this Section 2.27 and any amendments effected through the Increase Joinder and (ii) all references in this Agreement and any other Loan Document to the Revolving Commitment shall be deemed, unless the context otherwise requires, to include the commitment to advance an amount equal to such Increase pursuant to this Section 2.27. (d) The Revolving Loans and Revolving Commitments established pursuant to this Section 2.27 shall constitute Revolving Loans and Revolving Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from any guarantees and the security interests created by the Loan Documents. The Borrower shall take any actions reasonably required by Administrative Agent to ensure and demonstrate that the Liens and security interests granted by the Loan Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Revolving Commitments.

Incremental Facility. (a) The Borrower may by written notice to On or before the Administrative Agent elect to request, prior to final maturity date of each the Maturity Date, one or more increases to the existing Revolving Commitments (any such increaseSenior Facilities, the Borrower will have the right, but not the obligation, to increase the amount of the Term B Facility by incurring an incremental term loan facility (the “New CommitmentsIncremental Facility”), by ) in an aggregate principal amount for not to exceed $250.0 million; provided that (i) no event of default or default exists or would exist after giving effect thereto, (ii) all New Commitments not in excess of the Incremental Available Amount (subject to Section 1.07, determined as of financial covenants would be satisfied on a pro forma basis on the date of effectiveness of such New Commitments) incurrence and not less than $25,000,000 individually (or such lesser amount which shall be approved by for the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time)most recent determination period, and integral multiples of $25,000,000 in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, Incremental Facility and (iii) each New Lender shall become a Lender (a) the yield applicable to the Incremental Facility will not be more than 0.25% higher than the corresponding interest rate for all purposes hereunder. the existing Term B Facility, unless the interest rate margins with respect to the Term B Facility is increased by an amount equal to the difference between the yield with respect to the Incremental Facility and the corresponding interest rate on the Term B Facility, minus 0.25%, (b) the maturity date applicable to the Incremental Facility will not be earlier than the maturity date of the Term B Facility, (c) The Administrative Agent shall notify the Lenders promptly upon receipt weighted average life to maturity of the Borrower’s notice Incremental Facility will not be shorter than the then remaining weighted average life to maturity of each Increased Amount Date the Term B Facility and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The all other terms (other than pricing and provisions (including pricingamortization) of the New Loans shall be identical to Incremental Facility, if not consistent with the terms of the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoingTerm B Facility (except as permitted by subclauses (a), (xb) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (yc) the New Loans will not of this clause (iii), must be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged reasonably acceptable to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement 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, . Such increased amounts will be provided by existing Lenders or other persons who become Lenders in connection therewith; provided that no existing Lender will be obligated to effect provide any such increased portion of the provisions of this Section 2.18Senior Facilities.

Incremental Facility. (a) The Subject to the terms and conditions set forth in this Agreement, upon the request of the Borrower and so long as no Default or Event of Default then exists hereunder or would be created by the extension of such additional commitments or the making of such additional Loans, Borrower may by written notice to the Administrative Agent elect to request, prior to the Maturity Date, without obligation: (i) one or more increases in the Revolving Credit Commitments of one or more of the Lenders or (ii) an additional Revolving Credit Commitment from any Eligible Institution which may hereafter become a Lender and a party to this Agreement, or (iii) any combination of (i) and (ii) above, such that the existing aggregate Revolving Credit Commitments of all of the Lenders (including any Eligible Institution which may hereafter become a Lender pursuant to this Section) may be increased to $125,000,000 (such increases of the Revolving Credit Commitment(s), and/or any such increase, new Revolving Credit Commitment are hereinafter referred to as the “New CommitmentsIncremental Facilities” or each as an “Incremental Facility”), by an aggregate amount for all New Commitments not in excess of the provided that (a) any such requested Incremental Available Amount (subject to Section 1.07, determined as of the date of effectiveness of such New Commitments) and not less than $25,000,000 individually (or such lesser amount which Facility shall be have been approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time)Agent, and integral multiples of $25,000,000 in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (eachwithheld, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) the amount of a Lender’s Revolving Credit Commitment may not be increased without the prior written consent of such Lender, (c) the principal amount of any such Incremental Facility requested by Borrower shall not be less than $10,000,000, (d) the aggregate principal amount of all such Incremental Facilities shall not exceed $45,000,000 in the aggregate, and (e) each Incremental Facility shall bear interest at the interest rates applicable hereunder to the other Revolving Credit Loans of the Lenders to the Borrower (with references therein such interest payable on the dates set forth herein for interest on the other Revolving Credit Loans), shall mature and be payable at the end of the Revolving Credit Period, and shall have other terms applicable to such Incremental Facility the same as those applicable to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the other Revolving Credit Loans under such New Commitments are hereunder. The Incremental Facilities do not need to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of funded by the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with Lenders in accordance with Section 1.07) their respective Pro Rata Shares provided they otherwise comply with the terms of this Section, and (y) the requirements definitions of Section 4.02(a) “Revolving Credit Commitments,” “Notes,” “Pro Rata Shares” and other similar provisions of this Agreement shall be subject toamended as necessary to accommodate each such Incremental Facility as shall be described in writing by the Agent to the Borrower and the Lenders. In the event the Lenders, if in their discretion, decline to provide the full amount of any Incremental Facility requested by Borrower, the Agent may obtain commitments from one or more other Eligible Institutions willing to provide such requested Incremental Facility and may have such new Eligible Institutions become parties to this Agreement as Lenders hereunder (with Revolving Credit Commitments in the amount or amounts agreed to by the lenders providing Borrower, Agent and such New Commitments, customary “SunGard” or Eligible Institutions) by having such other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained Eligible Institutions execute a Joinder Agreement in the applicable acquisition agreement as are material form of Exhibit L attached hereto and incorporated herein by this reference. With respect to each Incremental Facility, Borrower covenants and agrees to execute and deliver to the interests of Agent and the lenders providing Lenders such New Commitments, but only additional Notes or amended and restated Notes payable to the extent that the Borrower or any respective orders of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign participating therein as may be necessary to each evidence such Incremental Facility, together with such other resolutions, documents and agreements as may be required by the Agent or any of the New LendersLenders in connection therewith, and each of the New Lenders shall purchase from each of the Lendersincluding, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage outstanding on such Increased Amount Date as shall be necessary in order that, after giving effect but not limited to all such assignments and purchases, such Revolving Loans and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other Lenders, effect such required amendments to this Agreement and any opinions of counsel which Agent and the other Loan Documents Lenders may require with respect thereto. All Collateral shall secure all of Borrower’s Obligations, including, without limitation, any such Borrower’s Obligations incurred as may be necessary or appropriate, in the opinion a part of the Administrative Agent, to effect the provisions of this Section 2.18any such Incremental Facility.

Incremental Facility. (a) The Borrower may by written notice to the Administrative Agent elect to request, prior to the Latest Maturity Date, the establishment of one or more increases commitments (each, an “Incremental Commitment”) to the existing Revolving Commitments make additional Loans (any such increase, the each an “New CommitmentsIncremental Loan”), by an aggregate amount for all New Incremental Commitments not in excess of the Incremental Available Amount (subject to Section 1.071.06, determined as of the date of effectiveness of such New Incremental Commitments) and not less than $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Incremental Commitments permitted to be incurred pursuant to this Section 2.18 at such time), and integral multiples of $25,000,000 in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Incremental Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Additional Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a an “New Incremental Lender”), to whom Borrower proposes any portion of such New Incremental Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Incremental Commitments may elect or decline, in its sole discretion, to provide a New an Incremental Commitment. Such New Incremental Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.18.;

Incremental Facility. (a) The On one or more occasions at any time after the Effective Date, the Borrower may by written notice to the Administrative Agent elect to request, prior to request the Maturity Date, establishment of one or more increases to the existing Revolving Commitments new term loan commitments (any such increase, the “New Term Loan Commitments”), by up to an aggregate amount for all New Commitments not in excess of the Incremental Available Amount (subject to Section 1.07, determined as of the date of effectiveness of such New Commitments) and not less than exceed $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), and integral multiples of $25,000,000 in excess of that amount250,000,000. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which the Borrower proposes that the such New Term Loan Commitments shall be effective, which shall be a date not less than 10 five (5) Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Agent. The Administrative Agent and and/or its Affiliates shall use commercially reasonable efforts, with the Issuing Banks in assistance of the case of a Person that is not a LenderBorrower, to the extent such approval is required in the case arrange a syndicate of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after that are Eligible Assignees willing to hold the date of such notice so long as the approval requirements, if any, are satisfied)requested New Term Loan Commitments; provided that (x) any New Term Loan Commitments on any Increased Amount Date shall be in the minimum aggregate amount of $10,000,000, (y) any Lender approached to provide all or a portion of the New Term Loan Commitments may elect or decline, in its sole discretion, to provide a New Term Loan Commitment. Such ; provided if any Lender so approached fails to respond, such Lender shall be deemed to have declined to provide such New Commitments shall become effective as Term Loan Commitments, and (z) any Lender or other Person that is an Eligible Assignee (each, a “New Term Loan Lender”) to whom any portion of such Increased Amount Date; provided that, New Term Loan Commitment shall be allocated shall be subject to Section 1.07 the approval of the Borrower and the Administrative Agent (except as set forth in the parenthetical proviso such approval not to clause (1) belowbe unreasonably withheld or delayed), unless such New Term Loan Lender is an existing Lender. The terms and provisions of any New Term Loan Commitments and any New Term Loans shall (1a) on such Increased Amount Dateprovide that the maturity date of any New Term Loan that is a separate tranche shall be no earlier than the Maturity Date and shall not have any scheduled amortization payments, each of the conditions set forth in Section 4.02(a) and (b) share ratably in any prepayments of the existing Loans, unless the Borrower and the New Term Loan Lenders in respect of such New Term Loans elect lesser payments and (with references therein c) other than pricing or maturity date, shall have the same terms as the then outstanding tranches of existing Loans; provided that applicable interest rate margins, arrangement fees, upfront or other fees, original issue discount and amortization (subject to the “Effective Date” being deemed remaining terms of this proviso) with respect to refer instead any New Term Loan Commitments shall be determined by the Borrower and the applicable New Term Loan Lenders; provided, further, that New Term Loan Commitments may contain (x) additional or more restrictive covenants that are applicable only to periods after the latest Maturity Date of any Loans outstanding immediately prior to giving effect to such Increased Amount Date andNew Term Loan Commitments and (y) other terms that are reasonably acceptable to the Administrative Agent. The effectiveness of any New Term Loan Commitments and the availability of any borrowings under any such New Term Loan Commitment shall be subject to the satisfaction of the following conditions precedent: (x) after giving pro forma effect to such New Term Loan Commitments and borrowings and the use of proceeds thereof, (i) no Default or Event of Default shall exist and (ii) as of the last day of the most recent month for which financial statements have been delivered pursuant to Section 5.01, the Borrower would have been in compliance with the Financial Covenants that are applicable at such time; (y) the representations and warranties made or deemed made by the Borrower in any Loan Document shall be true and correct in all material respects (or, in the case of Section 4.02(b)any such representation or warranty already qualified by materiality, before and after giving effect to in all respects) on the effective date of such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Term Loan Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only except to the extent that such representations and warranties expressly relate solely to an earlier date (in which case such representations and warranties shall have been true and correct in all material respects (or, in the Borrower or case of any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate))already qualified by materiality, in all respects) on and as of such earlier date) and except for changes in factual circumstances specifically and expressly permitted under the Loan Documents; and (2z) the New Commitments Administrative Agent shall be effected pursuant have received each of the following, in form and substance reasonably satisfactory to one or more Joinder Agreements executed and the Administrative Agent: (i) if not previously delivered by the Borrower, each Guarantor, if any, the New Lenders and to the Administrative Agent, copies certified by the Secretary or Assistant Secretary of (A) all corporate or other necessary action taken by the Borrower to authorize such New Term Loan Commitments and (B) if applicable, all corporate, partnership, member, or other necessary action taken by each Guarantor authorizing the Guaranty by such Guarantor of which shall be recorded in the Register and each such New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Term Loan Commitments; and (4ii) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably if requested by the Administrative Agent, a customary opinion of counsel to the New Lenders Borrower and the Guarantors (which may be in substantially the same form as delivered on the Effective Date and, if applicable, may be delivered by internal counsel of the Borrower), and addressed to the Administrative Agent and the Lenders, and (iii) if requested by any Lender, new notes executed by the Borrower, payable to any new Lender, and replacement notes executed by the Borrower, payable to any existing Lenders; provided, that, such Lender shall promptly return any existing Notes held by such Lender to the Borrower (or, if lost, destroyed or mutilated, if requested by the Issuing Banks Borrower, a lost note affidavit in connection with any such transaction. (b) customary form and including a customary indemnity). On any Increased Amount Date on which any New Term Loan Commitments are effectiveeffected, subject to the satisfaction of the foregoing terms and conditions, (i) each of New Term Loan Lender shall make a Loan to the Lenders shall assign Borrower (a “New Term Loan”) in an amount equal to each of the its New LendersTerm Loan Commitment, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Term Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) hereunder with respect to the New Term Loan Commitment and the New Term Loans made pursuant thereto. The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Term Loan Commitments and the New Term Loan Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) Section. The terms and provisions (including pricing) of upfront fees payable to the New Loans Term Loan Lenders shall be identical determined by the Borrower and the applicable New Term Loan Lenders. The New Term Loan Commitments shall be effected pursuant to one or more Additional Credit Extension Amendments executed and delivered by the existing Loans. For Borrower or New Term Loan Lenders and the avoidance of doubtAdministrative Agent, and without limiting each of which shall be recorded in the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basisRegister. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement Each Additional Credit Extension 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 2.182.04.

Incremental Facility. (a) The At any time during the Revolving Commitment Period, the Borrower may by written notice request from time to time from one or more existing Lenders or from other Eligible Assignees reasonably acceptable to the Administrative Agent elect to requestAgent, prior the Issuing Lender, the Swingline Lender and the Borrower (but subject to the Maturity Date, one or more increases to conditions set forth in clause (b) below) that the existing Total Revolving Commitments be increased by an amount not to exceed the Available Revolving Increase Amount (any each such increase, the an “New CommitmentsIncrease”), by ; provided that the Borrower may not request an aggregate amount for all New Increase on more than 2 occasions during the Revolving Commitment Period. No Lender shall be obligated to increase its Revolving Commitments not in excess connection with a proposed Increase. The Administrative Agent shall invite each Lender to provide a portion of the Incremental Available Amount Increase ratably in accordance with its Revolving Percentage of each requested Increase (subject it being agreed that no Lender shall be obligated to Section 1.07, determined as of the date of effectiveness provide an Increase and that any Lender may elect to participate in such Increase in an amount that is less than its Revolving Percentage of such New Commitmentsrequested Increase or more than its Revolving Percentage of such requested Increase if other Lenders have elected not to participate in any applicable requested Increase in accordance with their Revolving Percentage) and to the extent, 5 Business Days after receipt of invitation, sufficient Lenders do not agree to provide the full amount of such Increase, then the Administrative Agent may invite any prospective lender that satisfies the criteria of being an “Eligible Assignee” to become a Lender in connection with the proposed Increase. Any Increase shall be in an amount of at least $5,000,000 (or, if the Available Revolving Increase Amount is less than $25,000,000 individually (or 5,000,000, such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), Available Revolving Increase Amount) and integral multiples of $25,000,000 1,000,000 in excess thereof. Additionally, for the avoidance of doubt, it is understood and agreed that amountin no event shall the aggregate amount of the Increases to the Revolving Commitments exceed the Available Revolving Increase Amount during the term of the Agreement. Each such notice shall specify (A) request for an Increase delivered by the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent shall set forth the amount and which may proposed terms of the Increase. (b) Each of the following shall be contingent upon conditions precedent to any Increase of the closing of an acquisition or other transaction Revolving Commitments in connection therewith: (i) any Increase shall be on the same terms (including the interest rate, and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(bmaturity date), subject to approval thereof by the Administrative Agent as applicable, as, and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (eachdocumentation applicable to, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied)Revolving Facility then in effect; provided that any such Increase may provide for terms (including interest rate) more favorable to such Increase lenders, if any existing Revolving Loans at the time of such Increase are also provided the benefit of such more favorable terms (and the consent of any existing Revolving Lender approached shall not be required to provide all implement such terms); (ii) the Borrower shall have delivered a written request for such Increase at least 10 Business Days prior to the requested establishment of such Increase (or a portion such later date as may be reasonably approved by the Administrative Agent), which request shall set forth the amount and proposed terms of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 Increase; (except as set forth in the parenthetical proviso to clause (1iii) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead lender agreeing to such Increased Amount Date andIncrease, in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative AgentAgent shall have signed an Increase Joinder (any Increase Joinder may, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by consent of the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments Borrower and the New Lenders, and (ii) the respective interests in lenders agreeing to such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other LendersIncrease, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, appropriate to effect effectuate the provisions of this Section 2.182.27 (including the preceding clause (ii))) and the Borrower shall have executed any Notes requested by any Lender in connection with the making of the Increase. Notwithstanding anything to the contrary in this Agreement or in any other Loan Document, an Increase NY-2410154 Joinder reasonably satisfactory to the Administrative Agent, and the amendments to this Agreement effected thereby, shall not require the consent of any Lender other than the Lender(s) agreeing to establish such Increase; (iv) immediately after giving pro forma effect to such Increase and the use of proceeds thereof, each of the conditions precedent in Section 5.2(a) are satisfied (other than in connection with Limited Condition Acquisitions, in which case (i) Section 5.2(a) shall be satisfied only in connection with the Specified Representations and (ii) the Specified Acquisition Agreement Representations shall be true and correct on the date Loans are made under the Increase, but only to the extent that the Borrower (or any of its Affiliates) has the right (taking into account any applicable cure provisions) to terminate its (or such Affiliates’) obligations under the Limited Condition Acquisition, or to decline to consummate the Limited Condition Acquisition Agreement (in each case, in accordance with the terms thereof) as a result of a breach of such Specified Acquisition Agreement Representations); (v) immediately after giving pro forma effect to such Increase and the use of proceeds thereof, (A) no Default or Event of Default shall have occurred and be continuing at the time of such Increase (other than in connection with Limited Condition Acquisitions, in which case there shall be no Default or Event of Default as of the LCA Test Date and no Event of Default under Section 8.1(a) or (f) immediately after giving effect to such Increase and the use of proceeds thereof) and (B) the Borrower shall be in pro forma compliance with the financial covenants set forth in Section 7.1 hereof (including for the avoidance of doubt the covenant set forth in Section 7.1(a), if the Borrower’s pro forma Adjusted Current Ratio would have resulted in a Covenant Testing Period) and have a pro forma Adjusted Current Ratio of at least 1.40:1.00, in each case, as of the end of the most recently ended quarter for which financial statements are required to be delivered prior to such Increase, and the Borrower shall have delivered to the Administrative Agent a Compliance Certificate evidencing compliance with the requirements of this clause (v) (provided that, in the case of a Limited Condition Acquisition, such calculation shall be made in compliance with Section 1.4); (vi) in connection with such Increase, the Borrower shall pay to the Administrative Agent, for the benefit of the Administrative Agent or the Increase lenders, as applicable, all fees that the Borrower has agreed to pay in connection with such Increase (including pursuant to the Fee Letter); and (vii) upon each Increase in accordance with this Section 2.27, all outstanding Loans, participations hereunder in Letters of Credit and participations hereunder in Swingline Loans held by each Lender shall be reallocated among the Lenders (including any newly added Lenders) in accordance with the Lenders’ respective revised Revolving Percentages and L/C Percentages, pursuant to procedures reasonably determined by the Administrative Agent in consultation with the Borrower. (c) Upon the effectiveness of any Increase, (i) all references in this Agreement and any other Loan Document to the Revolving Loans shall be deemed, unless the context otherwise requires, to include such Increase advanced pursuant to this Section 2.27 and any amendments effected through the Increase Joinder and (ii) all references in this Agreement and any other Loan Document to the Revolving Commitment shall be deemed, unless the context otherwise requires, to include the commitment to advance an amount equal to such Increase pursuant to this Section 2.27. (d) The Revolving Loans and Revolving Commitments established pursuant to this Section 2.27 shall constitute Revolving Loans and Revolving Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from any guarantees and the security interests created by the Loan Documents. The Borrower shall take any actions reasonably required by Administrative Agent to ensure and demonstrate that the Liens and security interests granted by the Loan Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Revolving Commitments. NY-2410154

Incremental Facility. (a) The Borrower may by written notice may, from time to time request that the Administrative Agent elect to request, prior to the Maturity Date, one or more increases to the existing Revolving Commitments (any such increase, the “New Commitments”), by an aggregate amount for all New Commitments not in excess of the Incremental Available Amount Commitments be increased (subject x) by having an existing Lender agree in its sole discretion to Section 1.07increase its then existing Commitment (an “Increase Lender”) and/or (y) by adding as a new Lender hereunder any Person (each such Person, determined as of the date of effectiveness of such New Commitmentsan “Assuming Lender”) and not less than $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time)and each Issuing Bank (in each case, and integral multiples of $25,000,000 in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) that shall agree to provide a Commitment hereunder (each, each such proposed increase pursuant to the foregoing clauses (x) and (y) being a “New LenderCommitment Increase”), in each case, by notice to whom Borrower proposes any portion the Administrative Agent specifying the amount of the relevant Commitment Increase, the Increase Lender(s) and/or Assuming Lender(s) providing such Commitment Increase and the date on which such Commitment Increase is to be effective (the “Increase Date”), which shall be a Business Day at least three Business Days after delivery of such New Commitments notice; provided, however, that: (i) the minimum amount of each Commitment Increase shall be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all $10,000,000 or a portion larger multiple of $5,000,000; (ii) the New Commitments may elect or declineaggregate amount of all Commitment Increases hereunder, in its sole discretiontogether with the aggregate amount of all Incremental Equivalent Debt incurred under Section 2.18(d), shall not exceed, at the time of incurrence thereof, the sum of (the amount available under clauses (A) through (C) below, the “Available Incremental Amount”): (A) an amount equal to provide a New Commitment. Such New Commitments shall become effective as the greater of (x) $413,000,000991,000,000 and (y) 100% of Consolidated Adjusted EBITDA for the most recently ended Measurement Period for which financial statements have been delivered, plus (B) the aggregate amount of any permanent optional reductions of Commitments, plus (C) an unlimited amount such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to the incurrence of such New Commitment) amount (which shall be satisfied deemed to include the full amount of any Commitment Increase being implemented at such time assuming that the full amount of such Commitment Increase had been drawn), the Total Net Leverage Ratio would not exceed 2.5 to 1.0 for the most recently ended Measurement Period for which financial statements have been delivered pursuant to Section 5.01(a) or (provided b) and calculated on a Pro Forma Basis (but calculating the Total Net Leverage Ratio without netting the cash proceeds from such Loans, and without giving effect to any substantially simultaneous incurrence of Indebtedness made pursuant to clause (xA) of this Section 2.18(a)(ii)); provided, that if the proceeds Borrower may elect to use clause (C) of the Loans under Available Incremental Amount prior to using clauses (A) or (B) of the Available Incremental Amount, and if both clause (C) and clauses (A) or (B) of the Available Incremental Amount are available, unless otherwise elected by the Borrower, then the Borrower will be deemed to have elected to use clause (zC) of the Available Incremental Amount first; (iii) both at the time of any such New Commitments are to be used to consummate a Limited Conditionality Acquisitionrequest and upon the effectiveness of any Commitment Increase, (x) no Specified Default or Event of Default shall have occurred and be continuing as or would result from such proposed Commitment Increase (provided that, with respect to any Commitment Increase the primary purpose of which is to finance a Limited Condition Transaction, the Increased Amount Date before and requirement pursuant to this Section 2.18(a)(iii) shall be that no Event of Default under clauses (a) or (b) of Article 7 or, solely with respect to the Borrower, clauses (h) or (i) of Article 7, shall exist after giving effect to such New Commitments Commitment Increase); (it being understood that the requirements of Section 4.02(biv) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained set forth in Article 3 and in the applicable acquisition agreement other Loan Documents shall be true and correct in all material respects (without duplication of any materiality qualifier contained therein) immediately prior to, and after giving effect to, such Commitment Increase as are material to the interests if made on and as of the lenders providing such New Commitmentsdate (or, but only to the extent that the Borrower or if any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty is expressly stated to have been made as of a specific date, as of such specific date (provided that, with respect to any Commitment Increase the primary purpose of which is to finance a Limited Condition Transaction, the only representations and warranties, the breach or inaccuracy of which shall be a condition to funding, shall be customary “Sungard” representations and warranties (with such representations and warranties to be accurate)reasonably determined by the Lenders providing such Commitment Increase); and (2v) (A) prior to the New Commitments Sixth Amendment Effective Date, any Commitment Increase shall be effected on terms that are identical to the existing Commitments (other than that certain Commitment Increase effectuated pursuant to one the Sixth Amendment) and (B) on and after the Sixth Amendment Effective Date, any Commitment Increase shall be on terms that are identical to the existing Tranche B Commitments.. Each notice by the Borrower under this paragraph shall be deemed to constitute a representation and warranty by the Borrower as to the matters specified in clause (iv) above. Notwithstanding anything herein to the contrary, no Lender shall have any obligation hereunder to become an Increase Lender and any election to do so shall be in the sole discretion of each Lender. (b) Each Commitment Increase (and the increase of the Commitment of each Increase Lender and/or the new Commitment of each Assuming Lender, as applicable, resulting therefrom) shall become effective as of the relevant Increase Date upon receipt by the Administrative Agent, on or more Joinder Agreements executed prior to 12:00 noon, New York City time, on such Increase Date, of (i) a certificate of a Financial Officer stating that the conditions with respect to such Commitment Increase under this Section 2.18 have been satisfied, (ii) an agreement (a “Commitment Increase Supplement”), in form and delivered by substance reasonably satisfactory to the Borrower, each GuarantorIncrease Lender, if any, the New Lenders each Assuming Lender and the Administrative Agent, and pursuant to which, effective as of such Increase Date, as applicable, the Commitment of each of which shall be recorded in the Register and each New such Increase Lender shall be subject to increased or each such Assuming Lender shall undertake a Commitment, in each case duly executed by such Increase Lender or Assuming Lender, as the requirements set forth in Section 2.14; (3) case may be, and the Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with acknowledged by the New Commitments; Administrative Agent and (4iii) Borrower shall deliver or cause to be delivered any such certificates, legal opinions or other documents from the Borrower reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks Agent in connection with any such transaction. Commitment Increase. Upon the Administrative Agent’s receipt of a fully executed Commitment Increase Supplement from each Increase Lender and/or Assuming Lender referred to in clause (bii) On any Increased Amount Date on which New Commitments are effectiveabove, subject together with the certificates, legal opinions and other documents referred to the satisfaction of the foregoing terms and conditions, in clauses (i) and (iii) above, the Administrative Agent shall record the information contained in each such agreement in the Register and give prompt notice of the relevant Commitment Increase to the Borrower and the Lenders (including, if applicable, each Assuming Lender). At the election of the Administrative Agent in its sole discretion, any Loans outstanding on such Increase Date shall be reallocated among the Lenders (with Lenders making any required payments to each other) to the extent necessary to keep the outstanding Loans ratable with any revised pro rata shares of such Lenders arising from any nonratable increase in the Commitments under this Section 2.18. Upon each such Commitment Increase, the participation interests of the Lenders in the then outstanding Letters of Credit shall assign automatically be adjusted to each of the New Lendersreflect, and each of the New Lenders Lender (including, if applicable, each Assuming Lender) shall purchase from have a participation in each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage outstanding on equal to, the Lenders’ respective Applicable Percentage of the aggregate amount available to be drawn under such Increased Amount Date as shall be necessary in order that, Letter of Credit after giving effect to all such assignments and purchases, such Revolving Loans and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunderincrease. (c) The Administrative Agent This Section shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and supersede any provisions in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject Section 2.15 or Section 9.02 to the assignments contemplated by this Section 2.18contrary. (d) The Borrower may utilize the Available Incremental Amount in respect of one or more series of senior unsecured notes or term loans, issued in a public offering, Rule 144A or other private placement or loan origination pursuant to an indenture, credit agreement or otherwise, in an aggregate amount not to exceed, together with the aggregate amount of all Commitment Increases, the Available Incremental Amount (“Incremental Equivalent Debt”); provided that such Incremental Equivalent Debt (i) does not have a final maturity date earlier than the latest then applicable Maturity Date (as determined as of the date of incurrence of such Incremental Equivalent Debt) and provides for payments of principal no earlier than such Maturity Date or does not provide for payments of principal in excess of 1.0% per annum, (ii) contains terms customary for similar issuances of Indebtedness at such time (as determined in good faith by the Borrower) (it being understood that, other than in the case of any issuance of a debt security, such terms shall be no more restrictive, taken as a whole (as determined in good faith by the Borrower) than this Agreement and provisions in any event no such Indebtedness (including pricingany debt securities) of the New Loans shall be identical contain any more restrictive financial maintenance covenant), and (iii) to the existing Loans. For the avoidance of doubtextent guaranteed, and without limiting the generality of the foregoing, (x) the New Loans will shall not be guaranteed by any Person other than the Loan Parties. To the extent the Borrower provides first lien security for the benefit of all Lenders, the Borrower may utilize the Available Incremental Amount in respect of one or more series of senior secured first lien notes (1) the Guarantors or (2) any Person that shall, substantially concurrently secured on a pari passu basis with the incurrence of such New LoansObligations) or senior secured junior lien term loans (secured on a junior lien basis to the Obligations), become issued in a Guarantor public offering, Rule 144A or other private placement or loan origination pursuant to an indenture, credit agreement or otherwise, so long as the conditions set forth in the previous sentence are satisfied and (yi) the New Loans will such notes or term loans are not be secured by any assets asset that does not constituting the Collateral, unless such assets are substantially concurrently pledged to also secure the Secured Obligations hereunder on an equal a pari passu basis with liens securing such notes or term loans, and ratable basis. Notwithstanding anything in Section 9.02 (ii) such notes or term loans shall be subject to customary intercreditor arrangements reasonably satisfactory to the contrary, each Joinder Agreement may, without the consent of any other Lenders, effect such amendments to this Agreement Borrower 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 2.18.

Incremental Facility. (a) The At any time during the Revolving Commitment Period, the Borrower may by written notice request from time to time from one or more existing Lenders or from other Eligible Assignees reasonably acceptable to the Administrative Agent elect to request, prior to the Maturity Date, one or more increases to the existing Revolving Commitments (any such increaseAgent, the “New Commitments”)Issuing Lender, by an aggregate amount for all New Commitments not in excess of the Incremental Available Amount Swingline Lender and the Borrower (but subject to Section 1.07, determined as of the date of effectiveness of such New Commitments) and not less than $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), and integral multiples of $25,000,000 in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and clause (b) below) that the Total Revolving Commitments be increased by an aggregate amount not to exceed the Available Revolving Increase Amount (with references therein to each such increase, an “Increase”); provided that the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in Borrower may not request an Increase on more than five occasions during the case of Section 4.02(b), before and after giving effect to such New Commitment) Revolving Commitment Period. No Lender shall be satisfied (provided that if the proceeds obligated to increase its Revolving Commitments in connection with a proposed Increase. The Administrative Agent shall invite each Lender to provide a portion of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event Increase ratably in accordance with its Revolving Percentage of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments each requested Increase (it being understood agreed that the requirements no Lender shall be obligated to provide an Increase and that any Lender may elect to participate in such Increase in an amount that is less than its Revolving Percentage of Section 4.02(b) shall otherwise be complied with such requested Increase or more than its Revolving Percentage of such requested Increase if other Lenders have elected not to participate in any applicable requested Increase in accordance with Section 1.07their Revolving Percentage) and to the extent, five (y5) Business Days after receipt of invitation, sufficient Lenders do not agree to provide the requirements full amount of Section 4.02(a) such Increase, then the Administrative Agent may invite any prospective lender that satisfies the criteria of being an “Eligible Assignee” to become a Lender in connection with the proposed Increase. Any Increase shall be subject in an amount of at least $5,000,000 (or, if the Available Revolving Increase Amount is less than $5,000,000, such remaining Available Revolving Increase Amount) and integral multiples of $ 1,000,000 in excess thereof. Additionally, for the avoidance of doubt, it is understood and agreed that in no event shall the aggregate amount of the Increases to the Revolving Commitments exceed the Available Revolving Increase Amount during the term of the Agreement. Each request for an Increase delivered by the Borrower to the Administrative Agent shall set forth the amount and proposed terms of the Increase. (b) Each of the following shall be conditions precedent to any Increase of the Revolving Commitments in connection therewith: (i) any Increase shall be on the same terms (including the interest rate, and maturity date), as applicable, as, and pursuant to documentation applicable to, the Revolving Facility then in effect; provided that any such Increase may provide for terms (including interest rate) more favorable to such Increase lenders, if any existing Revolving Loans at the time of such Increase are also provided the benefit of such more favorable terms (and the consent of any existing Revolving Lender shall not be required to implement such terms); provided, further, that any fees shall be agreed to by between the Borrower and the lenders providing such New CommitmentsIncrease; (ii) the Borrower shall have delivered a written request for such Increase at least ten (10) Business Days prior to the requested establishment of such Increase (or such later date as may be reasonably approved by the Administrative Agent), customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including which request shall set forth the accuracy amount and proposed terms of the representations and warranties contained in the applicable acquisition agreement as are material Increase; (iii) each lender agreeing to the interests of the lenders providing such New CommitmentsIncrease, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative AgentAgent shall have signed an Increase Joinder (any Increase Joinder may, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by consent of the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments Borrower and the New Lenders, and (ii) the respective interests in lenders agreeing to such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other LendersIncrease, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, appropriate to effect effectuate the provisions of this Section 2.182.27 (including the preceding clause (ii)) and the Borrower shall have executed any Notes requested by any Lender in connection with the making of the Increase. Notwithstanding anything to the contrary in this Agreement or in any other Loan Document, an Increase Joinder reasonably satisfactory to the Administrative Agent, and the amendments to this Agreement effected thereby, shall not require the consent of any Lender other than the Lender(s) agreeing to establish such Increase; (iv) immediately after giving pro forma effect to such Increase and the use of proceeds thereof, each of the conditions precedent in Section 5.2(a) are satisfied; (v) immediately after giving pro forma effect to such Increase and the use of proceeds thereof, (A) no Default or Event of Default shall have occurred and be continuing at the time of such Increase and (B) the Borrower shall be in compliance with the then applicable financial covenant set forth in Section 7.1 hereof as of the end of the most recently ended month and quarter for which financial statements are required to be delivered prior to such Increase (regardless of whether such financial covenant is required to be tested), and the Borrower shall have delivered to the Administrative Agent a Compliance Certificate evidencing compliance with the requirements of this clause (v); (vi) in connection with such Increase, the Borrower shall pay to the Administrative Agent, for the benefit of the Administrative Agent or the Increase lenders, as applicable, all fees that the Borrower has agreed to pay in connection with such Increase; and (vii) upon each Increase in accordance with this Section 2.27, all outstanding Loans, participations hereunder in Letters of Credit and participations hereunder in Swingline Loans held by each Lender shall be reallocated among the Lenders (including any newly added Lenders) in accordance with the Lenders’ respective revised Revolving Percentages and L/C Percentages, pursuant to procedures reasonably determined by the Administrative Agent in consultation with the Borrower. (c) Upon the effectiveness of any Increase, (i) all references in this Agreement and any other Loan Document to the Revolving Loans shall be deemed, unless the context otherwise requires, to include such Increase advanced pursuant to this Section 2.27 and any amendments effected through the Increase Joinder and (ii) all references in this Agreement and any other Loan Document to the Revolving Commitment shall be deemed, unless the context otherwise requires, to include the commitment to advance an amount equal to such Increase pursuant to this Section 2.27. (d) The Revolving Loans and Revolving Commitments established pursuant to this Section 2.27 shall constitute Revolving Loans and Revolving Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from any guarantees and the security interests created by the Loan Documents. The Borrower shall take any actions reasonably required by Administrative Agent to ensure and demonstrate that the Liens and security interests granted by the Loan Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Revolving Commitments.

Incremental Facility. (ai) The Borrower may by written notice Subject to the Administrative Agent elect conditions set forth below, at any time and from time to request, time prior to the Maturity DateDate applicable to Revolving Loans, one or more increases Borrowers shall have the right, in consultation with the Administrative Agent (but without the consent of any individual Lender), and upon not less than thirty (30) days' prior written notice (a "Request for Incremental Loan") to the existing Revolving Commitments (any such increaseAdministrative Agent, to increase the “New Commitments”), by an aggregate amount for all New Commitments not in excess of the Incremental Available Amount (subject to Section 1.07, determined Commitment as of the date Agreement Date, provided that the aggregate amount of effectiveness of all such New Commitmentsincreases shall not exceed $100,000,000, (individually an "Incremental Loan", and collectively the "Incremental Loans") and not less than $25,000,000 individually (or such lesser amount which shall be approved subject to the receipt by the Administrative Agent or that shall constitute the remaining of written commitments totaling such requested increased amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), and integral multiples of $25,000,000 any Incremental Loan from one or more existing Lenders and/or one or more banks or financial institutions approved in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof writing by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld existing Lenders and other banks or delayed) financial institutions, the "Incremental Lenders"). Each Request for Incremental Loan must specify the Type (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(aa) and (b) (of the definition thereof) of Loan being requested and the total requested increased amount, provided that each such request for an Incremental Loan shall be in a principal amount of not less than $10,000,000. Each Incremental Loan shall be pari passu in right of payment with references therein all other existing Obligations. If the applicable interest rate relating to any Incremental Loan exceeds the applicable interest rate relating to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, same Type (as set forth in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied clause (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07a) and (yb) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests definition thereof) of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if anyexisting Loans, the New Lenders and interest rate relating to such existing Loans will be adjusted to equal the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject interest rate applicable to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transactionIncremental Loan. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify have no obligation to arrange, find or locate any Lender or new bank or financial institution to participate in any unsubscribed portion of any Incremental Loan by the Lenders promptly upon receipt Borrowers. No existing Lender shall be obligated to make an Incremental Loan unless and until it commits to do so in writing in its sole discretion. An existing Lender shall not have the right to decrease its existing commitments as a result of any Request for Incremental Loan or the Borrower’s notice funding of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18any Incremental Loan. (diii) The following terms and provisions (including pricing) of conditions shall apply to each increase in the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other Lenders, effect such amendments Commitment pursuant 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 2.18ss.

Incremental Facility. (a) The From time to time after the Closing Date, but not more than three occasions during the term of the Loans, Borrower may by written notice to the Administrative Agent Agent, elect to request, prior to the Maturity Date, the establishment of one or more increases to the existing Revolving Commitments new term loan commitments (any such increase, the “New Incremental Commitments”), by (1) an aggregate amount for all New Commitments not in excess of $25,000,000 in the Incremental Available Amount aggregate and (subject to Section 1.07, determined as of the date of effectiveness of such New Commitments2) and not less than $25,000,000 1,000,000 individually (or such lesser amount which shall either (x) be approved by the Administrative Agent (which approval shall not be unreasonably delayed, withheld or that shall conditioned) or (y) constitute the remaining amount of New difference between $25,000,000 and all such Incremental Commitments permitted obtained prior to be incurred pursuant to this Section 2.18 at such timedate), and integral multiples of $25,000,000 1,000,000 in excess of that amountamount (or such lesser amount which shall either (x) be approved by the Administrative Agent (which approval shall not be unreasonably delayed, withheld or [***] = CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION. conditioned) or (y) constitute the difference between $25,000,000 and all such Incremental Commitments obtained prior to such date). Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes determines that the New Incremental Commitments shall be effective, which shall be a date not less than 10 ten (10) Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may (or such shorter period as shall be contingent upon reasonably acceptable to the closing of an acquisition or other transaction Administrative Agent) and (B) the identity of each Lender or other Person that is (each of which must be an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Eligible Incremental Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a an “New Incremental Lender”), ) to whom Borrower proposes any portion of such New Incremental Commitments be allocated and the amounts of such allocations allocations; provided, that each existing Lender shall first be afforded, by written notice to the Administrative Agent (it being understood that which notice shall be promptly forwarded by the identity of Administrative Agent to the applicable existing Lenders and the Administrative Agent agrees to promptly forward such notice to the Lenders or other Persons may be amended prior to the Increased Amount Date, but any failure to deliver such notice shall not prevent the above-mentioned ten (10) Business Day period from running after the date Administrative Agent has received such notice) , the opportunity to provide its Loan Commitment Percentage of such notice so long any Incremental Commitments, as the approval requirementsapplicable; provided, if anyfurther, are satisfied); provided that any Lender approached to provide all or a portion of the New Incremental Commitments may elect or decline, in its sole discretion, to provide a New an Incremental Commitment. Each Lender may elect to provide all or a portion of its Loan Commitment Percentage of any Incremental Commitments, as applicable, by providing written notice (each, an “Acceptance Notice”) to the Administrative Agent and the Borrower no later than 5:00 p.m. Local Time ten (10) days after the date of the Administrative Agent’s receipt of notice from the Borrower. Each Acceptance Notice from a given Lender shall specify the principal amount of the Incremental Commitment to be provided by such Lender. If a Lender fails to deliver an Acceptance Notice to the Administrative Agent within the time frame specified above or such Acceptance Notice fails to specify the principal amount of the Incremental Commitments to be provided, any such failure will be deemed a rejection of the opportunity to provide any portion of the Incremental Commitment, and the Borrower may have other Persons provide the remaining uncommitted portion of the Incremental Commitments. Such New Incremental Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and that after giving effect to such New Commitment) shall be satisfied (provided that if the making of any Incremental Loans and the use of proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisitionthereof, (xI) no Specified Default or Event of Default shall have occurred and be continuing as under any of the Increased Amount Date before Loan Documents; (II) each of the representations and warranties set forth in Article III shall remain true and correct in all material respects (without duplication of any materiality qualifiers contained therein); and (III) the Consolidated Leverage Ratio, calculated on a pro forma basis for the last twelve month period for which financial statements have been (or were required to be) delivered pursuant to Sections 5.04 (a) or (b) and after giving effect to such New Commitments (it being understood that any Permitted Acquisitions or Investments permitted under the requirements Loan Documents or prepayments of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) Loans, shall be subject to, if agreed to by the lenders providing such New no greater than 0.74:1.00. The Incremental Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitmentsapplicable, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements amendments (each, an “Incremental Loan Amendment”) executed and delivered by the Borrower, each Guarantor, if any, the New Lenders Incremental Lender and the Administrative Agent, Agent and each of which shall be recorded in the Register (provided that the Administrative Agent agrees to execute and each New Lender shall be subject to deliver any Incremental Loan Amendment satisfying the requirements set forth of this Section 2.22 and otherwise in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection compliance with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transactionterms of this Agreement). (b) Any Incremental Loans made on an Increased Amount Date shall be designated a separate Tranche of Incremental Loans for all purposes of this Agreement. On any Increased Amount Date on which New any Incremental Commitments are effectiveeffected, subject to the satisfaction or waiver of the foregoing terms and conditions, (i) each of the Lenders Incremental Lender shall assign make a loan to each of the New LendersBorrower (an “Incremental Loan”) in an amount equal to its Incremental Commitment, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Incremental Lender shall become a Lender for all purposes hereunderhereunder with respect to the Incremental Commitment and the Incremental Loans made pursuant thereto. [***] = CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Incremental Commitments and the New Incremental Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Incremental Loans and Incremental Commitments shall be as agreed between Borrower and the Incremental Lenders providing such Incremental Loans and Incremental Commitments and except as otherwise permitted pursuant to this clause (e), shall be either on terms (x) substantially consistent (taken as a whole) with the Loans made on the Closing Date or (y) no more favorable (taken as a whole) to the Incremental Lenders than the terms applicable to the Loans made on the Closing Date. In any event: (i) the Incremental Loans shall rank pari passu in right of payment and be equal with respect to security with the Loans made on the Closing Date; (ii) the Weighted Average Life to Maturity of the Incremental Loans shall be identical no shorter than the Weighted Average Life to Maturity of the Loans made on the Closing Date (except by virtue of prepayment of such Loans prior to the existing Loans. For time of such incurrence); (iii) the avoidance final maturity date of doubtthe Incremental Loans shall be no earlier than the Maturity Date of the Loans made on the Closing Date; (iv) at the option and agreement of the Borrower and the Incremental Lenders, the Incremental Loans may share ratably in right of prepayment with the Loans on the Closing Date pursuant to Sections 2.10 and 2.11 or otherwise; and (v) the all-in yield applicable to such Incremental Loans (including interest rate margins and interest rate floors with respect to such Incremental Loans (based on the lesser of a four-year average life to maturity and the remaining life to maturity) (but only to the extent an increase in the interest floor in the Loans made on the Closing Date would cause an increase in the interest rate then in effect hereunder, and without limiting in such case, the generality interest rate floor (but not the interest rate margin) applicable to such Loans made on the Closing Date shall be increased to the extent of such differential above the foregoing0.50% threshold below between interest rate floors), (xbut excluding arrangement, structuring, underwriting, amendment or other fees paid or payable to the Administrative Agent, the Collateral Agent, the Lenders on the Closing Date or their Affiliates or that are not generally paid to all lenders of such type of indebtedness) the New Loans will shall not be guaranteed by greater than the corresponding all-in yield applicable to the Loans made on the Closing Date plus 0.50% per annum (any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence such amount in excess of such New Loans0.50% threshold, become a Guarantor and (ythe “Excess Rate”) unless the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 interest rate margin with respect to the contrary, each Joinder Agreement Loans made on the Closing Date are increased by an amount equal to the Excess Rate. (e) Each Incremental Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Credit Documents as may be necessary or appropriate, in the reasonable and mutual opinion of the Administrative Agent, Agents and Borrower to effect the provisions provision of this Section 2.182.22, and for the avoidance of doubt, this Section 2.22 shall supersede any provisions in Sections 2.14 or 9.08 to the contrary. (f) The Loans and Commitments extended or established pursuant to this Section 2.22 shall constitute Loans and Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Credit Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the Security Documents. The Loan Parties shall take any actions reasonably required by the Administrative Agent to ensure or demonstrate that the [***] = CONFIDENTIAL INFORMATION HAS BEEN OMITTED AND FILED SEPARATELY WITH THE SECURITIES AND EXCHANGE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO THIS OMITTED INFORMATION. Lien and security interests granted in the Collateral by the Security Documents continue to be perfected under the Uniform Commercial Code or otherwise after giving effect to the extension or establishment of any such Loans or any such Commitments.

Incremental Facility. (a) The Borrower may may, from time to time after the Term C Loan Conversion Date, by written notice to the Administrative Agent elect to request, prior to request the Maturity Date, one or more increases to the existing Revolving Commitments establishment of new term loan commitments (any such increase, the “New Incremental Term Loan Commitments” or the “Incremental Facilities”), by an ; provided that the aggregate amount for all New Commitments not in excess of the Incremental Available Amount (subject to Section 1.07, determined as of the date of effectiveness of such New Commitments) and not less than $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining principal amount of New Commitments permitted to be Incremental Facilities incurred pursuant to this Section 2.18 at such time), and integral multiples of or issued shall not exceed $25,000,000 in excess of that amount. 123,000,000. (b) Each such notice shall specify (A) set forth the date (each, an the “Increased Amount Date”) on which the Borrower proposes that the New Incremental Term Loan Commitments shall be effective, which shall be a date not less than 10 ten (10) Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition (or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by such shorter period as the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(bshall agree) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments Incremental Facilities may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments such Incremental Facilities). (c) The establishment of the Incremental Facilities shall become effective as of such Increased Amount Date; provided that, be subject to Section 1.07 (except as set forth in the parenthetical proviso to clause following conditions: (1) below), the Term C Loan Conversion Date shall have occurred; (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x2) no Specified Event of Default or Default shall have occurred and be continuing immediately prior to the effectiveness of such Incremental Facilities or shall result therefrom; (3) each representation and warranty set forth in each Loan Document including the representations of the Tribe (with respect to the Tribal Provisions) shall be true and correct in all material respects on and as of the Increased Amount Date before effective date of such Incremental Facilities with the same effect as though made on and after as of such date, except to the extent such representations and warranties expressly relate to an earlier date, in which case such representations and warranties shall be true and correct in all material respects on and as of such earlier date; provided that, if a representation and warranty contains a materiality or Material Adverse Effect qualification, the materiality qualifier in this clause (3) shall be disregarded for purposes of such representation and warranty; (4) the Borrower shall be in compliance with each of the covenants set forth in Section 6.07 determined on a pro forma basis as of the last day of the most recent Fiscal Quarter for which financial statements have been delivered pursuant to Section 5.01(b) or 5.01(c) as if the relevant Incremental Facilities had been outstanding since the first day of the first Fiscal Quarter included in the calculation of such covenants for the purpose of testing compliance therewith and giving effect to such New Commitments any related transaction (it being understood provided that the requirements any Cash or Cash Equivalents constituting proceeds of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations Loans made under such acquisition agreement as a result of the failure of such representation or warranty any Incremental Facilities to be accurate)provided on such date shall not be applied to reduce the amount of Consolidated Funded Debt); (25) the New Commitments Incremental Facilities shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative AgentAgent and each applicable Lender providing any portion of such Incremental Facilities, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.142.19(d); (36) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks Agent in connection with any such transaction. ; and (b7) On any Increased Amount Date on which New Commitments are effective, subject the Manager and the Developer shall have delivered a written consent to the satisfaction establishment and terms and conditions of the foregoing terms Incremental Term Loan Commitments, and conditions, (i) each the making of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) Incremental Term Loans. The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each any Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Series of Incremental Term Loan Commitments. Any Incremental Term Loans and participation interests in Letter made on an Increased Amount Date shall be designated a separate Series of Credit Usage, in each case subject to the assignments contemplated by Incremental Term Loans for all purposes of this Section 2.18Agreement. (d) Upon the effectiveness of any Incremental Facility pursuant to this Section 2.24, any Person providing a portion of any Incremental Facility that was not a Lender hereunder immediately prior to such time shall become a Lender hereunder. Notwithstanding anything herein to the contrary, Incremental Term Lenders that make the initial funding under any Incremental Term Loan shall be Regulated Banks, Exempt Entities or Licensed Lenders that are Eligible Assignees with respect to the Incremental Term Loans. The Administrative Agent shall promptly notify each Lender as to the effectiveness of any Incremental Facility, and any Incremental Term Loans shall be deemed to be additional Term Loans hereunder. Notwithstanding anything to the contrary contained herein, the Borrower, the Disbursement Agent, the Collateral Agent and the Administrative Agent may (and each of the Disbursement Agent, the Collateral Agent and the Administrative Agent are authorized by each other Secured Party to) execute such amendments and/or amendments and restatements of any Loan Documents as may be necessary or advisable to effectuate the provisions of this Section 2.24. Such amendments may include provisions allowing any Incremental Term Loans to be treated on the same basis as Term Loans in connection with declining prepayments. The Borrower shall be permitted to borrow such Incremental Term Loans with an initial Interest Period or Interest Periods that end on the same date with Interest Periods then applicable to Term B Loans and LIBOR rates consistent with those applicable to existing Term B Loans (in which case such Incremental Term Loans shall be allocated amongst such Interest Periods ratably with existing Term B Loans). (e) The terms and provisions (including pricingapplicable rates of interest) of the New any Series of Incremental Term Loan Commitments and Incremental Term Loans shall be identical the same as the existing Term B Loans (except as otherwise set forth in this clause (e)) and, to the extent not the same as such existing Term B Loans, on terms reasonably acceptable to the Administrative Agent and the Borrower. For The Incremental Term Loans of any Series (a) shall rank pari passu in right of payment and of security with the avoidance of doubtTerm B Loans and shall be guaranteed by the same Guarantors and have a security interest in the same Collateral as the Term B Loans, and without limiting the generality of the foregoing, (b) (x) without the New consent of the Required Class Lenders with respect to any Series of then-existing Term Loans will that have a maturity date after the proposed maturity date of such Series of Incremental Term Loans, the final stated maturity of such Series of Incremental Term Loans shall not be guaranteed by earlier than the then-existing maturity date with respect to any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence then-existing Series of such New Term Loans, become a Guarantor and (y) without the New consent of the Required Class Lenders with respect to any Series of then-existing Term Loans will not that have a Weighted Average Life to Maturity that is longer than the proposed Weighted Average Life to Maturity of such Series of Incremental Term Loans, the Weighted Average Life to Maturity of such Series of Incremental Term Loans shall be secured by no shorter than the Weighted Average Life to Maturity of any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 then-existing Series of Term Loans (without giving effect to the contraryeffect of prepayments made under any existing Series of Term Loans on amortization); provided that, subject to the foregoing, the amortization schedule applicable to such Series of Incremental Term Loans shall be determined by the Borrower and the Lenders of such Series of Incremental Term Loans, and (c) the Applicable Margins for each Series of Incremental Term Loans shall be determined by the Borrower and the Lenders of such Incremental Term Loans; provided that, in the event that the All-In-Yield for any Series of Incremental Term Loans is greater than the All-In-Yield for the Term B Loans, then the Applicable Margins for the Term B Loans shall be increased to the extent necessary so that the All-In-Yield for such Series of Incremental Term Loans is equal to the All-In-Yield for the Term B Loans. (f) [Reserved]. (g) Each such Lender shall make its Incremental Term Loan of such Series, as applicable, available to the Administrative Agent not later than 2:00 p.m. (New York City time) on the Increased Amount Date by wire transfer of same day funds in Dollars, at the Administrative Agent’s Principal Office. The Administrative Agent shall cause an amount of same day funds in Dollars equal to the proceeds of all such Incremental Term Loans of such Series received by the Administrative Agent from such Lenders to be credited to such account as the Borrower shall designate. (h) [Reserved]. (i) Each Joinder Agreement executed and delivered pursuant to this Section 2.24 may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.182.24, including to include the Incremental Term Lenders of such Series in the determination of “Required Lenders”, “Required Class Lenders” or “Pro Rata Share” on substantially the same basis as the Term Loan Commitments and the Term Loans funded thereunder. The Loan Parties shall take any actions reasonably required by the Administrative Agent to ensure and/or demonstrate that the Lien and security interests granted by the Security Documents continue to secure all the Obligations and continue to be perfected under the UCC or otherwise after giving effect to the incurrence of any Incremental Facilities.

Incremental Facility. (a) The Borrower may may, by written notice to the Administrative Agent Agent, elect to request, prior to the Maturity Date, one or more increases to the existing Revolving Commitments (any such increase, the “New Commitments”), by an aggregate amount for all New Commitments not in excess of $250,000,000 in the Incremental Available Amount aggregate (subject to Section 1.07, determined as of the date of effectiveness of such New Commitments) and 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 remaining amount of difference between $250,000,000 and all such New Commitments permitted obtained prior to be incurred pursuant to this Section 2.18 at such timedate), and integral multiples of $25,000,000 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 Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom the Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirementsrequirements of this clause (B), if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), that (1) on such Increased Amount DateDate before or after giving effect to such New Commitments, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) 4.02 shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate))satisfied; (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) the Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any customary legal opinions or other documents reasonably requested by the Administrative Agent, Agent or the New Lenders or the Issuing Banks in connection with any such transaction. (b) . On any Increased Amount Date on which New Commitments are effectiveeffected, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (cb) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (dc) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement 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, appropriate in the opinion of the Administrative Agent, Agent to effect the provisions provision of this Section 2.18.

Incremental Facility. (a) The From time to time after the Closing Date, but not more than three occasions during the term of the Loans, Borrower may by written notice to the Administrative Agent Agent, elect to request, prior to the Maturity Date, the establishment of one or more increases to the existing Revolving Commitments new term loan commitments (any such increase, the “New Incremental Commitments”), by (1) an aggregate amount for all New Commitments not in excess of $25,000,000 in the Incremental Available Amount aggregate and (subject to Section 1.07, determined as of the date of effectiveness of such New Commitments2) and not less than $25,000,000 1,000,000 individually (or such lesser amount which shall either (x) be approved by the Administrative Agent (which approval shall not be unreasonably delayed, withheld or that shall conditioned) or (y) constitute the remaining amount of New difference between $25,000,000 and all such Incremental Commitments permitted obtained prior to be incurred pursuant to this Section 2.18 at such timedate), and integral multiples of $25,000,000 1,000,000 in excess of that amountamount (or such lesser amount which shall either (x) be approved by the Administrative Agent (which approval shall not be unreasonably delayed, withheld or conditioned) or (y) constitute the difference between $25,000,000 and all such Incremental Commitments obtained prior to such date). Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes determines that the New Incremental Commitments shall be effective, which shall be a date not less than 10 ten (10) Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may (or such shorter period as shall be contingent upon reasonably acceptable to the closing of an acquisition or other transaction Administrative Agent) and (B) the identity of each Lender or other Person that is (each of which must be an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Eligible Incremental Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a an “New Incremental Lender”), ) to whom Borrower proposes any portion of such New Incremental Commitments be allocated and the amounts of such allocations allocations; provided, that each existing Lender shall first be afforded, by written notice to the Administrative Agent (it being understood that which notice shall be promptly forwarded by the identity of Administrative Agent to the applicable existing Lenders and the Administrative Agent agrees to promptly forward such notice to the Lenders or other Persons may be amended prior to the Increased Amount Date, but any failure to deliver such notice shall not prevent the above-mentioned ten (10) Business Day period from running after the date Administrative Agent has received such notice) , the opportunity to provide its Loan Commitment Percentage of such notice so long any Incremental Commitments, as the approval requirementsapplicable; provided, if anyfurther, are satisfied); provided that any Lender approached to provide all or a portion of the New Incremental Commitments may elect or decline, in its sole discretion, to provide a New an Incremental Commitment. Each Lender may elect to provide all or a portion of its Loan Commitment Percentage of any Incremental Commitments, as applicable, by providing written notice (each, an “Acceptance Notice”) to the Administrative Agent and the Borrower no later than 5:00 p.m. Local Time ten (10) days after the date of the Administrative Agent’s receipt of notice from the Borrower. Each Acceptance Notice from a given Lender shall specify the principal amount of the Incremental Commitment to be provided by such Lender. If a Lender fails to deliver an Acceptance Notice to the Administrative Agent within the time frame specified above or such Acceptance Notice fails to specify the principal amount of the Incremental Commitments to be provided, any such failure will be deemed a rejection of the opportunity to provide any portion of the Incremental Commitment, and the Borrower may have other Persons provide the remaining uncommitted portion of the Incremental Commitments. Such New Incremental Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and that after giving effect to such New Commitment) shall be satisfied (provided that if the making of any Incremental Loans and the use of proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisitionthereof, (xI) no Specified Default or Event of Default shall have occurred and be continuing as under any of the Increased Amount Date before Loan Documents; (II) each of the representations and warranties set forth in Article III shall remain true and correct in all material respects (without duplication of any materiality qualifiers contained therein); and (III) the Consolidated Leverage Ratio, calculated on a pro forma basis for the last twelve month period for which financial statements have been (or were required to be) delivered pursuant to Sections 5.04 (a) or (b) and after giving effect to such New Commitments (it being understood that any Permitted Acquisitions or Investments permitted under the requirements Loan Documents or prepayments of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) Loans, shall be subject to, if agreed to by the lenders providing such New no greater than 0.74:1.00. The Incremental Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitmentsapplicable, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements amendments (each, an “Incremental Loan Amendment”) executed and delivered by the Borrower, each Guarantor, if any, the New Lenders Incremental Lender and the Administrative Agent, Agent and each of which shall be recorded in the Register (provided that the Administrative Agent agrees to execute and each New Lender shall be subject to deliver any Incremental Loan Amendment satisfying the requirements set forth of this Section 2.22 and otherwise in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection compliance with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transactionterms of this Agreement). (b) Any Incremental Loans made on an Increased Amount Date shall be designated a separate Tranche of Incremental Loans for all purposes of this Agreement. On any Increased Amount Date on which New any Incremental Commitments are effectiveeffected, subject to the satisfaction or waiver of the foregoing terms and conditions, (i) each of the Lenders Incremental Lender shall assign make a loan to each of the New LendersBorrower (an “Incremental Loan”) in an amount equal to its Incremental Commitment, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Incremental Lender shall become a Lender for all purposes hereunderhereunder with respect to the Incremental Commitment and the Incremental Loans made pursuant thereto. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Incremental Commitments and the New Incremental Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Incremental Loans and Incremental Commitments shall be as agreed between Borrower and the Incremental Lenders providing such Incremental Loans and Incremental Commitments and except as otherwise permitted pursuant to this clause (e), shall be either on terms (x) substantially consistent (taken as a whole) with the Loans made on the Closing Date or (y) no more favorable (taken as a whole) to the Incremental Lenders than the terms applicable to the Loans made on the Closing Date. In any event: (i) the Incremental Loans shall rank pari passu in right of payment and be equal with respect to security with the Loans made on the Closing Date; (ii) the Weighted Average Life to Maturity of the Incremental Loans shall be identical no shorter than the Weighted Average Life to Maturity of the Loans made on the Closing Date (except by virtue of prepayment of such Loans prior to the existing Loans. For time of such incurrence); (iii) the avoidance final maturity date of doubtthe Incremental Loans shall be no earlier than the Maturity Date of the Loans made on the Closing Date; (iv) at the option and agreement of the Borrower and the Incremental Lenders, the Incremental Loans may share ratably in right of prepayment with the Loans on the Closing Date pursuant to Sections 2.10 and 2.11 or otherwise; and (v) the all-in yield applicable to such Incremental Loans (including interest rate margins and interest rate floors with respect to such Incremental Loans (based on the lesser of a four-year average life to maturity and the remaining life to maturity) (but only to the extent an increase in the interest floor in the Loans made on the Closing Date would cause an increase in the interest rate then in effect hereunder, and without limiting in such case, the generality interest rate floor (but not the interest rate margin) applicable to such Loans made on the Closing Date shall be increased to the extent of such differential above the foregoing0.50% threshold below between interest rate floors), (xbut excluding arrangement, structuring, underwriting, amendment or other fees paid or payable to the Administrative Agent, the Collateral Agent, the Lenders on the Closing Date or their Affiliates or that are not generally paid to all lenders of such type of indebtedness) the New Loans will shall not be guaranteed by greater than the corresponding all-in yield applicable to the Loans made on the Closing Date plus 0.50% per annum (any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence such amount in excess of such New Loans0.50% threshold, become a Guarantor and (ythe “Excess Rate”) unless the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 interest rate margin with respect to the contrary, each Joinder Agreement Loans made on the Closing Date are increased by an amount equal to the Excess Rate. (e) Each Incremental Loan Amendment may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Credit Documents as may be necessary or appropriate, in the reasonable and mutual opinion of the Administrative Agent, Agents and Borrower to effect the provisions provision of this Section 2.182.22, and for the avoidance of doubt, this Section 2.22 shall supersede any provisions in Sections 2.14 or 9.08 to the contrary. (f) The Loans and Commitments extended or established pursuant to this Section 2.22 shall constitute Loans and Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Credit Documents, and shall, without limiting the foregoing, benefit equally and ratably from the guarantees and security interests created by the Security Documents. The Loan Parties shall take any actions reasonably required by the Administrative Agent to ensure or demonstrate that the Lien and security interests granted in the Collateral by the Security Documents continue to be perfected under the Uniform Commercial Code or otherwise after giving effect to the extension or establishment of any such Loans or any such Commitments.

Incremental Facility. (a) The Except as set forth below, so long as no Default or Event of Default has occurred and is continuing, at any time and from time to time prior to January 27, 2009, the Borrower may request, pursuant to the procedure set forth in paragraph (c) of this Section 2.05, the addition of an Incremental Facility which shall be added to and increase the Original Facility pursuant to which the Borrower may request incremental revolving loans (each, an "Incremental Loan") pursuant to Section 2.01; provided, however, that the Borrower may not make a request for an Incremental Facility if after giving effect thereto the sum of all then outstanding Incremental Loans and unused Incremental Commitments would exceed the Maximum Incremental Amount. Each Incremental Facility shall: (i) be in an amount not less than Twenty-Five Million Dollars ($25,000,000); (ii) have such upfront fee as may be agreed by written notice the Borrower and the Lenders providing such Incremental Loans pursuant to the provisions of this Section 2.05; and (iii) except as specifically provided in this Section 2.05, otherwise have all of the same terms and conditions as the Original Loans. In addition, unless otherwise specifically provided in this Agreement, all references in the Loan Documents to Loans and Committed Loans shall be deemed, as the context requires, to include references to Incremental Loans made pursuant to this Agreement. No Lender shall have any obligation to make an Incremental Loan unless and until it expressly commits to do so in writing. Incremental Commitments in respect of Incremental Loans shall become Commitments under this Agreement pursuant to (y) an amendment (each, an "Incremental Loan Amendment") to this Agreement executed by the Borrower, each Lender or other approved financial institution agreeing to provide such Incremental Commitment (and no other Lender shall be required to execute such amendment) and the Administrative Agent, and (z) any amendments to the other Loan Documents (executed by the relevant Loan Party and the Administrative Agent elect only) as the Administrative Agent shall reasonably deem appropriate to request, prior effect such purpose. Notwithstanding anything to the Maturity Date, one or more increases to the existing Revolving Commitments (any such increasecontrary contained herein, the “New Commitments”), by an aggregate amount for all New Commitments not in excess of the Incremental Available Amount (subject to Section 1.07, determined as of the date of effectiveness of such New Commitments) and not less than $25,000,000 individually (or such lesser amount which Incremental Loan Amendment shall be approved subject to the receipt by the Administrative Agent of a certificate of the Borrower executed by a Responsible Officer certifying that immediately prior to and after giving effect to the incurrence of the Incremental Facility (i) each of the representations and warranties made by the Borrower in or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time)Agreement shall be true and correct in all material respects, and integral multiples of $25,000,000 in excess of that amount. Each such notice shall specify (Aii) the date (each, an “Increased Amount Date”) on which Borrower proposes that is in compliance with the New Commitments shall be effective, which shall be Leverage Ratio covenant contained in Section 7.13 as set forth in a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is Pro Forma Compliance Certificate delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (xiii) no Specified Default or Event of Default shall have occurred and be continuing as or be caused by the provision of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transactionIncremental Facility. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.18.

Incremental Facility. (a) The Borrower may by written notice to the Administrative Agent elect to request, prior to the Latest Maturity Date, the establishment of one or more increases commitments (each, an “Incremental Commitment”) to the existing Revolving Commitments make additional Loans (any such increase, the each an “New CommitmentsIncremental Loan”), by an aggregate amount for all New Incremental Commitments not in excess of the Incremental Available Amount (subject to Section 1.071.06, determined as of the date of effectiveness of such New Incremental Commitments) and not less than $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Incremental Commitments permitted to be incurred pursuant to this Section 2.18 at such time), and integral multiples of $25,000,000 in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Incremental Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Additional Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a an “New Incremental Lender”), to whom Borrower proposes any portion of such New Incremental Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Incremental Commitments may elect or decline, in its sole discretion, to provide a New an Incremental Commitment. Such New Incremental Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 1.06 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(aparagraphs (l) and (bm) of Section 4.01 (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(bparagraph (m), before and after giving effect to such New Incremental Commitment) shall be satisfied (provided that if the proceeds of the such Incremental Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Incremental Commitments (it being understood that the requirements of Section 4.02(b4.01(m) shall otherwise be complied with in accordance with Section 1.071.06) and (y) the requirements of Section 4.02(a4.01(l) shall be subject to, if agreed to by the lenders providing such New CommitmentsIncremental Loans, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New CommitmentsIncremental Loans, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Incremental Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Incremental Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Incremental Lender shall be subject to the requirements set forth in Section 2.14; and (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders Agent or the Issuing Banks Incremental Lenders in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject . The terms and provisions of the Incremental Loans made pursuant to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage outstanding on such Increased Amount Date as Incremental Commitments shall be necessary in order that, after giving effect to all such assignments and purchases, such Revolving Loans and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof as follows: (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Incremental Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence issuance of such New Incremental Loans, become a Guarantor and Guarantor; (yii) the New Incremental Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything ; (iii) the Incremental Loan Maturity Date shall be no earlier than the Term Loan Maturity Date and the Weighted Average Life to Maturity of such Incremental Loans shall be not shorter than the then remaining Weighted Average Life to Maturity of the Term Loans; (iv) the interest rate margins and amortization schedule (subject to clause (iii) above) applicable to any Incremental Loans shall be determined by the Borrower and the applicable Incremental Lenders; provided that in Section 9.02 the event that the All-in Yield for any such Incremental Loans is greater than the All-in Yield for the Loans by more than 0.50% per annum, then the Applicable Rate for the Loans shall be increased to the contraryextent necessary so that the All-in Yield for the Loans is equal to the All-in Yield for the Incremental Loans minus 0.50% per annum; (v) any Incremental Loans, each Joinder Agreement mayfor purposes of prepayments, without shall be treated no more favorably than the consent of Term Loans; and (vi) any other Incremental Loans shall be on terms identical to, or no more favorable to the Incremental Lenders, effect taken as a whole, than those contained in this Agreement (except to the extent permitted by clauses (iii), (iv) or (v) above), unless the Lenders hereunder receive the benefit of such amendments terms through an amendment to this Agreement and the other Loan Documents as (which may be necessary effected via the Joinder Agreement) or appropriate, in such terms apply solely after the opinion Term Loan Maturity Date (provided that a certificate of a Responsible Officer of the Borrower delivered to Administrative AgentAgent at least 5 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) prior to any Increased Amount Date, providing a reasonably detailed description of the material terms and conditions of such Incremental Loans or drafts of the documentation relating thereto, and evidence reasonably satisfactory to effect the provisions Administrative Agent that the Board of Directors of the Borrower has determined in good faith that such terms and conditions satisfy the requirement of this Section 2.18clause (vi) shall be conclusive evidence that such terms and conditions satisfy such requirement unless the Administrative Agent notifies the Borrower within such five (5) Business Day period that it disagrees with such determination (including a description of the basis upon which it disagrees).

Incremental Facility. (a) The At any time after the Restatement Effective Date, the Parent Borrower may may, by written notice to the Administrative Agent elect (which shall promptly deliver a copy to request, prior to each of the Maturity Date, one or more increases to the existing Revolving Commitments (any such increase, the “New Commitments”Lenders), by an request at any time or from time to time that Lenders increase their Commitments, whether as a Revolving Commitment or Term Commitment; provided, that, (i) the aggregate amount for all New Commitments not in excess of the Incremental Available Amount (subject to Section 1.07, determined as of the date of effectiveness of each such New Commitments) and not less than $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred increase pursuant to this Section 2.18 at 2.22 (each a “Commitment Increase”) shall not be less than $50,000,000 and the amount of all such time)Commitment Increases pursuant to this Section 2.22 shall not exceed $300,000,000, and integral multiples (ii) each such request of $25,000,000 the Parent Borrower shall be deemed to be an offer to each Lender, (iii) each Lender, in excess of that amount. Each such notice shall specify its sole discretion, may either (A) the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in to increase its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof Revolving Commitment by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments offered amount or provide (or increase, as the case may elect be) a Term Commitment, as applicable, or decline(B) decline to increase its Revolving Commitment, in its sole discretionor decline to provide, to provide or increase (as the case may be) a New Term Commitment. Such New Commitments shall become effective , as applicable, (iv) each such Commitment Increase will be documented as provided below, (v) as of the date of any such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before Commitment Increase and after giving effect to such New Commitmentthereto, no Default or Event of Default shall exist or have occurred and be continuing, (vi) no Lender shall be satisfied required to increase its Revolving Commitment or provide (provided or increase, as the case may be) a Term Commitment, as the case may be, for such Commitment Increase, (vii) except as otherwise specifically set forth below, the terms of such Commitment Increase and the Loans pursuant thereto shall be the same as for all other Revolving Loans and Revolving Commitments, including in the event that if the proceeds fees, interest rate and other compensation offered or paid in respect of any Commitment Increase (other than the initial fee payable in respect of the Revolving Commitment Increase of any Revolving Lender) are higher than the amounts paid and payable to the then existing Revolving Lenders in respect of their existing Commitments and Loans under such New pursuant thereto, the fees, interest rate and other compensation payable to the existing Revolving Lenders in respect of their existing Commitments are and Loans pursuant thereto shall be increased to be used to consummate the same as those paid in connection with the Revolving Commitment Increase, except for the initial fee payable in respect of the Revolving Commitment Increase of a Limited Conditionality AcquisitionRevolving Lender, (ix) the Parent Borrower shall not make more than a total of five requests for any Commitment Increase, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New any Commitment Increase, the total Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) not exceed $2,650,000,000, and (yxi) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that such Commitment Increase is not then permitted under the Borrower Existing Term Loan Agreement or any of its Affiliates has the right to terminate its obligations under such acquisition other agreement as a result governing any Indebtedness of the failure Loan Parties or such Commitment Increase would give rise to the obligation to ▇▇▇▇▇ ▇ ▇▇▇▇ on any assets of the Loan Parties, Parent Borrower shall have obtained the required consents or waivers so as to permit such representation Commitment Increase and to not require the grant of any such Lien. (b) In the event that the Lenders shall have agreed to increase their Revolving Commitments or warranty to be accurate)); provide (2or increase, as the case may be) a Term Commitment, as the New case may be, for such Commitment Increase, by an aggregate amount less than the increase in the total Revolving Commitments shall be effected pursuant to or Term Commitments (as applicable) requested by the Parent Borrower, the Parent Borrower may arrange for one or more Joinder Agreements executed and delivered by banks or other financial institutions (any bank or other financial institution increasing its Commitment or providing a new Revolving Commitment or Term Commitment pursuant to this Section 2.22 being called an “Augmenting Lender”), which may include any Lender, to provide Revolving Commitments or increase its existing Revolving Commitment or provide (or increase, as the Borrowercase may be) a Term Commitment, as the case may be, in an aggregate amount equal to the unsubscribed amount; provided that each GuarantorAugmenting Lender, if anynot already a Lender (or an Affiliate of a Lender) hereunder, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender (i) shall be subject to the requirements set forth in Section 2.14; approval of the Administrative Agent (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause not to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (bunreasonably withheld) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New shall execute such documentation as reasonably required by Administrative Agent to join such Augmenting Lender as a Lender under this Agreement; provided further that any individual Commitment extended or increased pursuant to this Section 2.22 shall be deemed for all purposes in a Revolving Commitment and each Revolving Loan made thereunder minimum amount of $10,000,000 (a “New Loan”) shall be deemedor, for all purposesif less, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunderthe balance of the unsubscribed amount of the requested increase in total Commitments). (c) The Administrative Agent Each request for a Commitment Increase by the Parent Borrower shall notify specify whether the Parent Borrower is seeking an increase in the Revolving Commitments or for Lenders promptly upon receipt to provide Term Commitments (or to increase Term Commitments, as the case may be), and in the case of any Term Commitment, such notice shall set forth the amount of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments requested Term Loans and the New Lenders, and (ii) the respective interests in date on which such Lender’s Revolving Term Loans and participation interests in Letter of Credit Usage, in each case subject are to the assignments contemplated by this Section 2.18be made. (d) The terms A Commitment Increase pursuant to this Section 2.22 shall become effective upon the execution and provisions delivery by the Parent Borrower, the Administrative Agent and any Lenders (including pricingany Augmenting Lenders) of agreeing to increase their existing Commitments or provide new Commitments, as the New Loans shall be identical case may be, pursuant to an amendment (an “Incremental Amendment”) to this Agreement and, as appropriate, the existing Loansother Loan Documents. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that The Incremental Amendment shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other LendersLoan Party, Agent or Lender, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the reasonable opinion of the Administrative AgentAgent and the Parent Borrower, to effect the provisions of this Section 2.182.22, including amendments as deemed necessary by the Administrative Agent in its reasonable judgment to effect any lien subordination and associated rights of the applicable Lenders to the extent any Term Loans or Revolving Loans made pursuant to a Commitment Increase are to rank junior in right of payment or security (or junior in the application of proceeds waterfall). Notwithstanding the foregoing, no increase in the aggregate amount of the Commitments (or in the Commitment of any Lender) shall become effective under this Section 2.22 unless, on the date of such increase and after giving effect thereto, (i) the conditions set forth in Section 4.02(a) and 4.02(b) shall be satisfied (as though a Borrowing were being made on such date, with all references in such Section to a Borrowing being deemed to be references to such increase), (ii) the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Financial Officer of the Parent Borrower, (iii) the Borrowers shall have paid such fees and other compensation to the Lenders providing the Commitment Increase and to the Administrative Agent as the Borrowers, the Administrative Agent and such Lenders shall agree, and (iv) each of the conditions set forth in this Section 2.22 are satisfied, together with such other conditions as Lenders may reasonably require in connection with agreeing to increase their existing Commitments or provide new Commitments, as the case may be. (e) Subject to clause (g) below with respect to a FILO Tranche relating to a Revolving Commitment, the terms of each Revolving Commitment Increase and the Revolving Loans pursuant thereto shall be the same as for all other Revolving Loans and Revolving Commitments, including in the event that the fees, interest rate and other compensation offered or paid in respect of any Commitment Increase (other than for a FILO Tranche relating to a Revolving Commitment and other than the initial fee payable in respect of the Revolving Commitment Increase of any Revolving Lender) are higher than the amounts paid and payable to the then existing Revolving Lenders in respect of their existing Commitments and Loans pursuant thereto, the fees, interest rate and other compensation payable to the existing Revolving Lenders in respect of their existing Commitments and Loans pursuant thereto shall be increased to the same as those paid in connection with the Revolving Commitment Increase, except for the initial fee payable in respect of the Revolving Commitment Increase of a Revolving Lender. (f) Subject to clause (g) below with respect to a FILO Tranche relating to a Term Commitment, the terms of each Term Commitment and the Term Loans pursuant thereto shall be the same as for all other Revolving Loans and Revolving Commitments, including, but not limited to, such Term Loans shall be secured by the same Collateral and the Guarantors of the Term Loans shall be the same as for the Revolving Loans, provided, that, (i) any such Term Commitments and Term Loans shall provide for such payments of principal as the Term Lenders providing such Term Commitments and Parent Borrower may agree, but in no event shall the Term Loans amortize at a rate greater than 1.00% per annum; (ii) such Term Loans shall not have a maturity date earlier than the Latest Maturity Date; (iii) such Term Loans shall be subject to Reserves in the principal amount thereof; (iv) such Term Loans may not be guaranteed by any Subsidiaries of the Parent Borrower other than the Guarantors; (v) such Term Loans may not be secured by any Collateral or other assets of any Loan Party that do not also secure the Loans; (vi) such Term Loans shall rank pari passu (or, at the option of the Parent Borrower, junior) in right of (A) priority with respect to the Collateral and (B) payment with respect to the Obligations in respect of the Commitments and any existing Term Loans; (vii) such Term Loans shall have an interest rate determined by the Parent Borrower and the Term Lenders providing such Term Commitments; (viii) such Term Loans shall have fees and other compensation paid or offered determined by the Parent Borrower and the Term Lenders providing such Term Commitments; (ix) such Term Loans may participate on a pro rata basis or less than or greater than a pro rata basis in any voluntary repayments or prepayments of principal of the Loans hereunder and on a pro rata basis or less than a pro rata basis (but not on a greater than pro rata basis) in any mandatory repayments or prepayments of principal of the Loans hereunder (or, if junior in right of payment (or in the application of proceeds waterfall) or security, shall be on a junior basis with respect thereto); and (x) such Term Loans shall otherwise be on terms as are reasonably satisfactory to the Administrative Agent. (g) Any Commitment Increase may be in the form of a separate “first-in, last out” tranche (the “FILO Tranche”) with a separate borrowing base against the ABL Priority Collateral and interest rate margins in each case to be agreed upon (which shall not require any adjustment to the Applicable Revolving Loan Margin of other Loans pursuant to clause (e) above) among the Parent Borrower, the Administrative Agent and the Lenders providing the FILO Tranche so long as (i) any loans under the FILO Tranche may not be guaranteed by any Subsidiaries of the Parent Borrower other than the Guarantors; (ii) if the FILO Tranche availability exceeds $0, any Borrowing thereafter requested shall be made under the FILO Tranche until the FILO Tranche availability no longer exceeds $0; (iii) as between (x) the Obligations (other than those arising under the FILO Tranche) and the Term Loans which are not part of a FILO Tranche, on the one hand and (y) the FILO Tranche, on the other hand, all proceeds from the liquidation or other realization of the Collateral (including ABL Priority Collateral) shall be applied, first to Obligations (other than those arising under the FILO Tranche) and the Term Loans which are not part of a FILO Tranche, and second to Obligations arising under the FILO Tranche; (iv) no Borrower may prepay Loans under the FILO Tranche or terminate or reduce the commitments in respect thereof at any time that other Loans (including LC Exposure, unless cash collateralized or otherwise provided for in a manner reasonably satisfactory to the Administrative Agent) or Term Loans which are not part of a FILO Tranche are outstanding; (v) the Required Revolving Lenders (calculated as including Lenders under any Commitment Increase that rank pari passu with the existing Commitments) shall, subject to the terms of the Existing Intercreditor Agreement, control the exercise of remedies in respect of the Collateral; (vi) no changes affecting the priority status of the Obligations (other than those arising under the FILO Tranche) or the Term Loans which are not part of a FILO Tranche, on the one hand, and the FILO Tranche, on the other hand, may be made without the consent of the Required Revolving Lenders (calculated as including Lenders under any Commitment Increase that ranks pari passu with the existing Commitments), other than such changes which affect only the FILO Tranche; (vii) for each category of eligible assets, the sum of the percentage used for the advance rate as to such category of eligible assets in the calculation of the borrowing base for Loans other than those under the FILO Tranche plus the percentage used for the advance rate for any borrowing base for Loans under the FILO Tranche shall not exceed 100% (except in the case of Inventory, shall not exceed 100% of the Net Recovery Percentage); and (viii) at no time will the aggregate amount of the Revolving Credit Exposure plus Loans (and Letters of Credit if any) under the FILO Tranche exceed the Borrowing Base calculated for this purpose using 100% as the percentage for the advance rate for each category of eligible assets (except in the case of Inventory, using 100% of the Net Recovery Percentage) consisting of Accounts (including Credit Card Receivables) and Inventory.

Incremental Facility. (a) The Borrower may and the Co-Borrower may, by written notice to the Administrative Agent elect from time to request, prior time request Incremental Term Loans and/or Incremental Revolving Commitments in an aggregate amount not to exceed the Maturity Date, Incremental Amount at such time from one or more increases Incremental Term Lenders and/or Incremental Revolving Lenders (which may include any existing Lender) willing to provide such Incremental Term Loans and/or Incremental Revolving Commitments, as the case may be, in their own discretion; provided, that no Lender will be required to participate in any Incremental Facility without its consent and each Incremental Term Lender and/or Incremental Revolving Lender, if not already a Lender hereunder, shall be subject to the existing approval (which approval shall not be unreasonably withheld or delayed) of the Administrative Agent (solely to the extent the Administrative Agent’s consent would otherwise be required for an assignment to such Incremental Term Lender or Incremental Revolving Commitments (any such increaseLender, as applicable, in accordance with Section 10.6 hereof) and, in the case of Incremental Revolving Lenders only, the “New Commitments”), by an aggregate Issuing Lender. Such notice shall set forth (i) the amount for all New Commitments not in excess of the Incremental Available Amount Term Loans and/or Incremental Revolving Commitments being requested (subject to Section 1.07, determined as of the date of effectiveness of such New Commitments) and not less than $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent (1) with respect to Incremental Term Loans, in minimum increments of $10,000,000, (2) with respect to Incremental Revolving Commitments, in minimum increments of $5,000,000 or that shall constitute (3) equal to the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 Incremental Amount at such time), and integral multiples of $25,000,000 in excess of that amount. Each such notice shall specify (Aii) the date 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 (each, an the “Increased Amount Date”) pursuant to an Incremental Facility Activation Notice, (iii) in the case of Incremental Term Loans, whether such Incremental Term Loans are to be on which the same terms as the outstanding Term Loans or with terms different from the outstanding Term Loans, (iv) the use of proceeds for such Incremental Term Loan and/or Incremental Revolving Commitment and (v) pro forma financial calculations demonstrating compliance with the requirements under clause (iii) of Section 2.24(c). (b) The Borrower, the Co-Borrower proposes that and each Incremental Term Lender and/or Incremental Revolving Lender shall execute and deliver to the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or Administrative Agent an Incremental Assumption Agreement and such shorter period other documentation as the Administrative Agent shall reasonably specify to evidence the Incremental Term Loans of such Incremental Term Lender and/or Incremental Revolving Commitment of such Incremental Revolving Lender. If at the time of any Incremental Revolving Commitments the Revolving Commitments are still in effect, the Incremental Revolving Commitment shall be on terms and pursuant to documentation applicable to the Revolving Commitments. Each Incremental Assumption Agreement relating to Incremental Term Loans shall specify the terms of the Incremental Term Loans to be made thereunder (including any “most favored nation” pricing provisions applicable to such Incremental Term Loans); provided that (i) the maturity date of any Incremental Term Loan shall be no earlier than the maturity date for the existing Term Loans, (ii) the weighted average life to maturity of any Incremental Term Loan shall be no shorter than the remaining weighted average life to maturity of the existing Term Loans (other than as necessary, if applicable, to make such Incremental Term Loan fungible with the existing Term Loans), (iii) if the total yield in respect of any Incremental Term Loans that would be considered tranche A term loans under then-existing customary market convention exceeds the total yield for the existing Term Loans by more than ½ of 1% (it being understood that any such excess may take the form of original issue discount (“OID”), with OID being equated to the interest rates in a manner reasonably determined by the Administrative Agent based on an assumed four-year life to maturity), the Applicable Margin for the existing Term Loans shall be increased so that the total yield in respect of such Incremental Term Loans is no more than ½ of 1% higher than the total yield for the existing Term Loans; provided that, in determining the interest rate margins applicable to any Incremental Term Loans and the existing Term Loans (x) any OID and upfront fees (which shall be deemed to constitute like amounts of OID) but excluding any arrangement, underwriting or similar fee paid to the Administrative Agent or the arrangers under any Incremental Term Loans and the existing Term Loans in the initial primary syndication thereof shall be included and equated to interest rate and (y) the excess of any Eurodollar Rate “floor” over three-month Eurodollar Rate and the excess of any ABR “floor” over the ABR, in each case without duplication as of the date of drawing of such Incremental Term Loans (disregarding such “floors” in determining the three-month Eurodollar Rate and ABR on such date), shall be equated to interest margin on the Incremental Term Loans, (iv) the Incremental Term Loans will rank pari passu in right of payment and security with the existing Term Loans, (v) the Incremental Term Loans shall share ratably in any optional or mandatory prepayments of the Term Facility unless the lenders with respect to the applicable Incremental Term Loans and the Borrower agree to a less than ratable share of such prepayments and (vi) to the extent the terms or documentation for Incremental Term Loans are not consistent with the terms of the existing Term Loans (except to the extent permitted by the foregoing clauses (i) through (iii) and clause (v)) they shall be reasonably satisfactory to the Administrative Agent. The Administrative Agent shall promptly notify each Lender as to the effectiveness of each Incremental Assumption Agreement. Each of the parties hereto hereby agrees that, upon the effectiveness of any Incremental Assumption Agreement, this Agreement shall be amended to the extent (but only to the extent) necessary to reflect the existence and terms of the Incremental Term Loans and/or Incremental Revolving Commitments evidenced thereby. Any such deemed amendment may be memorialized in its reasonable discretionwriting by the Administrative Agent with the Borrower’s consent (not to be unreasonably withheld) after and furnished to the other parties hereto without their consent. (c) Notwithstanding the foregoing, no Incremental Term Loan may be made and no Incremental Revolving Commitment shall become effective under this Section 2.24 unless (i) on the date on which such notice Loan is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition made or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as effectiveness and after giving effect to the approval requirements, if any, are satisfied); provided that any Lender approached Incremental Term Loans and/or Incremental Revolving Loans requested to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) be made on such Increased Amount Datedate, each of the conditions set forth in Section 4.02(a5.2 shall be satisfied and the Administrative Agent shall have received a certificate to that effect dated such date and executed by a Responsible Officer of the Borrower, (ii) the Administrative Agent shall have received board resolutions and other closing certificates and documentation as may be required by the relevant Incremental Assumption Agreement which, to the extent required, shall be consistent with the related documentation delivered on the Restatement Date and such additional documents and filings (including amendments to the Mortgages and other Security Documents and title endorsement bring downs) as the Administrative Agent may reasonably require to assure that the Incremental Term Loans and/or Incremental Revolving Loans are secured by the Collateral ratably with the existing Term Loans and Revolving Loans, and (biii) (the Borrower and its Subsidiaries would be in compliance on a pro forma basis with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date andfinancial covenants set forth in Section 7.1 recomputed as of the last day of the most recently ended fiscal quarter of the Borrower for which financial statements are available, in the case of Section 4.02(b), before and after giving effect to such New CommitmentIncremental Term Loans and/or Loans to be made as of such date under the Incremental Revolving Commitment (and assuming such Incremental Revolving Commitments are fully drawn) shall be satisfied (and the application of the proceeds therefrom as if made and applied on such date; provided that if in the case of any Incremental Term Loans the proceeds of the Loans under such New Commitments are to which shall be used to consummate an acquisition permitted by this Agreement for which the Borrower has determined, in good faith, that limited conditionality with respect to financing is required (any such acquisition, a “Limited Conditionality Acquisition”), in lieu of satisfying clauses (i) and (iii) above, such Incremental Term Loans may be made if (x) as of the date of entry into the definitive documentation in respect of such Limited Conditionality Acquisition (the “Limited Conditionality Acquisition Agreement”), (1) no Specified Default or Event of Default shall have occurred and be continuing or would arise after giving effect thereto, (2) the representations and warranties of each Loan Party set forth in the Loan Documents shall be true and correct in all material respects (or in all respects if qualified by materiality) on and as of such date and (3) the Borrower and its Subsidiaries would be in compliance on a pro forma basis with the financial covenants set forth in Section 7.1 recomputed as of the Increased Amount Date before and last day of the most recently ended fiscal quarter of the Borrower for which financial statements are available, after giving effect to such New Incremental Term Loans and any Incremental Revolving Commitment to be made on the applicable Increased Amount Date (and assuming any such Incremental Revolving Commitments (it being understood that are fully drawn) and the requirements application of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) the proceeds therefrom as if made and applied on such date and (y) as of the requirements applicable Increased Amount Date, (1) no Event of Default under Section 4.02(a8(a) or (f) shall have occurred and be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions continuing and (including the accuracy of 2) the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements Loan Party set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 the Loan Documents that are those customarily made in connection with the New Commitments; and acquisition financings (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested as determined by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms Borrower and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition respect of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”Incremental Term Loans) shall be deemed, for true and correct in all purposes, a Revolving Loan, material respects (or in all respects if qualified by materiality) on and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt as of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18date. (d) The terms and provisions (including pricing) Each of the New parties hereto hereby agrees that the Administrative Agent may take any and all action as may be reasonably necessary to ensure that all Incremental Term Loans and/or Incremental Revolving Loans, when originally made, are included in each borrowing of outstanding Term Loans or Revolving Loans on a pro rata basis, that each Incremental Term Lender and each Incremental Revolving Lender shall be identical included in the definitions of Required Lenders and Majority Facility Lenders, and the Borrower agrees that Section 2.12 shall apply to any conversion of Eurodollar Loans to ABR Loans reasonably required by the existing LoansAdministrative Agent to effect the foregoing. For the avoidance of doubt, and without limiting it is understood that the generality of the foregoing, (x) the New Loans will not Revolving Facility shall be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on increased in an amount equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.18aggregate Incremental Revolving Commitments.

Incremental Facility. Subject to pro forma compliance (aafter giving effect to the New Term Loans) The Borrower with a Leverage Ratio which is .25x more restrictive than the then-applicable Leverage Ratio under Section 6.8(c) at such date of determination, Company may by written notice to the Administrative Agent elect to request, prior to request the Maturity Date, one or more increases to the existing Revolving Commitments establishment of new term loan commitments (any such increase, the “New Term Loan Commitments”), by an aggregate amount for all New Commitments not in excess of the Incremental Available Amount (subject to Section 1.07, determined as of the date of effectiveness of such New Commitments) and not less than $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), and integral multiples of $25,000,000 in excess of that amountthe aggregate. Each such The notice shall specify (A) the date (each, an the “Increased Amount Date”) on which Borrower Company proposes that the New Term Loan Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) Eligible Assignee (such approval not to be unreasonably withheld or delayed) (each, a “New Term Loan Lender”), ) to whom Borrower Company proposes any portion of such New Term Loan Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied)allocations; provided that any Lender approached to provide all or a portion of the New Term Loan Commitments may elect or decline, in its sole discretion, to provide a New Term Loan Commitment. Such New Term Loan Commitments shall become effective effective, as of such the Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause that (1) below), (1) no Default or Event of Default shall exist on such the Increased Amount DateDate before or after giving effect to such New Term Loan Commitments; (2) both before and after giving effect to the making of the New Term Loans, each of the conditions set forth in Section 4.02(a3.4 shall be satisfied; (3) Company and (b) (its Subsidiaries shall be in pro forma compliance with references therein to each of the “Effective Date” being deemed to refer instead to such Increased Amount Date and, covenants set forth in Section 6.8 as of the case last day of Section 4.02(b), before and the most recently ended Fiscal Quarter after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Term Loan Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (24) the New Term Loan Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if anyCompany, the New Lenders Term Loan Lender and the Administrative Agent, and each of which shall be recorded in the Register and each New Term Loan Lender shall be subject to the requirements set forth in Section 2.142.20(c); (35) Borrower Company shall make any payments required pursuant to Sections 2.12 and 2.13 Section 2.18(c) in connection with the New Term Loan Commitments; and (46) Borrower Company shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks Agent in connection with any such transaction. (b) transaction similar to those delivered as of the date hereof. On any the Increased Amount Date on which the New Term Loan Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders New Term Loan Lender shall assign make a Loan to each of the Company (a “New LendersTerm Loan”) in an amount equal to its New Term Loan Commitment, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Term Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The hereunder with respect to the New Term Loan Commitment and the New Term Loans made pursuant thereto. Administrative Agent shall notify the Lenders promptly upon receipt of the BorrowerCompany’s notice of each the Increased Amount Date and in respect thereof (i) the New Commitments and the New Term Loan Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) Section. The terms and provisions (including pricing) of the New Term Loans and New Term Loan Commitments shall be, except as otherwise set forth herein or in the Joinder Agreement, identical to the Tranche C Term Loans. In any event (i) the weighted average life to maturity of all New Term Loans shall be identical no shorter than the weighted average life to the existing Loans. For the avoidance of doubt, and without limiting the generality maturity of the foregoingTranche C Terms Loans, (xii) the New Term Loan Maturity Date shall be no later than the final maturity of the Tranche C Term Loans will and (iii) the rate of interest applicable to the New Term Loans shall be determined by Company and the applicable New Term Loan Lenders and shall be set forth in each applicable Joinder Agreement; provided however that the interest rate applicable to the New Term Loans shall not be guaranteed by greater than the highest interest rate that may, under any Person other than (1) circumstances, be payable with respect to Tranche C Term Loans plus 0.50% per annum unless the Guarantors or (2) any Person that shall, substantially concurrently interest rate with respect to the incurrence of such New Loans, become a Guarantor and (y) Tranche C Term Loan is increased so as to equal the interest rate applicable to the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basisTerm Loans. Notwithstanding anything in Section 9.02 to the contrary, each Each Joinder Agreement may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Credit Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, Agent and Company to effect the provisions provision of this Section 2.182.24.

Incremental Facility. (a) The So long as no Event of Default under subsection 8(a) or (f) exists or would arise therefrom, the Borrower may by written notice shall have the right, at any time and from time to time after the Administrative Agent elect to request, prior to the Maturity Closing Date, (i) to request new term loan commitments under one or more increases new term loan credit facilities to the existing Revolving Commitments be included in this Agreement (any such increase, the “New Incremental Term Loan Commitments”), by an aggregate amount for all New Commitments not and (ii) to request new commitments under one or more new revolving facilities to be included in excess of this Agreement (the “Incremental Revolving Commitments”) (together with the Incremental Available Amount Term Loan Commitments, the “Incremental Commitments”), provided that, (subject i) either (x) after giving pro forma effect to Section 1.07, determined as any Incurrence or Discharge of Indebtedness on the date of effectiveness of such New Commitmentsthe applicable Incremental Commitment Amendment (as defined below) and not becomes effective, the Consolidated Secured Leverage Ratio shall be less than $25,000,000 individually or equal to 4.75:1.00 (or such lesser amount which and the Borrower shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time)deliver a certificate, and integral multiples of $25,000,000 in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less no later than 10 two Business Days (or such shorter period as agreed between the Borrower and the Administrative Agent may agree in its reasonable discretionAgent) after prior to the date on which such notice is delivered Incremental Commitment shall become effective to the Administrative Agent certifying that the Consolidated Secured Leverage Ratio shall be less than or equal to 4.75:1.00) or (y) the aggregate then outstanding principal amount of the sum of all unutilized Incremental Commitments and which may be contingent Incremental Loans does not exceed $750 million, (ii) upon the closing effectiveness of an acquisition or other transaction and any Incremental Commitment Amendment (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) defined below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Default or Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (yiii) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; 4 shall be true and correct in all material respects on and as of the effective date of any Incremental Commitment Amendment (3) Borrower although any representations and warranties that expressly relate to a given date shall make any payments be required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause only to be delivered any legal opinions or other documents reasonably requested by true and correct in all material respects as of the Administrative Agent, the New Lenders respective date or the Issuing Banks respective period, as the case may be). Any loans made in connection with respect of any such transactionIncremental Commitment shall be made by creating a new Tranche. (b) On Each request from the Borrower pursuant to this subsection 2.5 shall set forth the requested amount and proposed terms of the relevant Incremental Commitments. The Incremental Commitments (or any Increased Amount Date on which New portion thereof) may be made by any existing Lender or by any other bank or financial institution (any such bank or other financial institution, an “Additional Lender”) subject, in the case of any Incremental Revolving Commitments are effective, subject (if such Additional Lender is not already a Lender hereunder or any affiliate of a Lender hereunder) to the satisfaction consent of the foregoing terms and conditions, Administrative Agent (i) each of the Lenders shall assign such consent not to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interestbe unreasonably withheld or delayed), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent Incremental Commitments shall notify become commitments under this Agreement pursuant to an amendment (an “Incremental Commitment Amendment”) to this Agreement and, as appropriate, the Lenders promptly upon receipt of other Loan Documents, executed by the Borrower’s notice of Borrower and each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Additional Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement An Incremental Commitment Amendment may, without the consent of any other LendersLender, effect such amendments to this Agreement and the other any Loan Documents as may be necessary or appropriate, in the opinion of the Borrower and the Administrative Agent, to effect the provisions of this Section 2.18subsection 2.5, provided, however, that (i) (A) the Incremental Commitments will not be guaranteed by any Subsidiary of the Borrower other than the Subsidiary Guarantors, and will be secured on a pari passu or (at the Borrower’s option) junior basis by the same collateral securing the Loans, (B) the Incremental Commitments and any incremental loans drawn thereunder (the “Incremental Loans”) shall rank pari passu in right of payment with or (at the Borrower’s option) junior to the Term Loans and (C) no Incremental Commitment Amendment may provide for (I) any Incremental Commitment or any Incremental Loans to be secured by any Collateral or other assets of any Loan Party that do not also secure the Loans and (II) any mandatory prepayment provisions that do not also apply to the Term Loans on a pro rata basis, so long as any Term Loans are outstanding; (ii) no Lender will be required to provide any such Incremental Commitment unless it so agrees; (iii) the maturity date of such Incremental Commitments shall be no earlier than the Term Loan Maturity Date; (iv) the weighted average life to maturity of all Incremental Term Loans of any Tranche shall be no shorter than the weighted average life to maturity of the Term Loans; (v) interest rate margins applicable to the loans made pursuant to the Incremental Commitments shall be determined by the Borrower and the applicable Additional Lenders; provided that in the event that the applicable interest rate margins for any term loans incurred by the Borrower under any Incremental Term Loan Commitment are higher than the applicable interest rate margin for the Term Loans by more than 50 basis points, then the Applicable Margin for the Term Loans shall be increased to the extent necessary so that the applicable interest rate margin for the Term Loans is equal to the applicable interest rate margins for such Incremental Term Loan Commitment minus 50 basis points; provided further that, in determining the applicable interest rate margins for the Term Loans and the Incremental Term Loans, (A) original issue discount (“OID”) or upfront fees payable generally to all participating Additional Lenders in lieu of OID (which shall be deemed to constitute like amounts of OID) payable by the Borrower to the Lenders under the Term Loans or any Incremental Term Loan in the initial primary syndication thereof shall be included (with OID being equated to interest based on assumed four-year life to maturity); (B) customary arrangement, commitment or amendment fees payable to any of the Lead Arrangers (or their respective affiliates) in connection with the Term Loan Facility or to one or more arrangers (or their respective affiliates) in connection with the applicable Incremental Term Loans (and any fee payable to any Additional Lender in lieu of any portion of any such fee payable to any such arranger or affiliate thereof) shall be excluded; and (C) if the Incremental Term Loans include an interest rate floor greater than the interest rate floor applicable to the Term Loans, such increased amount shall be equated to the applicable interest rate margin for purposes of determining whether an increase to the Applicable Margin for the Term Loans shall be required, to the extent an increase in the interest rate floor for the Term Loans would cause an increase in the interest rate then in effect thereunder, and in such case the interest rate floor (but not the Applicable Margin) applicable to the Term Loans shall be increased by such amount; (vi) such Incremental Commitment Amendment may provide for the inclusion, as appropriate, of Additional Lenders in any required vote or action of the Required Lenders or of the Lenders of each Tranche hereunder and may provide class protection for any additional credit facilities in a manner consistent with those provided by the original Facility pursuant to the provisions of subsection 10.1(a) as originally in effect; and (vii) the other terms and documentation in respect thereof, to the extent not consistent with this Agreement as in effect prior to giving effect to the Incremental Commitment Amendment, shall otherwise be reasonably satisfactory to the Borrower.

Incremental Facility. (a) The Borrower may at any time, by written notice to the Administrative Agent elect (whereupon the Administrative Agent shall promptly deliver a copy to requesteach of the Lenders), prior request the addition of a new tranche of term loans under this Agreement in an aggregate principal amount of up to $350,000,000 (all such loans, collectively, the Maturity Date"Incremental Loans") pursuant to an additional term loan credit facility (the "Incremental Facility"), one or more increases to provided that both at the existing Revolving Commitments (time of any such increase, request and upon the “New Commitments”), by an aggregate amount for all New Commitments not in excess effectiveness of the Incremental Available Amount Facility Amendment referred to below, (subject A) no Default shall exist, (B) the Borrower and its Subsidiaries are in compliance, on a pro forma basis after giving effect to Section 1.07any borrowing under the Incremental Facility, determined with the covenants contained in Sections 6.13, 6.14, 6.15 and 6.17 recomputed as of the date last day of effectiveness the most recently ended fiscal quarter of the Borrower for which financial statements are available, as if any such New Commitmentsborrowing had occurred on the first day of each relevant period for testing such compliance and (C) borrowings under the Incremental Facility will not require any Indebtedness (other than Incremental Loans) to be secured by any Collateral. The Incremental Loans (i) shall rank pari passu in right of payment and of security with the Revolving Loans and Term Loans, (ii) shall mature no earlier than the Tranche C Maturity Date (but may, subject to clause (iii) below, have nominal amortization and commitment reductions prior to such date), (iii) shall not have a weighted average life that is shorter than that of the Tranche C Term Loans, and (iv) except as set forth above, shall be treated substantially the same as (and in any event no more favorably than) the Tranche C Term Loans (including with respect to mandatory and voluntary prepayments); provided that (a) the terms and conditions applicable to Incremental Loans maturing after the Tranche C Maturity Date may provide for material additional or different financial or other covenants applicable only during periods after the Tranche C Maturity Date and (b) subject to the provisions set forth below, Incremental Loans may be priced differently than the Term Loans and the Revolving Loans. Such notice shall set forth the requested amount of Incremental Loans, which shall be in a minimum principal amount of not less than $25,000,000 individually (or such lesser 25,000,000. In the event that existing Lenders provide commitments in an aggregate amount which shall be approved less than the total amount of the Incremental Loans requested by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time)Borrower, and integral multiples of $25,000,000 in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to may arrange for one or more Joinder Agreements banks or other financial institutions (any such bank or other financial institution being called an "Additional Lender") to extend commitments to provide Incremental Loans in an aggregate amount equal to the unsubscribed amount. Commitments in respect of Incremental Loans shall become Commitments under this Agreement pursuant to an amendment (an "Incremental Facility Amendment") to this Agreement and, as appropriate, the other Loan Documents, executed and delivered by the Borrower, each GuarantorLender agreeing to provide such Commitment, if any, the New Lenders each Additional Lender, if any, and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) . The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement 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 (the "Incremental Facility Closing Date") of each of the conditions set forth in Section 2.184.02 (it being understood that all references to "the date of such Borrowing" in such Section 4.02 shall be deemed to refer to the Incremental Facility Closing Date). No Lender shall be obligated to provide any Incremental Loans unless it so agrees. Incremental Loans will bear interest at rates at all times equal to the interest rate applicable to Tranche C Term Loans, plus or minus a spread that is fixed at the time such Incremental Loans are made, provided that such spread shall not exceed the spread on the Tranche C Term Loans by more than 0.25% per annum. The proceeds of Incremental Loans may be used for general corporate purposes, which may include repayment of all or a portion of one or more of the Additional Senior Subordinated Notes, the Existing Senior Subordinated Notes, the Holdings Senior Discount Debentures and Replacement Senior Subordinated Notes, in each case, in accordance with the terms hereof.

Incremental Facility. (a) The Borrower may by written notice Subject to the Administrative Agent elect terms and conditions set forth herein, the Borrower shall have the right, at any time and from time to requesttime, prior to incur additional Indebtedness under this Credit Agreement in the Maturity Date, form of one or more increases to the existing Revolving Commitments additional term loan facilities (any such increase, the each an “New CommitmentsIncremental Facility”), ) by an aggregate amount of up to $100,000,000. The following terms and conditions shall apply to each Incremental Facility: (a) the loans made under any such Incremental Facility (each an “Additional Loan”) shall constitute Credit Party Obligations and will be secured and guaranteed with the other Loans on a pari passu basis, (b) the interest rate margin applicable to such Incremental Facility shall be the Applicable Percentage for all New Commitments not in excess the Tranche B Term Loan (c) the weighted average life and final maturity applicable to any such Incremental Facility shall be determined at the time such Incremental Facility is made available (provided that (i) such Incremental Facility shall mature no earlier than the Tranche B Term Loan Maturity Date and (ii) no greater than 5% of the Incremental Available Amount (subject Facility shall amortize prior to Section 1.07, determined as of the date that is one year before the Tranche B Term Loan Maturity Date), (d) any such Incremental Facility shall be entitled to the same voting rights as the existing Loans and shall be entitled to receive proceeds of effectiveness prepayments on the same basis as comparable Loans, (e) any such 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, (f) any such Incremental Facility shall be in a minimum principal amount of such New Commitments) and not less than $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), and integral multiples of $25,000,000 1,000,000 in excess of that amount. Each such notice shall specify thereof, (Ag) the date proceeds of any Additional Loan will be used to finance capital expenditures and working capital and other general corporate purposes, including Permitted Acquisitions, (each, an “Increased Amount Date”h) on which Borrower proposes that the New Commitments conditions to Extensions of Credit in Section 4.2 shall be effective, which shall be a date not less than 10 Business Days have been satisfied and (or such shorter period as i) the Administrative Agent may agree in its reasonable discretion) after shall have received from the date on which such notice is delivered to the Administrative Agent Borrower updated financial projections and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or declineofficer’s certificate, in its sole discretion, each case in form and substance satisfactory to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage outstanding on such Increased Amount Date as shall be necessary in order demonstrating that, after giving effect to all any such assignments and purchasesIncremental Facility, such Revolving Loans and participation interests in Letter of Credit Usage the Borrower will be held in compliance with the financial covenants set forth in Section 5.9. Participation in any such Incremental Facility hereunder shall be offered first to each of the existing Lenders, but each such Lender shall have no obligation to provide all or any portion of such Incremental Facility. If the amount of the Incremental Facility requested by the Borrower Table of Contents shall exceed the commitments which the existing Lenders are willing to provide with respect to such Incremental Facility, then the Borrower may invite other banks, financial institutions and investment funds reasonably acceptable to the Administrative Agent to join this Credit Agreement as Lenders hereunder for the portion of such Incremental Facility not taken by existing Lenders Lenders, provided that such other banks, financial institutions and New Lenders ratably in accordance with their Revolving Commitments after giving investment funds shall enter into such joinder agreements to give effect to thereto as the addition of such New Commitments to Administrative Agent and the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) Borrower may reasonably request. The Administrative Agent shall notify the Lenders promptly upon receipt is authorized to enter into, on behalf of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of any amendment to this Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors Agreement or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents Credit Document as may be necessary or appropriate, in to incorporate the opinion terms of the Administrative Agent, to effect the provisions of this Section 2.18any new Incremental Facility therein.

Incremental Facility. (a) The Borrower may by written notice Subject to the Administrative Agent elect to request, prior to the Maturity Date, one or more increases to the existing Revolving Commitments (any such increase, the “New Commitments”), by an aggregate amount for all New Commitments not in excess of the Incremental Available Amount (subject to Section 1.07, determined as of the date of effectiveness of such New Commitments) and not less than $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), and integral multiples of $25,000,000 in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in this Section 4.02(a2.15(a), from time to time following the Restatement Date, Lenders may elect to make additional loans (each an “Incremental Loan”) in an aggregate principal amount not to exceed $40,000,000.00 available to Borrowers (including the applicable ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇) in the amount requested by Borrower Representative for the acquisition of one or more Properties that shall secure such Incremental Loan and the other Obligations (each such Property, a “Joinder Project”), for payment of associated closing costs in connection therewith and for establishing such reserves (such as reserves to fund immediate repairs) as Lenders may require. Any and all Incremental Loans shall rank pari passu with each other and all other advances of the Term Loan, shall constitute part of the Term Loan, shall be secured by each of the Mortgages and, for the avoidance of doubt, shall be due and payable in full on the Scheduled Maturity Date. The decision of any Lender to provide an Incremental Loan shall be at such ▇▇▇▇▇▇’s sole discretion, shall be made in writing, and shall be subject to receipt by such Lender of all required credit approvals. No Lender shall have an obligation to provide or advance any Incremental Loan. (b) The obligation of Lenders to fund an Incremental Loan shall be subject to satisfaction of the following conditions and such other conditions that may be imposed by Administrative Agent or the Lenders at the time the request for the Incremental Loan is made: (with references therein i) At least forty-five (45) days prior to the “Effective Date” being deemed desired funding date of the applicable Incremental Loan, Borrower Representative shall have delivered a written request to refer instead to Administrative Agent requesting disbursement of such Increased Amount Date andIncremental Loan; (ii) As of the date on which the notice described in clause (a) above is made, in and as of the case of Section 4.02(b)date on which the requested Incremental Loan is made, both before and after giving pro forma effect to such New Commitment) shall be satisfied thereto (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x1) no Specified Default or Event of Default shall have occurred and be continuing, and no Material Adverse Effect shall have occurred or be continuing as of with respect to Borrowers, the Increased Amount Date before and after giving effect to such New Commitments (it being understood that Guarantor, the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) Properties or the Term Loan and (y2) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the all representations and warranties contained with respect to the Joinder Borrower and the Joinder Project set forth in the applicable acquisition agreement as Loan Agreement, the other Loan Documents, and the Environmental Indemnity Agreement are true and correct in all material to the interests of the lenders providing such New Commitmentsrespects (or, but only to the extent that the Borrower or if any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty is, by its terms, qualified by concepts of materiality, such representation or warranty is true and correct in all respects) except that those that by their terms relate exclusively to a specific earlier date need only be accurate)); true and correct in all material respects as of such earlier date; (2iii) The aggregate amount of the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered Term Loan Commitments, as increased by the Borrowerrequested Incremental Loan, each Guarantor, if any, do not exceed $177,000,000.00; (iv) The applicable Joinder Borrower is an Acceptable Entity approved by Lenders in their sole and absolute discretion; (v) The applicable Joinder Project is an Acceptable Project approved by ▇▇▇▇▇▇▇ in their sole and absolute discretion; (vi) The requested Incremental Loan has been approved by Lenders in their sole and absolute discretion; (vii) Borrowers and Guarantor have delivered to Administrative Agent the New Lenders and the Administrative Agentdocuments, and each shall have satisfied all of which shall be recorded in the Register and each New Lender shall be subject to the requirements requirements, set forth in Section 2.14; 5.1, and delivered all other reports, documents and agreements as would have been required if the Joinder Borrower had been included as a Borrower on the Restatement Date and the Joinder Project had been included as a Property, on the Restatement Date, including a Title Policy and all required quality of earnings report, rent roll and lease diligence, tenant review, business due diligence, insurance review, flood compliance review, legal due diligence and other diligence deemed relevant by the Lenders; (3viii) Borrower shall make The Borrowers (including the proposed ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇), Guarantor, and any payments other parties thereto have executed and delivered the Joinder Documents; (ix) Borrowers have (1) paid all fees required pursuant to Sections 2.12 be paid to Administrative Agent and 2.13 Lenders in connection with the New Commitments; requested Incremental Loan and (42) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the reimbursed Administrative Agent, the New Agent and Lenders or the Issuing Banks for their respective expenses incurred in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to evaluating and/or making the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving requested Incremental Loan, including reasonable legal fees and (iii) each New Lender shall become a Lender for all purposes hereunder.expenses; and (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed Unless otherwise agreed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other Lenders, effect such amendments to this Agreement and the other requested Incremental Loan Documents as may will be necessary funded on or appropriatebefore August 7, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.182028.

Incremental Facility. (a) The Borrower may by written notice from time to time after the Administrative Agent elect to request, prior to the Maturity Date, Amendment No. 4 Effective Date request one or more increases in the Revolving Credit Commitments (each, a “Revolving Credit Commitment Increase”); provided, however, that (i) the aggregate amount of all Revolving Credit Commitment Increases shall not exceed $500,000,000, (ii) no Revolving Credit Commitment Increases shall be requested later than six months prior to the existing Scheduled Termination Date, (iii) each Revolving Commitments (any such increase, the “New Commitments”), by Credit Commitment Increase shall be in an aggregate amount for all New Commitments not in excess of the Incremental Available Amount (subject to Section 1.07, determined as of the date of effectiveness of such New Commitments) and not less than $25,000,000 individually and (or such lesser amount which iv) any Revolving Credit Commitment Increase shall be approved permitted by the terms of the Senior Notes and the Senior Secured Notes. Nothing in this Agreement shall be construed to obligate the Administrative Agent, any Arranger or any Lender to negotiate for, solicit, provide or commit to provide any Revolving Credit Commitment Increase. Following the receipt by the Administrative Agent or that of the Borrower’s request to obtain a Revolving Credit Commitment Increase, the Administrative Agent shall constitute promptly notify each Lender of such proposed Revolving Credit Commitment Increase and of the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), proposed terms and integral multiples of $25,000,000 conditions therefor as provided in excess of that amountthe Borrower’s notice with respect thereto. Each such notice shall specify Lender (Aand each of their Affiliates and Approved Funds) the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or declinemay, in its sole discretion, commit to provide a New Commitmentparticipate in such Revolving Credit Commitment Increases by forwarding its commitment therefor to the Administrative Agent in form and substance satisfactory to the Administrative Agent. Such New Commitments The Administrative Agent and the Borrower shall allocate the commitment under such Revolving Credit Commitment Increase among the Lenders and other Eligible Assignees from which the Administrative Agent has received written commitments with respect thereto. Each Revolving Credit Commitment Increase shall become effective as of such Increased Amount on a date agreed by the Borrower and the Administrative Agent (each, an “Incremental Credit Extension Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below”), (1) which shall be in any case on such Increased Amount Date, each or after the date of satisfaction of the conditions precedent set forth in Section 4.02(a) and 3.5 (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.18.

Incremental Facility. (a) The Borrower may at any time prior to 180th day prior to the Maturity Date with respect to the Term A Facility or the Revolving Credit Facility, as the case may be, but in any event not more than on three occasions, by notice to the Administrative Agent, request the addition of a new term loan facility (each, an “Incremental Term Facility”) or an increase in the Revolving Credit Facility (each, a “Revolving Facility Increase” and, together with the Incremental Term Facilities, an “Incremental Facility”) pursuant to additional commitments (the “Incremental Commitments”) in an aggregate amount not to exceed $50,000,000 to be effective as of a date that is at least 90 days prior to the scheduled Maturity Date of the Term A Facility or the Revolving Credit Facility then in effect (the “Increase Date”) as specified in the related notice to the Administrative Agent; provided, however, that (i) in no event shall the aggregate amount of all of the Incremental Commitments exceed $50,000,000, (ii) each new Incremental Facility shall be in an aggregate amount of not less than $5,000,000, (iii) on the date of any such request by the Borrower for an Incremental Facility and on the related Increase Date, the applicable conditions set forth in Section 4.02 shall be satisfied, (iv) such Incremental Facility shall be used for working capital, acquisitions and other general corporate purposes not in contravention of any Law or Loan Document, (v) the final maturity of any Incremental Term Facilities shall be equal to or greater than the final maturity of the Term A Facility and (vi) any Incremental Facility shall be either (A) an increase in the Term A Facility or the Revolving Credit Facility existing prior to the Increase Date, in which case the requirements of Section 2.14(e) shall be satisfied or (B) in the case of an Incremental Term Facility, a new facility on the same terms as the Term A Facility except as to interest rates and the final maturity. (b) The Administrative Agent shall promptly notify the Lenders of a request by the Borrower for Incremental Commitments, which notice shall include (i) the proposed amount, the interest rates and the final maturity of the Incremental Facility, (ii) the proposed Increase Date and (iii) the date by which Lenders wishing to participate in the Incremental Facility must commit to an Incremental Commitment (the “Commitment Date”). Each Lender that is willing to participate in such Incremental Facility (each an “Increasing Lender”) shall give written notice to the Administrative Agent elect to request, on or prior to the Maturity Commitment Date of the amount of its Incremental Commitment. If the Incremental Commitments provided by such Lenders exceed the amount of the requested Incremental Facility, the Incremental Commitments shall be allocated among the Lenders willing to participate therein in such amounts as determined by the Administrative Agent. The failure of any Lender to respond shall be deemed to be a refusal of such Lender to participate in such Incremental Facility. (c) Promptly following the applicable Commitment Date, the Administrative Agent shall notify the Borrower as to the amount, if any, by which the Lenders are willing to participate in the requested Incremental Facility. If the aggregate amount by which the Lenders are willing to participate in any requested Incremental Facility on any Commitment Date is less than the requested amount of such Incremental Facility, then the Administrative Agent may extend offers to one or more increases to Eligible Assignees (each an “Assuming Lender” and together with the existing Revolving Commitments (any such increaseIncreasing Lenders, the “New CommitmentsIncremental Facility Lenders”), by an aggregate amount for all New Commitments not ) to participate in excess any portion of the Incremental Available Amount (subject Facility that has not been committed to Section 1.07, determined by the Lenders as of the date applicable Commitment Date; provided, however, that the Commitment of effectiveness of each such New Commitments) and not less than $25,000,000 individually (or such lesser amount which Eligible Assignee shall be approved by in an amount of $1,000,000 or an integral multiple of $1,000,000 in excess thereof. (d) On or before the Increase Date, the Administrative Agent shall have received the following, each dated such date: (i) (A) certified copies of resolutions of the Board of Directors of the Borrower and Holdings approving the Incremental Facility and the corresponding modifications to this Agreement and (B) an opinion of U.S. and Luxembourg counsel for the Borrower and Holdings, in a form reasonably satisfactory to the Administrative Agent; (ii) (A) confirmation from each Lender of the amount of its Incremental Commitment in a writing reasonably satisfactory to the Borrower and the Administrative Agent or that shall constitute (B) an assumption agreement from each Assuming Lender, if any, in form and substance satisfactory to the remaining amount of New Commitments permitted to be incurred pursuant Assuming Lender, the Borrower and the Administrative Agent (each an “Assumption Agreement”), duly executed by such Assuming Lender, the Administrative Agent and the Borrower; and (iii) such other documents, including an amendment to this Section 2.18 at such time)Agreement, and integral multiples of $25,000,000 in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after reasonably request. On the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount applicable Increase Date, each upon fulfillment of the conditions set forth or referred to in Section 4.02(a2.14(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case immediately preceding sentence of this Section 4.02(b2.14(d), before the Administrative Agent shall notify the Incremental Facility Lenders and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantoron or before 11:00 a.m., if anyby telecopier, of the New Lenders occurrence of the Incremental Facility to be effected on the related Increase Date and the Administrative Agent, and each of which shall be recorded record in the Register and the relevant information with respect to each New Incremental Facility Lender on such date. To the extent the interest rate payable in respect of any Incremental Term Facility (whether in the form of interest, fees (other than underwriting fees), original issue discount or any combination thereof) at any time shall be subject to more than 12.5 basis points greater than the requirements interest rate of the Term A Facility and the Revolving Credit Facility then in effect, the definition of “Applicable Margin” set forth in Section 2.14; (3) Borrower 1.01 hereof shall make any payments required pursuant to Sections 2.12 be automatically amended so that the interest rate of the Term A Facility and 2.13 the Revolving Credit Facility then in connection with effect is no less than the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks interest rate payable in connection with any respect of such transactionIncremental Term Facility. (be) To the extent the Incremental Facility Lenders making new loans under an Incremental Facility add the aggregate principal amount of such new loans to the then outstanding Eurodollar Rate Loans, it is acknowledged that the effect thereof may result in such new loans having short Interest Periods (i.e. an Interest Period that will begin during an Interest Period then applicable to the outstanding Eurodollar Rate Loans and which will end on the last day of such Interest Period). In connection therewith, the Borrower may agree to compensate the Incremental Facility Lenders making the loans under the new Incremental Facility for funding Eurodollar Rate Loans during an existing Interest Period on such basis as may be agreed by the Borrower and the respective Lender or Lenders. (f) To the extent any Incremental Term Facility constitutes a new facility separate from the Term A Facility, its weighted average life to maturity shall be no shorter than the Term A Facility and it shall be entitled to the benefit of prepayments under Section 2.05 (i) either ratably with the Term A Facility or following the prepayment in full of the Term A Facility and (ii) prior to or following prepayment of the Revolving Credit Facility, in each case of clauses (i) and (ii) as the Borrower and the Incremental Facility Lenders may agree. Except as specifically set forth in this Section 2.14, each such Incremental Term Facility shall constitute a “Term A Facility”, each Lender under such Incremental Term Facility shall constitute a “Term A Lender”, and each Loan advanced under such Incremental Term Facility shall constitute a “Term A Loan” for all purposes under this Agreement. (g) On each Increase Date for any Increased Amount Date on which New Commitments Revolving Facility Increase, in the event any Revolving Credit Loans are effective, subject to the satisfaction of the foregoing terms and conditionsthen outstanding, (i) each Incremental Facility Lender shall make available to the Administrative Agent such amounts in immediately available funds as the Administrative Agent shall determine, for the benefit of the Lenders shall assign to each of the New other Revolving Credit Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage outstanding on such Increased Amount Date as shall be necessary in order thatto cause, after giving effect to all the applicable Revolving Facility Increase and the application of such assignments and purchasesamounts to make payments to such other Revolving Credit Lenders, such the Revolving Credit Loans and participation interests in Letter of Credit Usage will to be held ratably by existing all Revolving Credit Lenders and New Lenders ratably as of such date in accordance with their respective Revolving Commitments Credit Commitments, (ii) the Borrower shall be deemed to have prepaid and reborrowed all outstanding Revolving Credit Loans made to it as of such Increase Date (with each such borrowing to consist of Revolving Credit Loans, with related Interest Periods if applicable, specified in a notice delivered by the Borrower in accordance with the requirements of Section 2.02) and (iii) the Borrower shall pay to the Revolving Credit Lenders the amounts, if any, payable under Section 3.05) as a result of such prepayment. To the extent that there are participations in Letters of Credit, the Administrative Agent shall allocate to each Revolving Credit Lender their respective pro rata portion of the aggregate L/C Obligations at such time (after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunderFacility Increase). (ch) The Borrower and the Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject are authorized to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other Lenders, effect enter into such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, desirable to effect implement the provisions of this Section 2.182.14. The Administrative Agent shall as soon as practicable notify the Lenders of such amendments to the Loan Documents. (i) This Section 2.14 shall supersede any provisions in Sections 2.13 or 11.01 to the contrary.

Incremental Facility. (a) The Borrower may by written notice to the Administrative Agent elect to requestCompany may, at one time prior to the Maturity Date, one or more increases by notice to the existing Revolving Commitments Agent, request the addition of a new facility or an increase in the Term 39 Facility (such increase or any such increase, new facility being a "Commitment Increase") equal to up to $330,000,000 in the “New Commitments”), by an aggregate amount for all New Commitments not in excess of the Incremental Available Amount (subject to Section 1.07Commitment Increases, determined as of the date of effectiveness of such New Commitments) and not less than $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), and integral multiples of $25,000,000 in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of a date that is at least 90 days prior to the scheduled Maturity Date (for such Increased Amount Commitment Increase, the "Increase Date") as specified in the related notice to the Agent; provided thatprovided, subject to Section 1.07 however, that (except as i) on the Increase Date the Company shall be in pro forma compliance with all financial covenants set forth in the parenthetical proviso to clause Sections 7.11, 7.12, 7.14 and 7.15; (1) below), (1ii) on such Increased Amount the Increase Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Default or Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to continuing; (iii) such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) Commitment Increase shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or documented on other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations terms and warranties contained in the applicable acquisition agreement as conditions that are material reasonably satisfactory to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders Agent and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New CommitmentsCompany; and (4iv) Borrower if on the closing of the Commitment Increase, the applicable margin on the Commitment Increase is greater than 0.25% per annum above the Applicable Margin on the Term Facility, the Applicable Margin on the Term Facility shall deliver or cause be increased to a percentage per annum equal to (A) the applicable margin on the Commitment Increase minus (B) 0.25% per annum; and (v) notwithstanding any other provision of any Loan Document (including, without limitation, Section 10.01), the Loan Documents may be delivered any legal opinions or other documents reasonably requested amended by the Administrative AgentAgent and the Company, if necessary, to provide for terms applicable to each Commitment Increase consistent with the New Lenders terms hereof. Notwithstanding the foregoing, in no event shall any Lender be obligated to increase its Term Commitment or the Issuing Banks Revolving Credit Commitment in connection with any such transactionCommitment Increase. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.18.

Incremental Facility. (a) The Borrower may by written notice to the Administrative Agent elect to request, prior to the Stated Maturity Date, one or more increases an increase to the existing Revolving Commitments (any such increase, the “New Commitments”), Loan Commitment Amount by an aggregate amount for all New Commitments not in excess of the Incremental Available difference between (x) $50,000,000 minus all previous such increases to the Revolving Loan Commitment Amount (subject to Section 1.07, determined as of the date of effectiveness of such New Commitments) and not less than $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), 2.8 and integral multiples of (y) $25,000,000 in excess of that amount35,000,000. Each such notice shall specify (Ai) the date (each, an “Increased Amount Increase Effective Date”) on which Borrower proposes that the New Commitments increased or new Revolving Loan Commitment shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (Bii) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New increased Revolving Loan Commitments be allocated (which Person would have qualified as an Eligible Assignee) and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied)allocations; provided that any existing Lender approached to provide all or a portion of the New increased Revolving Loan Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New such increased Revolving Loan Commitments. (b) The increased or new Commitments shall become effective effective, as of such Increased Amount Increase Effective Date; provided that, subject to Section 1.07 : (except as set forth in the parenthetical proviso to clause (1i) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) 5.2 shall be satisfied as of such Increase Effective Date; (provided that if ii) the proceeds Borrower shall have delivered to the Administrative Agent a Compliance Certificate for the period of the Loans under most recently completed four full Fiscal Quarters immediately preceding such New Commitments are to be used to consummate Increase Effective Date (prepared in good faith and in a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred manner and be continuing as of using such methodology which is consistent with the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected most recent financial statements delivered pursuant to one or more Joinder Agreements executed and delivered by Section 7.1.1) evidencing compliance with the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements covenants set forth in Section 2.14; 7.2.4 for the immediately preceding test date; (3iii) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 Section 4.4 in connection with the New Commitmentsany adjustment of Revolving Loans pursuant to clause (d) of this Section 2.8; and and (4iv) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks Agent in connection with any such transaction. (bc) On any Increased Amount Date on which New Commitments are effective, subject Except as to original issue discount or up-front fees payable to the satisfaction Lenders providing such new Revolving Loan Commitments in an amount not to exceed the amount set forth on Item 2.8(c) of the foregoing terms and conditionsDisclosure Schedule, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans new Revolving Loan Commitments shall be identical to the already-existing LoansRevolving Loan Commitments. For The increased or new Revolving Loan Commitments shall be effected by a joinder agreement (the avoidance “Increase Joinder”) executed by Borrower, the Administrative Agent and each Lender making such increased Revolving Loan Commitments, in form and substance satisfactory to each of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basisthem. Notwithstanding anything in Section 9.02 to the contrary, each The Increase Joinder Agreement may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, to effect the provisions of this Section 2.182.8. In addition, unless otherwise specifically provided herein, all references in Loan Documents to Revolving Loan Commitments, Revolving Lender, Revolving Loans Revolving Loan Commitment Amount shall be deemed, unless the context otherwise requires, to include such increased amounts. (d) If there are, at any Increase Effective Date, any Revolving Loans outstanding, each Revolving Loan Lender that is acquiring a new or additional Revolving Loan Commitment on the Increase Effective Date shall make a Revolving Loan, the proceeds of which will be used to prepay the Revolving Loans of the other Revolving Loan Lenders immediately prior to such Increase Effective Date, so that, after giving effect thereto, the Revolving Loans outstanding are held by the Revolving Loan Lenders pro rata based on their Revolving Loan Commitments after giving effect to such Increase Effective Date. If there is a new borrowing of Revolving Loans on such Increase Effective Date, the Revolving Loan Lenders after giving effect to such Increase Effective Date shall make such Revolving Loans in accordance with Section 2.1.1. (e) The new Revolving Loans and Revolving Loan Commitments established pursuant to this paragraph shall constitute Revolving Loans and Revolving Loan Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from the Guaranty and security interests created by the Collateral Documents. The Obligors shall take any actions reasonably required by the Administrative Agent to ensure and/or demonstrate that the Lien and security interests granted by the Collateral Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such any such new Revolving Loans or Revolving Loan Commitments.

Incremental Facility. (a) The At any time prior to the Tranche B Maturity Date, the Borrower may may, by written notice to the Administrative Agent elect (which shall promptly deliver a copy to requesteach of the Lenders), prior to request the Maturity Dateaddition of a new tranche of Term Loans (all such Loans, one or more increases to the existing Revolving Commitments (any such increasecollectively, the “New Incremental Loans”) provided, however, that the addition of a tranche of Incremental Loans under this Agreement and the other Loan Documents shall be subject to the conditions that, both at the time of any such request and upon effectiveness of the Incremental Facility Amendment referred to below, (i) no Default shall exist, (ii) the Borrower shall be in pro forma compliance with the Financial Covenants, to the extent then applicable, and (iii) the Senior Bank Debt Basket Amount shall equal or exceed the sum of the Revolving Commitments”), by the unused Tranche A Commitments, the outstanding Term Loans and the amount of such tranche of Incremental Loans. The Incremental Loans (i) shall be in an aggregate principal amount for all New Commitments of at least $100,000,000 and not in excess of $600,000,000, (ii) shall rank pari passu 35 in right of payment and of security (including under the Security Documents) with the Revolving Loans and the Term Loans, (iii) shall mature no sooner than six months after the Tranche B Maturity Date and shall have a longer average weighted life than the combined weighted average life of the Revolving Loans (assuming the Revolving Commitments were fully drawn) and the Term Loans, and (iv) shall otherwise be treated no more favorably than the Term Loans (in each case, including with respect to mandatory and voluntary prepayments); provided that the terms and conditions applicable to the Incremental Available Amount (subject to Section 1.07, determined as of Loans may provide for additional or different financial or other covenants applicable only during periods after the date of effectiveness of such New Commitments) and not less than $25,000,000 individually (or such lesser amount which Tranche B Maturity Date. Such notice shall be approved by set forth the Administrative Agent or that shall constitute the remaining requested amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at Incremental Loans (which amount shall not exceed $600,000,000). The Borrower shall arrange for one or more vendors of telecommunications equipment or banks or other financial institutions (any such time)ban k, and integral multiples of $25,000,000 in excess of other financial institution or vendor that amount. Each such notice shall specify (A) the date (eachis not already a Lender, being called an “Increased Amount DateAdditional Lender”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree to extend commitments to provide Incremental Loans in its reasonable discretion) after the date on which such notice is delivered an aggregate amount equal to the Administrative Agent and which may be contingent upon the closing requested amount of an acquisition or other transaction and (B) the identity of Incremental Loans, provided that each Additional Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case vendor of telecommunication equipment or an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New existing Lender shall be subject to the requirements set forth approval of the Administrative Agent (which approval shall not be unreasonably withheld). The proceeds of the Incremental Loans will be used to finance the purchase, acquisition or construction of Telecommunications Assets, including real estate, to be owned and utilized by the Borrower and the Restricted Subsidiaries. Commitments in Section 2.14; (3) Borrower respect of Incremental Loans shall make any payments required become Commitments under this Agreement pursuant to Sections 2.12 and 2.13 in connection with an amendment (an “Incremental Facility Amendment”)to this Agreement and, as appropriate, the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested Loan Documents, executed by the Administrative AgentBorrower, the New Lenders or the Issuing Banks in connection with any each Lender agreeing to provide such transaction. (b) On any Increased Amount Date on which New Commitments are effectiveCommitment, subject to the satisfaction of the foregoing terms and conditionsif any, (i) each of the Lenders shall assign to each of the New LendersAdditional Lender, if any, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) Agent. The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement 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 2.184.02. No Lender shall be obligated to provide any Incremental Loans unless it so agrees.

Incremental Facility. (a) The i. At any time during the Revolving Commitment Period, the Borrower may by written notice request from time to time from one or more existing Lenders or from other Eligible Assignees reasonably acceptable to the Administrative Agent elect to requestAgent, prior the Issuing Lender, the Swingline Lender and the Borrower (but subject to the Maturity Date, one or more increases to conditions set forth in clause (b) below) that the existing Total Revolving Commitments be increased by an amount not to exceed the Available Revolving Increase Amount (any each such increase, the an “New CommitmentsIncrease”), by ; provided that the Borrower may not request an aggregate amount for all New Increase on more than three occasions during the Revolving Commitment Period. No Lender shall be obligated to increase its Revolving Commitments not in excess connection with a proposed Increase. The Administrative Agent shall invite each Lender to provide a portion of the Incremental Available Amount Increase ratably in accordance with its Revolving Percentage of each requested Increase (subject it being agreed that no Lender shall be obligated to Section 1.07, determined as of the date of effectiveness provide an Increase and that any Lender may elect to participate in such Increase in an amount that is less than its Revolving Percentage of such New Commitmentsrequested Increase or more than its Revolving Percentage of such requested Increase if other Lenders have elected not to participate in any applicable requested Increase in accordance with their Revolving Percentage) and to the extent, five (5) Business Days after receipt of invitation, sufficient Lenders do not agree to provide the full amount of such Increase, then the Administrative Agent may invite any prospective lender that satisfies the criteria of being an “Eligible Assignee” to become a Lender in connection with the proposed Increase. Any Increase shall be in an amount of at least $10,000,000 (or, if the Available Revolving Increase Amount is less than $25,000,000 individually (or 10,000,000, such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), Available Revolving Increase Amount) and integral multiples of $25,000,000 1,000,000 in excess thereof. Additionally, for the avoidance of doubt, it is understood and agreed that amountin no event shall the aggregate amount of the Increases to the Revolving Commitments exceed the Available Revolving Increase Amount during the term of the Agreement. ii. Each such notice shall specify (A) of the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments following shall be effective, which conditions precedent to any Increase of the Revolving Commitments in connection therewith: 1. any Increase shall be a date not less than 10 Business Days on the same terms (or such shorter period as including the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent interest rate, and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(bmaturity date), subject to approval thereof by the Administrative Agent as applicable, as, and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (eachdocumentation applicable to, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied)Revolving Facility then in effect; provided that any Lender approached such Increase may provide for terms (including interest rate) more favorable to provide all or a portion of such Increase lenders, if any existing Revolving Loans and Revolving Commitments at the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as time of such Increased Amount DateIncrease are also provided the benefit of such more favorable terms (and the consent of any existing Revolving Lender shall not be required to implement such terms); provided thatprovided, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below)further, (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) that any upfront fees shall be satisfied (provided that if agreed between the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred Borrower and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New CommitmentsIncrease; 2. the Borrower shall have delivered a written request for such Increase at least fifteen (15) Business Days prior to the requested establishment of such Increase (or such later date as may be reasonably approved by the Administrative Agent), customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including which request shall set forth the accuracy amount and proposed terms of the representations and warranties contained in the applicable acquisition agreement as are material Increase; 3. each lender agreeing to the interests of the lenders providing such New CommitmentsIncrease, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative AgentAgent shall have signed an Increase Joinder (any Increase Joinder may, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by consent of the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments Borrower and the New Lenders, and (ii) the respective interests in lenders agreeing to such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other LendersIncrease, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, appropriate to effect effectuate the provisions of this Section 2.182.26 (including the preceding clause (i)) and the Borrower shall have executed any Notes requested by any Lender in connection with the making of the Increase. Notwithstanding anything to the contrary in this Agreement or in any other Loan Document, an Increase sf-5537426 Joinder reasonably satisfactory to the Administrative Agent, and the amendments to this Agreement effected thereby, shall not require the consent of any Lender other than the Lender(s) agreeing to establish such Increase; 4. immediately after giving pro forma effect to such Increase and the use of proceeds thereof, each of the conditions precedent in Section 5.2(a) are satisfied; 5. immediately after giving pro forma effect to such Increase and the use of proceeds thereof (and assuming that such Increase was fully drawn), (A) no Default or Event of Default shall have occurred and be continuing at the time of such Increase and (B) the Borrower shall be in compliance with the financial covenants set forth in Section 7.1 hereof as of the end of the most recently ended month and quarter for which financial statements are internally available to the Loan Parties prior to such Increase, and the Borrower shall have delivered to the Administrative Agent (which shall promptly provide to the Lenders) a Compliance Certificate evidencing compliance with the requirements of this clause (v); 6. in connection with such Increase, the Borrower shall pay to the Administrative Agent, for the benefit of the Administrative Agent or the Increase lenders, as applicable, all fees that the Borrower has agreed to pay in connection with such Increase (including pursuant to the Fee Letter); 7. upon each Increase in accordance with this Section 2.26, all outstanding Loans, participations hereunder in Letters of Credit and participations hereunder in Swingline Loans held by each Lender shall be reallocated among the Lenders (including any newly added Lenders) in accordance with the Lenders’ respective revised Revolving Percentages and L/C Percentages, pursuant to procedures reasonably determined by the Administrative Agent in consultation with the Borrower; and 8. the Borrower shall have delivered any additional documentation reasonably requested by the Administrative Agent or the Lenders providing such Increase, including a harvest analysis reasonably acceptable to the Administrative Agent demonstrating sufficient value of Collateral relative to Increase amount. iii. Upon the effectiveness of any Increase, (i) all references in this Agreement and any other Loan Document to the Revolving Loans shall be deemed, unless the context otherwise requires, to include such Increase advanced pursuant to this Section 2.26 and any amendments effected through the Increase Joinder and (ii) all references in this Agreement and any other Loan Document to the Revolving Commitment shall be deemed, unless the context otherwise requires, to include the commitment to advance an amount equal to such Increase pursuant to this Section 2.26. iv. The Revolving Loans and Revolving Commitments established pursuant to this Section 2.26 shall constitute Revolving Loans and Revolving Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from any guarantees and the security interests created by the Loan Documents. The Borrower shall take any actions reasonably required by Administrative Agent to ensure and demonstrate that the Liens and security interests granted by the Loan Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Revolving Commitments. sf-5537426

Incremental Facility. (a) The Borrower Increased Facilities Company may at any time after the Effective Date, by written notice to the Administrative Agent Agent, elect to request, prior to request the Maturity Date, establishment of one or more increases to the tranches of incremental revolving loan commitments or an increase in an existing tranche of Revolving Loan Commitments (each, an “Incremental Revolving Loan Commitment”; provided that there shall be no more than three tranches of Incremental Revolving Loan Commitments at any such increasetime in effect) and/or one or more tranches of incremental term loans or an increase in an existing tranche of Term Loans (each, an “Incremental Term Loan Commitment” and together with the Incremental Revolving Loan Commitments, the “New Incremental Commitments”), by an ; provided that the aggregate principal amount for all New Commitments not in excess of the Incremental Available Amount Commitments shall (subject to Section 1.07, determined as of i) not exceed $250,000,000 (the date of effectiveness of such New Commitments“Maximum Incremental Amount”) and (ii) not be in an aggregate principal amount less than $25,000,000 individually 2,500,000 per request (or, if less, the entire remaining amount permitted to be drawn under clause (i) above) (or such lesser amount which shall may be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such timeAgent), and shall be in integral multiples of $25,000,000 1,000,000 in excess of that amount. Each such notice shall specify (Ai) the date (each, an “Increased Amount Date”) on which Borrower Company proposes that the New Incremental Commitments shall be effective, which shall be a date not less than 10 five Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and Agent, (Bii) the identity of each Lender or Lender, other Person that is an eligible assignee under Section 9.04(b), subject Eligible Assignee or any other Person agreed to approval thereof by Company and the Administrative Agent (each, an “Incremental Revolving Lender” or “Incremental Term Lender”, as applicable, and the Issuing Banks collectively “Incremental Lenders”) to whom Company proposes any portion of such Incremental Commitments be allocated (including in the case of a Person that is not a LenderIncremental Revolving Loan Commitments, any letter of credit and/or swing line loan sub- limits to the extent such approval is required be applicable thereto other than in the case of an assignment to such Person pursuant to such Section 9.04(bincrease in the existing Revolving Loan Commitments; provided that no swing line loan sub-limit may be increased without the consent of Swing Line Lender) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied)allocations; provided further that any Lender approached to provide all or a portion of the New Incremental Commitments may elect to agree or to decline, in its sole discretion, to provide an Incremental Commitment; provided further that no initial Incremental Lender shall be a New CommitmentLoan Party or an Affiliate of a Loan Party; and (iii) the proposed use of the proceeds of such Incremental Loans (which shall be consistent with Section 2.5(a)). Such New Incremental Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 that on and as of such date (except as set forth in the parenthetical proviso to clause (1A) below), (1) on such Increased Amount Date, each no Event of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and Default shall exist immediately after giving effect to such New CommitmentIncremental Commitments; (B) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and immediately after giving effect to the incurrence of such New Incremental Commitments (it being understood that and the requirements use of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject toproceeds thereof, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy each of the representations and warranties contained in this Agreement and in the applicable acquisition agreement as are other Loan Documents shall, in each case, be true and correct in all material respects to the interests same extent as though made on and as of the lenders providing such New Commitmentsthat date, but only except to 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 on and as of such earlier date (provided that if a representation and warranty is qualified as to materiality, such representation and warranty shall be true and correct in all respects) and provided further, that, notwithstanding the Borrower or any foregoing clauses (A) and (B), in the case of its Affiliates has Incremental Commitments incurred to finance a Limited Condition Investment, at Company’s election, (1) the right to terminate its obligations under such acquisition agreement as a result signing of the failure definitive agreement governing such Limited Condition Investment shall be subject to, as of the date of such signing, (x) no Event of Default then existing immediately after giving effect to such signing or initial funding and (y) each of the representations and warranties contained in this Agreement and in the other Loan Documents, in each case, being true and correct in all material respects to the same extent as though made on and as of such date, except to the extent such representations and warranties specifically relate to an earlier date, in which case such representations and warranties being true and correct in all material respects on and as of such earlier date (provided that if a representation or and warranty is qualified as to materiality, such representation shall be accurate)); true and correct in all respects) and (2) the New initial funding of such Incremental Commitments shall be subject to (x) no Event of Default under any of Section 7.1 (but only with respect to payment of principal, interest, premium and recurring fees), Section 7.6 or Section 7.7 then existing immediately after giving effect to such signing or initial funding and (y) customary “SunGard” limitations (including that the absence of a Potential Event of Default or Event of Default (other than as set forth in the foregoing clause (2)(x)) is not a condition to such funding and that only “specified acquisition representations” and “specified representations” are required to be accurate as a condition to such funding); (C) the Incremental Commitments shall be effected pursuant to one or more joinder agreements in form and substance reasonably satisfactory to the Administrative Agent (each, a “Joinder Agreements Agreement”) executed and delivered by the BorrowerCompany, each Guarantorother Loan Party and each applicable Incremental Lender, if any, the New Lenders and acknowledged by the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.142.7; (3D) Borrower Company shall make any payments required pursuant to Sections 2.12 Section 2.3(b) and 2.13 Section 2.7(b) in connection with the New Incremental Commitments, as applicable; and (4E) Borrower Company shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks Agent in connection with any such transaction. (b) On , including any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Collateral Documents as may be necessary or appropriate, desirable in the opinion reasonable judgment of the Administrative Agent, Agent to effect provide the provisions Administrative Agent for the benefit of this Section 2.18Secured Parties (including each Incremental Lender) a First Priority Lien in the Collateral.

Incremental Facility. (a) The Borrower may may, at any time prior to the Termination Date, by written notice to the Administrative Agent elect Agent, request the addition of a new facility or an increase in any or all of the Term B Commitments (each of such commitment increases and any new facility being a “Commitment Increase”) equal to requestup to $200,000,000 in the aggregate for all Commitment Increases, each of which to be effective as of a date that is at least 90 days prior to the scheduled Maturity Date, one or more increases to the existing Revolving Commitments Date then in effect (any for each such increaseCommitment Increase, the “New Commitments”), by an aggregate amount for all New Commitments not in excess of the Incremental Available Amount (subject to Section 1.07, determined as of the date of effectiveness of such New Commitments) and not less than $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), and integral multiples of $25,000,000 in excess of that amount. Each such notice shall specify (A) the date (each, an “Increased Amount Increase Date”) on which Borrower proposes that as specified in the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such related notice is delivered to the Administrative Agent and which may be contingent upon Agent; provided, however, that (i) in no event shall the closing aggregate amount of an acquisition or other transaction and all Commitment Increases exceed $200,000,000; (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1ii) on such Increased Amount the Increase Date, each of the applicable conditions set forth in Section 4.02(a4.02 and in clause (d) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of this Section 4.02(b), before and after giving effect to such New Commitment) 2.17 shall be satisfied satisfied; (provided that if iii) on the proceeds of Increase Date the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, Parent is in pro forma compliance with all financial covenants set forth in Section 6.04; (xiv) on the Increase Date no Specified Default or Event of Default shall have occurred and be continuing as continuing; (v) any increase in the amount of the Increased Amount Term B Facility or any new facility shall have a maturity date no earlier than the Maturity Date before (but may have nominal amortization prior to the Maturity Date so long as the Weighted Average Life to Maturity of such increase or new facility is no shorter than the weighted average life to maturity of the then-remaining Advances under the Term B Facility); (vi) to the extent of the addition of a new facility, such new facility shall bear interest at a rate no greater than 0.50% per annum above the rate in respect of the Term B Facility then in effect (and after giving effect the rate in respect of the Term B Facility shall be increased (without any further action required to such New Commitments be taken by any party) to the extent necessary to comply with the foregoing); provided that this clause (it being understood that the requirements of Section 4.02(bvi) shall otherwise not apply to any new facility for which RTFC is initially the sole lender; (vii) except as set forth in clause (v) above, any increase in the amount of the Term B Facility shall be complied with on terms identical to the existing Term B Facility; (viii) except as set forth in accordance with Section 1.07clauses (v) and (yvi), to the extent of the addition of a new facility, such facility shall have terms and conditions, taken as a whole, substantially the same as (and in no event shall such terms and conditions, taken as a whole, be more favorable in any material respect to the lenders thereunder than) those, taken as a whole, applicable to the Term B Facility (in each case, including with respect to sharing of mandatory and voluntary prepayments) and shall be on other terms and conditions that are reasonably satisfactory to the Administrative Agent; (ix) the requirements of Section 4.02(a) Term B Lenders shall be subject toinitially have the right, but not the obligation, to commit to up to their Pro Rata Share (or, if agreed consented to by the lenders providing such New CommitmentsBorrower and the Administrative Agent to cover declines by other Term B Lenders, customary “SunGard” or other customary more than their Pro Rata Share) of a Commitment Increase ratably based on the applicable “certain funds” conditionality provisions (including the accuracy Term B Commitments of the representations Term B Lenders; and warranties contained in (x) notwithstanding any other provision of any Loan Document (including, without limitation, Section 10.01), the applicable acquisition agreement as are material to Loan Documents may be amended by the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed Administrative Agent and delivered by the Borrower, if necessary, to provide for terms applicable to each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection Commitment Increase consistent with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transactionterms hereof. (b) On any Increased Amount Date on which New Commitments are effective, subject to The Administrative Agent shall promptly notify the satisfaction Term B Lenders of a request by the Borrower for a Commitment Increase in respect of the foregoing terms Term B Facility and conditionsany new facility, which notice shall include (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal proposed amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitmentsrequested Commitment Increase, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, the proposed Increase Date and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the date by which the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject wishing to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement 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, participate in the opinion Commitment Increase must commit to an increase in the amount of their respective Commitments (the Administrative Agent, “Commitment Date”). Each Term B Lender that is willing to effect participate in the provisions of this Section 2.18.requested Commitment Increase (each an

Incremental Facility. After the Effective Date, the Borrower will have the right, without the consent of the Lenders, to establish a revolving credit facility under this Agreement (the “Incremental Facility”); provided that (a) The Borrower may by written notice after giving effect to the Administrative Agent elect to requestIncremental Facility, prior the outstanding principal amount of Loans outstanding under all portions of the Facility plus the commitments under the Incremental Facility (whether funded or not), shall not exceed $150,000,000, (b) all representations and warranties set forth in Article III and the other Loan Documents must be true and correct in all material respects upon giving effect to the Maturity Date, one Incremental Facility and no Default shall have occurred or more increases to be continuing at either the existing Revolving Commitments (any time of the request or the effective date of such increase, the “New Commitments”), by an aggregate (c) any such increase must be in a minimum amount for all New Commitments not in excess of the Incremental Available Amount (subject to Section 1.07, determined as of the date of effectiveness of such New Commitments) and not less than $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), and in integral multiples of $25,000,000 5,000,000 in excess of that amount. Each such notice shall specify thereof, and (Ad) after giving effect to the date (eachIncremental Facility, an “Increased Amount Date”) on which Borrower proposes that a pro forma basis, the New Commitments shall Total Debt to EBITDA Ratio will be effective, which shall be a date not no greater than 0.50 to 1.00 less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied); provided that any Lender approached to provide all or a portion of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions level set forth in Section 4.02(a6.1(b) for such Computation Period, and (be) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) Borrower shall be satisfied (provided that if in compliance on a pro forma basis with the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements covenant set forth in Section 2.14; 6.1(a), in each case under this clause (3) e), as of the effective date of the Incremental Facility (assuming that the Incremental Facility is fully drawn). The Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 offer, in connection consultation with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject Incremental Facility to the satisfaction Lenders (but no Lender will have an obligation to commit to all or any portion of the foregoing Incremental Facility). If the Lenders are not willing to commit to the Incremental Facility, the Borrower may offer the Incremental Facility or any portion thereof to other third party financial institutions (which must be reasonably acceptable to the Administrative Agent); provided that such new third party institution must have a commitment of at least $15,000,000. The Incremental Facility shall be established on terms customary for transactions of its size and conditions, type and (i) each shall contain representations and warranties, covenants, indemnification provisions, events of default and other material terms that are identical to the Lenders shall assign Facility (unless otherwise reasonably satisfactory to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall provide for any revolving lenders thereunder to be deemed secured on a pari passu basis with the Lenders under the Facility, (iii) appoint the Administrative Agent as agent for all purposes a Revolving Commitment and each Revolving Loan made thereunder the revolving lenders (a “New Loan”) shall be deemedwhether or not the Administrative Agent, for all purposesas Lender, a Revolving Loanis participating thereunder), and (iiiiv) will rank pari passu in right of payment and with respect to security with the Facility and the borrower and guarantors of the Incremental Facility shall be the same as the Borrower and Guarantors with respect to the Facility. In connection with any Incremental Facility, the Borrower, the Administrative Agent and each New applicable Lender shall become a Lender for all purposes hereunder. (c) The execute and deliver to the Administrative Agent an Incremental Amendment and such other documentation as the Administrative Agent shall notify reasonably specify to evidence the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing LoansIncremental Facility. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement Any Incremental Amendment may, without the consent of any other LendersLender, effect such amendments to this Agreement and the other Loan Documents as 51 Credit Agreement may be necessary or appropriate, in the reasonable opinion of the Administrative AgentAgent and the Borrower, to effect implement the provisions terms of the Incremental Facility on terms consistent with this Section (including amendments to permit accrued interest and fees to share ratably in the benefits of this Agreement and the other Loan Documents and to include appropriately the Lenders holding such Incremental Facility in any determination of the Required Lenders on substantially the same basis as the Lenders prior to such inclusion). The Administrative Agent and the Lenders hereby consent to the transactions contemplated by this Section 2.18(including, for the avoidance of doubt, payment of any interest, fees or premium in respect of any Incremental Facility on such terms as may be set forth in the relevant Incremental Amendment) and hereby waive the requirements of any provision of this Agreement or any other Loan Document that may otherwise prohibit any such Incremental Facility or any other transaction contemplated by this Section.

Incremental Facility. (a) The Borrower Increased Facilities Company may at any time after the Effective Date, by written notice to the Administrative Agent Agent, elect to request, prior to request the Maturity Date, establishment of one or more increases to the tranches of incremental revolving loan commitments or an increase in an existing tranche of Revolving Loan Commitments (each, an “Incremental Revolving Loan Commitment”; provided that there shall be no more than three tranches of Incremental Revolving Loan Commitments at any such increasetime in effect) and/or one or more tranches of incremental term loans or an increase in an existing tranche of Term Loans (each, an “Incremental Term Loan Commitment” and together with the Incremental Revolving Loan Commitments, the “New Incremental Commitments”), by an ; provided that the aggregate principal amount for all New Commitments not in excess of the Incremental Available Amount Commitments shall (subject to Section 1.07, determined as of i) not exceed $250,000,000 (the date of effectiveness of such New Commitments“Maximum Incremental Amount”) and (ii) not be in an aggregate principal amount less than $25,000,000 individually 2,500,000 per request (or, if less, the entire remaining amount permitted to be drawn under clause (i) above) (or such lesser amount which shall may be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such timeAgent), and shall be in integral multiples of $25,000,000 1,000,000 in excess of that amount. Each such notice shall specify (Ai) the date (each, an “Increased Amount Date”) on which Borrower Company proposes that the New Incremental Commitments shall be effective, which shall be a date not less than 10 five Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent and which may be contingent upon the closing of an acquisition or other transaction and Agent, (Bii) the identity of each Lender or Lender, other Person that is an eligible assignee under Section 9.04(b), subject Eligible Assignee or any other Person agreed to approval thereof by Company and the Administrative Agent (each, an “Incremental Revolving Lender” or “Incremental Term Lender”, as applicable, and the Issuing Banks collectively “Incremental Lenders”) to whom Company proposes any portion of such Incremental Commitments be allocated (including in the case of a Person that is not a LenderIncremental Revolving Loan Commitments, any letter of credit and/or swing line loan sub-limits to the extent such approval is required be applicable thereto other than in the case of an assignment to such Person pursuant to such Section 9.04(bincrease in the existing Revolving Loan Commitments; provided that no swing line loan sub-limit may be increased without the consent of Swing Line Lender) (such approval not to be unreasonably withheld or delayed) (each, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied)allocations; provided further that any Lender approached to provide all or a portion of the New Incremental Commitments may elect to agree or to decline, in its sole discretion, to provide an Incremental Commitment; provided further that no initial Incremental Lender shall be a New CommitmentLoan Party or an Affiliate of a Loan Party; and (iii) the proposed use of the proceeds of such Incremental Loans (which shall be consistent with Section 2.5(a)). Such New Incremental Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 that on and as of such date (except as set forth in the parenthetical proviso to clause (1A) below), (1) on such Increased Amount Date, each no Event of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and Default shall exist immediately after giving effect to such New CommitmentIncremental Commitments; (B) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and immediately after giving effect to the incurrence of such New Incremental Commitments (it being understood that and the requirements use of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject toproceeds thereof, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy each of the representations and warranties contained in this Agreement and in the applicable acquisition agreement as are other Loan Documents shall, in each case, be true and correct in all material respects to the interests same extent as though made on and as of the lenders providing such New Commitmentsthat date, but only except to 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 on and as of such earlier date (provided that if a representation and warranty is qualified as to materiality, such representation and warranty shall be true and correct in all respects) and provided further, that, notwithstanding the Borrower or any foregoing clauses (A) and (B), in the case of its Affiliates has Incremental Commitments incurred to finance a Limited Condition Investment, at Company’s election, (1) the right to terminate its obligations under such acquisition agreement as a result signing of the failure definitive agreement governing such Limited Condition Investment shall be subject to, as of the date of such signing, (x) no Event of Default then existing immediately after giving effect to such signing or initial funding and (y) each of the representations and warranties contained in this Agreement and in the other Loan Documents, in each case, being true and correct in all material respects to the same extent as though made on and as of such date, except to the extent such representations and warranties specifically relate to an earlier date, in which case such representations and warranties being true and correct in all material respects on and as of such earlier date (provided that if a representation or and warranty is qualified as to materiality, such representation shall be accurate)); true and correct in all respects) and (2) the New initial funding of such Incremental Commitments shall be subject to (x) no Event of Default under any of Section 7.1 (but only with respect to payment of principal, interest, premium and recurring fees), Section 7.6 or Section 7.7 then existing immediately after giving effect to such signing or initial funding and (y) customary “SunGard” limitations (including that the absence of a Potential Event of Default or Event of Default (other than as set forth in the foregoing clause (2)(x)) is not a condition to such funding and that only “specified acquisition representations” and “specified representations” are required to be accurate as a condition to such funding); (C) the Incremental Commitments shall be effected pursuant to one or more joinder agreements in form and substance reasonably satisfactory to the Administrative Agent (each, a “Joinder Agreements Agreement”) executed and delivered by the BorrowerCompany, each Guarantorother Loan Party and each applicable Incremental Lender, if any, the New Lenders and acknowledged by the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.142.7; (3D) Borrower Company shall make any payments required pursuant to Sections 2.12 Section 2.3(b) and 2.13 Section 2.7(b) in connection with the New Incremental Commitments, as applicable; and (4E) Borrower Company shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks Agent in connection with any such transaction. (b) On , including any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Collateral Documents as may be necessary or appropriate, desirable in the opinion reasonable judgment of the Administrative Agent, Agent to effect provide the provisions Administrative Agent for the benefit of this Section 2.18Secured Parties (including each Incremental Lender) a First Priority Lien in the Collateral.

Incremental Facility. (a) The At any time during the Revolving Commitment Period, the Borrower may by written notice request from time to time from one or more existing Lenders or from other Eligible Assignees reasonably acceptable to the Administrative Agent elect to requestAgent, prior the Issuing Lender, the Swingline Lender and the Borrower (but subject to the Maturity Date, one or more increases to conditions set forth in clause (b) below) that the existing Total Revolving Commitments be increased by an amount not to exceed the Available Revolving Increase Amount (any each such increase, the an “New CommitmentsIncrease”), by ; provided that the Borrower may not request an aggregate amount for all New Increase on more than five occasions during the Revolving Commitment Period. No Lender shall be obligated to increase its Revolving Commitments not in excess connection with a proposed Increase. The Administrative Agent shall invite each Lender to provide a portion of the Incremental Available Amount Increase ratably in accordance with its Revolving Percentage of each requested Increase (subject it being agreed that no Lender shall be obligated to Section 1.07, determined as of the date of effectiveness provide an Increase and that any Lender may elect to participate in such Increase in an amount that is less than its Revolving Percentage of such New Commitmentsrequested Increase or more than its Revolving Percentage of such requested Increase if other Lenders have elected not to participate in any applicable requested Increase in accordance with their Revolving Percentage) and to the extent, five (5) Business Days after receipt of invitation, sufficient Lenders do not agree to provide the full amount of such Increase, then the Administrative Agent may invite any prospective lender that satisfies the criteria of being an “Eligible Assignee” to become a Lender in connection with the proposed Increase. Any Increase shall be in an amount of at least $10,000,000 (or, if the Available Revolving Increase Amount is less than $25,000,000 individually (or 10,000,000, such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), Available Revolving Increase Amount) and integral multiples of $25,000,000 1,000,000 in excess thereof. Additionally, for the avoidance of doubt, it is understood and agreed that amountin no event shall the aggregate amount of the Increases to the Revolving Commitments exceed the Available Revolving Increase Amount during the term of the Agreement. Each such notice shall specify (A) request for an Increase delivered by the date (each, an “Increased Amount Date”) on which Borrower proposes that the New Commitments shall be effective, which shall be a date not less than 10 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to the Administrative Agent shall set forth the amount and which may proposed terms of the Increase. (b) Each of the following shall be contingent upon conditions precedent to any Increase of the closing of an acquisition or other transaction Revolving Commitments in connection therewith: (i) any Increase shall be on the same terms (including the interest rate, and (B) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(bmaturity date), subject to approval thereof by the Administrative Agent as applicable, as, and the Issuing Banks in the case of a Person that is not a Lender, to the extent such approval is required in the case of an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayed) (eachdocumentation applicable to, a “New Lender”), to whom Borrower proposes any portion of such New Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied)Revolving Facility then in effect; provided that any such Increase may provide for terms (including interest rate) more favorable to such Increase lenders, if any existing Revolving Loans at the time of such Increase are also provided the benefit of such more favorable terms (and the consent of any existing Revolving Lender approached shall not be required to provide all implement such terms); (ii) the Borrower shall have delivered a written request for such Increase at least ten (10) Business Days prior to the requested establishment of such Increase (or a portion such later date as may be reasonably approved by the Administrative Agent), which request shall set forth the amount and proposed terms of the New Commitments may elect or decline, in its sole discretion, to provide a New Commitment. Such New Commitments shall become effective as of such Increased Amount Date; provided that, subject to Section 1.07 Increase; (except as set forth in the parenthetical proviso to clause (1iii) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead lender agreeing to such Increased Amount Date andIncrease, in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (x) no Specified Event of Default shall have occurred and be continuing as of the Increased Amount Date before and after giving effect to such New Commitments (it being understood that the requirements of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject to, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy of the representations and warranties contained in the applicable acquisition agreement as are material to the interests of the lenders providing such New Commitments, but only to the extent that the Borrower or any of its Affiliates has the right to terminate its obligations under such acquisition agreement as a result of the failure of such representation or warranty to be accurate)); (2) the New Commitments shall be effected pursuant to one or more Joinder Agreements executed and delivered by the Borrower, each Guarantor, if any, the New Lenders and the Administrative AgentAgent shall have signed an Increase Joinder (any Increase Joinder may, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.14; (3) Borrower shall make any payments required pursuant to Sections 2.12 and 2.13 in connection with the New Commitments; and (4) Borrower shall deliver or cause to be delivered any legal opinions or other documents reasonably requested by consent of the Administrative Agent, the New Lenders or the Issuing Banks in connection with any such transaction. (b) On any Increased Amount Date on which New Commitments are effective, subject to the satisfaction of the foregoing terms and conditions, (i) each of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments Borrower and the New Lenders, and (ii) the respective interests in lenders agreeing to such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other LendersIncrease, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriate, in the opinion of the Administrative Agent, appropriate to effect effectuate the provisions of this Section 2.182.27 (including the preceding clause (ii)) and the Borrower shall have executed any Notes requested by any Lender in connection with the making of the Increase. Notwithstanding anything to the contrary in this Agreement or in any other Loan Document, an Increase Joinder reasonably satisfactory to the Administrative Agent, and the amendments to this Agreement effected thereby, shall not require the consent of any Lender other than the Lender(s) agreeing to establish such Increase; (iv) immediately after giving pro forma effect to such Increase and the use of proceeds thereof, each of the conditions precedent in Section 5.2(a) are satisfied (other than in connection with Limited Condition Acquisitions, in which case (i) Section 5.2(a) shall be satisfied only in connection with the Specified Representations and (ii) the Specified Acquisition Agreement Representations shall be true and correct on the date Loans are made under the Increase, but only to the extent that the Borrower (or any of its Affiliates) has the right (taking into account any applicable cure provisions) to terminate its (or such Affiliates’) obligations under the Limited Condition Acquisition, or to decline to consummate the Limited Condition Acquisition Agreement (in each case, in accordance with the terms thereof) as a result of a breach of such Specified Acquisition Agreement Representations); (v) immediately after giving pro forma effect to such Increase and the use of proceeds thereof, (A) no Default or Event of Default shall have occurred and be continuing at the time of such Increase (other than in connection with Limited Condition Acquisitions, in which case there shall be (x) no Default or Event of Default as of the LCA Test Date and (y) no Event of Default under Section 8.1(a) or (f) immediately after giving pro forma effect to such Increase) and (B) the Borrower shall be in compliance with the financial covenants set forth in Section 7.1 hereof as of the end of the most recently ended month and quarter for which financial statements are required to be delivered prior to such Increase, and the Borrower shall have delivered to the Administrative Agent a Compliance Certificate evidencing compliance with the requirements of this clause (v) (provided that in the case of a Limited Condition Acquisition, such calculation shall be made in compliance with Section 1.41.5); (vi) in connection with such Increase, the Borrower shall pay to the Administrative Agent, for the benefit of the Administrative Agent or the Increase lenders, as applicable, all fees that the Borrower has agreed to pay in connection with such Increase (including pursuant to the Fee Letter); and (vii) upon each Increase in accordance with this Section 2.27, all outstanding Loans, participations hereunder in Letters of Credit and participations hereunder in Swingline Loans held by each Lender shall be reallocated among the Lenders (including any newly added Lenders) in accordance with the Lenders’ respective revised Revolving Percentages and L/C Percentages, pursuant to procedures reasonably determined by the Administrative Agent in consultation with the Borrower. (c) Upon the effectiveness of any Increase, (i) all references in this Agreement and any other Loan Document to the Revolving Loans shall be deemed, unless the context otherwise requires, to include such Increase advanced pursuant to this Section 2.27 and any amendments effected through the Increase Joinder and (ii) all references in this Agreement and any other Loan Document to the Revolving Commitment shall be deemed, unless the context otherwise requires, to include the commitment to advance an amount equal to such Increase pursuant to this Section 2.27. (d) The Revolving Loans and Revolving Commitments established pursuant to this Section 2.27 shall constitute Revolving Loans and Revolving Commitments under, and shall be entitled to all the benefits afforded by, this Agreement and the other Loan Documents, and shall, without limiting the foregoing, benefit equally and ratably from any guarantees and the security interests created by the Loan Documents. The Borrower shall take any actions reasonably required by Administrative Agent to ensure and demonstrate that the Liens and security interests granted by the Loan Documents continue to be perfected under the UCC or otherwise after giving effect to the establishment of any such new Revolving Commitments.

Incremental Facility. (a) The Borrower Increased Term Loan Facility Company may by prior written notice to the Administrative Agent elect to request, prior to request the Maturity Date, one or more increases to establishment of new term loan commitments (the existing Revolving Commitments (any such increase“Incremental Term Loan Commitments”) for the purpose of funding Permitted Acquisitions, the “New Commitments”), by an opening of new sand processing and mining facilities and fees and expenses incurred in connection therewith; provided that the aggregate principal amount for all New Commitments not in excess of the Incremental Available Amount Term Loan Commitments shall not exceed $50,000,000 or (subject to Section 1.07, determined i) $50,000,000 if the Incurrence Ratio as of such date, calculated on a Pro Forma Basis as if such commitments were fully funded on such date, would be equal to or greater than 3.00:1.00 or (ii) $100,000,000 if the date of effectiveness Incurrence Ratio as of such New Commitments) date, calculated on a Pro Forma Basis as if such commitments were fully funded on such date, would be less than 3.00:1.00 and provided further that the aggregate principal amount of the Incremental Term Loan Commitments shall not be less than $25,000,000 individually (or such lesser amount which shall be approved by the Administrative Agent or that shall constitute the remaining amount of New Commitments permitted to be incurred pursuant to this Section 2.18 at such time), and integral multiples of $25,000,000 in excess of that amount500,000. Each such Such notice shall specify (Ai) the date (each, an the “Increased Amount Date”) on which Borrower Company proposes that the New Incremental Term Loan Commitments shall be effective, which shall be a date not less than 10 5 Business Days (or such shorter period as the Administrative Agent may agree in its reasonable discretion) after the date on which such notice is delivered to Administrative Agent, (ii) the Administrative Agent and which may be contingent upon proposed use of the closing proceeds of an acquisition or other transaction the Incremental Term Loans and (Biii) the identity of each Lender or other Person that is an eligible assignee under Section 9.04(b), subject Eligible Assignee and acceptable to approval thereof by the Administrative Agent and the Issuing Banks in the case of a Person that is not (where such assignment shall be to any party other than a Lender, to the extent such approval is required in the case an Affiliate of a Lender or an assignment to such Person pursuant to such Section 9.04(b) (such approval not to be unreasonably withheld or delayedApproved Fund of a Lender) (each, a an “New Incremental Lender”), and collectively “Incremental Lenders”) to whom Borrower Company proposes any portion of such New Incremental Term Loan Commitments be allocated and the amounts of such allocations (it being understood that the identity of such Lenders or other Persons may be amended after the date of such notice so long as the approval requirements, if any, are satisfied)allocations; provided that any Lender approached to provide all or a portion of the New Incremental Term Loan Commitments may elect to agree or to decline, in its sole discretion, to provide a New an Incremental Term Loan Commitment. Such New The Incremental Term Loan Commitments shall become effective effective, as of such the Increased Amount Date; provided that, subject to Section 1.07 that (except as set forth in the parenthetical proviso to clause (1) below), (1) on such Increased Amount Date, each of the conditions set forth in Section 4.02(a) and (b) (with references therein to the “Effective Date” being deemed to refer instead to such Increased Amount Date and, in the case of Section 4.02(b), before and after giving effect to such New Commitment) shall be satisfied (provided that if the proceeds of the Loans under such New Commitments are to be used to consummate a Limited Conditionality Acquisition, (xA) no Specified Potential Event of Default or Event of Default shall have occurred and be continuing as of on the Increased Amount Date or would result from the consummation of the term loans contemplated to be made pursuant to and in accordance with the Incremental Term Loan Commitments (the “Incremental Term Loans”); (B) both before and after giving effect to such New Commitments (it being understood that the requirements making of Section 4.02(b) shall otherwise be complied with in accordance with Section 1.07) and (y) the requirements of Section 4.02(a) shall be subject toIncremental Term Loans, if agreed to by the lenders providing such New Commitments, customary “SunGard” or other customary applicable “certain funds” conditionality provisions (including the accuracy each of the representations and warranties contained in this Agreement and in the applicable acquisition agreement other Loan Documents shall be true and correct in all material respects on and as are material of the Increased Amount Date to the interests same extent as though made on and as of the lenders providing such New Commitmentsthat date, but only except to the extent that the Borrower or any of its Affiliates has the right such representations and warranties specifically relate to terminate its obligations under an earlier date, in which case such acquisition agreement representations and warranties shall have been true and correct in all material respects on and as a result of the failure of such earlier date; provided that if a representation or and warranty is qualified as to materiality, the materiality qualifier set forth above shall be accurate))disregarded with respect to such representation and warranty for purposes of this condition; (2C) the New Incremental Term Loan Commitments shall be effected pursuant to one or more joinder agreements in form and substance reasonably satisfactory to Administrative Agent (a “Joinder Agreements Agreement”) executed and delivered by the BorrowerCompany, each Guarantorother Loan Party, if any, the New Lenders each Incremental Lender and the Administrative Agent, and each of which shall be recorded in the Register and each New Lender shall be subject to the requirements set forth in Section 2.142.7(b)(iv); (3D) Borrower Company shall make any payments required pursuant to Sections 2.12 and 2.13 Section 2.7(b)(iv) in connection with the New Incremental Term Loan Commitments; and (4E) Borrower Company shall deliver or cause to be delivered any lien searches, tax affidavits, legal opinions or other documents reasonably requested by the Administrative Agent, the New Lenders or the Issuing Banks Agent in connection with any such transaction. ; and (bF) On no more than $50,000,000 of Incremental Term Loans will be permitted unless Company has taken or caused to be taken, or has agreed to take, such actions that are reasonably requested by Administrative Agent to ensure that any Increased Amount Date Incremental Term Loans are secured by the Real Property Assets on which New Commitments are effective, subject the same basis as the existing Loans and to ensure that the satisfaction security interest of the foregoing terms and conditionsCollateral Agent, (i) each on behalf of the Lenders shall assign to each of the New Lenders, and each of the New Lenders shall purchase from each of the Lenders, at the principal amount thereof (together with accrued interest), such interests in the Revolving Loans and Letter of Credit Usage 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 and participation interests in Letter of Credit Usage will be held by existing Lenders and New Lenders ratably in accordance with their Revolving Commitments after giving effect to the addition of such New Commitments to the Revolving Commitments, (ii) each New Commitment shall be deemed for all purposes a Revolving Commitment and each Revolving Loan made thereunder (a “New Loan”) shall be deemed, for all purposes, a Revolving Loan, and (iii) each New Lender shall become a Lender for all purposes hereunder. (c) The Administrative Agent shall notify the Lenders promptly upon receipt of the Borrower’s notice of each Increased Amount Date and in respect thereof (i) the New Commitments and the New Lenders, and (ii) the respective interests in such Lender’s Revolving Loans and participation interests in Letter of Credit Usage, in each case subject to the assignments contemplated by this Section 2.18. (d) The terms and provisions (including pricing) of the New Loans shall be identical to the existing Loans. For the avoidance of doubt, and without limiting the generality of the foregoing, (x) the New Loans will not be guaranteed by any Person other than (1) the Guarantors or (2) any Person that shall, substantially concurrently with the incurrence of such New Loans, become a Guarantor and (y) the New Loans will not be secured by any assets not constituting the Collateral, unless such assets are substantially concurrently pledged to secure the Secured Obligations on an equal and ratable basis. Notwithstanding anything in Section 9.02 to the contrary, each Joinder Agreement may, without the consent of any other Lenders, effect such amendments to this Agreement and the other Loan Documents as may be necessary or appropriateParties, in the opinion Real Property Assets are not adversely affected by the making of the Administrative Agent, to effect the provisions of this Section 2.18such Incremental Term Loans.